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之內容概不負責，對 其準確性或完整性亦不發表任何聲明，並明確表示不會就本公告全部或任何部分內容 而產生或因倚賴該等內容而引致之任何損失承擔任何責任。 （於開曼群島註冊成立之有限公司） （股份代號：8111） 進一步延遲寄發內容有關持續關連交易 運維服務合約 之通函 茲提述(i)中國科技產業集團有限公司（「本公司」）日期為二零二五年六月二十五日及二 零二五年六月二十六日之公告（統稱「該等公告」），內容有關持續關連交易運維服務合 約；及(ii)本公司日期為二零二五年七月十七日內容有關延遲寄發通函之公告（「延遲公 告」）。除文義另有所指外，本公告所用之詞彙與該等公告所界定者具有相同涵義。 誠如延遲公告所披露，根據GEM上市規則之規定，載有（其中包括）(i)運維服務合約之 條款詳情；(ii)其項下擬進行之持續關連交易；(iii)相關年度上限；(iv)獨立董事委員會函 件；(v)獨立財務顧問函件；及(vi)召開股東特別大會之通告之通函預期將於二零二五年 八月一日或之前寄發予股東。 主席 黃波 香港，二零二五年八月一日 1 於本公告日期，董事會包括五名執行董事即黃波 ...

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 公司名稱: 中國科技產業集團有限公司 呈交日期: 2025年8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) | 08111 | 說明 | | | | | | | | | | | 法定/註冊股份數目 | | | 面值 | | | 法定/註冊股本 | | | 上月底結存 | | | 500,000,000,000 | HKD | | 0.001 | HKD | | 500,000,000 | | 增加 / 減少 (-) | | | | | | | HKD | | | | 本月底結存 | | | 500,000,000,000 | HKD | | 0.001 | HKD | | 500,000,000 | 本月底法定/註冊股本總額： HKD 500,000,000 第 1 頁 共 10 ...

[Company Structure](index=4&type=section&id=Company%20Structure) [Company Structure Overview](index=4&type=section&id=Company%20Structure%20Overview) The company is an investment holding company operating through subsidiaries in BVI, Hong Kong, and China, focusing on solar and wind energy product sales, system integration, and power station operations - The Company is an **investment holding company** with major subsidiaries located in the British Virgin Islands, Hong Kong, and China, whose businesses cover **solar-related product sales**, **new energy power system integration**, **solar and wind energy related product sales**, and the **operation of solar, wind, and energy storage power stations**[8](index=8&type=chunk)[9](index=9&type=chunk) [Company Information](index=5&type=section&id=Company%20Information) [Board and Management Information](index=5&type=section&id=Board%20and%20Management%20Information) The Board comprises five executive and three independent non-executive directors, led by Chairman Huang Bo and CEO Xie Wenjie, supported by key committees and an external auditor - Executive Directors include **Huang Bo (Chairman)**, Huang Yuanming, Zhang Jinhua, **Xie Wenjie (CEO)**, and Hu Xin. Independent Non-Executive Directors are Zhang Dingjian, Ma Xingqin, and Qiao Wencai[10](index=10&type=chunk) - The company has an **Audit Committee** (Chairman: Zhang Dingjian), **Remuneration Committee** (Chairman: Qiao Wencai), **Nomination Committee** (Chairman: Ma Xingqin), and **Corporate Governance Committee** (Chairman: Xie Wenjie)[10](index=10&type=chunk) - The Company Secretary is **Ms. Zhu Kaiying**, and the auditor is **Ascent Partners CPA Limited**[10](index=10&type=chunk) [Chairman's Statement](index=6&type=section&id=Chairman's%20Statement) [Business Review](index=6&type=section&id=Business%20Review) The Group adjusted its strategy in 2025 due to global new energy trade policy challenges, with a Hong Kong rooftop PV project generating **201,000 kWh** and anticipating significant 2026 growth - In 2025, the global new energy industry faced challenges from **changing trade policies**, prompting the Group to **actively adjust its strategic layout**[12](index=12&type=chunk) - The Hong Kong New Territories West rooftop photovoltaic project completed acquisition and grid connection in the second half of 2024, with cumulative power generation of approximately **201,000 kWh**[13](index=13&type=chunk) - Full-year power generation is expected to **increase significantly** in 2026, leading to a corresponding **rise in revenue**[13](index=13&type=chunk) [New Opportunities and Strategic Layout](index=6&type=section&id=New%20Opportunities%20and%20Strategic%20Layout) The Group is expanding into Southeast Asian markets and advancing Hong Kong distributed PV projects, securing a three-year O&M contract to diversify and stabilize new energy revenue - Actively expanding into the **Southeast Asian overseas new energy market** to seek **new revenue streams and growth drivers**[14](index=14&type=chunk) - Continuing to advance **distributed photovoltaic projects** in the Hong Kong market, participating in the HKSAR Government's **Scheme of Control Agreement**[14](index=14&type=chunk) - Signed a **three-year** Hebei photovoltaic power station operation and maintenance service contract to diversify new energy businesses[14](index=14&type=chunk) [Business Adjustment and Optimization](index=6&type=section&id=Business%20Adjustment%20and%20Optimization) Sanmenxia Baike's energy storage and distributed PV project was halted due to personnel changes; the Group is re-evaluating production plans amid declining PV module prices, considering new competitive products - Due to **key personnel changes**, Sanmenxia Baike's cooperation agreement with project partners for energy storage and distributed photovoltaic power station construction has been **put on hold**[15](index=15&type=chunk) - Given the **continuous decline in photovoltaic module market prices**, the Group is evaluating changes to the module factory production plan, considering a **shift to other more market-competitive new energy products or development paths**[15](index=15&type=chunk) [Outlook](index=7&type=section&id=Outlook) For 2025, the Group will optimize business, expand overseas, and deepen cooperation, employing prudent management to create sustainable value for stakeholders - Strategic directions include: **optimizing business layout**, flexibly adjusting production plans, and **exploring high-value-added new energy products**[18](index=18&type=chunk) - Strategic directions include: **expanding overseas markets**, promoting the implementation of overseas projects, and **building an international business footprint**[18](index=18&type=chunk) - Strategic directions include: **deepening cooperation**, closely collaborating with upstream and downstream industry partners, and **jointly addressing industry challenges**[18](index=18&type=chunk) [Management Discussion and Analysis](index=8&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=8&type=section&id=Business%20Review) The Group continued its renewable energy and power sales businesses, with loss attributable to owners narrowing to **RMB22.8 million** in 2025 from **RMB47.2 million** in 2024 - The Group continued to explore **renewable energy product sales** and **new energy power system integration and electricity sales businesses**[19](index=19&type=chunk) Loss Attributable to Owners | Year | Loss Attributable to Owners (RMB thousands) | | :--- | :--- | | 2025 | (22,800) | | 2024 | (47,200) | - For the year ended March 31, 2025, the renewable energy product sales business generated **no revenue** (2024: none)[21](index=21&type=chunk) - The new energy power system integration and electricity sales business generated revenue of **RMB800,000** (2024: none), primarily from the operation of rooftop solar panel power generation systems[22](index=22&type=chunk)[24](index=24&type=chunk) [Financial Review](index=9&type=section&id=Financial%20Review) FY2025 revenue was mainly from new energy power system integration and electricity sales, with a **30.3%** gross margin; administrative expenses decreased **10.4%** to **RMB17.3 million**, while liquidity and leverage ratios shifted Revenue and Gross Profit | Metric | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Revenue from sales of renewable energy products | – | – | | Revenue from new energy power system integration and electricity sales | 804 | – | | **Total Revenue** | **804** | **–** | | **Gross Profit Margin** | **30.3%** | **0%** | Administrative Expenses | Year | Administrative Expenses (RMB thousands) | Change (%) | | :--- | :--- | :--- | | 2025 | 17,300 | -10.4% | | 2024 | 19,300 | - | Liquidity and Financial Resources | Metric | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Bank Balances and Cash (RMB thousands) | 6,600 | 500 | | Current Ratio | 1.3 | 3.2 | | Debt-to-Asset Ratio | 76.6% | 60.9% | - As of March 31, 2025, the Group had **no assets pledged** to secure borrowings and **no significant contingent liabilities**[29](index=29&type=chunk)[30](index=30&type=chunk) - The Group's primary transactions are denominated in RMB, with **minimal anticipated foreign exchange risk** and **no current foreign currency hedging policy**[31](index=31&type=chunk) [Human Resources](index=11&type=section&id=Human%20Resources) As of March 31, 2025, the Group employed **10** staff in Hong Kong and **19** in China, with a performance-based compensation system and continuous training Number of Employees | Region | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | Hong Kong | 10 | 8 | | China | 19 | 23 | | **Total** | **29** | **31** | - The Group has a **competitive compensation and bonus system** and provides **employee training** to enhance knowledge and work skills[34](index=34&type=chunk) [Events During the Year Under Review](index=11&type=section&id=Events%20During%20the%20Year%20Under%20Review) Sanmenxia Baike's EPC contract was halted due to personnel changes; China Technology Industry Investment acquired assets and signed a concession for Hong Kong solar operations, and CEO/CFO positions changed - Sanmenxia Baike's energy storage power station EPC contract with Hebei Hanergy (total value **RMB180 million**) was **put on hold** due to key personnel changes of the project partner[35](index=35&type=chunk)[37](index=37&type=chunk) - China Technology Industry Investment Limited signed a **concession agreement** with Century Engineering Limited, granting the right to install and operate a **rooftop solar panel power generation system** and participate in **CLP Power's Feed-in Tariff Scheme**[38](index=38&type=chunk) - China Technology Industry Investment Limited acquired solar panel power generation systems and equipment for **HKD4.7 million** and signed a concession agreement[41](index=41&type=chunk) - **Mr. Huang Bo resigned as CEO**, **Mr. Xie Wenjie was re-designated from CFO to CEO**, and **Ms. Zhu Kaiying was re-designated from Deputy Financial Controller to CFO**[42](index=42&type=chunk) [Significant Events After the Reporting Period](index=13&type=section&id=Significant%20Events%20After%20the%20Reporting%20Period) On June 25, 2025, Shaanxi Baike signed a **three-year** PV power station O&M contract with Hebei Fengbei, expected to generate future revenue - Shaanxi Baike signed a **three-year** photovoltaic power station operation and maintenance service contract with Hebei Fengbei, effective from July 1, 2025, expected to generate **future revenue** for the Group[43](index=43&type=chunk) [Corporate Governance Report](index=14&type=section&id=Corporate%20Governance%20Report) [Corporate Governance Practices](index=14&type=section&id=(1)%20Corporate%20Governance%20Practices) The Company adheres to GEM Listing Rules' Corporate Governance Code, with the Chairman and CEO roles now separated after a temporary combined period - The Company has adopted the **Corporate Governance Code** as set out in **Appendix C1 of the GEM Listing Rules**[45](index=45&type=chunk) - Mr. Huang Bo previously held both the **Chairman and CEO roles** until his resignation as CEO on **December 29, 2024**, after which the **responsibilities were separated**[46](index=46&type=chunk) [Board of Directors](index=14&type=section&id=(2)%20Board%20of%20Directors) The Board oversees Group strategy, financial performance, and business management, consisting of eight directors (five executive, three independent non-executive) subject to rotation and re-election - The Board is responsible for overseeing the Group's **overall strategic planning**, reviewing **financial performance**, and monitoring **business and affairs management**[47](index=47&type=chunk) - The Board comprises **eight directors**: **five Executive Directors** (Huang Bo, Huang Yuanming, Zhang Jinhua, Xie Wenjie, Hu Xin) and **three Independent Non-Executive Directors** (Zhang Dingjian, Ma Xingqin, Qiao Wencai)[50](index=50&type=chunk)[51](index=51&type=chunk) - **One-third of all directors**, including Independent Non-Executive Directors, must **retire by rotation** at each Annual General Meeting and are **eligible for re-election**[51](index=51&type=chunk) [Four Board Committees](index=16&type=section&id=(3)%20Four%20Board%20Committees) The Company has Audit, Remuneration, Nomination, and Corporate Governance Committees, each with defined responsibilities for financial reporting, compensation, director selection, and governance policy oversight - The Audit Committee comprises **three Independent Non-Executive Directors**, chaired by Mr. Zhang Dingjian, primarily responsible for reviewing and overseeing the Group's **financial reporting process and internal control procedures**[57](index=57&type=chunk)[58](index=58&type=chunk) - The Remuneration Committee comprises **three Independent Non-Executive Directors**, chaired by Mr. Qiao Wencai, primarily responsible for making recommendations to the Board on the **remuneration policies and structure** for all directors and senior management[60](index=60&type=chunk)[61](index=61&type=chunk) - The Nomination Committee comprises **three Independent Non-Executive Directors**, chaired by Ms. Ma Xingqin, responsible for considering suitable director candidates, making recommendations on director appointments and terminations, and has formulated a **Board Diversity Policy**[63](index=63&type=chunk)[64](index=64&type=chunk) - The Corporate Governance Committee comprises **five Executive Directors**, chaired by Mr. Xie Wenjie, primarily responsible for formulating and reviewing the Company's **corporate governance policies and practices**, and **monitoring compliance** with legal and regulatory requirements[65](index=65&type=chunk)[66](index=66&type=chunk) [Attendance Record of Directors and Committee Members](index=20&type=section&id=Attendance%20Record%20of%20Directors%20and%20Committee%20Members) The Board held **12** meetings during the review period, with directors and committee members demonstrating good attendance and active participation - **12 Board meetings** were held during the review period, and the Chairman and Independent Non-Executive Directors held one meeting without Executive Directors present[67](index=67&type=chunk) Attendance Record of Directors and Committee Meetings | Director Name | Board Meetings | Audit Committee | Remuneration Committee | Nomination Committee | Corporate Governance Committee | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Huang Bo | 10/10 | – | – | – | 1/1 | | Mr. Huang Yuanming | 10/10 | – | – | – | 1/1 | | Ms. Zhang Jinhua | 10/10 | – | – | – | 1/1 | | Mr. Xie Wenjie | 11/11 | – | – | – | 1/1 | | Ms. Hu Xin | 10/11 | – | – | – | 1/1 | | Mr. Zhang Dingjian | 11/11 | 4/4 | 2/2 | 1/1 | – | | Ms. Ma Xingqin | 11/11 | 4/4 | 2/2 | 1/1 | – | | Mr. Qiao Wencai | 11/11 | 4/4 | 2/2 | 1/1 | – | [Chairman and Chief Executive Officer](index=21&type=section&id=(4)%20Chairman%20and%20Chief%20Executive%20Officer) The Chairman and CEO roles are separated, held by Mr. Huang Bo and Mr. Xie Wenjie respectively, to ensure independent decision-making and enhance governance and accountability - The **Chairman is Mr. Huang Bo**, and the **Chief Executive Officer is Mr. Xie Wenjie**, with **separate responsibilities** to ensure independent decision-making and balance[69](index=69&type=chunk) - The Chairman provides **strategic leadership**, while the Chief Executive Officer **manages the company's business activities**; this separation **enhances governance, accountability, and leadership effectiveness**[69](index=69&type=chunk)[70](index=70&type=chunk) [Responsibilities of Directors and Auditor for Financial Statements](index=21&type=section&id=(5)%20Responsibilities%20of%20Directors%20and%20Auditor%20for%20Financial%20Statements) Directors are responsible for preparing true and fair financial statements per statutory and GEM Listing Rules, ensuring timely publication, while the auditor's responsibilities are separately defined - Directors confirm their responsibility to **prepare true and fair financial statements** in accordance with statutory requirements, accounting standards, and the GEM Listing Rules[71](index=71&type=chunk) - Directors must ensure the Group's financial statements are published in a **timely manner** in accordance with the GEM Listing Rules[71](index=71&type=chunk) [Directors' Training](index=21&type=section&id=(6)%20Directors'%20Training) The Company provides comprehensive induction and continuous professional development training for directors on anti-corruption, regulatory compliance, and corporate governance to enhance their knowledge and skills - New directors receive **comprehensive induction guidance** to ensure understanding of the Group's business, operations, and responsibilities[73](index=73&type=chunk) - The company provides **ongoing briefings and professional development training**, with **costs borne by the company**, and regularly updates on business developments and changes in the regulatory environment[73](index=73&type=chunk) - All directors participate in training on topics such as **anti-corruption**, **HKEX regulatory announcements**, **Listing Rules**, and **corporate governance**[75](index=75&type=chunk)[77](index=77&type=chunk) [Independent Non-Executive Directors](index=22&type=section&id=(7)%20Independent%20Non-Executive%20Directors) Independent Non-Executive Directors are appointed for continuous terms, offering balanced expertise and independent opinions; all, including Ms. Ma Xingqin (over nine years' service), are considered independent - Independent Non-Executive Directors are appointed for **continuous terms** and are subject to **retirement by rotation and re-election**[76](index=76&type=chunk) - Independent Non-Executive Directors possess **balanced expertise** in company finance, accounting, legal, and business matters, providing **independent and valuable advice**[76](index=76&type=chunk) - Ms. Ma Xingqin has served for **over nine years**, but the Board considers her to **maintain independence** and has received annual independence confirmations from all Independent Non-Executive Directors[79](index=79&type=chunk) [Company Secretary](index=23&type=section&id=(8)%20Company%20Secretary) Ms. Zhu Kaiying was appointed Company Secretary and Authorized Representative on **March 15, 2024**, and CFO on **December 30, 2024**, assisting the Board and meeting GEM Listing Rules training requirements - **Ms. Zhu Kaiying** was appointed Company Secretary and Authorized Representative on **March 15, 2024**, and Chief Financial Officer on **December 30, 2024**[42](index=42&type=chunk)[80](index=80&type=chunk) - The Company Secretary **assists the Board**, **ensures information flow**, **provides governance advice**, and **oversees director training**[80](index=80&type=chunk) - Ms. Zhu Kaiying completed no less than **fifteen hours** of relevant professional training during the review period, **complying with GEM Listing Rules requirements**[80](index=80&type=chunk) [Compliance with Code for Securities Transactions by Directors](index=24&type=section&id=(9)%20Compliance%20with%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company adopted a directors' securities transaction code, no less stringent than GEM Listing Rules, which all directors complied with during the review period - The Company has adopted a **code of conduct for directors' securities transactions** no less stringent than that required by **Rules 5.48 to 5.67 of the GEM Listing Rules**[81](index=81&type=chunk) - Following inquiry with all directors, all directors have **complied with the required dealing standards and the code of conduct** adopted by the Company[81](index=81&type=chunk) [Auditor's Remuneration](index=24&type=section&id=(10)%20Auditor's%20Remuneration) The Audit Committee appoints external auditors; Ascent Partners CPA Limited received **HKD890,000** for audit services during the review period - The Audit Committee is responsible for **considering the appointment of external auditors**[82](index=82&type=chunk) Auditor's Remuneration | Nature of Services | Amount (HKD) | | :--- | :--- | | Audit Services | 890,000 | [Risk Management and Internal Control](index=24&type=section&id=(11)%20Risk%20Management%20and%20Internal%20Control) The Board maintains and annually reviews risk management and internal control systems; the outsourced internal audit found no significant deficiencies, and corrective measures were implemented - The Board is responsible for maintaining **sound and effective risk management and internal control systems** and **reviews their effectiveness annually**[83](index=83&type=chunk) - The Group **outsourced its internal audit function** to an **internal control consultant** to assist management with annual reviews[87](index=87&type=chunk) - **No significant deficiencies** were found in the Group's risk management and internal control systems during the review period, and relevant departments were instructed to formulate **corrective measures** for minor issues[87](index=87&type=chunk) [Directors' and Officers' Liability Insurance](index=26&type=section&id=(12)%20Directors'%20and%20Officers'%20Liability%20Insurance) The Company has appropriate liability insurance for directors, officers, and senior management against legal actions from corporate activities - The Company has made **appropriate liability insurance arrangements** for directors, officers, and senior management against legal actions arising from corporate activities[90](index=90&type=chunk) [Constitutional Documents](index=26&type=section&id=(13)%20Constitutional%20Documents) No changes occurred to the Company's Memorandum and Articles of Association during the review period; the latest version is available on the Company and HKEX websites - During the review period, there were **no changes** to the Company's Memorandum and Articles of Association[91](index=91&type=chunk) - The **latest consolidated version** of the Articles of Association is available on the **Company's and HKEX websites**[91](index=91&type=chunk) [Communication with Shareholders and Investor Relations](index=26&type=section&id=(14)%20Communication%20with%20Shareholders%20and%20Investor%20Relations) The Company's shareholder communication policy ensures convenient, equal, and timely access to information via annual reports, announcements, website, and general meetings, welcoming feedback - The Company has adopted a **shareholder communication policy** to ensure shareholders and potential investors have **convenient, equal, and timely access** to company information[92](index=92&type=chunk) - Communication channels include publishing **corporate communications, regular announcements, company website information, and Annual General Meetings and Extraordinary General Meetings**[94](index=94&type=chunk) [Shareholders' Rights](index=27&type=section&id=(15)%20Shareholders'%20Rights) Shareholders can requisition extraordinary general meetings, propose resolutions, and submit written inquiries to the Board, and are encouraged to express views at general meetings - Shareholders holding not less than **one-tenth of the Company's paid-up capital** have the right to **requisition an Extraordinary General Meeting**[95](index=95&type=chunk) - Shareholders wishing to **propose a resolution** at a general meeting may request the Company to convene a general meeting[96](index=96&type=chunk) - Shareholders may send **written inquiries** to the Company's Board of Directors; the company generally **does not handle verbal or anonymous inquiries**[97](index=97&type=chunk)[98](index=98&type=chunk) [Dividend Policy](index=28&type=section&id=(16)%20Dividend%20Policy) Dividend declaration is at the Board's discretion, considering financial performance, profits, reserves, debt-to-equity, working capital, expansion plans, and economic conditions - The dividend policy is at the **sole discretion of the Board**, considering factors such as actual and expected **financial performance, undistributed profits, and distributable reserves**[101](index=101&type=chunk) - Other considerations include the Group's **debt-to-equity ratio, return on equity, working capital requirements, future expansion plans, and overall economic conditions**[101](index=101&type=chunk) [Board Diversity](index=28&type=section&id=(17)%20Board%20Diversity) The Board values diversity, with a policy considering gender, age, and experience; it currently comprises **five men** and **three women** (aged 20-60) with diverse skills - The Board has adopted a **Board Diversity Policy**, considering factors such as **gender, age, cultural and educational background, ethnicity, professional experience, skills, knowledge, and length of service**[102](index=102&type=chunk) Board Diversity Analysis | Measurable Objectives | Category | Number of Directors | | :--- | :--- | :--- | | Gender | Male | 5 | | | Female | 3 | | Age | 20-40 | 2 | | | 41-60 | 6 | | Directors' Skills and Experience | Sales of new energy products | 6 | | | Provision of new energy power system integration services | 6 | | | Internationalization level | 1 | | | Financial expertise | 5 | | | Compliance and corporate management experience | 8 | | | Currently holding executive leadership or directorships in other listed companies | 2 | - As of March 31, 2025, among the Group's **29 employees**, **37.9% were male** and **62.1% were female**, and the company will continue to **promote gender diversity**[106](index=106&type=chunk) [Directors' Report](index=30&type=section&id=Directors'%20Report) [Analysis of Principal Activities and Operations](index=30&type=section&id=Analysis%20of%20Principal%20Activities%20and%20Operations) The Company's principal business is investment holding, with Chinese subsidiaries focused on renewable energy product sales and new energy power system integration services - The Company's principal business is **investment holding**[109](index=109&type=chunk) - Its principal subsidiaries in China are engaged in the **sales of renewable energy products** and the **provision of new energy power system integration services**[109](index=109&type=chunk) [Results and Appropriations](index=30&type=section&id=Results%20and%20Appropriations) The Group's FY2025 results are in the consolidated statement of profit or loss; no interim dividends were paid or declared, and no final dividend is recommended - The Group's results for the year ended March 31, 2025, are set out in the **consolidated statement of profit or loss and other comprehensive income**[111](index=111&type=chunk) - The Company **neither paid nor declared any interim dividends** during the year under review, and the Directors **do not recommend the payment of a final dividend** for the year ended March 31, 2025[111](index=111&type=chunk) [Reserves](index=30&type=section&id=Reserves) The Company can use share premium, retained earnings, and other reserves for dividends, ensuring debt repayment capacity; as of March 31, 2025, **no distributable reserves** were available - The Company may use **share premium, retained earnings, and other reserves** to pay dividends, provided it can **pay its debts in the ordinary course of business**[112](index=112&type=chunk) - As of March 31, 2025, the Company had **no distributable reserves**[113](index=113&type=chunk) [Property and Equipment](index=30&type=section&id=Property%20and%20Equipment) Changes in the Group's property and equipment are detailed in note 16 to the consolidated financial statements - Details of changes in the Group's property and equipment are set out in **note 16** to the consolidated financial statements[115](index=115&type=chunk) [Share Capital](index=30&type=section&id=Share%20Capital) The Company issued no shares or debentures during the review year; share capital changes are detailed in note 25 to the consolidated financial statements - During the year under review, the Company did **not issue any shares or debentures**[116](index=116&type=chunk) - Details of changes in the Company's share capital are set out in **note 25** to the consolidated financial statements[116](index=116&type=chunk) [Key Risks and Uncertainties](index=31&type=section&id=Key%20Risks%20and%20Uncertainties) The Group faces key risks from government policies, technological advancements, funding, interest rates, foreign exchange, customer dependence, and suppliers, mitigated by established risk management and internal control systems - Business relies on Chinese government new energy support policies and approvals; policy changes or delayed approvals could have a **significant impact**[121](index=121&type=chunk) - New energy power system integration services face risks from **rapid technological advancements**, requiring **continuous mastery of industry trends and employee training**[120](index=120&type=chunk)[121](index=121&type=chunk) - There are risks of **insufficient funding, interest rate fluctuations, and foreign exchange risks**, which the Group will address by **seeking cooperation and equity/debt financing**[122](index=122&type=chunk) - **Dependence on major customers** and lack of long-term sales agreements mean reductions in customer order volume or value could have an **adverse impact** on business[123](index=123&type=chunk) - Failure of suppliers or subcontractors to fulfill obligations, increased procurement costs, and potential disputes could have an **adverse impact** on financial performance and reputation[124](index=124&type=chunk)[126](index=126&type=chunk) - The Company is **establishing a solar module production plant** in Hebei to ensure a **stable supply and quality control**[127](index=127&type=chunk) [Compliance with Laws and Regulations](index=33&type=section&id=Compliance%20with%20Laws%20and%20Regulations) For the year ended March 31, 2025, the Group reported **no material breaches** or non-compliance with applicable laws and regulations - The Group had **no material breaches or non-compliance** with applicable laws and regulations for the year ended March 31,

[Company Structure](index=4&type=section&id=Company%20Structure) The company's holding structure, topped by a Cayman Islands-registered entity, includes subsidiaries in BVI, Hong Kong, and mainland China, engaged in renewable energy product sales, manufacturing, and power station operations [Company Structure](index=4&type=section&id=Company%20Structure) The company's holding structure, topped by a Cayman Islands-registered entity, includes subsidiaries in BVI, Hong Kong, and mainland China, engaged in renewable energy product sales, manufacturing, and power station operations - The organizational chart clearly illustrates the hierarchical structure from the Cayman Islands-listed entity to BVI, Hong Kong, and mainland China operating entities, covering solar industry segments including component manufacturing, product sales, system integration, and power station operations[11](index=11&type=chunk) [Company Information](index=5&type=section&id=Company%20Information) This section provides core registration and operational information, including lists of directors, committee members, company secretary, auditors, and key contact details [Company Information](index=5&type=section&id=Company%20Information) This section provides core registration and operational information, including lists of directors, committee members, company secretary, auditors, and key contact details - The company lists detailed member rosters for its Board of Directors and various professional committees (Audit, Remuneration, Nomination, Corporate Governance), reflecting the establishment of its corporate governance structure[13](index=13&type=chunk) - The company's auditor is Forever Faith CPA Limited[13](index=13&type=chunk) [Chairman's Statement](index=6&type=section&id=Chairman%27s%20Statement) The Chairman's Statement reviews FY2025, noting progress in Hong Kong distributed PV projects and overseas expansion for revenue diversification, while disclosing the shelving of a storage project and adjustments to a module factory plan, with future strategies focusing on business optimization and market expansion [Chairman's Statement](index=6&type=section&id=Chairman%27s%20Statement) The Chairman's Statement reviews FY2025, noting progress in Hong Kong distributed PV projects and overseas expansion for revenue diversification, while disclosing the shelving of a storage project and adjustments to a module factory plan, with future strategies focusing on business optimization and market expansion - Progress in Hong Kong distributed photovoltaic projects: The rooftop PV project in New Territories West was acquired and connected to the grid in the second half of 2024, generating approximately **201,000 kWh** and creating stable revenue for the Group[16](index=16&type=chunk) - Strategic expansion and adjustments: The Group actively expanded into the Southeast Asian market, signing a three-year PV power station O&M service contract in June 2025 to diversify business, while the Sanmenxia energy storage power station project was shelved due to partner personnel changes, and the planned module factory production is being re-evaluated due to market price declines[17](index=17&type=chunk)[18](index=18&type=chunk) - Future outlook: The Group will adhere to three strategic directions: optimizing business layout (exploring high-value-added products), expanding overseas markets (promoting project implementation), and deepening industry chain cooperation[21](index=21&type=chunk) [Management Discussion and Analysis](index=8&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the Group's financial performance, including a narrowed loss and new revenue streams, discusses significant events during and after the reporting period, such as project adjustments and management changes, and highlights key financial ratios and funding sources [Business and Financial Review](index=8&type=section&id=Business%20and%20Financial%20Review) The Group recorded a narrowed loss of **RMB 22.8 million** for the year, with new energy business generating **RMB 0.8 million** in revenue, while administrative expenses decreased, and financial ratios deteriorated due to reliance on related party borrowings Annual Performance Overview | Indicator | Year Ended March 31, 2025 | Year Ended March 31, 2024 | | :--- | :--- | :--- | | **Loss Attributable to Owners** | Approx. RMB 22.8 million | Approx. RMB 47.2 million | | **Revenue** | RMB 0.804 million | Nil | | **Gross Profit Margin** | 30.3% | Zero | - Revenue sources are singular, with all current year revenue derived from the newly expanded “new energy power system integration and electricity sales business,” while the traditional “sales of renewable energy products” business generated no revenue for two consecutive years[24](index=24&type=chunk)[25](index=25&type=chunk)[27](index=27&type=chunk) - Administrative expenses decreased from approximately **RMB 19.3 million** to **RMB 17.3 million**, a year-on-year reduction of **10.4%**, primarily due to effective cost control measures[28](index=28&type=chunk) Key Financial Ratio Changes | Indicator | March 31, 2025 | March 31, 2024 | | :--- | :--- | :--- | | **Current Ratio** | 1.3 | 3.2 | | **Gearing Ratio** | 76.6% | 60.9% | - The Group heavily relies on related party borrowings for operations, with total other loans payable to several executive directors and former executive directors exceeding **RMB 50 million** as of March 31, 2025[30](index=30&type=chunk) [Events During the Year Under Review](index=11&type=section&id=Events%20During%20the%20Year%20Under%20Review) During the reporting period, the Group experienced significant events including the shelving of a Henan energy storage project, successful deployment of Hong Kong rooftop solar projects, and changes in senior management - Henan energy storage power station project shelved: The EPC contract totaling **RMB 180 million** originally planned with Hebei Hanneng and related cooperation agreements were shelved due to unexpected changes in key personnel of the project partner[38](index=38&type=chunk)[40](index=40&type=chunk) - Hong Kong solar project launched: The Group's wholly-owned subsidiary entered into a concession agreement and sale and purchase agreement with Century Engineering Limited, obtaining rooftop usage rights and acquiring a solar power generation system to participate in CLP's Feed-in Tariff Scheme[41](index=41&type=chunk)[43](index=43&type=chunk)[44](index=44&type=chunk) - Senior management changes: Mr. Huang Bo resigned as Chief Executive Officer on December 30, 2024 (remaining as Chairman), with former Chief Financial Officer Mr. Xie Wenjie appointed as CEO, and former Deputy Financial Director Ms. Zhu Kaiying appointed as CFO[45](index=45&type=chunk) [Significant Events After the Reporting Period](index=13&type=section&id=Significant%20Events%20After%20the%20Reporting%20Period) After the reporting period, the Group's subsidiary signed a three-year O&M service contract with a related party for a PV power station in Hebei, aiming to secure stable revenue streams - On June 25, 2025, the Group's subsidiary entered into a three-year O&M service contract with Hebei Fengbei New Energy Co., Ltd. to provide services for a PV power station in Chengde, Hebei, subject to shareholder approval[46](index=46&type=chunk) [Corporate Governance Report](index=13&type=section&id=Corporate%20Governance%20Report) This report details the company's adherence to corporate governance practices, including board composition, committee structures, risk management, internal controls, and board diversity, highlighting compliance and areas of oversight [Corporate Governance Practices and the Board](index=14&type=section&id=Corporate%20Governance%20Practices%20and%20the%20Board) The company largely complied with the Corporate Governance Code, correcting a previous deviation where the Chairman and CEO roles were combined, and the Board, comprising eight directors, is responsible for strategic oversight, noting a father-son relationship between two executive directors - The company complied with the Corporate Governance Code during the reporting period, with the sole deviation being Code Provision C.2.1, where the Chairman and Chief Executive Officer positions were held by the same person, a situation corrected on December 30, 2024, after Mr. Huang Bo resigned as CEO[48](index=48&type=chunk)[49](index=49&type=chunk) - The Board comprises **8** members, including **5** executive directors and **3** independent non-executive directors, meeting the Listing Rules' requirements for the number and proportion of independent non-executive directors[53](index=53&type=chunk) - Executive Director Mr. Huang Bo (Chairman) and Executive Director Mr. Huang Yuanming are father and son[55](index=55&type=chunk) [Board Committees](index=16&type=section&id=Four%20Board%20Committees) The company has established four Board committees—Audit, Remuneration, Nomination, and Corporate Governance—with clear mandates, where independent non-executive directors lead key oversight functions, and meeting attendance is detailed - The Audit Committee, composed of **three** independent non-executive directors, is primarily responsible for overseeing financial reporting processes and internal controls, holding **four** meetings during the period[60](index=60&type=chunk)[61](index=61&type=chunk) - The Remuneration Committee, composed of **three** independent non-executive directors, is responsible for advising the Board on remuneration policies, holding **two** meetings during the period[63](index=63&type=chunk)[64](index=64&type=chunk) - The Nomination Committee, composed of **three** independent non-executive directors, is responsible for director nominations and reviewing board diversity, holding **one** meeting during the period[66](index=66&type=chunk)[67](index=67&type=chunk) - The Corporate Governance Committee, composed of **five** executive directors, is responsible for formulating and reviewing corporate governance policies, holding **one** meeting during the period[68](index=68&type=chunk)[69](index=69&type=chunk) Directors' and Committee Members' Meeting Attendance | Director Name | Board Meetings | Audit Committee | Remuneration Committee | Nomination Committee | Corporate Governance Committee | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Huang Bo | 10/10 | – | – | – | 1/1 | | Mr. Huang Yuanming | 10/10 | – | – | – | 1/1 | | Ms. Zhang Jinhua | 10/10 | – | – | – | 1/1 | | Mr. Xie Wenjie | 11/11 | – | – | – | 1/1 | | Ms. Hu Xin | 10/11 | – | – | – | 1/1 | | Mr. Zhang Dingjian | 11/11 | 4/4 | 2/2 | 1/1 | – | | Ms. Ma Xingqin | 11/11 | 4/4 | 2/2 | 1/1 | – | | Mr. Qiao Wencai | 11/11 | 4/4 | 2/2 | 1/1 | – | [Risk Management and Internal Control](index=24&type=section&id=Risk%20Management%20and%20Internal%20Control) The Board is responsible for maintaining and reviewing the Group's risk management and internal control systems, which were deemed adequate and effective by an outsourced independent internal audit function during the period - The Board bears ultimate responsibility for the Group's risk management and internal control systems, aiming to provide reasonable assurance against material misstatement, loss, or fraud[86](index=86&type=chunk) - The Group outsources its internal audit function to an independent internal control consultant who reports directly to the Audit Committee to ensure audit independence[90](index=90&type=chunk) - During the review period, the internal control consultant's review found no significant deficiencies in the Group's risk management and internal control systems, leading the Board to consider the existing systems adequate and effective during the period[90](index=90&type=chunk)[91](index=91&type=chunk) [Board Diversity](index=28&type=section&id=Board%20Diversity) The company has adopted a board diversity policy, analyzing its composition across gender, age, and skills, with the current board demonstrating diversity, including three female directors and varied expertise, deemed balanced by the Nomination Committee Board Diversity Composition Analysis | Category | Number of Directors | | :--- | :--- | | **Gender** | | | Male | 5 | | Female | 3 | | **Age** | | | 20-40 | 2 | | 41-60 | 6 | | **Skills and Experience** | | | Sales of New Energy Products | 6 | | Provision of New Energy Power System Integration Services | 6 | | Financial Expertise | 5 | | Compliance and Corporate Management Experience | 8 | - The company has achieved gender diversity at the board level, with **three** female directors, and plans to maintain this level of representation[109](index=109&type=chunk) [Directors' Report](index=30&type=section&id=Directors%27%20Report) This report outlines the Group's principal businesses, financial results, and key risks, details directors' and major shareholders' equity interests, and provides an overview of share-linked agreements, including share options and convertible bonds [Principal Business, Results, and Risks](index=30&type=section&id=Principal%20Business%2C%20Results%2C%20and%20Risks) The Group's principal businesses are renewable energy product sales and system integration, recording a loss with no dividend, and faces key risks including policy dependence, technological changes, funding, customer reliance, and supplier performance - The Group recorded a loss for the current year, and the Board does not recommend the payment of any final dividend[114](index=114&type=chunk) - Key risks include: - **Government policy risk**: New energy business relies on the stability of government support policies - **Technology risk**: Rapid iteration of new energy technologies poses a risk of failing to keep pace with industry developments - **Funding and financial risk**: Business requires substantial capital, facing financing, interest rate, and foreign exchange fluctuation risks - **Customer dependence risk**: Absence of long-term agreements with customers poses a risk of order loss - **Supplier risk**: Reliance on suppliers for product procurement faces risks of price increases and supply disruptions[124](index=124&type=chunk)[125](index=125&type=chunk)[126](index=126&type=chunk)[129](index=129&type=chunk) [Directors' and Major Shareholders' Equity Interests](index=39&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20in%20Shares%2C%20Underlying%20Shares%2C%20and%20Debentures%20of%20the%20Company%20and%20its%20Associated%20Corporations) This section discloses the shareholdings of directors, chief executives, and major shareholders as of March 31, 2025, with Chairman Mr. Huang Bo holding **19.52%** as the largest director shareholder, and other major shareholders holding over **5%** interest Directors' and Chief Executive's Equity Interests (as of March 31, 2025) | Director/Chief Executive Name | Capacity | Total Interest (Shares) | Approximate Percentage | | :--- | :--- | :--- | :--- | | Mr. Huang Bo | Beneficial Owner | 89,994,999 (L) | 19.52% | | Mr. Huang Yuanming | Beneficial Owner | 38,717,302 (L) | 8.40% | | Ms. Zhang Jinhua | Beneficial Owner | 15,969,064 (L) | 3.46% | | Mr. Xie Wenjie | Beneficial Owner | 15,658,533 (L) | 3.46% | Major Shareholders' Equity Interests (as of March 31, 2025) | Shareholder Name | Number of Ordinary Shares | Capacity | Approximate Percentage | | :--- | :--- | :--- | :--- | | Ms. Li Xiaoyan | 59,094,406 (L) | Beneficial Owner | 12.82% | | Mr. Hou Xiaobing | 26,228,000 (L) | Beneficial Owner | 5.69% | [Share-Linked Agreements](index=41&type=section&id=Share-Linked%20Agreements) This section details the company's share-linked agreements, including the expiry of its share option scheme and the grant of **12.68 million** options to directors, alongside a review of historical convertible bonds, including the fully converted 2022 series - The company's share option scheme expired on August 20, 2024, but prior to its expiry, the company granted a total of **12,676,257** share options to four executive directors on July 26, 2024, with an exercise price of **HKD 0.11** per share and an exercise period of ten years[157](index=157&type=chunk)[165](index=165&type=chunk)[166](index=166&type=chunk) - The 2022 convertible bonds were fully exercised on December 20, 2023, with a total principal amount of **HKD 32 million** converted into **12.8 million** company shares[174](index=174&type=chunk) - Regarding the 2011 convertible bonds, a total principal amount of **HKD 12 million** remains unresolved due to inability to contact holders and ownership disputes, with the amount reclassified as other payables[175](index=175&type=chunk)[423](index=423&type=chunk) [Five-Year Financial Summary](index=48&type=section&id=Five-Year%20Financial%20Summary) This section summarizes the Group's five-year financial data, showing a significant revenue decline since FY2021, continuous losses over the past three years, and a downward trend in total assets and net assets [Five-Year Financial Summary](index=48&type=section&id=Five-Year%20Financial%20Summary) This section summarizes the Group's five-year financial data, showing a significant revenue decline since FY2021, continuous losses over the past three years, and a downward trend in total assets and net assets Five-Year Financial Summary (RMB in thousands) | | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | **Revenue (RMB in thousands)** | 804 | – | 42,510 | 72,215 | 276,933 | | **(Loss)/Profit Attributable to Owners (RMB in thousands)** | (22,751) | (47,153) | (25,140) | (3,732) | 69,005 | | **Total Assets (RMB in thousands)** | 97,351 | 102,606 | 142,045 | 165,949 | 218,914 | | **Total Liabilities (RMB in thousands)** | (74,605) | (62,484) | (82,595) | (81,359) | (130,972) | | **Net Assets (RMB in thousands)** | 22,746 | 40,122 | 59,450 | 84,590 | 87,942 | [Independent Auditor's Report](index=49&type=section&id=Independent%20Auditor%27s%20Report) Forever Faith CPA Limited issued an unmodified opinion on the Group's consolidated financial statements, identifying 'impairment assessment of trade receivables' as a key audit matter due to its materiality and management judgment [Independent Auditor's Report](index=49&type=section&id=Independent%20Auditor%27s%20Report) Forever Faith CPA Limited issued an unmodified opinion on the Group's consolidated financial statements, identifying 'impairment assessment of trade receivables' as a key audit matter due to its materiality and management judgment - The audit opinion is unmodified, with the auditor believing the consolidated financial statements fairly reflect the Group's financial position and performance in accordance with Hong Kong Financial Reporting Standards[190](index=190&type=chunk) - The key audit matter is the “impairment assessment of trade receivables,” identified as critical because the trade receivables balance is material to the overall financial position, and the assessment of its expected credit loss provision involves significant management judgment and estimation[192](index=192&type=chunk)[195](index=195&type=chunk) [Consolidated Financial Statements](index=54&type=section&id=Consolidated%20Financial%20Statements) This section presents the Group's consolidated financial statements, including the statement of profit or loss, financial position, changes in equity, and cash flows, detailing revenue, losses, asset and liability changes, and cash flow movements [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=54&type=section&id=Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the year ended March 31, 2025, the Group recorded **RMB 0.804 million** in revenue and a narrowed annual loss of **RMB 22.751 million**, with basic and diluted loss per share at **RMB 0.0494** Annual Profit or Loss Statement Key Data (RMB in thousands) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Revenue (RMB in thousands) | 804 | – | | Gross Profit (RMB in thousands) | 244 | – | | Administrative Expenses (RMB in thousands) | (17,259) | (19,262) | | Finance Costs (RMB in thousands) | (5,236) | (5,611) | | **Loss Attributable to Owners for the Year (RMB in thousands)** | **(22,751)** | **(47,153)** | | **Basic and Diluted Loss Per Share (RMB cents)** | **(4.94)** | **(10.44)** | [Consolidated Statement of Financial Position](index=55&type=section&id=Consolidated%20Statement%20of%20Financial%20Position) As of March 31, 2025, the Group's total assets decreased to **RMB 97.351 million**, total liabilities increased to **RMB 74.605 million**, and net assets significantly reduced to **RMB 22.746 million**, indicating increased liquidity pressure Statement of Financial Position Key Data (RMB in thousands) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Non-current Assets (RMB in thousands) | 52,857 | 35,746 | | Current Assets (RMB in thousands) | 44,494 | 66,860 | | **Total Assets (RMB in thousands)** | **97,351** | **102,606** | | Current Liabilities (RMB in thousands) | 34,131 | 21,136 | | Non-current Liabilities (RMB in thousands) | 40,474 | 41,348 | | **Total Liabilities (RMB in thousands)** | **74,605** | **62,484** | | **Net Assets (RMB in thousands)** | **22,746** | **40,122** | [Consolidated Statement of Changes in Equity](index=56&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Equity) This year, total equity decreased from **RMB 40.122 million** to **RMB 22.746 million**, primarily due to the **RMB 22.751 million** loss, partially offset by deemed contributions and share option expenses, with a capital reduction of **RMB 195 million** used to offset accumulated losses - Total equity decreased from **RMB 40.122 million** to **RMB 22.746 million**, primarily due to the annual loss of **RMB 22.751 million**[211](index=211&type=chunk) - A capital reduction was performed this year, transferring **RMB 195,284 thousand** from share capital to accumulated losses to reduce book losses, an operation that does not affect total shareholders' equity[211](index=211&type=chunk) - Equity increased by **RMB 4.753 million**, representing the difference between the principal and fair value of interest-free loans provided by shareholders upon initial recognition, which is treated as a capital contribution from shareholders[211](index=211&type=chunk)[213](index=213&type=chunk) [Consolidated Statement of Cash Flows](index=57&type=section&id=Consolidated%20Statement%20of%20Cash%20Flows) This year, the Group generated **RMB 14.265 million** in net cash from operations, with net outflows from investing activities and net inflows from financing, resulting in a net increase of **RMB 6.066 million** in cash and cash equivalents Cash Flow Statement Summary (RMB in thousands) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Net Cash from Operating Activities (RMB in thousands) | 14,265 | 6,725 | | Net Cash Used in Investing Activities (RMB in thousands) | (15,841) | (16,891) | | Net Cash from Financing Activities (RMB in thousands) | 7,642 | 7,262 | | **Net Increase/(Decrease) in Cash and Cash Equivalents (RMB in thousands)** | **6,066** | **(2,904)** | | Cash and Cash Equivalents at Beginning of Year (RMB in thousands) | 517 | 3,421 | | **Cash and Cash Equivalents at End of Year (RMB in thousands)** | **6,583** | **517** | [Notes to the Consolidated Financial Statements](index=59&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) This section provides detailed notes to the consolidated financial statements, covering segment information, receivables, related party loans, share capital changes, share-based payments, and significant events after the reporting period [Note 5: Segment Information](index=89&type=section&id=Note%205.%20Segment%20Information) The Group's business is divided into two segments, with all current year revenue of **RMB 0.804 million** from new energy system integration in Hong Kong, both segments recording losses, and most assets located in mainland China Segment Results (Year Ended March 31, 2025, RMB in thousands) | Segment | Revenue (RMB in thousands) | Segment Loss (RMB in thousands) | | :--- | :--- | :--- | | Sales of Renewable Energy Products | – | (1,397) | | New Energy Power System Integration and Electricity Sales Business | 804 | (3,669) | - Geographically, all current year revenue originated from Hong Kong, while the vast majority of the Group's non-current assets (approximately **RMB 44.64 million**) are located in mainland China[346](index=346&type=chunk) [Note 19: Trade and Other Receivables](index=110&type=section&id=Note%2019.%20Trade%20and%20Other%20Receivables) As of March 31, 2025, the Group's net trade receivables were **RMB 33.154 million** after a **RMB 56.697 million** impairment, with **99%** overdue by over 180 days, indicating high collection risk and aligning with the auditor's key audit matter Trade Receivables and Impairment Provision (RMB in thousands) | Item | Amount (RMB in thousands) | | :--- | :--- | | Total Trade Receivables | 89,851 | | Less: Impairment Provision | (56,697) | | **Net Trade Receivables** | **33,154** | - Trade receivables are severely aged, with **RMB 32.959 million** (approximately **99%**) of the net **RMB 33.154 million** balance overdue by more than 180 days[402](index=402&type=chunk) [Note 22: Other Loans](index=114&type=section&id=Note%2022.%20Other%20Loans) As of March 31, 2025, the Group had **RMB 52.602 million** in other loans, mostly from current and former directors, with **RMB 29.378 million** being interest-bearing at **12%**, indicating high reliance on related party funding Loans from Directors and Former Directors (RMB in thousands) | Loan Source | Amount (RMB in thousands) | | :--- | :--- | | Loans from Directors | 39,778 | | Loans from a Former Director | 12,824 | | **Total** | **52,602** | - Loans primarily originated from Executive Directors Mr. Xie Wenjie, Mr. Huang Yuanming, and Mr. Huang Bo, with some loans bearing **12%** annual interest and others being interest-free, reflecting the company's financial reliance on key shareholders and management[410](index=410&type=chunk)[412](index=412&type=chunk) [Note 25: Share Capital](index=122&type=section&id=Note%2025.%20Share%20Capital) This year, the company underwent a significant share capital reorganization, reducing par value from **HKD 0.50** to **HKD 0.001** per share, generating **RMB 195 million** to offset accumulated losses, an accounting treatment that did not affect total equity - The company implemented a capital reduction, decreasing the par value per share from **HKD 0.50** to **HKD 0.001**, and subdivided authorized but unissued shares[440](index=440&type=chunk)[441](index=441&type=chunk) - The approximately **RMB 195 million** proceeds from the capital reduction have been used to offset the company's accumulated losses, aiming to optimize the balance sheet structure[443](index=443&type=chunk) [Note 27: Share-Based Payments](index=125&type=section&id=Note%2027.%20Share-Based%20Payments) The company's share option scheme expired in August 2024, but prior to expiry, **12,676,257** options were granted to four directors at **HKD 0.11** per share, with a fair value of **RMB 0.622 million** recognized as an expense Share Options Granted on July 26, 2024 | Grantee | Number of Share Options Granted | | :--- | :--- | | Mr. Huang Bo | 3,169,065 | | Mr. Huang Yuanming | 3,169,064 | | Ms. Zhang Jinhua | 3,169,064 | | Mr. Xie Wenjie | 3,169,064 | | **Total** | **12,676,257** | - The granted share options have an exercise price of **HKD 0.11**, while the share price on the grant date was **HKD 0.087**, and the options are not subject to any vesting conditions or performance targets[453](index=453&type=chunk)[454](index=454&type=chunk) [Note 36: Events After the Reporting Period](index=143&type=section&id=Note%2036.%20Events%20After%20the%20Reporting%20Period) After the fiscal year-end, on June 25, 2025, the Group's subsidiary entered into a three-year O&M service contract with a related company controlled by directors, aiming to generate new revenue streams - On June 25, 2025, the Group's subsidiary entered into a three-year PV power station O&M service contract with Hebei Fengbei New Energy Co., Ltd., a related company controlled by company directors Mr. Huang Yuanming, Ms. Zhang Jinhua, and the Chairman's brother, Mr. Huang Ming[494](index=494&type=chunk)

Stock Option Plan - The stock option plan has a total of 12,676,257 shares available for grant as of March 31, 2024, representing approximately 2.75% of the total issued shares (excluding treasury shares) [3] - The stock option plan is detailed in the "Board Report" section of the annual report [3] Company Information - The company confirms that the information provided in this announcement is accurate and complete, with no misleading or fraudulent elements [6] - The announcement is published in accordance with the GEM Listing Rules of the Hong Kong Stock Exchange [6] - The company is incorporated in the Cayman Islands with limited liability [2] Board of Directors - The board of directors includes five executive directors and three independent non-executive directors [5] Shareholder Communication - The announcement serves to provide information regarding the company to shareholders and potential investors [6] - The company emphasizes the importance of shareholders and potential investors exercising caution when trading shares [5] - The announcement will be available on the Hong Kong Stock Exchange website for at least seven days from the publication date [6] Annual Report Disclosure - The company has not disclosed any changes to other information in the annual report [4]

Financial Performance - For the six months ended September 30, 2024, the company reported a loss attributable to owners of approximately RMB 9,400,000, compared to a loss of RMB 11,000,000 for the same period in 2023, representing a 14.55% improvement in losses [4]. - The company recorded no revenue for both the first half of 2024 and 2023, indicating a consistent lack of sales [5]. - The basic loss per share for the first half of 2024 was approximately RMB 2.04, compared to RMB 2.45 for the same period in 2023, reflecting a 16.73% reduction in loss per share [7]. - The company reported a total loss of RMB (9,393,000) for the six months ended September 30, 2024, compared to a loss of RMB (10,967,000) for the same period in 2023, reflecting an improvement of 14.4% [30]. - The division for renewable energy product sales reported a loss of RMB (780,000) for the six months ended September 30, 2024, compared to a loss of RMB (3,027,000) in the same period last year, indicating a significant improvement of 74.2% [30]. - The division providing new energy power system integration services incurred a loss of RMB (1,230,000) for the six months ended September 30, 2024, compared to no loss reported in the previous year [30]. - The company did not record any gross profit margin for both reporting periods, indicating ongoing operational challenges [6]. - The company has not disclosed any new product developments, technological advancements, market expansions, or mergers and acquisitions during this reporting period [4][5][6]. Assets and Liabilities - As of September 30, 2024, total current assets amounted to RMB 52,528,000, a decrease from RMB 66,860,000 as of March 31, 2024 [12]. - The company's non-current assets, including property and equipment, increased to RMB 23,875,000 from RMB 18,115,000 as of March 31, 2024, indicating a growth of 31.06% [12]. - Total liabilities increased to RMB 62,185,000 as of September 30, 2024, compared to RMB 62,484,000 as of March 31, 2024, showing a slight decrease [12]. - The net asset value attributable to owners decreased to RMB 31,348,000 from RMB 40,122,000 as of March 31, 2024, representing a decline of 21.8% [12]. - Total assets as of September 30, 2024, amounted to RMB 93,533,000, compared to RMB 102,606,000 as of March 31, 2024, showing a decline of 8.9% [32]. - The total liabilities as of September 30, 2024, were RMB 62,185,000, which is a decrease from RMB 66,000,000 as of March 31, 2024, indicating a reduction of 5.7% [32]. - Accounts receivable from customer contracts amounted to RMB 101,356,000 as of September 30, 2024, down from RMB 118,456,000 as of March 31, 2024 [51]. Cash Flow - Net cash generated from operating activities for the six months ended September 30, 2024, was RMB 6,517,000, compared to RMB 4,267,000 for the same period in 2023, representing a year-over-year increase of 52.7% [18]. - Net cash used in investing activities for the six months ended September 30, 2024, was RMB (5,769,000), an improvement from RMB (9,041,000) in the prior year, indicating a reduction of 36.5% [18]. - Net cash generated from financing activities for the six months ended September 30, 2024, was RMB 854,000, down from RMB 4,289,000 in the previous year, reflecting a decrease of 80.1% [18]. - The company’s cash and cash equivalents increased to RMB 2,119,000 as of September 30, 2024, from RMB 2,936,000 at the end of the previous year, marking a decrease of 27.8% [18]. - As of September 30, 2024, the group's cash and bank balances totaled approximately RMB 2,100,000, compared to RMB 500,000 as of March 31, 2024 [78]. Corporate Governance - The audit committee has reviewed and approved the unaudited consolidated results for the first half of 2024 [129]. - The Compensation Committee was established in June 2005 and currently consists of three independent non-executive directors as of September 30, 2024 [131]. - The Corporate Governance Committee, effective from March 28, 2012, includes four executive directors and is chaired by Mr. Xie Wenjie [132]. - The Nomination Committee, established on March 28, 2012, comprises three independent non-executive directors and is chaired by Ms. Ma Xingqin [133]. - As of September 30, 2024, there are no interests held by directors or their close associates in any competing businesses [134]. - The company had no controlling shareholder as of the report date [135]. - The company has adopted a code of conduct for securities trading that complies with GEM Listing Rules [138]. - The company has adhered to all provisions of the Corporate Governance Code during the first half of 2024, with a noted deviation from provision C.2.1 [139]. - The board believes that combining the roles of Chairman and CEO provides strong and consistent leadership beneficial to the company's strategy [140]. - The board includes a mix of executive and independent non-executive directors as of November 28, 2024 [142]. Employee and Operational Expenses - Administrative expenses increased by approximately RMB 1,300,000 or 19.7% to about RMB 7,600,000 for the six months ended September 30, 2024, due to share-based payment expenses and salary increases [77]. - Employee costs for the first half of 2024 amounted to approximately RMB 3,800,000, an increase from RMB 2,400,000 in the same period last year, primarily due to an increase in average employee numbers [89]. Future Plans and Developments - The company has entered into a cooperation agreement to supply electricity from a new power station project, which is expected to generate revenue [71]. - The company is exploring new opportunities in renewable energy product sales and new energy power system integration services [68]. - The company plans to construct a 30 MW/180 MWh energy storage station in Henan Province, pending land lease finalization, to enhance project management and revenue generation [117]. - The company continues to seek new opportunities outside mainland China, focusing on renewable energy projects in Hong Kong [118]. - The company aims to enhance renewable energy consumption capacity and improve peak-load differences through the development of new energy storage solutions by 2025 [116]. Shareholder Information - As of September 30, 2024, the company has issued 460,976,684 ordinary shares [126]. - Major shareholders include Li Yanyan with 12.82% and Hou Xiaobing with 5.69% of the issued share capital [125]. Stock Options and Financing - The company has granted a total of 21,844,000 stock options under the stock option plan, all of which were exercised by the end of the fiscal year ending March 31, 2019 [105]. - The maximum number of shares that may be issued upon the exercise of stock options granted under the plan shall not exceed 30% of the company's issued share capital at any time [105]. - The stock options granted on July 26, 2024, have an exercise price of HKD 0.11, with a fair value of approximately RMB 619,000 calculated using a binomial option pricing model [111]. - The company issued 12,800,000 shares upon the full exercise of the convertible bonds with a principal amount of HKD 32,000,000 on December 20, 2023 [114]. - The initial conversion price for the newly issued convertible bonds is set at HKD 2.5 per share [113]. - No stock options were exercised, canceled, or lapsed during the reporting period [112]. - The company has updated the general plan limit for stock options to 10% of the issued shares as of the date of the resolution adopting the stock option plan [105]. - The stock option plan aims to attract and retain high-quality employees and to incentivize contributions to the company [104]. - The stock options granted do not have any vesting conditions, performance targets, or clawback mechanisms [111]. - The company is currently unable to contact bondholders regarding a principal amount of HKD 12,000,000 due to a dispute over ownership [114]. Market Context - In the first half of 2024, China's renewable energy generation capacity added 134 GW, with wind power contributing 25.84 GW and solar power contributing 102 GW, surpassing coal power capacity [116]. - The company is actively negotiating a project in rural China aimed at promoting green energy transformation, with a core concept of "one village, one pole" to ensure sustainable energy development [117]. - The company has acquired two new renewable energy projects in Hong Kong with a total installed capacity of 554.72 kW, expected to start generating revenue soon [118].

Financial Performance - For the six months ended September 30, 2024, the company reported a loss attributable to owners of approximately RMB 9,400,000, compared to a loss of RMB 11,000,000 for the same period in 2023, representing a 14.55% improvement[7]. - The company recorded no revenue for both the six months ended September 30, 2024, and 2023[8]. - The basic loss per share for the six months ended September 30, 2024, was approximately RMB 2.04, compared to RMB 2.45 for the same period in 2023, indicating a 16.73% reduction in loss per share[10]. - The total comprehensive loss for the period attributable to owners was RMB 9,393,000 for the six months ended September 30, 2024, compared to RMB 10,967,000 for the same period in 2023[13]. - The company recorded a total loss of RMB 9,393,000 for the six months ended September 30, 2024, compared to a loss of RMB 10,967,000 for the same period in 2023, indicating a 14% improvement[33]. - The company incurred financing costs of RMB 1,843,000 for the six months ended September 30, 2024, down from RMB 3,348,000 in the same period of 2023[41]. - Foreign exchange gains amounted to RMB 46,000 for the six months ended September 30, 2024, a significant improvement from a loss of RMB (1,277,000) in the same period of 2023[40]. Assets and Liabilities - The total assets less current liabilities as of September 30, 2024, amounted to RMB 63,689,000, down from RMB 81,470,000 as of March 31, 2024[15]. - Non-current liabilities, specifically other loans, decreased from RMB 41,348,000 as of March 31, 2024, to RMB 32,341,000 as of September 30, 2024[15]. - The company’s current assets decreased from RMB 66,860,000 as of March 31, 2024, to RMB 52,528,000 as of September 30, 2024[15]. - As of September 30, 2024, total assets amounted to RMB 93,533,000, with renewable energy product sales contributing RMB 47,205,000 and integrated services for new energy power systems contributing RMB 45,413,000[35]. - Total liabilities as of September 30, 2024, were RMB 62,185,000, with renewable energy product liabilities at RMB 1,247,000 and integrated services liabilities at RMB 839,000[35]. - The current ratio as of September 30, 2024, was approximately 1.8, down from 3.2 as of March 31, 2024, indicating a decrease in liquidity but still maintaining a healthy level[86]. - The debt-to-asset ratio as of September 30, 2024, was approximately 66.5%, an increase from 60.9% as of March 31, 2024[87]. Cash Flow and Investments - As of September 30, 2024, the company reported a net cash inflow from operating activities of RMB 6,517,000, compared to RMB 4,267,000 for the same period in 2023, representing a 53% increase[21]. - The company raised new loans amounting to RMB 1,191,000 during the financing activities, a decrease from RMB 4,697,000 in the previous year[21]. - The company incurred a total investment cash outflow of RMB 5,769,000, a reduction from RMB 9,041,000 in the previous year, reflecting a 36% decrease[21]. - The company made payments of approximately RMB 5,685,000 for construction in progress during the review period, compared to RMB 9,046,000 in the same period of 2023[49]. Revenue Generation - The company did not report any revenue from external customers for renewable energy products or new energy power system integration services for the six months ended September 30, 2024[33]. - The company’s total revenue for the six months ended September 30, 2024, was not specified, indicating a potential focus on cost management rather than revenue generation[27]. - The group did not generate any revenue from renewable energy product sales for the six months ended September 30, 2024, consistent with the same period in 2023[73]. Strategic Initiatives - The group has entered into an EPC contract to construct a storage power station in Henan, which is expected to contribute to future revenue streams[74]. - The group has established a cooperation agreement to supply electricity from a power station to project partners, which will be recognized as revenue[74]. - The company is actively pursuing new business opportunities in mainland China, focusing on green energy transformation in rural areas[120]. - The company has acquired two new renewable energy projects in Hong Kong with a total installed capacity of 554.72 kW, expected to generate revenue soon[121]. - The company plans to construct a 30 MW/180 MWh energy storage station in Henan Province, pending land lease finalization[120]. - The company will continue to explore new revenue sources in line with national renewable energy development strategies[121]. Corporate Governance - The Audit Committee has reviewed and approved the unaudited consolidated results for the first half of 2024[132]. - The company has adopted a code of conduct for securities trading in compliance with GEM Listing Rules[141]. - The company has complied with all provisions of the corporate governance code during the first half of 2024, except for a deviation regarding the separation of roles of the Chairman and CEO[142]. - The company will continue to review the effectiveness of its current structure regarding the roles of the Chairman and CEO[143]. - The company has established various committees, including the Remuneration Committee and Nomination Committee, to oversee governance and management practices[134][136]. - As of September 30, 2024, there are no controlling shareholders of the company[138]. Share Capital and Stock Options - The company’s issued share capital as of September 30, 2024, includes significant holdings by executive directors, with Huang Bo holding 19.52%[123]. - Ms. Li Yanyan holds 59,094,406 shares, representing approximately 12.82% of the company's issued share capital[128]. - Mr. Hou Xiaobing holds 26,228,000 shares, representing approximately 5.69% of the company's issued share capital[128]. - The company has a stock option plan that has been effective since August 26, 2014, and will remain valid for ten years until August 20, 2024[105]. - Under the stock option plan, a maximum of 30% of the company's issued share capital can be allocated for options that have been granted but not exercised[108]. - The stock option plan allows for the issuance of up to 12,676,257 shares at an exercise price of HKD 0.11, with a fair value of approximately RMB 619,000 calculated using a binomial option pricing model[114]. - No stock options were exercised, canceled, or lapsed during the reporting period, allowing for the issuance of a total of 12,676,257 shares under the granted options[115]. - The company issued HKD 32,000,000 of convertible bonds, convertible into 12,800,000 shares at an initial conversion price of HKD 2.5 per share[116]. - As of December 20, 2023, the company fully exercised the convertible bonds and issued 12,800,000 shares[117].

Financial Liabilities and Assets - The group measures lease liabilities at the present value of unpaid lease payments, using the implicit interest rate of the lease for discounting[10]. - Financial assets are initially measured at fair value, with trade receivables from customer contracts measured according to HKFRS 15[29]. - The group holds financial assets with the aim of recovering contract cash flows, and all other financial assets are subsequently measured at fair value through profit or loss[30]. - Financial liabilities are classified as either debt or equity based on the nature of the contractual arrangements[60]. - The company uses the effective interest method to measure financial liabilities at amortized cost or at fair value through profit or loss[62]. Tax Liabilities and Assets - Deferred tax liabilities and assets are measured based on the expected tax consequences of recovering or settling the carrying amounts of assets and liabilities as of the reporting date[18]. - The group applies HKAS 12 to lease transactions related to tax deductions attributable to lease liabilities[24]. - The group recognizes deferred tax assets only when it is probable that sufficient taxable profits will be available to utilize the temporary differences[23]. Credit Risk and Expected Credit Losses - The company recognizes expected credit losses for receivables and contract assets over their expected lifetime, using a provision matrix based on historical credit loss experience[34]. - As of March 31, 2024, the company monitors credit risk indicators to determine if there has been a significant increase in credit risk since initial recognition[36]. - The company assesses whether the credit risk of financial instruments has significantly increased by comparing the risk of default at the reporting date to that at initial recognition[35]. - If a financial asset is determined to no longer meet the criteria for lifetime expected credit losses, the company measures the loss provision at an amount equal to the 12-month expected credit losses[42]. - The expected credit loss provision for receivables is sensitive to estimation changes, indicating potential financial risks[102]. - The company will write off financial assets when there is evidence that the debtor is in severe financial difficulty and recovery is unlikely[57]. - Expected credit losses are calculated as the difference between the contractual cash flows due and the cash flows the company expects to receive[58]. Revenue and Growth Projections - The company reported a significant increase in revenue, with a year-over-year growth of 15% in the last fiscal year[1]. - User data indicates a total of 5 million active users, representing a 20% increase compared to the previous year[2]. - The company projects a revenue growth of 10% for the upcoming fiscal year, driven by new product launches and market expansion strategies[3]. - The company has introduced a new product line that is anticipated to contribute an additional $50 million in revenue over the next year[7]. - The gross margin improved to 45%, up from 40% in the previous year, reflecting better cost management and pricing strategies[8]. Market Expansion and Strategic Initiatives - Investment in R&D for new technologies has increased by 25%, focusing on renewable energy solutions[4]. - The company plans to expand its market presence in Southeast Asia, targeting a 30% increase in market share within the next two years[5]. - A strategic acquisition of a competitor is expected to enhance the company's product offerings and increase overall market competitiveness[6]. - Future guidance includes a focus on sustainability initiatives, aiming for a 50% reduction in carbon emissions by 2025[10]. - The company aims to explore new opportunities in renewable energy product sales and new energy power system integration services[143]. Share Capital and Management Changes - As of March 31, 2024, the company had issued a total of 460,976,684 ordinary shares with a par value of HKD 0.5 each[111]. - Mr. Huang Bo, an executive director, holds 86,825,934 shares, representing approximately 18.84% of the issued share capital[110]. - Ms. Li Yanyan is a beneficial owner of 59,094,406 shares, accounting for approximately 12.82% of the issued share capital[114]. - The company has established a share option scheme effective from August 26, 2014, which will remain valid for ten years until August 20, 2024[115]. - The share option scheme allows for the issuance of shares not exceeding 30% of the company's issued share capital upon exercise of options granted[116]. - Two executive directors, Zhao Dongping and Yuan Qinglan, resigned on December 12, 2023, to pursue other business commitments[120]. - The company appointed Huang Bo as the executive director and chairman on December 12, 2023[123]. - Zhang Jinhua was appointed as an executive director on February 8, 2024, bringing experience from renewable energy and financial services[124]. - The board of directors includes independent non-executive directors Zhang Dingjian and Qiao Wencai, both appointed on December 12, 2023[131]. - The financial management team, led by CFO Xie Wenjie, has over 25 years of experience in accounting and financial management[126]. - The company emphasizes its commitment to corporate governance with a diverse board composition[131]. - The new appointments are expected to enhance the company's strategic direction and operational efficiency[124]. Operational Performance and Challenges - The group recorded a loss attributable to owners of approximately RMB 47.2 million for the year ending December 31, 2024, compared to a loss of RMB 25.1 million in 2023, indicating a significant increase in losses[143]. - For the fiscal year ending March 31, 2024, the company recorded no revenue from renewable energy product sales, a decrease of 100% compared to RMB 42,500,000 for the fiscal year ending March 31, 2023[163]. - The company has not engaged in any significant investments, acquisitions, or disposals of subsidiaries during the fiscal year ending March 31, 2024[165]. - The company has established a loan obligation of approximately RMB 22,800,000 to a director's family member, with an annual interest rate of 12%[164]. - The company has not utilized any financial instruments for hedging as of March 31, 2024[187]. Strategic Partnerships and Future Outlook - The company plans to supply electricity from photovoltaic and wind power stations to project partners, with pricing set below market rates[167]. - The group will construct, own, and operate power stations on the idle land of project partners, which is expected to generate stable long-term revenue due to high daily electricity consumption by the partners[192]. - The project partners are strategic customers with significant energy needs from their numerous mines and smelting plants in China, potentially becoming a major revenue source for the group[193]. - The company expects to continue supplying electricity generated from the power stations to project partners for revenue generation in the coming years[192]. - The strategic partnership with project partners is expected to enhance the company's revenue stability due to their high energy demands[193].

董事已審閱管理層編製的當前績效及現金流量預測，作為評估本集團持續經營能力的一部分，且於仔 細考慮下文所述事項後，董事合理預期本集團自報告期末起計至少未來十二個月內能夠持續經營並履 行其到期義務，與以下事項有關： 截至二零二四年三月三十一日止年度 (c) 於二零二四年三月三十一日，本集團擁有約人民幣45,724,000元的流動資產淨值；及 截至二零二四年三月三十一日止年度 綜合財務報表包括本公司及由本公司及其附屬公司控制之實體之財務報表。 尤其是，附屬公司收入及開支自本集團取得控制權當日起計入綜合損益及其他全面收益表，直至本集 團不再控制附屬公司之日為止。 附屬公司的非控股權益從本集團權益中獨立呈列，於清盤後相當於其持有人有權按比例分佔相關附屬 公司資產淨值之現存所有權權益。 3. 綜合財務報表及重大會計政策資料之呈列及編製基準（續） 綜合基準（續） 倘本集團失去一間附屬公司的控制權，則(i)於失去控制權當日終止確認該附屬公司資產（包括任何商譽）及負 債之賬面值，(ii)於失去控制權當日終止確認於前附屬公司之任何非控制權益之賬面值（包括彼等應佔其他全 面收益部分），及(iii)確認已收代價的公平值總額與任何保留 ...

Financial Performance - For the six months ended September 30, 2023, the company reported a loss attributable to owners of approximately RMB 11,000,000, compared to a loss of RMB 7,200,000 for the same period in 2022, representing an increase in loss of approximately 52.8%[5] - The company recorded no revenue for the first half of 2023, a decrease of 100.0% compared to revenue of approximately RMB 42,500,000 in the first half of 2022[5] - The basic loss per share for the first half of 2023 was approximately RMB 2.45, compared to RMB 1.61 for the same period in 2022, indicating a deterioration in performance[7] - The company reported a total loss before tax of RMB 10,967,000 for the six months ended September 30, 2023, compared to a loss of RMB 6,733,000 in the same period of 2022, reflecting an increase in losses of 63.3%[23] - For the six months ended September 30, 2023, the company reported a loss attributable to owners of the company of RMB 10,967,000, compared to a loss of RMB 7,196,000 for the same period in 2022, representing an increase of approximately 52.5%[35] - The basic and diluted loss per share for the six months ended September 30, 2023, was RMB 2.45, compared to RMB 1.61 for the same period in 2022, indicating a 52.3% increase in loss per share[35] Assets and Liabilities - As of September 30, 2023, total assets less current liabilities amounted to RMB 48,621,000, down from RMB 59,876,000 as of March 31, 2023, reflecting a decrease of approximately 19.0%[12] - The company's net current assets as of September 30, 2023, were RMB 20,164,000, a significant decrease from RMB 40,047,000 as of March 31, 2023, indicating a decline of approximately 49.8%[12] - Total equity attributable to owners of the company decreased to RMB 48,483,000 as of September 30, 2023, from RMB 59,450,000 as of March 31, 2023, representing a decline of approximately 18.4%[12] - Total assets as of September 30, 2023, were RMB 135,613,000, a decrease of 4% from RMB 142,045,000 as of March 31, 2023[24] - Total liabilities as of September 30, 2023, were RMB 87,130,000, an increase of 5.7% from RMB 82,595,000 as of March 31, 2023[26] - The debt-to-asset ratio as of September 30, 2023, was approximately 64.2%, up from 58.1% as of March 31, 2023[66] Revenue and Profitability - The company reported no gross profit margin for the first half of 2023, compared to a gross profit margin of approximately 5.2% for the first half of 2022[6] - Revenue from renewable energy product sales for the six months ended September 30, 2023, was RMB 0, down from RMB 42,510,000 in the same period of 2022, representing a 100% decline[21] - The company did not recognize any revenue from external customers in the renewable energy segment for the six months ended September 30, 2023, compared to RMB 42,510,000 in the same period of 2022[23] - The gross profit margin for the six months ended September 30, 2023, was 0%, compared to approximately 5.2% for the same period in 2022[53] Expenses - The company’s administrative expenses for the first half of 2023 were RMB 6,347,000, an increase from RMB 4,629,000 in the same period of 2022, reflecting an increase of approximately 37.1%[10] - The company incurred financing costs of RMB 3,348,000 for the six months ended September 30, 2023, compared to RMB 1,176,000 for the same period in 2022, reflecting an increase of approximately 184.4%[29] - The company has no sales expenses for the six months ended September 30, 2023, a decrease of 100% from RMB 67,000 for the same period in 2022[54] Cash Flow - Net cash generated from operating activities for the six months ended September 30, 2023, was RMB 4,267,000, a decrease of 67.6% compared to RMB 13,189,000 in the same period of 2022[16] - Total cash used in investing activities for the six months ended September 30, 2023, was RMB 9,041,000, compared to RMB 19,279,000 in the same period of 2022, indicating a reduction of 53%[16] - Cash and cash equivalents at the end of the period were RMB 2,936,000, an increase of 69.1% from RMB 1,735,000 at the end of the same period in 2022[16] Share Capital and Ownership - As of September 30, 2023, the company has 448,176,684 ordinary shares issued, with an executive director holding approximately 2.79% of the shares[99] - The company has a total issued and paid-up share capital of RMB 189,876,000 as of September 30, 2023, unchanged from March 31, 2023[50] - Mr. Huang Bo holds 19.37% of the company's shares, making him the largest beneficial owner[101] - Ms. Li Qianyan owns 13.19% of the company's shares, ranking as the second-largest beneficial owner[101] Corporate Governance - The Audit Committee, consisting of three independent non-executive directors, meets at least four times a year to review audit matters and compliance[102] - The company has adopted a code of conduct for securities trading in compliance with GEM Listing Rules[112] - The company has been compliant with all provisions of the corporate governance code during the first half of 2023, with a noted deviation regarding the separation of roles between the Chairman and CEO[113][114] - The Remuneration Committee includes three independent non-executive directors and is responsible for determining the remuneration of directors[105] - The Nomination Committee, also comprising three independent non-executive directors, is tasked with considering suitable candidates for directorship[107] Future Prospects and Projects - The company is actively seeking new opportunities in photovoltaic and wind power projects in various regions of China, with a potential investment of approximately RMB 2.061 billion[53] - The company has entered into a cooperation agreement with its project partner to construct and operate various power generation stations in China, including a 12 MW distributed photovoltaic power station, a 200 MW wind power station, and a 66.8 MW/267.34 MWh energy storage station, with a total investment of approximately RMB 2.061 billion[75] - The energy storage station will allow the company to buy electricity at lower prices during off-peak hours and sell it at higher prices, generating stable long-term revenue due to the high energy demand from the project partner's operations[76] - The project partner is a strategic customer with significant energy needs due to its numerous mining and smelting operations in China, which may provide a consistent revenue source for the company in the future[76] - The company is exploring various power generation projects, including a photovoltaic power station, a wind power station, and an energy storage station, to diversify its product offerings and provide stable revenue sources[92] - The company is currently negotiating a non-binding term sheet for the construction of a photovoltaic power station in Inner Mongolia, which is expected to expand its business scope and provide long-term stable income[93] - The Chinese government aims to achieve a total installed capacity of 1.2 billion kilowatts for wind and solar power by 2030, supporting the development of renewable energy projects[94] - The company will continue to monitor the development of new energy storage solutions and seek opportunities in this diversified business model[96] - The board believes that expanding downstream operations will further diversify the company's product range and enhance its business scale[92]