中航直升机股份有限公司 关于与中航工业集团财务有限责任公司 关联存贷款的风险持续评估报告 （本报告经过2025年8月28日召开的中航直升机股份有限公司第九届董事会第十次会议审议通过） 2025年8月28日 1 关于与中航工业集团财务有限责任公司 关联存贷款的风险持续评估报告 一、中航工业集团财务有限责任公司基本情况 中航工业集团财务有限责任公司（以下简称"中航工业财务"）是经国家金 融监督管理总局批准，在国家市场监督管理总局登记注册，具有企业法人地位的 非银行金融机构。 中航工业财务是在原西安飞机工业集团财务有限责任公司和原贵州航空工 业集团财务有限责任公司重组基础上，由中国航空工业集团有限公司及所属成员 单位共 12 家共同出资组建，于 2007 年 4 月正式成立。后经四次增资及股权变 更，现有注册资金 395,138 万元人民币，股东单位 4 家，其中，中国航空工业集 团有限公司出资额 262,938 万元，占注册资本的 66.54%；中航投资控股有限公 司出资额 111,250 万元，占注册资本的 28.16%；中航西安飞机工业集团股份有 限公司出资额 14,400 万元，占注册资本的 3.64%；贵 ...

中航直升机股份有限公司 2025年度"提质增效重回报"行动方案 为深入贯彻党的二十大和中央金融工作会议精神，落实《国务院 关于进一步提高上市公司质量的意见》（国发〔2020〕14号）及《国 务院关于加强监管防范风险推动资本市场高质量发展的若干意见》 （国发〔2024〕10号）要求，积极响应上海证券交易所《关于开展沪 市公司"提质增效重回报"专项行动的倡议》，中航直升机股份有限 公司（以下简称"公司"）制定了2025年度"提质增效重回报"行动 方案，旨在以提升公司高质量发展为基础，切实履行上市公司的责任 和义务，保障投资者权益，共同促进资本市场平稳健康发展，举措如 下： 一、聚焦主责主业，加快发展新质生产力 公司是国内直升机制造业中规模最大、产值最高、产品系列最全 的主力军，现有核心产品既涉及直升机零部件制造业务，又涵盖民用 直升机整机、航空转包生产及客户化服务、电动垂直起降飞行器等新 能源飞行器研制，构建了系统与集成级的解决方案优势。2024 年公 司重点产品生产和交付顺利，交付量同比增加，促进 2024 年收入规 模较前一年度稳步增长。同时，公司加大对直升机的研发投入，聚焦 低空经济发展需求，加强与高校、科 ...

中航直升机股份有限公司 2025 年第二次临时股东大会资料 中航直升机股份有限公司 2025 年第二次临时股东大会资料 会议资料 2025 年 9 月 22 日 中航直升机股份有限公司 2025 年第二次临时股东大会资料 中航直升机股份有限公司 2025 年第二次临时股东大会议程 一、会议时间 2025 年 9 月 22 日 9 时 30 分 二、会议地点 北京市朝阳区安定门外小关东里 14 号，中航发展大厦 A 座 11 层会议室 三、会议会序 （一）介绍股东大会参会情况 （二）宣读并审议以下议案： 1、关于取消监事会并废止《监事会议事规则》的议案 3、关于修订《中航直升机股份有限公司章程》的议案 4、关于修订《中航直升机股份有限公司股东大会议事 规则》的议案 5、关于修订《中航直升机股份有限公司董事会议事规 则》的议案 6、关于修订《中航直升机股份有限公司独立董事制度》 的议案 （三）股东发言，董事、监事及高管回答股东提问 （四）推举计票人和监票人 中航直升机股份有限公司 2025 年第二次临时股东大会资料 （五）现场参会股东对议案进行投票表决 （六）现场参会董事和董事会秘书签署会议文件 2、关于变更公司 ...

一、 召开会议的基本情况 证券代码：600038 证券简称：中直股份 公告编号：2025-041 中航直升机股份有限公司 关于召开2025年第二次临时股东大会的通知 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 重要内容提示： (四)现场会议召开的日期、时间和地点 召开的日期时间：2025 年 9 月 22 日 9 点 30 分 召开地点：北京市朝阳区安定门外小关东里 14 号中航发展大厦 A 座 11 层会 议室 股东大会召开日期：2025年9月22日 本次股东大会采用的网络投票系统：上海证券交易所股东大会网络投票 系统 (一)股东大会类型和届次 2025年第二次临时股东大会 (二)股东大会召集人：董事会 (三)投票方式：本次股东大会所采用的表决方式是现场投票和网络投票相结合的 方式 (五)网络投票的系统、起止日期和投票时间。 网络投票系统：上海证券交易所股东大会网络投票系统 网络投票起止时间：自2025 年 9 月 22 日 至2025 年 9 月 22 日 采用上海证券交易所网络投票系统，通过交易系统投票平台的投票时间 ...

证券代码：600038 证券简称：中直股份 公告编号：2025-038 中航直升机股份有限公司 第九届监事会第九次会议决议公告 4、审议《关于取消监事会并废止<监事会议事规则>的议案》。 - 1 - 经监事会会议表决，通过了以下决议： 1、会议以 3 票同意，0 票反对，0 票弃权，通过了《关于公司 2025 年半年度报告及其摘要的议案》，同意公司 2025 年半年度报告及其摘 要的内容。公司 2025 年半年度报告的编制和审议程序符合法律、法规 及《公司章程》等相关规定，公允地反映了公司 2025 年半年度的财务 状况和经营成果等事项。所披露的报告内容真实、准确、完整，不存在 虚假记载、误导性陈述或重大遗漏。具体内容详见同日披露的《中航直 升机股份有限公司 2025 年半年度报告》《中航直升机股份有限公司 2025 年半年度报告摘要》。 本公司监事会及全体监事保证本公告内容不存在任何虚假记载、误导性陈述或 者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 中航直升机股份有限公司(以下简称"公司")第九届监事会第九次 会议于 2025 年 8 月 18 日以直接送达或电子邮件等方式发出会议通知及 ...

证券代码：600038 证券简称：中直股份 公告编号：2025-037 中航直升机股份有限公司 第九届董事会第十次会议决议公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或 者重大遗漏，并对其内容的真实性、准确性和完整性承担法律责任。 中航直升机股份有限公司(以下简称"公司")第九届董事会第十次 会议于 2025 年 8 月 18 日以直接送达或电子邮件等方式发出会议通知及 会议资料，于 2025 年 8 月 28 日上午 9:30 在在黑龙江省哈尔滨市道里 区友谊路 263 号主楼四楼 489 会议室以现场会议方式召开。出席本次会 议的董事应到九人，实到八人。其中，董事闫灵喜、周国臣、许建华、 王猛、刘振、赵慧侠亲自出席本次会议；董事徐滨因工作原因未能亲自 出席本次会议，已委托闫灵喜董事代为出席；董事余小林因工作原因未 能亲自出席本次会议，已委托王猛董事代为出席；董事曹生利因个人原 因未能出席本次会议。监事康颖蕾、江山巍、刘震宇列席本次会议。本 次会议由董事长闫灵喜先生主持。本次会议的召集、召开和表决程序及 方式符合有关法律、行政法规、部门规章、规范性文件及《中航直升机 股份有限公司 ...

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，並明確表示概不就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之任何損失承擔任何責任。 中國航空科技工業股份有限公司 AviChina Industry & Technology Company Limited* (於中華人民共和國註冊成立之股份有限公司) (股份代號：2357) 海外監管公告 本公告乃根據香港聯合交易所有限公司證券上市規則第13.10B條而作出。 以下爲中航直升機股份有限公司於上海證券交易所網站刊發之公告。 承董事會命 中國航空科技工業股份有限公司 公司秘書 吳筠 北京，二零二五年八月二十九日 於本公告日，董事會由執行董事閆靈喜先生和孫繼忠先生，非執行董事徐東升先生、周訓文 先生和胡世偉女士，以及獨立非執行董事劉威武先生、毛付根先生和林貴平先生組成。 *僅供識別 中航直升机股份有限公司2025 年半年度报告 公司代码：600038 公司简称：中直股份 中航直升机股份有限公司 2025 年半年度报告 1 / 132 中航直升机股份有限公司2025 年半年度报告 重要提示 一、 ...

[Section I Definitions](index=4&type=section&id=Section%20I%20Definitions) This section provides definitions of key terms used throughout the report, ensuring clarity for readers [Definitions of Common Terms](index=4&type=section&id=Definitions%20of%20Common%20Terms) This chapter defines common terms used in the report, including company names, related parties, regulatory bodies, and the reporting period, to ensure a clear understanding of professional terminology - The Company, AVICopter, and the listed company all refer to AVIC Helicopter Co., Ltd[12](index=12&type=chunk) - The reporting period refers to January to June 2025[12](index=12&type=chunk) [Section II Company Profile and Key Financial Indicators](index=4&type=section&id=Section%20II%20Company%20Profile%20and%20Key%20Financial%20Indicators) This section provides an overview of the company's basic information and presents its key financial data and performance indicators for the reporting period [I. Company Information](index=4&type=section&id=I.%20Company%20Information) This section outlines the company's basic registration information, including its Chinese name, abbreviation, foreign name and its abbreviation, and legal representative - The company's Chinese name is AVIC Helicopter Co., Ltd., abbreviated as AVICopter[14](index=14&type=chunk) - The company's legal representative is Yan Lingxi[14](index=14&type=chunk) [II. Contact Persons and Information](index=4&type=section&id=II.%20Contact%20Persons%20and%20Information) This section provides contact information for the company's Board Secretary and Securities Affairs Representative, including names, addresses, phone numbers, faxes, and email addresses, to facilitate investor communication - The Board Secretary is Zhang Yuan, and the Securities Affairs Representative is Xia Yuan[15](index=15&type=chunk) - The company's contact address is 7th Floor, Building A, No. 14 Xiaoguan Dongli, Chaoyang District, Beijing[15](index=15&type=chunk) [III. Overview of Changes in Basic Information](index=5&type=section&id=III.%20Overview%20of%20Changes%20in%20Basic%20Information) This section introduces the company's basic information such as registered address, office address, website, and email, noting no historical changes during the reporting period - The company's registered address is Building 34, Central Development Zone, Nangang District, Harbin City, Heilongjiang Province, and its office address is 7th Floor, Building A, No. 14 Xiaoguan Dongli, Chaoyang District, Beijing[16](index=16&type=chunk) - There were no historical changes to the company's registered address during the reporting period[16](index=16&type=chunk) [IV. Overview of Changes in Information Disclosure and Document Custody Locations](index=5&type=section&id=IV.%20Overview%20of%20Changes%20in%20Information%20Disclosure%20and%20Document%20Custody%20Locations) This section specifies the company's designated newspapers for information disclosure, website address, and the location for custody of semi-annual reports, ensuring information transparency - The company's selected newspapers for information disclosure are China Securities Journal, Shanghai Securities News, and Securities Times[17](index=17&type=chunk) - The website address for publishing the semi-annual report is www.sse.com.cn[17](index=17&type=chunk) [V. Company Stock Profile](index=5&type=section&id=V.%20Company%20Stock%20Profile) This section provides basic information about the company's stock, including stock type, listing exchange, stock abbreviation and code, and previous stock abbreviation - The company's A-shares are listed on the Shanghai Stock Exchange, with stock abbreviation AVICopter, stock code 600038, and previous stock abbreviation Hafei Aviation[18](index=18&type=chunk) [VII. Key Accounting Data and Financial Indicators](index=5&type=section&id=VII.%20Key%20Accounting%20Data%20and%20Financial%20Indicators) This section discloses the company's key accounting data and financial indicators for the first half of 2025, showing a 25.28% year-on-year increase in operating revenue, but a decrease in total profit and net profit attributable to parent, with a significant improvement in net cash flow from operating activities Key Accounting Data for H1 2025 (Consolidated Statements) | Indicator | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 10,240,733,438.94 yuan | 8,174,146,157.58 yuan | 25.28 | | Total Profit | 235,378,543.57 yuan | 339,499,015.57 yuan | -30.67 | | Net Profit Attributable to Shareholders of the Listed Company | 282,296,989.77 yuan | 297,522,199.58 yuan | -5.12 | | Net Profit Attributable to Shareholders of the Listed Company After Deducting Non-Recurring Gains and Losses | 206,270,639.11 yuan | 271,094,215.97 yuan | -23.91 | | Net Cash Flow from Operating Activities | -7,413,163,489.22 yuan | -9,204,841,019.63 yuan | 19.46 | | Net Assets Attributable to Shareholders of the Listed Company (Period-End) | 17,151,138,248.86 yuan | 16,231,828,465.04 yuan | 5.66 | | Total Assets (Period-End) | 48,453,705,121.06 yuan | 52,228,457,258.73 yuan | -7.23 | Key Financial Indicators for H1 2025 | Key Financial Indicator | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | 0.3443 | 0.4067 | -15.34 | | Diluted Earnings Per Share (yuan/share) | 0.3443 | 0.4067 | -15.34 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses (yuan/share) | 0.2516 | 0.3962 | -36.50 | | Weighted Average Return on Net Assets (%) | 1.75 | 2.45 | Decreased by 0.70 percentage points | | Weighted Average Return on Net Assets After Deducting Non-Recurring Gains and Losses (%) | 1.28 | 2.38 | Decreased by 1.10 percentage points | - Operating revenue growth was primarily due to a year-on-year increase in product delivery volume[20](index=20&type=chunk) - Net cash flow from operating activities improved by **19.46%** year-on-year, but remained negative[20](index=20&type=chunk) [IX. Non-Recurring Gains and Losses Items and Amounts](index=6&type=section&id=IX.%20Non-Recurring%20Gains%20and%20Losses%20Items%20and%20Amounts) This section lists non-recurring gains and losses items and their amounts for the reporting period, totaling **76,026,350.66 yuan**, primarily including government subsidies and fair value changes in financial assets Non-Recurring Gains and Losses Items and Amounts for H1 2025 | Non-Recurring Gains and Losses Item | Amount (RMB yuan) | | :--- | :--- | | Gains or losses from disposal of non-current assets | 601,215.41 | | Government grants recognized in profit or loss for the current period (excluding those continuously related to the company's business) | 64,794,030.70 | | Gains or losses from changes in fair value of financial assets and financial liabilities held by non-financial enterprises, and investment income from disposal of financial assets and financial liabilities | 21,714,862.99 | | Reversal of impairment provisions for accounts receivable that are individually tested for impairment | 99,818.13 | | Other non-operating income and expenses apart from the above | -10,734,258.87 | | Less: Income tax impact | 449,317.68 | | Minority interests impact (after tax) | 0.02 | | Total | 76,026,350.66 | [Section III Management Discussion and Analysis](index=6&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis) This section provides management's perspective on the company's industry, operations, core competencies, and financial performance during the reporting period [I. Industry and Principal Business Overview During the Reporting Period](index=6&type=section&id=I.%20Industry%20and%20Principal%20Business%20Overview%20During%20the%20Reporting%20Period) The company's helicopter industry benefits from new national requirements for emergency systems, transportation power, and civil aviation development, with 'low-altitude economy' becoming a national strategy, bringing new opportunities for general aviation and emerging low-altitude aircraft; AVICopter, as an industry leader, is dedicated to R&D and manufacturing of various helicopter and general aircraft types, possessing a complete product portfolio, and is a core backbone enterprise for low-altitude economic development - National policies support the opening of low-altitude airspace and the development of the low-altitude economy, bringing new opportunities for the general aviation industry[26](index=26&type=chunk)[27](index=27&type=chunk) - As a leading enterprise in China's helicopter industry, the company's products cover multi-tonnage, multi-purpose helicopters and Yun-12/Yun-12F series general aircraft, making it a leading domestic supplier of helicopter complete machines and components[27](index=27&type=chunk) - The company actively plans innovative application scenarios and enhances product supply to meet the development needs of the low-altitude economy[27](index=27&type=chunk) [II. Discussion and Analysis of Operations](index=7&type=section&id=II.%20Discussion%20and%20Analysis%20of%20Operations) The company achieved **10.241 billion yuan** in operating revenue in the first half, a **25.28%** year-on-year increase, primarily due to increased product delivery volume; the company focused on annual targets, strengthened production capacity and economic operation control, and promoted high-quality production and delivery of key products through optimized production management and supply chain management - Operating revenue in the first half was **10.241 billion yuan**, a **25.28%** year-on-year increase, mainly due to a year-on-year increase in product delivery volume[28](index=28&type=chunk) - The company continuously builds an integrated, precise, and scientific production management system, enhancing the professional level of full-lifecycle, full-process, full-system, and full-element management[28](index=28&type=chunk) - Effectively strengthened supply chain management and project risk control capabilities, promoting high-quality production and delivery of key products[28](index=28&type=chunk) [III. Analysis of Core Competitiveness During the Reporting Period](index=7&type=section&id=III.%20Analysis%20of%20Core%20Competitiveness%20During%20the%20Reporting%20Period) The company's core competitiveness is reflected in production capacity, technology R&D, marketing, operational management, and risk control; the company continuously enhances its leading position in the helicopter industry through lean production, technological breakthroughs, market expansion, and cost reduction and efficiency improvement - The company focuses on high-quality agile delivery requirements, improving lean production management for helicopters, and building a lean production evaluation indicator system[30](index=30&type=chunk) - Scientific research work progressed steadily, focusing on the low-altitude economy development strategy, with the AC313A helicopter completing partial improvements and resuming flight, and significant achievements in key process technology breakthroughs for C919/C929 and other models[31](index=31&type=chunk) - In terms of marketing, **3 new AC311A orders** were added, and the procurement selection and demonstration work for **11 AC311A aircraft** was successfully completed[33](index=33&type=chunk) - In operational management, the company's overall operations were stable and orderly, stimulating employee enthusiasm by reconstructing the cost reduction and efficiency improvement control model[34](index=34&type=chunk) - Improved internal audit management systems and mechanisms, deepened risk prevention and control, with no environmental standard exceedances, leaks, or major safety and confidentiality violations occurring during the reporting period[35](index=35&type=chunk) [IV. Key Operating Performance During the Reporting Period](index=8&type=section&id=IV.%20Key%20Operating%20Performance%20During%20the%20Reporting%20Period) This section details changes in financial statement items, asset and liability status, investment situation, and operating performance of major controlled and investee companies during the reporting period; operating revenue and costs both increased due to higher product delivery volumes, while financial expenses significantly decreased due to increased interest income; the asset and liability structure saw multiple changes, such as decreased monetary funds and increased short-term borrowings; the company's equity investments are concentrated in the core aviation manufacturing business, with diversified operating performance among major subsidiaries Analysis Table of Financial Statement Items Changes (Jan-Jun 2025) | Item | Current Period Amount (yuan) | Prior Period Amount (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 10,240,733,438.94 | 8,174,146,157.58 | 25.28 | | Operating Cost | 9,597,332,632.40 | 7,148,870,500.24 | 34.25 | | Selling Expenses | 51,875,376.32 | 49,654,011.98 | 4.47 | | Administrative Expenses | 465,402,764.62 | 453,494,311.62 | 2.63 | | Financial Expenses | -38,530,935.37 | -1,645,604.04 | -2,241.45 | | R&D Expenses | 155,150,358.44 | 177,600,936.32 | -12.64 | | Net Cash Flow from Operating Activities | -7,413,163,489.22 | -9,204,841,019.63 | 19.46 | | Net Cash Flow from Investing Activities | -95,515,740.71 | -353,654,258.70 | 72.99 | | Net Cash Flow from Financing Activities | 2,343,174,473.28 | 2,940,447,023.67 | -20.31 | - Changes in operating revenue and operating costs were mainly due to a year-on-year increase in product delivery volume[36](index=36&type=chunk) - The significant decrease in financial expenses was mainly due to a year-on-year increase in interest income[36](index=36&type=chunk) - The decrease in net cash flow from financing activities was mainly due to a year-on-year increase in loan repayments during the current period[36](index=36&type=chunk) Major Changes in Assets and Liabilities (June 30, 2025 vs December 31, 2024) | Item Name | Current Period End Amount (yuan) | Change from Prior Year End (%) | Explanation | | :--- | :--- | :--- | :--- | | Monetary Funds | 7,941,428,350.93 | -40.17 | Mainly due to higher procurement payments in the current period | | Notes Receivable | 59,146,358.03 | -58.37 | Mainly due to notes maturing and being cashed in the current period | | Contract Assets | 4,318,560,748.47 | 30.15 | Mainly due to revenue recognition based on performance progress in the current period | | Other Current Assets | 1,038,488,366.67 | 183.56 | Mainly due to a larger amount of input VAT to be deducted at the end of the current period | | Short-term Borrowings | 3,205,068,209.34 | 63.78 | Mainly due to a higher volume of new borrowings in the current period | | Contract Liabilities | 4,233,150,963.82 | -46.14 | Mainly due to a higher volume of prepayments meeting revenue recognition conditions in the current period | | Employee Compensation Payable | 234,179,280.24 | -80.01 | Mainly due to the payment of year-end bonuses accrued at the end of the prior year | | Taxes Payable | 364,942,909.62 | -65.00 | Mainly due to a larger amount of input VAT in the current period, leading to a decrease in VAT payable | | Long-term Borrowings | 1,608,991,787.71 | 46.09 | Mainly due to a higher volume of new borrowings in the current period | - The company's equity investments are entirely concentrated in the core aviation manufacturing business, focusing on complete aircraft and related components and supporting industries, aligning with the company's industrial layout and long-term development strategic planning[44](index=44&type=chunk) Operating Performance of Major Controlled and Investee Companies (H1 2025) | Company Name | Principal Business | Operating Revenue (million yuan) | Operating Profit (million yuan) | Net Profit (million yuan) | | :--- | :--- | :--- | :--- | :--- | | Changhe Aviation | Helicopter component manufacturing | 1,373.8337 | -46.8112 | -52.5353 | | Huiyang Company | Helicopter component manufacturing | 315.7839 | -36.7419 | -28.7586 | | Hafei Aviation | Helicopter component manufacturing | 7,615.1560 | 32.0841 | 33.3029 | | Hafei Group | Helicopter final assembly, flight testing, and delivery | 8,496.5131 | 102.9612 | 180.9844 | | Changfei Group | Helicopter final assembly, flight testing, and delivery | 1,209.4908 | 19.3857 | 11.0638 | [V. Other Disclosures](index=12&type=section&id=V.%20Other%20Disclosures) This section discloses potential risks faced by the company, including macroeconomic fluctuations, policy-related issues, product quality and safety production, raw material shortages and price volatility, and order and product structural adjustments, and introduces the implementation of the company's 2024 'Quality Improvement, Efficiency Enhancement, and Returns' action plan - The company faces risks such as macroeconomic fluctuations, policy-related issues, product quality and safety production, raw material shortages and price volatility, and order and product structural adjustments[48](index=48&type=chunk)[49](index=49&type=chunk) - The company formulated and successfully implemented the 2024 'Quality Improvement, Efficiency Enhancement, and Returns' action plan, focusing on its core business, maintaining stable dividends, strengthening investor communication, and adhering to standardized operations[50](index=50&type=chunk) [Section IV Corporate Governance, Environment, and Society](index=13&type=section&id=Section%20IV%20Corporate%20Governance,%20Environment,%20and%20Society) This section covers changes in the company's governance, environmental performance, and social responsibility initiatives during the reporting period [I. Changes in Directors, Supervisors, and Senior Management](index=13&type=section&id=I.%20Changes%20in%20Directors,%20Supervisors,%20and%20Senior%20Management) This section discloses changes in the company's senior management, with Mr. Xu Bin resigning as Chief Financial Officer and Board Secretary, and Ms. Zhang Yuan appointed as the new Deputy General Manager, Chief Financial Officer, and Board Secretary - Mr. Xu Bin resigned from his positions as Chief Financial Officer and Board Secretary on February 13, 2025[52](index=52&type=chunk) - Ms. Zhang Yuan was appointed as the company's Deputy General Manager, Chief Financial Officer, and Board Secretary on February 21, 2025[52](index=52&type=chunk) [II. Profit Distribution or Capital Reserve Conversion Plan](index=13&type=section&id=II.%20Profit%20Distribution%20or%20Capital%20Reserve%20Conversion%20Plan) This section states that the company's semi-annual report does not involve a profit distribution or capital reserve conversion plan - The company's proposed semi-annual profit distribution or capital reserve conversion plan is 'No', involving no bonus shares, cash dividends, or capital increases from reserves[53](index=53&type=chunk) [IV. Environmental Information of Listed Companies and Their Major Subsidiaries Included in the List of Enterprises Required to Disclose Environmental Information by Law](index=14&type=section&id=IV.%20Environmental%20Information%20of%20Listed%20Companies%20and%20Their%20Major%20Subsidiaries%20Included%20in%20the%20List%20of%20Enterprises%20Required%20to%20Disclose%20Environmental%20Information%20by%20Law) The company and three major subsidiaries are included in the list of enterprises required to disclose environmental information by law; during the reporting period, they fully implemented national ecological civilization requirements, continuously improved pollution prevention systems, strictly enforced environmental laws and regulations, and received no environmental administrative penalties; the company actively promotes environmental equipment upgrades, environmental management of construction projects, environmental monitoring and risk control, and is committed to improving resource efficiency, developing green energy, and achieving synergistic advancement of high-quality development and ecological civilization construction - The company and three subsidiaries, Harbin Aircraft Industry Group Co., Ltd., Jiangxi Changhe Aircraft Industry Co., Ltd., and Huiyang Aviation Propeller Co., Ltd., are included in the list of enterprises required to disclose environmental information by law[55](index=55&type=chunk) - During the reporting period, the company and its subsidiaries received no environmental administrative penalties and strictly enforced all environmental laws, regulations, and emission standards[55](index=55&type=chunk) - The company continuously invests and achieves results in pollution prevention and control, environmental management of construction projects, environmental monitoring and risk control, and improving resource utilization efficiency, actively developing green energy[55](index=55&type=chunk)[56](index=56&type=chunk) [V. Specifics of Consolidating and Expanding Poverty Alleviation Achievements, Rural Revitalization, and Other Work](index=15&type=section&id=V.%20Specifics%20of%20Consolidating%20and%20Expanding%20Poverty%20Alleviation%20Achievements,%20Rural%20Revitalization,%20and%20Other%20Work) The company actively fulfills its social responsibility as a central enterprise, implements the spirit of Central Document No. 1, and continuously promotes rural revitalization through village-based assistance, consumption assistance, and charitable donations, achieving positive results - The company actively fulfills its social responsibility as a central enterprise, implements the spirit of Central Document No. 1, and promotes various assistance initiatives[57](index=57&type=chunk) - Through village-based assistance, consumption assistance, and charitable donations, the company formulated and implemented annual key tasks for rural revitalization, achieving positive results[57](index=57&type=chunk) [Section V Significant Matters](index=16&type=section&id=Section%20V%20Significant%20Matters) This section details significant events and commitments, including related party transactions, fundraising activities, and other important disclosures [I. Fulfillment of Commitments](index=16&type=section&id=I.%20Fulfillment%20of%20Commitments) This section discloses the fulfillment of commitments by the company's actual controller, shareholders, and related parties during or continuing into the reporting period, primarily concerning avoiding horizontal competition, regulating related party transactions, share lock-ups, and maintaining the independence of the listed company, with all commitments strictly fulfilled on time - AVIC Group and AVIC Tech's commitments regarding avoiding horizontal competition, regulating related party transactions, and maintaining the independence of the listed company are all long-term effective and have been strictly fulfilled[59](index=59&type=chunk)[60](index=60&type=chunk) - The share lock-up commitments of AVIC Group, AVIC Tech, and AVIC Airborne Systems Co., Ltd. are all within their fulfillment periods and executed as per regulations[59](index=59&type=chunk)[60](index=60&type=chunk)[87](index=87&type=chunk) [IX. Explanation of the Integrity Status of the Company, its Controlling Shareholder, and Actual Controller During the Reporting Period](index=19&type=section&id=IX.%20Explanation%20of%20the%20Integrity%20Status%20of%20the%20Company,%20its%20Controlling%20Shareholder,%20and%20Actual%20Controller%20During%20the%20Reporting%20Period) This section states that the company, its controlling shareholder, and actual controller maintained integrity and had no illegal or dishonest conduct during the reporting period - During the reporting period, the company, its controlling shareholder, and actual controller maintained integrity and had no illegal or dishonest conduct[63](index=63&type=chunk) [X. Significant Related Party Transactions](index=19&type=section&id=X.%20Significant%20Related%20Party%20Transactions) This section details the company's significant related party transactions during the reporting period, including estimated routine operating related party transactions, asset acquisition or equity sale related party transactions, and financial business with affiliated finance companies; the company has estimated routine related party transactions for 2025 and completed the related party transaction of Hafei Group transferring AVICopter equity; additionally, the company has deposit and loan business with AVIC Finance - The company approved the estimated routine related party transactions for 2025 on November 15, 2024[64](index=64&type=chunk) - The company's wholly-owned subsidiary, Hafei Group, signed an equity transfer agreement with AVIC Tech on December 25, 2024, transferring all its shares in the company, with share registration completed on March 12, 2025[65](index=65&type=chunk) - The issuance of shares to acquire assets and raise supporting funds, a related party transaction, has received approval from the China Securities Regulatory Commission for registration, with the performance commitment period being 2024, 2025, and 2026, and all performance-committed assets for 2024 having achieved their committed performance[66](index=66&type=chunk) Deposit Business with Related Party AVIC Finance (H1 2025) | Related Party | Relationship | Daily Maximum Deposit Limit (million yuan) | Deposit Interest Rate Range | Beginning Balance (million yuan) | Total Deposits This Period (million yuan) | Total Withdrawals This Period (million yuan) | Ending Balance (million yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | AVIC Finance | Under common control of AVIC Group | 30,000 | 0-2.5% | 12,563.35 | 27,995.15 | 33,354.85 | 7,203.65 | Loan Business with Related Party AVIC Finance (H1 2025) | Related Party | Relationship | Loan Limit (million yuan) | Loan Interest Rate Range | Beginning Balance (million yuan) | Total Loans This Period (million yuan) | Total Repayments This Period (million yuan) | Ending Balance (million yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | AVIC Finance | Under common control of AVIC Group | 5,500 | 2.11%-2.55% | 1,980 | 1,547 | 1,256 | 2,271 | | Other members of AVIC Group | Under common control of AVIC Group | 200 | 2.40% | 116.98 | 0 | 0 | 116.98 | [XI. Significant Contracts and Their Performance](index=21&type=section&id=XI.%20Significant%20Contracts%20and%20Their%20Performance) This section primarily describes the company's leasing situation during the reporting period, with related party leasing details provided in the financial statement notes on related parties and related transactions - The company has leasing activities, and related party leasing details can be found in the financial statement notes on related parties and related transactions[70](index=70&type=chunk) [XII. Explanation of Progress in Use of Raised Funds](index=22&type=section&id=XII.%20Explanation%20of%20Progress%20in%20Use%20of%20Raised%20Funds) This section details the overall use of the company's raised funds and the specifics of investment projects; as of the end of the reporting period, the cumulative investment progress of raised funds was **12.33%**, primarily for projects such as Hafei Group's helicopter production capacity enhancement and new helicopter R&D support capability construction; the company also utilized idle raised funds for cash management Overall Use of Raised Funds (As of the End of the Reporting Period) | Source of Raised Funds | Date Funds Received | Total Raised Funds (million yuan) | Net Raised Funds (million yuan) | Total Committed Investment in Prospectus/Offering Document (million yuan) | Cumulative Investment as of Reporting Period End (million yuan) | Cumulative Investment Progress as of Reporting Period End (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Issuance of shares to specific targets | July 17, 2024 | 3,000 | 2,968.2657 | 2,968.2657 | 366.1289 | 12.33 | Detailed Use of Raised Fund Investment Projects (As of the End of the Reporting Period) | Source of Raised Funds | Project Name | Project Nature | Planned Total Investment of Raised Funds (million yuan) | Cumulative Investment as of Period End (million yuan) | Investment Progress (%) | Date Project Reaches Intended Usable State | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Issuance of shares to specific targets | Hafei Group Helicopter Production Capacity Enhancement Project | Production Construction | 265.00 | 222.2354 | 84% | July 2025 | | Issuance of shares to specific targets | Aviation Maintenance Capacity Building Project | Production Construction | 142.00 | 0.0368 | 0% | June 2027 | | Issuance of shares to specific targets | New Helicopter R&D Support Capability Construction Project | R&D | 231.00 | 7.2439 | 3% | November 2025 | | Issuance of shares to specific targets | Tianjin Civil Helicopter R&D Capability Building Project | R&D | 134.00 | 9.3827 | 7% | January 2026 | | Issuance of shares to specific targets | UAV R&D and Basic Capability Building Project | R&D | 228.00 | 7.1784 | 3% | February 2027 | | Issuance of shares to specific targets | Smart Production Project for Certain Aircraft Parts and Final Assembly | Production Construction | 273.00 | 44.4401 | 16% | July 2026 | | Issuance of shares to specific targets | Smart Production Project for Composite Material Blades | Production Construction | 105.00 | 40.0717 | 38% | January 2026 | | Issuance of shares to specific targets | Flexible Production Project for Composite Material Structures | Production Construction | 136.00 | 5.7930 | 4% | October 2026 | | Issuance of shares to specific targets | Flexible Assembly Production Project for Dynamic Components | Production Construction | 115.00 | 27.3370 | 24% | October 2027 | | Issuance of shares to specific targets | Aviation Integrated Maintenance Capability Enhancement and Industrialization - Jingdezhen Maintenance Base Construction Project | Production Construction | 149.00 | 0.7332 | 0% | January 2026 | | Issuance of shares to specific targets | Aviation Emergency Rescue Key Laboratory | R&D | 222.00 | 1.0746 | 0% | January 2026 | | Issuance of shares to specific targets | Replenishment of Working Capital or Repayment of Debt | Working Capital/Debt Repayment | 968.2657 | 0.6022 | 0.06% | Not Applicable | - The company uses temporarily idle raised funds for cash management, with a maximum limit of **2.5 billion yuan**, valid for **12 months** from June 6, 2025, and funds are revolving[76](index=76&type=chunk) [Section VI Share Changes and Shareholder Information](index=26&type=section&id=Section%20VI%20Share%20Changes%20and%20Shareholder%20Information) This section provides details on changes in the company's share capital, shareholder structure, and information on major shareholders and their restricted shares [I. Changes in Share Capital](index=26&type=section&id=I.%20Changes%20in%20Share%20Capital) During the reporting period, there were no changes in the company's total share capital or share structure; this section details changes in restricted shares, primarily those formed from shares issued to specific targets, with some restricted shares having been released from lock-up during the reporting period - During the reporting period, there were no changes in the company's total share capital or share structure[79](index=79&type=chunk) Changes in Restricted Shares (H1 2025) | Shareholder Name | Restricted Shares at Beginning of Period (shares) | Restricted Shares Released This Period (shares) | Restricted Shares Increased This Period (shares) | Restricted Shares at End of Period (shares) | Reason for Restriction | Release Date | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | AVIC Aviation Technology Industry Co., Ltd. | 126,736,193 | 0 | 0 | 126,736,193 | Shares issued to specific targets | March 19, 2027/January 27, 2026 | | Aviation Industry Corporation of China, Ltd. | 21,278,892 | 0 | 0 | 21,278,892 | Shares issued to specific targets | March 19, 2027 | | AVIC Airborne Systems Co., Ltd. | 2,942,907 | 0 | 0 | 2,942,907 | Shares issued to specific targets | January 27, 2026 | | Heilongjiang Revitalization Advanced Manufacturing Industry Private Equity Fund Partnership (Limited Partnership) | 8,240,141 | 8,240,141 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Shanghai Military-Civilian Integration Industry Private Equity Fund Management Co., Ltd. - Shanghai Military-Civilian Integration Industry Equity Investment Fund Partnership (Limited Partnership) | 9,417,304 | 9,417,304 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Hubei Provincial Railway Development Fund Co., Ltd. | 2,942,907 | 2,942,907 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Sinomach Capital Holdings Co., Ltd. | 4,414,361 | 4,414,361 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Anhui Zhong'an Gaozhi No. 2 Equity Investment Partnership (Limited Partnership) | 2,678,045 | 2,678,045 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | UBS AG | 2,648,616 | 2,648,616 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Qianhai CSSC (Shenzhen) Smart Ocean Private Equity Fund Partnership (Limited Partnership) | 2,501,471 | 2,501,471 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Guotai Junan Financial Holdings Co., Ltd. | 4,414,361 | 4,414,361 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Nord Fund Management Co., Ltd. | 13,154,802 | 13,154,802 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Caitong Fund Management Co., Ltd. | 5,503,237 | 5,503,237 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Guodiao Phase II Coordinated Development Fund Co., Ltd. | 20,600,353 | 20,600,353 | 0 | 0 | Shares issued to specific targets | January 27, 2025 | | Total | 230,416,497 | 79,458,505 | 0 | 150,957,992 | / | / | [II. Shareholder Information](index=28&type=section&id=II.%20Shareholder%20Information) This section discloses the total number of shareholders, the top ten shareholders, and the top ten unrestricted shareholders' holdings as of the end of the reporting period, as well as the number and conditions of restricted shares held by the top ten restricted shareholders; AVIC Tech is the controlling shareholder, and AVIC Group is the actual controller - As of the end of the reporting period, the total number of common shareholders was **58,550**[82](index=82&type=chunk) Top Ten Shareholders' Holdings as of the End of the Reporting Period | Shareholder Name | Change During Reporting Period (shares) | Shares Held at Period End (shares) | Proportion (%) | Number of Restricted Shares Held (shares) | Shareholder Nature | | :--- | :--- | :--- | :--- | :--- | :--- | | AVIC Aviation Technology Industry Co., Ltd. | 19,186,952 | 417,354,803 | 50.90 | 126,736,193 | State-owned Legal Person | | Aviation Industry Corporation of China, Ltd. | 0 | 21,278,892 | 2.60 | 21,278,892 | State-owned Legal Person | | Guodiao Phase II Coordinated Development Fund Co., Ltd. | -224,300 | 20,376,053 | 2.49 | 0 | Unknown | | Hong Kong Securities Clearing Company Limited | 5,670,250 | 14,938,429 | 1.82 | 0 | Unknown | | Guoxin Investment Co., Ltd. | -17,295,629 | 12,374,163 | 1.51 | 0 | State-owned Legal Person | | Shanghai Military-Civilian Integration Industry Private Equity Fund Management Co., Ltd. - Shanghai Military-Civilian Integration Industry Equity Investment Fund Partnership (Limited Partnership) | 0 | 9,417,304 | 1.15 | 0 | Unknown | | Longjiang Fund Management Co., Ltd. - Heilongjiang Revitalization Advanced Manufacturing Industry Private Equity Fund Partnership (Limited Partnership) | 0 | 8,240,141 | 1.01 | 0 | Unknown | | China Construction Bank Corporation - Fullgoal CSI Military Industry Leaders ETF | 4,339,800 | 7,871,068 | 0.96 | 0 | Unknown | | National Social Security Fund 413 Portfolio | 2,580,079 | 6,270,079 | 0.76 | 0 | Unknown | | Agricultural Bank of China Limited - CSI 500 ETF | 1,468,502 | 6,100,394 | 0.74 | 0 | Unknown | - AVIC Tech is the company's controlling shareholder, and AVIC Group is the company's actual controller[86](index=86&type=chunk) Top Ten Restricted Shareholders' Holdings and Restriction Conditions | No. | Restricted Shareholder Name | Number of Restricted Shares Held (shares) | Date Restricted Shares Become Tradable | Number of Newly Tradable Shares (shares) | Restriction Conditions | | :--- | :--- | :--- | :--- | :--- | :--- | | 1 | AVIC Aviation Technology Industry Co., Ltd. | 126,736,193 | March 22, 2027/January 27, 2026 | 120,850,378/5,885,815 | New shares acquired in this asset acquisition through share issuance shall not be transferred within 36 months from the date of issuance; if, within 6 months after the completion of this asset acquisition through share issuance, the closing price of the listed company's shares is continuously below the issue price for 20 trading days, or the closing price at the end of the 6-month period after the completion of this asset acquisition through share issuance is below the issue price, the lock-up period for the new shares will be automatically extended by at least 6 months. Shares subscribed by AVIC Tech in this supporting funds raising issuance shall not be transferred within 18 months from the date of issuance. | | 2 | Aviation Industry Corporation of China, Ltd. | 21,278,892 | March 22, 2027 | 21,278,892 | New shares acquired in this asset acquisition through share issuance shall not be transferred within 36 months from the date of issuance; if, within 6 months after the completion of this asset acquisition through share issuance, the closing price of the listed company's shares is continuously below the issue price for 20 trading days, or the closing price at the end of the 6-month period after the completion of this asset acquisition through share issuance is below the issue price, the lock-up period for the new shares will be automatically extended by at least 6 months. | | 3 | AVIC Airborne Systems Co., Ltd. | 2,942,907 | January 27, 2026 | 2,942,907 | Shares subscribed by AVIC Airborne Systems Co., Ltd. in this supporting funds raising issuance shall not be transferred within 18 months from the date of issuance. | [Section VII Bond-Related Information](index=31&type=section&id=Section%20VII%20Bond-Related%20Information) This section clarifies that the company has no outstanding corporate bonds, enterprise bonds, non-financial enterprise debt financing instruments, or convertible corporate bonds during the reporting period [I. Corporate Bonds (Including Enterprise Bonds) and Non-Financial Enterprise Debt Financing Instruments](index=31&type=section&id=I.%20Corporate%20Bonds%20(Including%20Enterprise%20Bonds)%20and%20Non-Financial%20Enterprise%20Debt%20Financing%20Instruments) This section states that the company did not involve corporate bonds or non-financial enterprise debt financing instruments during the reporting period - The company did not involve corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments during the reporting period[89](index=89&type=chunk) [II. Convertible Corporate Bonds](index=31&type=section&id=II.%20Convertible%20Corporate%20Bonds) This section states that the company did not involve convertible corporate bonds during the reporting period - The company did not involve convertible corporate bonds during the reporting period[89](index=89&type=chunk) [Section VIII Financial Report](index=31&type=section&id=Section%20VIII%20Financial%20Report) This section presents the company's unaudited financial statements, including balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, along with detailed notes on accounting policies and financial items [I. Audit Report](index=31&type=section&id=I.%20Audit%20Report) This semi-annual report is unaudited - This semi-annual report is unaudited[5](index=5&type=chunk) [II. Financial Statements](index=31&type=section&id=II.%20Financial%20Statements) This section provides the company's consolidated and parent company balance sheets, income statements, and cash flow statements for the first half of 2025, as well as consolidated and parent company statements of changes in owners' equity, comprehensively presenting the company's financial position, operating results, and cash flow situation - The consolidated balance sheet shows that as of June 30, 2025, the company's total assets were **48.454 billion yuan**, and net assets attributable to shareholders of the listed company were **17.151 billion yuan**[32](index=32&type=chunk)[33](index=33&type=chunk) - The consolidated income statement shows operating revenue of **10.241 billion yuan** and net profit attributable to parent company shareholders of **282 million yuan** for January-June 2025[34](index=34&type=chunk)[35](index=35&type=chunk) - The consolidated cash flow statement shows net cash flow from operating activities of **-7.413 billion yuan**, net cash flow from investing activities of **-96 million yuan**, and net cash flow from financing activities of **2.343 billion yuan** for January-June 2025[36](index=36&type=chunk)[102](index=102&type=chunk)[103](index=103&type=chunk)[104](index=104&type=chunk) [III. Company Basic Information](index=42&type=section&id=III.%20Company%20Basic%20Information) This section introduces the company's establishment background, historical evolution, share capital changes, registration information, principal business, and controlling shareholder and actual controller; the company was established in 1999, underwent multiple share capital changes, with total share capital increasing to **819 million shares** by the end of 2024, primarily engaged in the development, design, research, production, and sales of aviation products and components, with AVIC Tech as the controlling shareholder and AVIC Group as the actual controller - The company was established on July 30, 1999, originally named Harbin Aircraft Industry Co., Ltd., and renamed AVIC Helicopter Co., Ltd. in 2014[114](index=114&type=chunk) - As of December 31, 2024, the company's total share capital increased to **819,893,213.00 shares**[116](index=116&type=chunk) - The company's principal business includes the development, design, research, production, and sales of aviation products and components[117](index=117&type=chunk) - The company's controlling shareholder is AVIC Tech, and the ultimate actual controller is AVIC Group[117](index=117&type=chunk) [IV. Basis of Financial Statement Preparation](index=42&type=section&id=IV.%20Basis%20of%20Financial%20Statement%20Preparation) This section states that the company's financial statements are prepared on a going concern basis, in accordance with the Accounting Standards for Business Enterprises issued by the Ministry of Finance and significant accounting policies and estimates, and a comprehensive assessment of going concern ability for the next 12 months has been conducted - The company's financial statements are prepared on a going concern basis in accordance with Accounting Standards for Business Enterprises[118](index=118&type=chunk) - The company has comprehensively assessed its going concern ability for the next **12 months** and reasonably expects to have sufficient resources to maintain going concern[119](index=119&type=chunk) [V. Significant Accounting Policies and Estimates](index=42&type=section&id=V.%20Significant%20Accounting%20Policies%20and%20Estimates) This section elaborates on the company's statement of compliance with Accounting Standards for Business Enterprises, accounting period, operating cycle, functional currency, materiality determination methods, business combinations, consolidated financial statement preparation, joint arrangements, cash and cash equivalents, foreign currency translation, financial instruments, notes receivable, accounts receivable, financing for receivables, other receivables, inventories, contract assets, long-term equity investments, investment properties, fixed assets, construction in progress, borrowing costs, intangible assets, impairment of long-term assets, long-term deferred expenses, contract liabilities, employee benefits, provisions, revenue, contract costs, government grants, deferred income tax assets/liabilities, and leases, among other significant accounting policies and estimates - The company's financial statements comply with Accounting Standards for Business Enterprises, accurately and completely reflecting its financial position[121](index=121&type=chunk) - The company uses a **12-month** period as its normal operating cycle and as the criterion for classifying assets and liabilities as current or non-current[123](index=123&type=chunk) - The company classifies financial assets into three categories: measured at amortized cost, measured at fair value through other comprehensive income, and measured at fair value through profit or loss[133](index=133&type=chunk) - Inventories are accounted for at planned cost upon issuance, and at the end of the period, impairment provisions are made based on the lower of cost and net realizable value[142](index=142&type=chunk)[143](index=143&type=chunk) - Fixed assets are depreciated using the straight-line method, with depreciation periods of **12-40 years** for buildings and **10-18 years** for machinery and equipment[151](index=151&type=chunk) - Intangible assets are initially measured at cost, and intangible assets with finite useful lives are amortized using the straight-line method[154](index=154&type=chunk)[155](index=155&type=chunk) - The company recognizes revenue when it satisfies a performance obligation in a contract, which is when the customer obtains control of the related goods or services[168](index=168&type=chunk) - Government grants are classified as asset-related or income-related, recognized as deferred income or included in profit or loss for the current period, respectively[171](index=171&type=chunk) - The company recognizes right-of-use assets and lease liabilities for leases other than short-term leases and leases of low-value assets[174](index=174&type=chunk) [VI. Taxation](index=56&type=section&id=VI.%20Taxation) This section discloses the company's main tax categories and rates, including VAT, urban maintenance and construction tax, education surcharge, local education surcharge, property tax, and corporate income tax; the company and several subsidiaries enjoy high-tech enterprise income tax preferential policies, taxed at a **15%** rate Main Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Taxable value-added amount | 13% or 9%, 6%, 5%, 0% | | Urban Maintenance and Construction Tax | Amount of VAT and consumption tax paid | 7% | | Education Surcharge | Amount of VAT and consumption tax paid | 3% | | Local Education Surcharge | Amount of VAT and consumption tax paid | 2% | | Property Tax | Assessed at 70% of original property value or based on rental income | 12%, 1.2% | | Corporate Income Tax | Taxable income | 25%, 15% | - Several subsidiaries, including Jiangxi Changhe Aviation Industry Co., Ltd., Jingdezhen Changhang Aviation High-Tech Co., Ltd., Harbin Hafei Aviation Industry Co., Ltd., Huiyang Aviation Propeller Co., Ltd., Tianjin AVIC Jinjiang Aviation Maintenance Engineering Co., Ltd., Harbin Aircraft Industry Group Co., Ltd., and Changhe Aircraft Industry (Group) Co., Ltd., enjoy high-tech enterprise income tax preferential policies, taxed at a **15%** rate[180](index=180&type=chunk)[181](index=181&type=chunk) - The Group's export products are subject to the 'exemption, offset, and refund' tax policy[180](index=180&type=chunk) [VII. Notes to Consolidated Financial Statement Items](index=57&type=section&id=VII.%20Notes%20to%20Consolidated%20Financial%20Statement%20Items) This section provides detailed notes on various asset, liability, owners' equity, revenue, cost, expense, and profit items in the consolidated financial statements, explaining the main reasons for changes in period-end balances, beginning balances, and current period movements for each account, and disclosing related detailed information such as bad debt provisions, inventory impairment provisions, restricted asset status, and related party transactions - Monetary funds at period-end were **7.941 billion yuan**, a **40.17%** decrease from the beginning of the period, mainly due to higher procurement payments in the current period[39](index=39&type=chunk)[182](index=182&type=chunk) - Notes receivable at period-end were **59.1464 million yuan**, a **58.37%** decrease from the beginning of the period, mainly due to notes maturing and being cashed in the current period[39](index=39&type=chunk)[186](index=186&type=chunk) - Accounts receivable at period-end were **9.065 billion yuan**, a slight increase of **0.88%** from the beginning of the period, with bad debt provisions at period-end of **204 million yuan**[39](index=39&type=chunk)[196](index=196&type=chunk) - Inventories at period-end were **14.803 billion yuan**, a **5.18%** increase from the beginning of the period, primarily including raw materials, work-in-progress, and finished goods[39](index=39&type=chunk)[224](index=224&type=chunk) - Contract assets at period-end were **4.319 billion yuan**, a **30.15%** increase from the beginning of the period, mainly due to revenue recognition based on performance progress in the current period[39](index=39&type=chunk)[202](index=202&type=chunk) - Short-term borrowings at period-end were **3.205 billion yuan**, a **63.78%** increase from the beginning of the period, mainly due to a higher volume of new borrowings in the current period[39](index=39&type=chunk)[273](index=273&type=chunk) - Contract liabilities at period-end were **4.233 billion yuan**, a **46.14%** decrease from the beginning of the period, mainly due to a higher volume of prepayments meeting revenue recognition conditions in the current period[40](index=40&type=chunk)[284](index=284&type=chunk) - Employee compensation payable at period-end was **234 million yuan**, an **80.01%** decrease from the beginning of the period, mainly due to the payment of year-end bonuses accrued at the end of the prior year[40](index=40&type=chunk)[287](index=287&type=chunk) - Long-term borrowings at period-end were **1.609 billion yuan**, a **46.09%** increase from the beginning of the period, mainly due to a higher volume of new borrowings in the current period[40](index=40&type=chunk)[301](index=301&type=chunk) - Operating revenue for the current period was **10.241 billion yuan**, and operating cost was **9.597 billion yuan**, representing year-on-year increases of **25.28%** and **34.25%**, respectively[332](index=332&type=chunk) - Other income for the current period was **318 million yuan**, compared to **74 million yuan** in the prior period, mainly due to increased VAT additional deductions and government grants[344](index=344&type=chunk)[346](index=346&type=chunk) - Investment income for the current period was **21.5257 million yuan**, compared to **3.1271 million yuan** in the prior period, mainly from investment income on disposal of financial assets held for trading[347](index=347&type=chunk) - Net cash flow from operating activities was **-7.413 billion yuan**, an improvement from **-9.205 billion yuan** in the prior year[369](index=369&type=chunk) [VIII. Research and Development Expenses](index=109&type=section&id=VIII.%20Research%20and%20Development%20Expenses) This section discloses the company's R&D expenditures during the reporting period, with total R&D expenses of **155 million yuan** for the current period, all expensed, primarily comprising employee compensation, material costs, and testing and outsourcing fees R&D Expenditures by Nature of Expense (H1 2025) | Item | Current Period Amount (yuan) | Prior Period Amount (yuan) | | :--- | :--- | :--- | | Employee Compensation | 31,942,557.63 | 32,176,649.90 | | Material Costs | 71,997,104.10 | 70,954,391.25 | | Depreciation Expenses | 1,766,947.01 | 3,899,756.86 | | Testing, Special, and Outsourcing Fees | 33,283,122.95 | 49,838,213.25 | | Other Expenses | 16,160,626.75 | 20,731,925.06 | | Total | 155,150,358.44 | 177,600,936.32 | | Of which: Expensed R&D Expenditures | 155,150,358.44 | 177,600,936.32 | | Capitalized R&D Expenditures | 0 | 0 | - All R&D expenditures for the current period were expensed, with no capitalized R&D expenditures[377](index=377&type=chunk) [IX. Changes in Consolidation Scope](index=109&type=section&id=IX.%20Changes%20in%20Consolidation%20Scope) This section states that the company did not involve changes in consolidation scope due to business combinations not under common control, business combinations under common control, reverse acquisitions, disposal of subsidiaries, or other reasons during the reporting period - During the reporting period, there were no changes in the company's consolidation scope[378](index=378&type=chunk)[379](index=379&type=chunk) [X. Interests in Other Entities](index=110&type=section&id=X.%20Interests%20in%20Other%20Entities) This section discloses the company's interests in subsidiaries, joint ventures, and associates; the company owns multiple wholly-owned subsidiaries and controls non-wholly-owned subsidiaries such as Hafei General Aviation; additionally, the company has invested in joint ventures and associates, and the main financial information of significant non-wholly-owned subsidiaries is disclosed Composition of Enterprise Group (Major Subsidiaries) | Subsidiary Name | Principal Place of Business | Registered Capital (yuan) | Business Nature | Shareholding (%) Direct | Acquisition Method | | :--- | :--- | :--- | :--- | :--- | :--- | | Hafei Aviation | Harbin City | 1,571,325,200.06 | Manufacturing | 100.00 | Investment | | Hafei General Aviation | Harbin City | 500,000,000.00 | Manufacturing | 40.00 | Investment | | Changhe Aviation | Jingdezhen City | 1,170,422,696.48 | Manufacturing | 100.00 | Business combination under common control | | Huiyang Company | Baoding City | 86,838,030.00 | Manufacturing | 100.00 | Business combination under common control | | Tianzhi Company | Tianjin City | 803,000,000.00 | Manufacturing | 100.00 | Business combination under common control | | Jinghang High-Tech | Jingdezhen City | 80,000,000.00 | Manufacturing | 100.00 | Business combination under common control | | Changfei Group | Jingdezhen City | 478,821,686.62 | Manufacturing | 100.00 | Business combination under common control | | Hafei Group | Harbin City | 1,466,723,293.51 | Manufacturing | 100.00 | Business combination under common control | | Hafei Aviation Maintenance | Harbin City | 35,000,000.00 | Manufacturing | 100.00 | Business combination under common control | | Tianjin Aviation Maintenance | Tianjin City | 117,084,200.00 | Manufacturing | 81.00 | Business combination under common control | - Hafei General Aviation's minority shareholders hold **60%** of the shares, but their voting rights are **20%**, and the company controls it due to an 'Acting in Concert Agreement' signed with Hafei Aviation[381](index=381&type=chunk) Key Financial Information of Significant Non-Wholly-Owned Subsidiaries (H1 2025) | Subsidiary Name | Minority Shareholding (%) | Profit/Loss Attributable to Minority Shareholders This Period (yuan) | Minority Interests Balance at Period End (yuan) | | :--- | :--- | :--- | :--- | | Hafei General Aviation | 60% | -45,413,350.66 | 89,119,465.49 | | Tianjin Aviation Maintenance | 19% | -168.60 | 21,656,519.72 | Summarized Financial Information of Insignificant Joint Ventures and Associates (H1 2025) | Item | Period-End Balance/Current Period Amount (yuan) | | :--- | :--- | | Total Carrying Amount of Joint Venture Investments | 35,206,907.51 | | Total Carrying Amount of Associate Investments | 22,038,010.25 | | Net Profit (calculated based on shareholding) | -189,144.70 | | Total Comprehensive Income (calculated based on shareholding) | -189,144.70 | [XI. Government Grants](index=114&type=section&id=XI.%20Government%20Grants) This section discloses government grant-related liability items during the reporting period, primarily government grants within deferred income, with **44.5946 million yuan** in new grants added this period and **33.5610 million yuan** transferred to other income Liability Items Involving Government Grants (H1 2025) | Financial Statement Item | Beginning Balance (yuan) | New Grants This Period (yuan) | Transferred to Other Income This Period (yuan) | Ending Balance (yuan) | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 114,060,085.12 | 13,664,000.00 | 2,630,430.70 | 125,093,654.42 | Asset Related | | Deferred Income | 0 | 30,930,600.00 | 30,930,600.00 | 0 | Income Related | | Total | 114,060,085.12 | 44,594,600.00 | 33,561,030.70 | 125,093,654.42 | / | - Government grants recognized in profit or loss for the current period are detailed in Note 67 Other Income[391](index=391&type=chunk) [XII. Risks Related to Financial Instruments](index=114&type=section&id=XII.%20Risks%20Related%20to%20Financial%20Instruments) This section details the credit risk, liquidity risk, and market risk (including exchange rate risk and interest rate risk) faced by the company, and explains the corresponding risk management policies; the company manages risks through credit policies, continuous monitoring, and bank credit lines, and assesses impairment of financial assets; exchange rate fluctuations have little impact on the company, and interest rate risk primarily arises from bank borrowings, with the company adjusting strategies based on market conditions - The company's main financial instruments include borrowings, receivables, payables, non-trading equity instruments, etc[391](index=391&type=chunk) - Regarding credit risk, the company transacts with creditworthy counterparties and continuously monitors the recovery of financial assets such as accounts receivable, with the maximum credit risk exposure being the carrying amount of each financial asset on the balance sheet[392](index=392&type=chunk)[393](index=393&type=chunk)[394](index=394&type=chunk) - Regarding liquidity risk, the company continuously monitors short-term and long-term funding needs and has obtained bank credit lines of **21.917 billion yuan** from major financial institutions, of which **5.331 billion yuan** has been utilized[394](index=394&type=chunk) - Regarding exchange rate risk, the company's main operations are settled in RMB, with a small proportion of foreign currency business, so fluctuations in the RMB exchange rate against foreign currencies have little impact[396](index=396&type=chunk)[397](index=397&type=chunk) - Interest rate risk primarily arises from bank borrowings, and the company will adjust its strategies in a timely manner based on market conditions to mitigate interest rate risk[398](index=398&type=chunk) [XIII. Disclosure of Fair Value](index=117&type=section&id=XIII.%20Disclosure%20of%20Fair%20Value) This section discloses the fair value of assets and liabilities measured at fair value at the end of the period, primarily including financial assets held for trading, other equity instrument investments, and financing for receivables; the company uses valuation techniques such as market approach and cost approach to determine fair value Fair Value of Assets and Liabilities Measured at Fair Value at Period End (June 30, 2025) | Item | Level 1 Fair Value Measurement (yuan) | Level 2 Fair Value Measurement (yuan) | Level 3 Fair Value Measurement (yuan) | Total (yuan) | | :--- | :--- | :--- | :--- | :--- | | Financial Assets Held for Trading | 2,500,000,000.00 | 0 | 0 | 2,500,000,000.00 | | Other Equity Instrument Investments | 607,536,612.99 | 0 | 0 | 607,536,612.99 | | Financing for Receivables | 0 | 7,286,908.77 | 0 | 7,286,908.77 | | Total Assets Continuously Measured at Fair Value | 3,107,536,612.99 | 7,286,908.77 | 0 | 3,114,823,521.76 | - The company uses valuation techniques such as market approach and cost approach to determine fair value, with inputs primarily including transaction date, transaction conditions, regional factors, and individual factors[403](index=403&type=chunk) - For financing for receivables, as the remaining term is not long, fair value is similar to carrying amount[404](index=404&type=chunk)[405](index=405&type=chunk) [XIV. Related Parties and Related Party Transactions](index=119&type=section&id=XIV.%20Related%20Parties%20and%20Related%20Party%20Transactions) This section details the company's parent company, subsidiaries, joint ventures, associates, and other related parties, and lists related party transactions during the reporting period, including purchases and sales of goods, provision and acceptance of services, related party leases, related party fund borrowings, and key management personnel compensation; the company has extensive procurement, sales, and service transactions with other members of AVIC Group and fund borrowing business with AVIC Finance - The ultimate controlling party of the enterprise is AVIC Group[407](index=407&type=chunk) - The company has significant related party transactions for purchasing goods and accepting services with other members of AVIC Group, with current period amounts of **7.915 billion yuan** and **14.7525 million yuan**, respectively[411](index=411&type=chunk) - The company's related party transactions for selling goods and providing services to other members of AVIC Group had current period amounts of **773 million yuan** and **19.4889 million yuan**, respectively[413](index=413&type=chunk)[414](index=414&type=chunk) - As a lessee, the company paid **5.8875 million yuan** in rent for buildings to other members of AVIC Group[415](index=415&type=chunk) - The company has multiple credit borrowings with AVIC Finance, with interest rates ranging from **2.11% to 2.40%**[417](index=417&type=chunk) - Key management personnel compensation for the current period was **3.8398 million yuan**[419](index=419&type=chunk) Unsettled Receivables from Related Parties (June 30, 2025) | Item Name | Related Party | Period-End Carrying Amount (yuan) | | :--- | :--- | :--- | | Notes Receivable | Members of AVIC Group | 19,909,485.00 | | Accounts Receivable | Members of AVIC Group | 1,164,919,448.92 | | Prepayments | Members of AVIC Group | 684,881,846.20 | | Other Receivables | Members of AVIC Group | 15,335,433.80 | | Other Non-Current Assets | Members of AVIC Group | 27,887,472.08 | Unsettled Payables to Related Parties (June 30, 2025) | Item Name | Related Party | Period-End Carrying Amount (yuan) | | :--- | :--- | :--- | | Notes Payable | Members of AVIC Group | 987,270,507.58 | | Accounts Payable | Members of AVIC Group | 6,153,347,157.23 | | Contract Liabilities | Members of AVIC Group | 976,730,131.58 | | Other Payables | Members of AVIC Group | 172,111,678.89 | | Lease Liabilities | Members of AVIC Group | 160,517,883.25 | | Non-Current Liabilities Due Within One Year | Members of AVIC Group | 31,219,375.58 | [XVI. Commitments and Contingencies](index=123&type=section&id=XVI.%20Commitments%20and%20Contingencies) This section states that the company had no significant commitments or contingencies requiring disclosure during the reporting period - The company had no significant commitments or contingencies requiring disclosure during the reporting period[426](index=426&type=chunk)[427](index=427&type=chunk) [XVII. Events After the Balance Sheet Date](index=123&type=section&id=XVII.%20Events%20After%20the%20Balance%20Sheet%20Date) This section states that there were no significant non-adjusting events, profit distribution, sales returns, or other events after the balance sheet date between the end of the reporting period and the date the financial report was authorized for issue - There were no significant non-adjusting events, profit distribution, sales returns, or other events after the balance sheet date between the end of the reporting period and the date the financial report was authorized for issue[427](index=427&type=chunk) [XVIII. Other Significant Matters](index=123&type=section&id=XVIII.%20Other%20Significant%20Matters) This section discloses the company's annuity plan and segment information; the company has established an enterprise annuity plan, which employees can voluntarily join; the company uses four segments—Harbin, Jingdezhen, Baoding, and Tianjin—as reporting segments, disclosing financial information such as operating revenue, costs, total profit, total assets, and total liabilities for each segment - The company has established an enterprise annuity plan, which employees can voluntarily join, with contributions jointly paid by the company and employees[427](index=427&type=chunk) -

中航直升机股份有限公司 董事会议事规则 中航直升机股份有限公司董事会议事规则 第一章 总 则 第一条 为规范公司运作，维护公司和股东的合法权益， 提高董事会工作效率和科学决策水平，根据《中华人民共和 国公司法》（以下简称《公司法》）、《中华人民共和国证券法》 （以下简称《证券法》）、《上市公司独立董事管理办法》《上 海证券交易所上市公司自律监管指引第 1 号——规范运作》 《上市公司治理准则》《上海证券交易所股票上市规则》（以 下简称《股票上市规则》）《公司章程》等有关法律、法规、 规章制定本规则。 第二条 董事会是公司的常设机构，负责公司日常经营 决策，执行股东会决议。 第三条 董事会下设董事会办公室，处理董事会日常事 务。 董事会秘书兼任董事会办公室负责人，保管董事会和董 事会办公室印章。 本规则适用于公司全体董事、董事会秘书、列席董事会 会议人员。 第二章 董 事 第四条 公司董事应认真遵守法律、法规和《公司章程》， 1 中航直升机股份有限公司董事会议事规则 忠实、勤勉、诚信履行职责，维护公司及全体股东的利益。 第五条 公司董事的任职条件应符合《公司法》及《公 司章程》的相关规定。独立董事除符合董事任职 ...

第二条 本规则适用于公司股东会召集、提案、通知、 召开等事项，对公司、股东、股东代理人、董事、高级管理 人员以及列席股东会的其他有关人员均具有约束力。 中航直升机股份有限公司 股东会议事规则 中航直升机股份有限公司股东会议事规则 第一章 总 则 第一条 为维护中航直升机股份有限公司（以下简称 "公司"）及股东的合法权益，规范股东会的行为，明确股 东会的职责和权限，保证股东会规范、高效、平稳运作及依 法行使职权，确保股东会议事程序和决议的合法性，根据《中 华人民共和国公司法》（以下简称"《公司法》"）、《中华人民 共和国证券法》《上海证券交易所股票上市规则》《上市公司 股东会规则》《上海证券交易所上市公司自律监管指引第 1 号——规范运作》等法律、行政法规、部门规章及《中航直 升机股份有限公司章程》（以下简称"《公司章程》"）的规定， 制定本规则。 第三条 股东会分为年度股东会和临时股东会。年度股 东会每年召开一次，并应于上一会计年度完结之后的 6 个月 之内举行。临时股东会不定期召开，出现《公司法》和《公 司章程》规定的应当召开临时股东会的情形时，临时股东会 应当在事实发生之日起 2 个月之内召开。 公司在上 ...