云南云天化股份有限公司 关于云南云天化集团财务有限公司 2025 年半年度 风险持续评估报告 根据《云南云天化股份有限公司关于在云南云天化集团财务有限 公司存款风险的应急处置预案》要求，云南云天化股份有限公司（以 下简称"本公司"或"上市公司"）通过查验云南云天化集团财务有限公 司（以下简称"财务公司"）《金融许可证》《企业法人营业执照》等证 件资料，并审阅财务公司出具的包括资产负债表、利润表、现金流量 表等在内的财务公司的 2025 年半年度报告（未经审计），公司对财务 公司的经营资质、业务和风险状况进行了评估，具体情况报告如下： 一、财务公司基本情况 财务公司于 2013 年 9 月 30 日取得《中国银监会关于云南云天化 集团财务有限公司开业的批复》（银监复〔2013〕516 号），2013 年 10 月 10 日取得了国家金融监督管理总局云南监管局核发的《金融许 可证》（机构编码：L0182H253010001），2013 年 10 月 10 日经云南省 工商行政管理局登记注册（注册号：530000000040975）成立的非银 行金融机构。财务公司成立时注册资本为 60,000 万元，2017 年 ...

证券代码：600096 证券简称：云天化 公告编号：临 2025-063 备注：以上主要产品数据为公司自产产品数据，未包含本期商贸收入及其他 业务收入和其他零星产品收入。 二、主要产品和原材料的价格变动情况 （一）主要产品价格波动情况（不含税销售均价） 单位：元/吨 | 主要产品 | 本期价格 | 上年同期价格 | | --- | --- | --- | | 磷肥 | 3,152 | 3,378 | | 复合（混）肥 | 3,179 | 2,985 | | 尿素 | 1,754 | 2,176 | | 聚甲醛 | 10,650 | 11,577 | | 黄磷 | 20,627 | 20,460 | | 饲料级磷酸氢钙 | 4,096 | 3,381 | （二）主要原材料波动情况（不含税采购均价） | | | 云南云天化股份有限公司 2025 年半年度主要经营数据公告 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。 根据《上海证券交易所上市公司自律监管指引第 3 号——行业信 息披露》相关规定，将公司 2025 年半年度主要经营 ...

重要内容提示： 证券代码：600096 证券简称：云天化 公告编号：临 2025-064 云南云天化股份有限公司 会议召开时间：2025 年 08 月 26 日（星期二）13:00-14:00 关于召开 2025 年半年度业绩说明会的公告 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。 本次投资者说明会以网络互动形式召开，公司将针对 2025 年半 年度的经营成果及财务指标的具体情况与投资者进行互动交流和沟 通，在信息披露允许的范围内就投资者普遍关注的问题进行回答。 会议召开地点：上海证券交易所上证路演中心（网址： https://roadshow.sseinfo.com/） 二、说明会召开的时间、地点 （一）会议召开时间：2025 年 08 月 26 日（星期二）13:00-14:00； （二）会议召开地点：上证路演中心； 1 （三）会议召开方式：上证路演中心网络互动。 会议召开方式：上证路演中心网络互动 投资者可于 2025 年 08 月 20 日（星期三）至 08 月 25 日（星 期一）16:00 前登录上证路演中心网 ...

云南云天化股份有限公司 第十届董事会审计委员会 2025年8月18日 云南云天化股份有限公司董事会审计委员会 关于第十届董事会第二次（临时）会议 相关事项的审核意见 根据《中华人民共和国公司法》《中华人民共和国证券法》《上海 证券交易所股票上市规则》等有关法律法规和《公司章程》的规定，公 司董事会审计委员会就公司第十届董事会第二次（临时）会议审议的 《2025 年半年度报告及摘要》发表如下书面审核意见： 公司财务报表在所有重大方面公允反映了公司 2025 年 6 月 30 日的 财务状况、2025 年半年度的经营成果和现金流量，公司 2025 年半年度 报告公允反映了公司上半年的财务状况和经营成果。公司 2025 年半年度 报告及其摘要所披露的信息真实、准确、完整，不存在任何虚假记载、 误导性陈述或重大遗漏。同意将该议案提交董事会审议。 ...

证券代码：600096 证券简称：云天化 公告编号：临 2025-062 云南云天化股份有限公司 关于召开2025年第六次临时股东会的通知 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： 股东会召开日期：2025年9月4日 本次股东会采用的网络投票系统：上海证券交易所股东会网络 投票系统 一、 召开会议的基本情况 (一) 股东会类型和届次 2025年第六次临时股东会 (二) 股东会召集人：董事会 (三) 投票方式：本次股东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 (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 4 日09 点 00 分 召开地点：公司总部会议室 (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会网络投票系统 网络投票起止时间：自2025 年 9 月 4 日 至2025 年 9 月 4 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 票时间为股东会召开当日的交易时间段，即 9:15-9:25,9:30-11:30 ...

证券代码：600096 证券简称：云天化 公告编号：临 2025-059 云南云天化股份有限公司 第十届董事会第二次（临时）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。 重要内容提示： ●全体董事参与表决 一、董事会会议召开情况 云南云天化股份有限公司（以下简称"公司"）第十届董事会第 二次（临时）会议于 2025 年 8 月 18 日以通讯表决的方式召开。应当 参与表决董事 9 人，实际参加表决董事 9 人，符合《公司法》和《公 司章程》的有关规定。 二、董事会会议审议情况 （一）7 票同意、0 票反对、0 票弃权，审议通过了《关于增加 2025 年度日常关联交易事项的议案》。 2025 年 8 月 18 日，公司召开独立董事专门会议，公司 3 名独立 董事参与会议，以 3 票同意，0 票反对，0 票弃权，审议通过《关于 增加 2025 年度日常关联交易事项的议案》，并同意提交董事会审议。 关联董事付少学先生、彭明飞先生对该议案回避表决。 详见上海证券交易所网站（http://www.sse.com.cn）公 ...

Section I Definitions [Definitions of Common Terms](index=4&type=section&id=Definitions%20of%20Common%20Terms) This chapter defines common terms used in the report, clarifying key entities like "Company" and "Yuntianhua Group" for accurate understanding - The terms "Company," "Yuntianhua," and "Listed Company" all refer to Yunnan Yuntianhua Co., Ltd[12](index=12&type=chunk) - "Yuntianhua Group" refers to Yuntianhua Group Co., Ltd., the controlling shareholder of the Company[12](index=12&type=chunk) - This section details the abbreviations and full names of over **20** major subsidiaries and associated companies, including Shuifu Yuntianhua, Linhua Group, Tianan Chemical, and Jinxin Chemical[12](index=12&type=chunk) Section II Company Profile and Key Financial Indicators [I. Company Information](index=5&type=section&id=I.%20Company%20Information) This section outlines the Company's basic registration details, including its Chinese name, abbreviation, foreign name, and legal representative - The Company's Chinese name is Yunnan Yuntianhua Co., Ltd., abbreviated as Yuntianhua, with Song Liqiang as the legal representative[14](index=14&type=chunk) [II. Contact Person and Information](index=5&type=section&id=II.%20Contact%20Person%20and%20Information) This section provides contact details for the Company's Board Secretary and Securities Affairs Representative, facilitating investor communication - The Board Secretary is Su Yun, and the Securities Affairs Representative is Xu Gangjun, both located at No. 1417 Dianchi Road, Kunming City, Yunnan Province[15](index=15&type=chunk) [III. Brief Introduction to Changes in Basic Information](index=5&type=section&id=III.%20Brief%20Introduction%20to%20Changes%20in%20Basic%20Information) This section confirms that the Company's registered and office addresses have not changed historically, and provides its website and email address - The Company's registered and office address is No. 1417 Dianchi Road, Kunming City, Yunnan Province, with no changes during the reporting period[16](index=16&type=chunk) [IV. Brief Introduction to Changes in Information Disclosure and Document Storage Locations](index=5&type=section&id=IV.%20Brief%20Introduction%20to%20Changes%20in%20Information%20Disclosure%20and%20Document%20Storage%20Locations) This section lists the Company's designated newspapers and website for information disclosure, along with the location for semi-annual report storage, ensuring transparency - The Company's designated information disclosure newspapers include China Securities Journal, Securities Times, Shanghai Securities News, and Securities Daily, with disclosures also available on **www.sse.com.cn**[17](index=17&type=chunk) [V. Company Stock Overview](index=5&type=section&id=V.%20Company%20Stock%20Overview) This section provides basic information about the Company's stock, including its type, listing exchange, stock abbreviation, and code - The Company's A-shares are listed on the Shanghai Stock Exchange, with stock abbreviation "**Yuntianhua**" and stock code "**600096**"[18](index=18&type=chunk) [VII. Key Accounting Data and Financial Indicators](index=6&type=section&id=VII.%20Key%20Accounting%20Data%20and%20Financial%20Indicators) This section discloses the Company's key accounting data and financial indicators for H1 2025, showing a year-on-year decrease in operating revenue and total profit, but a smaller decline in net profit attributable to shareholders, and a slight increase in net assets Key Accounting Data for H1 2025 | Key Accounting Data | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 24,991,560,770.91 CNY | 31,992,939,935.03 CNY | -21.88 | | Total Profit | 3,587,444,560.53 CNY | 4,054,586,171.67 CNY | -11.52 | | Net Profit Attributable to Shareholders of the Listed Company | 2,761,171,743.05 CNY | 2,841,065,569.56 CNY | -2.81 | | Net Cash Flow from Operating Activities | 4,202,740,006.16 CNY | 4,619,597,234.95 CNY | -9.02 | | Net Assets Attributable to Shareholders of the Listed Company (Period-End) | 22,608,149,266.02 CNY | 22,358,249,085.76 CNY | 1.12 | | Total Assets (Period-End) | 50,758,296,257.79 CNY | 51,479,518,495.71 CNY | -1.40 | Key Financial Indicators for H1 2025 | Key Financial Indicators | Current Period (Jan-Jun) | Prior Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (CNY/share) | 1.5053 | 1.5488 | -2.81 | | Diluted Earnings Per Share (CNY/share) | 1.5053 | 1.5488 | -2.81 | | Basic Earnings Per Share (Excluding Non-Recurring Gains and Losses) (CNY/share) | 1.4696 | 1.5210 | -3.38 | | Weighted Average Return on Net Assets (%) | 11.84 | 14.28 | Decreased by 2.44 percentage points | | Weighted Average Return on Net Assets (Excluding Non-Recurring Gains and Losses) (%) | 11.56 | 14.02 | Decreased by 2.46 percentage points | Non-Recurring Gains and Losses for H1 2025 | Non-Recurring Gains and Losses Item | Amount (CNY) | | :--- | :--- | | Gains and losses from disposal of non-current assets | -1,242,725.85 | | Government grants recognized in current profit or loss | 77,589,857.00 | | Gains and losses from changes in fair value and disposal of financial assets | 2,341,735.04 | | Reversal of impairment provisions for receivables | 6,857,815.03 | | Other non-operating income and expenses | 1,626,774.72 | | Less: Income tax impact | 12,260,300.88 | | Minority interest impact (after tax) | 9,529,350.01 | | Total | 65,383,805.05 | Section III Management Discussion and Analysis [I. Description of the Company's Industry and Main Business Operations During the Reporting Period](index=7&type=section&id=I.%20Description%20of%20the%20Company%27s%20Industry%20and%20Main%20Business%20Operations%20During%20the%20Reporting%20Period) This section details the Company's business model, main product uses, and industry trends across its four core segments: fertilizers, phosphate ore mining and dressing, phosphorus chemical and new materials, and trade logistics, highlighting its strengths in phosphate resources and R&D - The Company's main businesses cover fertilizers, phosphate ore mining and dressing, phosphorus chemical and new materials, and trade logistics[25](index=25&type=chunk) - The fertilizer business relies on self-owned phosphate and coal resources, with products including phosphate fertilizers, urea, specialty fertilizers, and compound fertilizers, ranking among Asia's largest, with exports to over **30** countries and regions[27](index=27&type=chunk) - The phosphate ore mining and dressing business utilizes self-owned phosphate resources and advanced technology to produce phosphate rock as raw material for fertilizers and phosphorus chemicals, with **5.84 million tons** of finished ore produced in H1 2025[29](index=29&type=chunk)[41](index=41&type=chunk) - The phosphorus chemical and new materials business includes fine phosphorus chemicals (feed-grade calcium hydrogen phosphate, yellow phosphorus, lithium iron phosphate, etc.), fluorine chemicals (developing fine fluorine chemicals using fluosilicic acid by-product from fertilizers), and polyoxymethylene (engineering plastics)[30](index=30&type=chunk)[31](index=31&type=chunk)[33](index=33&type=chunk) - The trade logistics business primarily engages in the trade of fertilizers, sulfur, agricultural products, and logistics warehousing services, supporting the Company's procurement, production, and sales[34](index=34&type=chunk)[65](index=65&type=chunk) - The phosphate rock market maintains a **tight supply-demand balance**, with prices generally remaining high; domestic phosphate fertilizer prices are stable, while international price differences have widened, and the Company produced **2.43 million tons** of various phosphate fertilizers in H1 2025[41](index=41&type=chunk)[44](index=44&type=chunk) - The urea market faces significant oversupply, with prices fluctuating at low levels, and the Company produced **1.53 million tons** of urea in H1 2025[47](index=47&type=chunk) - Feed-grade calcium phosphate salt prices increased year-on-year, yellow phosphorus prices fluctuated significantly, lithium iron phosphate market demand grew but competition intensified, and the polyoxymethylene market faced increased competition due to new capacity and anti-dumping duties[53](index=53&type=chunk)[55](index=55&type=chunk)[56](index=56&type=chunk)[62](index=62&type=chunk) [(I) Company's Main Business](index=7&type=section&id=(I)%20Company%27s%20Main%20Business) The Company's main business encompasses four key segments: fertilizers, phosphate ore mining and dressing, phosphorus chemical and new materials, and trade logistics, forming its core operational scope - The Company's core businesses include fertilizers, phosphate ore mining and dressing, phosphorus chemical and new materials, and trade logistics[25](index=25&type=chunk) [(II) Company's Business Model](index=7&type=section&id=(II)%20Company%27s%20Business%20Model) The Company has established distinct business models across its segments, leveraging resource advantages and distribution networks for fertilizers, self-sufficiency and efficient utilization for phosphate ore, deep processing for phosphorus chemicals and new materials, and risk control and supply chain support for trade logistics - The fertilizer industry relies on self-owned phosphate and coal resources, focusing on basic fertilizers while developing functional and specialty fertilizers, distributing through dealers, and exporting products to over **30** countries and regions[27](index=27&type=chunk) - The phosphate ore mining and dressing business extracts self-owned phosphate resources, utilizing advanced technology to produce phosphate rock as a primary raw material, and also procures some phosphate rock externally for efficient utilization[29](index=29&type=chunk) - The phosphorus chemical and new materials business develops a complete industrial chain through thermal and wet process phosphoric acid deep processing, and expands into fluorine chemicals and polyoxymethylene products, promoting import substitution[30](index=30&type=chunk)[31](index=31&type=chunk)[33](index=33&type=chunk) - The trade logistics business focuses on trading fertilizers, production raw materials, agricultural inputs, and agricultural products around its main business, primarily handling internal raw material and product transportation and warehousing to control logistics costs[34](index=34&type=chunk) [(III) Main Products and Their Uses](index=9&type=section&id=(III)%20Main%20Products%20and%20Their%20Uses) This section provides a table detailing the Company's main products, including urea, monoammonium phosphate, diammonium phosphate, compound fertilizers, phosphate rock, polyoxymethylene, yellow phosphorus, feed-grade calcium hydrogen phosphate, and lithium iron phosphate, along with their sub-industries, main upstream raw materials, main downstream applications, and key price influencing factors Main Products, Uses, and Influencing Factors | Product | Sub-Industry | Main Upstream Raw Materials | Main Downstream Applications | Key Price Influencing Factors | | :--- | :--- | :--- | :--- | :--- | | Urea | Fertilizer | Natural gas, coal, coke, electricity | Agricultural fertilizer, production of compound fertilizers, urea-formaldehyde resins, etc | Market supply-demand relationship and cost push | | Monoammonium Phosphate | Fertilizer | Phosphate rock, sulfur, synthetic ammonia | Agricultural fertilizer, raw material for compound fertilizers, suitable for various soils and crops | Market supply-demand relationship and cost push | | Diammonium Phosphate | Fertilizer | Phosphate rock, sulfur, synthetic ammonia | Agricultural fertilizer, raw material for compound fertilizers, suitable for paddy fields and dryland crops | Market supply-demand relationship and cost push | | Compound Fertilizer (Blended/Functional Fertilizer) | Fertilizer | Nitrogen fertilizer, phosphate fertilizer, potash fertilizer | General-purpose fertilizers and specialty fertilizers | Market supply-demand relationship and cost push | | Phosphate Rock | Phosphate Ore Mining and Dressing | - | Raw material for phosphoric acid, phosphate fertilizers (ordinary superphosphate, triple superphosphate, etc.) processing | Resource reserves, resource grade, geography, policies | | Polyoxymethylene | Engineering Materials | Methanol | Electronics and electrical appliances, automotive parts, machinery industry, etc | Crude oil, methanol market, main market supply-demand influencing prices | | Yellow Phosphorus | Phosphorus Chemical | Phosphate rock powder | Thermal phosphoric acid, phosphorus trichloride, phosphorus pentasulfide, and other phosphorus compounds | Phosphate rock market, environmental regulation intensity, and wet process phosphoric acid substitution | | Feed-Grade Calcium Hydrogen Phosphate | Phosphorus Chemical | Phosphate rock, sulfur, calcium | Nutritional feed additive, supplementing phosphorus and calcium for poultry and livestock | Phosphate rock, feed market supply-demand relationship | | Lithium Iron Phosphate | Phosphorus Chemical | Refined phosphoric acid/monoammonium phosphate, ammonia water, hydrogen peroxide, ferrous sulfate, etc | Production of new energy battery cathode materials | Market supply-demand relationship and cost push | [(IV) Industry Development](index=9&type=section&id=(IV)%20Industry%20Development) This section analyzes the development of the Company's industries, including phosphate rock supply and demand, price fluctuations in phosphate fertilizers and urea, rising compound fertilizer prices, and market dynamics in phosphorus chemicals and new materials (feed-grade calcium phosphate salts, yellow phosphorus, lithium iron phosphate, fluorine resources, polyoxymethylene), also touching upon the trade logistics industry - Phosphate rock supply and demand remain stable, influenced by increased demand for new energy battery materials and spring plowing preparations, maintaining a **tight balance** and generally **high prices**[38](index=38&type=chunk)[41](index=41&type=chunk) - Domestic phosphate fertilizer prices are stable, while international phosphate fertilizer price differences have widened, and the Company produced **2.43 million tons** of various phosphate fertilizers in H1 2025[44](index=44&type=chunk) - Urea prices fluctuated at low levels, with a prominent oversupply in the domestic market, and the Company produced **1.53 million tons** of urea in H1 2025[47](index=47&type=chunk) - Compound fertilizer prices generally increased slightly, influenced by raw material prices and supply-demand dynamics; domestic compound fertilizer demand remained stable in H1, with the Company producing a total of **1.02 million tons** of various compound fertilizers[51](index=51&type=chunk)[54](index=54&type=chunk) - Feed-grade calcium phosphate salt prices increased year-on-year, yellow phosphorus prices fluctuated significantly, lithium iron phosphate market demand grew but competition intensified, and the polyoxymethylene market faced increased competition due to new capacity and anti-dumping duties[53](index=53&type=chunk)[55](index=55&type=chunk)[56](index=56&type=chunk)[62](index=62&type=chunk) - The advantage of phosphate-associated fluorine resources is enhanced, with mature phosphate defluorination technology, and fluosilicic acid shows a cost advantage over fluorite methods[61](index=61&type=chunk) [II. Discussion and Analysis of Operations](index=15&type=section&id=II.%20Discussion%20and%20Analysis%20of%20Operations) In H1 2025, facing a complex external environment, the Company aimed to be a "flagship leading listed company," focusing on optimizing "one profit and five ratios," achieving sustained stable operating performance with operating revenue of **CNY 24.99 billion** and net profit attributable to shareholders of **CNY 2.76 billion**; significant progress was made in safety, environmental protection, operations, and industrial layout, despite challenges from rising sulfur prices, declining product prices, and intensified competition in fine chemicals Operating Performance for H1 2025 | Indicator | Amount (CNY billion) | | :--- | :--- | | Operating Revenue | 24.92 | | Net Profit Attributable to Shareholders of the Listed Company | 2.76 | - The Company maintained stable safety and environmental performance, continuously advancing comprehensive utilization of phosphogypsum to improve its utilization rate[69](index=69&type=chunk) - **56** major production units achieved "long-cycle" operation targets, actively benchmarking energy consumption and optimizing material and energy consumption[69](index=69&type=chunk) - Procurement deepened centralized purchasing, optimizing the pace of bulk raw material procurement and inventory levels; marketing ensured supply and stable prices, guaranteeing domestic fertilizer market supply and orderly transitioning between domestic and international markets[70](index=70&type=chunk) - Financial control continued to optimize, with interest-bearing debt, comprehensive financing costs, and asset-liability ratio decreasing year-on-year, and "three expenses" continuously declining[70](index=70&type=chunk) - Industrial layout progressed steadily, with the Zhenxiong phosphate mine exploration-to-mining and Kunyang phosphate mine second underground mining projects advancing smoothly, completing the lithium iron phosphate project technical upgrade, and optimizing business structure[71](index=71&type=chunk) - The Company accelerated the implementation of reform benchmarking, with the comprehensive progress of the three-year reform action plan reaching **96.48%**, enhancing per capita efficiency and organizational effectiveness[72](index=72&type=chunk) - Corporate governance quality was strengthened, completing the supervisory board reform, formulating the "Cash Dividend Plan for the Next Three Years (2024-2026)," and improving the **ESG Wind rating to AA** in 2024[73](index=73&type=chunk) - Challenges include rising sulfur prices, year-on-year decline in prices of some products, and intensified competition in the fine chemical industry[74](index=74&type=chunk) [III. Analysis of Core Competencies During the Reporting Period](index=16&type=section&id=III.%20Analysis%20of%20Core%20Competencies%20During%20the%20Reporting%20Period) The Company's core competitiveness is demonstrated in seven areas: resource assurance, industrial scale, integrated operations, brand market, safety and environmental protection, technological R&D, and state-owned enterprise reform, possessing rich phosphate and coal resources, a total fertilizer production capacity of **10 million tons/year**, a complete industrial chain, efficient operating models, multiple well-known brands, continuous investment in safety, environmental protection, and technological innovation, and ongoing enhancement of management capabilities and value creation through state-owned enterprise reform - Possesses nearly **800 million tons** of phosphate rock reserves and a **14.5 million tons/year** phosphate rock mining and dressing capacity, with synthetic ammonia capacity increasing to **2.7 million tons/year**, and coal mining capacity of **4 million tons/year**, achieving a high degree of resource self-sufficiency[75](index=75&type=chunk) - Total fertilizer production capacity is **10 million tons/year**, including **2.6 million tons/year** of urea, **5.55 million tons/year** of phosphate fertilizer, and **1.85 million tons/year** of compound fertilizer, making it one of the largest fertilizer producers in China[76](index=76&type=chunk) - Established a complete industrial chain and integrated operating model, efficiently coordinating equipment maintenance and flexible production, leveraging economies of scale in centralized procurement and sales to ensure raw material supply, reduce costs, and maximize product benefits[77](index=77&type=chunk) - Owns nearly **20** well-known domestic and international brands such as "Jinshajiang" and "Yuntianhua," with domestic phosphate fertilizer sales accounting for approximately **25%** of national annual consumption, demonstrating significant regional advantages[78](index=78&type=chunk) - Owns **7** national green mines, **6** national green factories, and **72** national green products, continuously strengthening its safety and environmental foundation[79](index=79&type=chunk) - Optimizes processes through technological transformation, established the Yuntianhua Research Institute, and possesses multiple R&D institutions including the National Engineering Research Center for Phosphate Resource Development and Utilization, maintaining an advanced industry position[80](index=80&type=chunk)[81](index=81&type=chunk) - Selected as a "Reform Vanguard" by the State-owned Assets Supervision and Administration Commission of the State Council, continuously promoting high-quality development through reform[82](index=82&type=chunk) [IV. Key Operating Conditions During the Reporting Period](index=17&type=section&id=IV.%20Key%20Operating%20Conditions%20During%20the%20Reporting%20Period) This section analyzes changes in the Company's financial statement items, asset-liability status, external investments, and major holding/participating companies during the reporting period; operating revenue and costs decreased due to reduced trade business, financial expenses decreased due to reduced interest-bearing debt, and R&D investment increased; the asset-liability structure was optimized with increased short-term borrowings and decreased long-term borrowings; the Company undertook multiple equity and non-equity investments and engaged in hedging activities; major holding and participating companies performed well [(I) Analysis of Main Business](index=17&type=section&id=(I)%20Analysis%20of%20Main%20Business) This section analyzes changes in relevant financial statement items, revealing that the Company's operating revenue and costs decreased due to reduced trade business, financial expenses decreased due to reduced interest-bearing debt, and R&D investment increased Changes in Financial Statement Items for H1 2025 | Item | Current Period (CNY) | Prior Period (CNY) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 24,991,560,770.91 | 31,992,939,935.03 | -21.88 | | Operating Cost | 20,203,379,025.01 | 26,679,356,634.62 | -24.27 | | Financial Expenses | 185,538,820.48 | 279,190,852.59 | -33.54 | | R&D Expenses | 241,726,400.00 | 199,017,498.54 | 21.46 | | Credit Impairment Losses | 10,419,628.93 | 42,007,049.74 | -75.20 | | Asset Impairment Losses | -10,031,122.93 | -45,503,343.84 | N/A | - The decrease in operating revenue and operating cost was primarily due to the Company focusing on its main business and **reducing the scale of its trade business**[83](index=83&type=chunk) - The decrease in financial expenses was mainly due to the Company's stable operating cash flow, **reduced interest-bearing debt**, and a year-on-year decrease in comprehensive financing costs[83](index=83&type=chunk) - The increase in R&D expenses was primarily due to the Company's **increased investment in research and development**[83](index=83&type=chunk) [(III) Analysis of Assets and Liabilities](index=17&type=section&id=(III)%20Analysis%20of%20Assets%20and%20Liabilities) This section analyzes changes in the Company's period-end asset-liability structure, showing a significant increase in short-term borrowings and a substantial decrease in long-term borrowings, a reduction in receivables financing, and an increase in long-term payables, while also disclosing major restricted assets at period-end Changes in Assets and Liabilities for H1 2025 | Item | Period-End Balance (CNY) | % of Total Assets at Period-End | Prior Year-End Balance (CNY) | % of Total Assets at Prior Year-End | YoY Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Short-Term Borrowings | 7,174,535,469.50 | 14.13 | 4,068,797,040.51 | 7.90 | 76.33 | | Long-Term Borrowings | 6,590,987,944.03 | 12.99 | 9,449,155,505.37 | 18.36 | -30.25 | | Construction in Progress | 2,689,452,780.32 | 5.30 | 2,196,278,086.84 | 4.27 | 22.46 | | Receivables Financing | 597,636,396.51 | 1.18 | 1,170,009,702.03 | 2.27 | -48.92 | | Long-Term Payables | 503,733,244.05 | 0.99 | 206,158,333.86 | 0.40 | 144.34 | - Short-term borrowings increased by **76.33%**, primarily due to the Company optimizing comprehensive financing costs and adjusting its long-term and short-term borrowing structure[85](index=85&type=chunk)[86](index=86&type=chunk) - Long-term borrowings decreased by **30.25%**, mainly due to the Company's early repayment of some long-term borrowings and reclassification to non-current liabilities due within one year based on maturity dates[85](index=85&type=chunk)[86](index=86&type=chunk) - Period-end restricted assets totaled **CNY 773.83 million**, primarily including pledged fixed assets, land reclamation deposits, futures margin, and letter of guarantee deposits[87](index=87&type=chunk) [(IV) Analysis of Investment Status](index=19&type=section&id=(IV)%20Analysis%20of%20Investment%20Status) This section summarizes the Company's external equity and non-equity investments during the reporting period, totaling **CNY 484.95 million**, and details significant equity investment projects such as capital increases in Julin New Materials and acquisition of Dawei Ammonia equity; additionally, the Company engaged in derivative investments for hedging purposes, effectively offsetting some spot market risks - The Company's total external equity investment during the reporting period was **CNY 484.95 million**[89](index=89&type=chunk) Significant Equity Investments for H1 2025 | Investee Company Name | Investment Amount (CNY million) | Shareholding (%) | Consolidated | Source of Funds | Impact on Current Period Profit/Loss (CNY million) | | :--- | :--- | :--- | :--- | :--- | :--- | | Julin New Materials | 3,500 | 35 | No | Own funds | 0 | | Dawei Ammonia | 13,995.37 | 100 | Yes | Own funds | 647.84 | | Equipment Technology Company | 6,000 | 100 | Yes | Own funds | 0 | | Xinneng Mining | 25,000 | 100 | Yes | Own funds | 0 | Significant Non-Equity Investments for H1 2025 | Project Name | Investment Amount in Current Period (CNY million) | | :--- | :--- | | Xinneng Mining - 4.5 million tons/year Phosphate Ore Flotation Project | 17,501.37 | | Linhua Group - Jianshan Phosphate Mine Open-Pit Mining Expansion Project | 9,451.47 | | Tianan Chemical - Phosphogypsum Harmless Treatment Project | 9,314.26 | | Linhua Group - Kunyang Phosphate Mine Second Underground Mining Project | 7,898.45 | | Qinghai Yuntianhua - Chemical Plant "Carbon Reduction and Efficiency Improvement" Technical Transformation Project | 3,899.68 | | Total | 48,065.23 | - The Company engaged in futures derivative investments for hedging purposes, with a period-end book value of **CNY 11.43 million** and a fair value change gain of **CNY 0.37 million** for the current period, effectively offsetting some spot market risks and stabilizing profitability[92](index=92&type=chunk) [(VI) Analysis of Major Holding and Participating Companies](index=22&type=section&id=(VI)%20Analysis%20of%20Major%20Holding%20and%20Participating%20Companies) This section lists the financial performance of the Company's major holding subsidiaries and participating companies with a **10% or more** impact on the Company's net profit, including their total assets, net assets, operating revenue, and net profit, illustrating each subsidiary's contribution to operations Financial Information of Major Holding and Participating Companies (H1 2025) | Company Name | Total Assets (CNY million) | Net Assets (CNY million) | Operating Revenue (CNY million) | Operating Profit (CNY million) | Net Profit (CNY million) | | :--- | :--- | :--- | :--- | :--- | :--- | | Shuifu Yuntianhua | 313,248.48 | 230,391.18 | 126,308.92 | 7,689.00 | 6,519.15 | | Jinxin Chemical | 725,180.97 | 189,046.06 | 123,221.08 | 17,294.35 | 15,433.72 | | Linhua Group | 738,556.37 | 450,886.32 | 375,502.96 | 149,590.92 | 127,936.04 | | Tianan Chemical | 783,472.64 | 352,061.56 | 366,650.05 | 22,752.70 | 19,464.93 | | Sanhuan Zhonghua | 216,411.41 | 109,451.73 | 220,829.25 | 10,597.96 | 8,683.78 | | United Business | 530,562.30 | 120,727.26 | 1,020,984.99 | 21,830.08 | 17,938.19 | | Tianning Mining | 96,949.20 | 66,796.87 | 55,301.41 | 39,639.41 | 33,731.25 | | Dawei Ammonia | 279,215.50 | 203,669.77 | 93,509.41 | 13,476.00 | 10,865.69 | | Qinghai Yuntianhua | 291,944.53 | 229,560.24 | 142,614.86 | 6,079.53 | 4,673.42 | | Haikou Phosphorus Industry (Associate) | 512,647.08 | 378,439.12 | 259,882.29 | 56,963.63 | 40,630.26 | | Wengfu Yuntianhua (Associate) | 45,154.62 | 42,719.95 | 15,181.54 | 8,544.93 | 7,264.54 | | Dadi Yuntian (Associate) | 281,795.27 | 96,057.18 | 163,580.96 | 17,741.78 | 14,877.03 | [V. Other Disclosure Matters](index=23&type=section&id=V.%20Other%20Disclosure%20Matters) This section details the significant risks faced by the Company and its mitigation strategies, including safety and environmental, market price fluctuations, bulk raw material price volatility, and new industry development falling short of expectations; it also outlines the progress of the 2025 "Quality Improvement, Efficiency Enhancement, and High Returns" action plan, covering six aspects aimed at enhancing company value and investor returns - The Company faces safety and environmental risks, addressed by implementing "joint responsibility of party and government," high-standard investment, comprehensive monitoring, and promoting integrated phosphogypsum treatment[94](index=94&type=chunk) - Market price fluctuation risks are managed by leveraging resource advantages, strengthening operational control, expanding market reach, and accurately grasping market changes[95](index=95&type=chunk) - Bulk raw material price volatility risks are mitigated by ensuring high self-sufficiency in phosphate rock and synthetic ammonia, centralized procurement of sulfur and coal, participation in electricity market transactions, and enhancing technical management[96](index=96&type=chunk)[97](index=97&type=chunk) - Risks of new industry development falling short of expectations are addressed by increasing R&D investment, strengthening strategic analysis, and adhering to integrated operations[97](index=97&type=chunk) - In 2025, the Company plans to produce and sell **4.92 million tons** of phosphate fertilizer, **2.67 million tons** of urea, and **1.64 million tons** of compound fertilizer; it also plans to produce **0.57 million tons** of feed-grade calcium hydrogen phosphate, **0.105 million tons** of polyoxymethylene, and **0.06 million tons** of lithium iron phosphate[102](index=102&type=chunk) - During the reporting period, the Company produced a total of **5.0406 million tons** of various fertilizers, completing **54.01%** of the annual plan; it produced **0.2825 million tons** of various fine chemical products, completing **47.36%** of the annual plan[103](index=103&type=chunk) - The Company's product sales return rate was **12.17%**, total asset turnover ratio was **0.98** (annualized), interest-bearing debt decreased to **CNY 16.427 billion**, and asset-liability ratio decreased to **51.58%**[103](index=103&type=chunk) - The Company continues to drive high-quality and efficient development of the phosphorus chemical industry by fostering new productive forces, focusing on breakthroughs in key technologies such as efficient phosphate resource development, cascade utilization of extraction acid, cost reduction and efficiency improvement in fertilizer plants, and deep utilization of polyoxymethylene and fluorosilicon resources[104](index=104&type=chunk)[105](index=105&type=chunk) - The Company improved its lean production management system, achieving **56** long-cycle targets, with **3** units completing APC online operation and **11** Class A production units breaking their longest continuous operation records[106](index=106&type=chunk) - The Company is advancing the construction of a carbon emission management system and implementing energy-saving and emission-reduction projects, with **20** products reaching energy efficiency benchmarks[105](index=105&type=chunk)[106](index=106&type=chunk) - The Company abolished the supervisory board, completed revisions to the Articles of Association and other regulations, and completed the re-election of the board of directors, enhancing corporate governance standards[109](index=109&type=chunk) - The Company formulated the "Cash Dividend Plan for the Next Three Years (2024-2026)," committing to cumulative profit distribution of no less than **45%** of the total cumulative distributable profits for these three years[113](index=113&type=chunk) - For 2024, a cash dividend of **CNY 1.4** (tax inclusive) per **10 shares** was distributed to all shareholders, and for H1 2025, a cash dividend of **CNY 0.2** (tax inclusive) per **10 shares** is proposed[113](index=113&type=chunk)[114](index=114&type=chunk) Section IV Corporate Governance, Environment, and Society [I. Changes in Directors and Senior Management](index=28&type=section&id=I.%20Changes%20in%20Directors%20and%20Senior%20Management) During the reporting period, the terms of the Company's Board of Directors and Supervisory Board expired; on August 11, 2025, the Company's extraordinary general meeting approved the proposal to abolish the Supervisory Board and amend the Articles of Association, and completed the election of the Tenth Board of Directors, leading to the departure of several directors and independent directors, and the election of new directors and a new chairman - In August 2025, the terms of the Company's Ninth Board of Directors and Supervisory Board expired, the Supervisory Board was abolished, and supervisors automatically resigned[120](index=120&type=chunk) - Song Liqiang, Fu Shaoxue, Peng Mingfei, Wang Zongyong, and Zhong Dehong were elected as members of the Tenth Board of Directors; Luo Huanta, Wu Haomin, and Luo Wei were appointed as independent directors; Hu Yaokun was appointed as an employee director[120](index=120&type=chunk) - Cui Zhouquan no longer serves as chairman due to retirement, and Song Liqiang was elected as the new chairman[120](index=120&type=chunk) [II. Profit Distribution or Capital Reserve Conversion Plan](index=28&type=section&id=II.%20Profit%20Distribution%20or%20Capital%20Reserve%20Conversion%20Plan) The Company's Board of Directors approved the H1 2025 profit distribution plan, proposing a cash dividend of **CNY 0.2** (tax inclusive) per **10 shares** to all shareholders, totaling **CNY 364.60 million** (tax inclusive), with no bonus shares or capital reserve conversion - The Company proposes to distribute a cash dividend of **CNY 0.2** (tax inclusive) per **10 shares** to all shareholders for H1 2025, based on the total share capital registered on the equity distribution record date[5](index=5&type=chunk)[121](index=121&type=chunk) - The proposed cash dividend totals **CNY 364.60 million** (tax inclusive), with no bonus shares or capital reserve conversion into share capital in this profit distribution[5](index=5&type=chunk)[121](index=121&type=chunk) [III. Status and Impact of Company's Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures](index=28&type=section&id=III.%20Status%20and%20Impact%20of%20Company%27s%20Equity%20Incentive%20Plans%2C%20Employee%20Stock%20Ownership%20Plans%2C%20or%20Other%20Employee%20Incentive%20Measures) The Company continues to advance its "Yunchuang Co-win" plan by establishing incentive management systems for startup and innovative businesses, "leaderboard" incentive systems for major R&D projects, and technology innovation incentive systems, along with an annual excess profit sharing plan, increasing emphasis on core, high-performing, and frontline key employees, and managing salaries for R&D and key technical personnel separately, to fully mobilize employee enthusiasm, initiative, and creativity, and enhance the Company's intrinsic drive and vitality - The Company continues to advance its "Yunchuang Co-win" plan, establishing incentive management systems for startup and innovative businesses, "leaderboard" incentive systems for major R&D projects, and technology innovation incentive systems[123](index=123&type=chunk) - An annual excess profit sharing plan has been established, increasing emphasis on core employees, high-performing employees, and frontline key employees[123](index=123&type=chunk) - Salaries for R&D and key technical personnel are managed separately to fully mobilize employee enthusiasm, initiative, and creativity[123](index=123&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=29&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) This section discloses that the Company and **14** of its major subsidiaries are included in the list of enterprises required to disclose environmental information by law, providing inquiry indexes for each enterprise's environmental information disclosure report, demonstrating the Company's transparency in environmental governance - The Company has **14** enterprises included in the list of enterprises required to disclose environmental information by law[124](index=124&type=chunk) - Major subsidiaries, including Shuifu Yuntianhua, Honghai Phosphate Fertilizer, Linhua Group, and Jinxin Chemical, have their environmental information disclosure reports available for inquiry through designated websites[124](index=124&type=chunk) [V. Specific Progress in Consolidating Poverty Alleviation Achievements and Rural Revitalization](index=29&type=section&id=V.%20Specific%20Progress%20in%20Consolidating%20Poverty%20Alleviation%20Achievements%20and%20Rural%20Revitalization) During the reporting period, the Company actively fulfilled its social responsibilities, donating a total of **CNY 1.2071 million** in funds and materials, and deeply advancing the effective衔接 of consolidating poverty alleviation achievements with rural revitalization; through strengthening organizational leadership, enhancing financial guarantees, deepening industrial empowerment, expanding consumption assistance, revitalizing collective assets, improving people's well-being, and participating in grassroots governance, the Company achieved phased results in its paired assistance points in Wanchang Town and Yanyuan Town, Zhenxiong County, Zhaotong City, contributing to local economic and social development - During the reporting period, the Company donated a total of **CNY 1.2071 million** in funds and materials to society[125](index=125&type=chunk) - Under the coordinated efforts of Yuntianhua Group, the Company aligned with the actual needs of Wanchang Town and Yanyuan Town in Zhenxiong County, Zhaotong City, focusing on "organizational support + industrial empowerment + livelihood improvement + development promotion" to advance targeted assistance work[125](index=125&type=chunk) - In H1, **CNY 0.715 million** in assistance funds were invested, completing the safe town monitoring system installation project, and donating **CNY 30,000** to the assisted town's central primary school and kindergarten[126](index=126&type=chunk) - In terms of precise agricultural input support, preliminary work for donating **260 tons** of compound fertilizer was completed; in terms of technical training empowerment, **3** specialized training sessions on chili and konjac cultivation were organized, training **48** farmers in total[126](index=126&type=chunk) - The Company's subordinate units centrally procured **1,829** units of agricultural products from assisted areas, valued at **CNY 50,800**, and assisted in selling over **CNY 20,000** worth of agricultural products, expanding sales channels[127](index=127&type=chunk) - Revitalized collective assets in Maozhu Community, Wanchang Town, increasing village collective economic income by **CNY 96,000/year** from housing leases[127](index=127&type=chunk) - Completed the upgrade and renovation of the "Left-Behind Children's Home" in Wanchang Town, and launched the "Loving Mother" pairing program to assist left-behind and disadvantaged children[127](index=127&type=chunk) - Coordinated resident work team members to deeply integrate into rural governance, co-organizing folk activities, resolving conflicts, and promoting livelihood projects such as earthquake-resistant housing renovation[128](index=128&type=chunk) Section V Significant Matters [I. Fulfillment of Commitments](index=31&type=section&id=I.%20Fulfillment%20of%20Commitments) This section details the fulfillment of various commitments made by the Company's actual controller, shareholders, and the Company itself, either during or continuing into the reporting period; key commitments include resolving horizontal competition, maintaining company independence, compensating for diluted immediate returns, standardizing real estate business, and addressing historical issues with specific assets; the report indicates that many commitments are ongoing, while some have been fulfilled, such as the transfer of Jiangchuan Tianhu equity, which resolved horizontal competition - Yuntianhua Group committed to legally transferring its equity in Tianneng Mining to the listed company or a third party within three years after the mine's construction and official operation, to prevent horizontal competition, which is currently **in progress**[130](index=130&type=chunk) - Yuntianhua Group committed to transferring part or all of Jiangchuan Tianhu's equity to a third party before May 17, 2025; this commitment was **fulfilled** on January 17, 2025, resolving horizontal competition[130](index=130&type=chunk)[131](index=131&type=chunk) - The Company, Yuntianhua Group, directors, and senior management made ongoing commitments regarding measures to compensate for diluted immediate returns and standardize real estate business[131](index=131&type=chunk)[132](index=132&type=chunk)[133](index=133&type=chunk) - Yuntianhua Group made a performance commitment regarding the acquisition of Qinghai Yuntianhua equity, with the commitment period being 2023-2025, which is currently **in progress**[133](index=133&type=chunk)[134](index=134&type=chunk) - Yuntianhua Group committed to prioritizing the injection of control over the joint venture company into the listed company within three years after the joint venture obtains the mining license for the Yangchang-Mangbu phosphate mining area in Zhenxiong County, which is currently **in progress**[134](index=134&type=chunk) [VII. Significant Litigation and Arbitration Matters](index=36&type=section&id=VII.%20Significant%20Litigation%20and%20Arbitration%20Matters) This section discloses the progress of several significant litigation and arbitration matters involving the Company during the reporting period; key cases include a goods sales dispute between Henan Yuntianhua and Wuxi Yisadefu (settled, in bankruptcy liquidation), a coal sales contract dispute between Yuntianhua Trading and Hongsheng Chemical (in bankruptcy reorganization), and a coal purchase and sale dispute between Yuntianhua Trading and Fuyuan County Tianxin Coal Industry (won on second appeal, in enforcement); additionally, it covers a mining right transfer price dispute between Jinxin Chemical and Jinxin Industrial (second appeal upheld original judgment) and an agricultural product purchase and sale dispute between Agricultural Chain and Henan Yuntianhua (Henan Yuntianhua in bankruptcy proceedings) Significant Litigation and Arbitration Matters for H1 2025 | Litigation (Arbitration) Type | Basic Information of Litigation (Arbitration) | Amount Involved in Litigation (Arbitration) (CNY million) | Outcome and Impact of Litigation (Arbitration) | | :--- | :--- | :--- | :--- | | Goods Sales Dispute | Henan Yuntianhua's goods sales business with Wuxi Yisadefu, with Wuxi Yisadefu owing principal of **CNY 196.10 million** | 19,610.12 | Settled in first instance, Wuxi Yisadefu entered bankruptcy liquidation, **CNY 19.61 million** of Henan Yuntianhua's claim used to offset rent, subsequent distribution according to allocation plan | | Coal Sales Contract Dispute | Yuntianhua Trading signed a coal sales contract with Hongsheng Chemical, with Hongsheng Chemical owing **CNY 41.21 million** in goods payments | 4,120.76 | Hongsheng Chemical entered bankruptcy reorganization, Yuntianhua Trading has declared its claim | | Coal Purchase and Sale Dispute | Yuntianhua Trading's coal purchase and sale business with Fuyuan County Tianxin Coal Industry, with Tianxin Coal Industry owing **CNY 22.75 million** | 2,275.47 | Yuntianhua Trading won the second instance judgment, currently in enforcement, has received **CNY 4.30 million** in repayments | | Contract Dispute | Hulunbuir Jinxin Industrial Co., Ltd. sued Jinxin Chemical for a mining right transfer price difference of **CNY 87.43 million** plus interest | 8,742.51 | Jinxin Chemical lost in first instance, second instance upheld original judgment, Jinxin Chemical needs to pay **CNY 78.68 million** | | Agricultural Product Purchase and Sale Dispute | Agricultural Chain conducted business with Henan Yuntianhua, with Henan Yuntianhua owing **CNY 38.82 million** | 3,882.47 | Henan Yuntianhua entered bankruptcy proceedings, Agricultural Chain has applied to the court for compulsory enforcement | | Purchase and Sale Contract Dispute | Agricultural Huitiansheng (USA) Company sued the defendant for non-performance of urea purchase and sale agreement, demanding compensation for losses | 2,015.07 (USD million) | Case is in the jurisdiction objection stage, no ruling has been issued yet | [X. Significant Related Party Transactions](index=40&type=section&id=X.%20Significant%20Related%20Party%20Transactions) This section discloses the Company's significant transactions with related parties during the reporting period, including signing daily related party transaction framework agreements and renewing financial service agreements with the controlling shareholder, as well as jointly investing in the establishment of Yunnan Yuntianhua Julin New Materials Co., Ltd; it also details the Company's deposit, loan, and credit business with related finance companies, and related party fund borrowings - The Company signed a daily related party transaction framework agreement with its controlling shareholder, Yuntianhua Group, with a **three-year validity period**[141](index=141&type=chunk) - Renewed the "Financial Services Agreement" with Yunnan Yuntianhua Group Finance Co., Ltd., with a **three-year validity period**[141](index=141&type=chunk) - The Company, Yuntianhua Group, and others jointly invested in establishing Yunnan Yuntianhua Julin New Materials Co., Ltd., with the Company holding **35%** equity and a cash contribution of **CNY 700 million**[143](index=143&type=chunk) - The Company's controlling subsidiary, Jinxin Chemical, applied to Yuntianhua Group for financial assistance of **CNY 100 million** and **CNY 200 million**, both for a term of **3 years**[144](index=144&type=chunk) Financial Business with Related Finance Companies (H1 2025) | Business Type | Period-Start Balance (CNY million) | Total Deposits in Current Period (CNY million) | Total Withdrawals in Current Period (CNY million) | Period-End Balance (CNY million) | | :--- | :--- | :--- | :--- | :--- | | Deposit Business | 2,895.01 | 11,116,730.20 | 11,107,581.57 | 2,986.50 | | Loan Business | 775.00 | 850.00 | 590.00 | 1,035.00 | | Credit Business | 4,000.00 (Total) | 861.54 (Actual Amount) | - | - | [XI. Significant Contracts and Their Performance](index=45&type=section&id=XI.%20Significant%20Contracts%20and%20Their%20Performance) This section discloses the Company's significant guarantee situations, both performed and unperformed, during the reporting period; the Company, as guarantor, provided multiple joint liability guarantees for its associate companies, Yunnan Fluorine Phosphorus Electronics Technology Co., Ltd. and Yunnan Youtian New Energy Technology Co., Ltd., totaling **CNY 340.26 million**, representing **4.64%** of the Company's net assets Company's External Guarantees (Excluding Guarantees to Subsidiaries) | Guaranteed Party | Guarantee Amount (CNY million) | Guarantee Start Date | Guarantee End Date | Guarantee Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Yunnan Fluorine Phosphorus Electronics Technology Co., Ltd. | 7.66 | 2022-03-21 | 2027-03-21 | No | | ... (Multiple) | ... | ... | ... | ... | | Yunnan Fluorine Phosphorus Electronics Technology Co., Ltd. | 9.80 | 2025-03-13 | 2026-03-13 | No | | Yunnan Youtian New Energy Technology Co., Ltd. | 127.83 | 2024-01-29 | 2030-02-23 | No | | Yunnan Youtian New Energy Technology Co., Ltd. | 44.02 | 2024-01-29 | 2030-02-23 | No | | Yunnan Youtian New Energy Technology Co., Ltd. | 1.47 | 2024-03-27 | 2030-02-23 | No | | Total Guarantees Issued in Current Period | 9.80 | - | - | - | | Total Guarantee Balance at Period-End (A) | 340.26 | - | - | - | - The total guarantee balance for subsidiaries (B) was **CNY 707.68 million**[154](index=154&type=chunk) - The Company's total guarantee amount (A+B) was **CNY 1.0479 billion**, accounting for **4.64%** of the Company's net assets[154](index=154&type=chunk) - Debt guarantees provided directly or indirectly to guaranteed parties with an asset-liability ratio exceeding **70%** amounted to **CNY 531.26 million**[154](index=154&type=chunk) Section VI Share Changes and Shareholder Information [I. Changes in Share Capital](index=46&type=section&id=I.%20Changes%20in%20Share%20Capital) During the reporting period, the Company's total share capital decreased by **11,338,016 shares** due to the cancellation of repurchased shares, changing from **1,834,328,747 shares** to **1,822,990,731 shares**, all of which are unrestricted tradable shares Table of Share Changes | Item | Number Before Change | % Before Change | Increase/Decrease in Current Change (+, -) | Number After Change | % After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 0 | 0 | 0 | 0 | 0 | | II. Unrestricted Tradable Shares | 1,834,328,747 | 100 | -11,338,016 | 1,822,990,731 | 100 | | 1. RMB Ordinary Shares | 1,834,328,747 | 100 | -11,338,016 | 1,822,990,731 | 100 | | III. Total Shares | 1,834,328,747 | 100 | -11,338,016 | 1,822,990,731 | 100 | - The Company canceled **11,338,016 repurchased shares**, completing the process on June 11, 2025, resulting in a reduction in total share capital[158](index=158&type=chunk) [II. Shareholder Information](index=47&type=section&id=II.%20Shareholder%20Information) As of the end of the reporting period, the Company had **102,976** ordinary shareholders; among the top ten shareholders, Yuntianhua Group Co., Ltd. was the controlling shareholder with a **38.36%** stake, and Hong Kong Securities Clearing Company Limited was the second largest shareholder with a **12.59%** stake - As of the end of the reporting period, the total number of ordinary shareholders was **102,976**[160](index=160&type=chunk) Top Ten Shareholders as of the End of the Reporting Period | Shareholder Name | Period-End Shareholding (shares) | % | Shareholder Nature | | :--- | :--- | :--- | :--- | | Yuntianhua Group Co., Ltd. | 699,254,292 | 38.36 | State-owned Legal Person | | Hong Kong Securities Clearing Company Limited | 229,581,271 | 12.59 | Other | | Zhao Zhichao | 22,100,000 | 1.21 | Domestic Natural Person | | Agricultural Bank of China Co., Ltd. - CSI 500 ETF | 18,959,747 | 1.04 | Other | | China Life Insurance Co., Ltd. - Traditional - Ordinary Insurance Product - 005L - CT001 Shanghai | 13,163,933 | 0.72 | Other | | Guotou Securities Co., Ltd. | 12,999,902 | 0.71 | State-owned Legal Person | | China Post Life Insurance Co., Ltd. - Traditional Insurance | 12,358,400 | 0.68 | Other | | Hebei Yuantong Mining Co., Ltd. | 11,200,000 | 0.61 | Domestic Non-State-owned Legal Person | | Sichuan Yuantong Hydropower Development Co., Ltd. | 10,300,000 | 0.57 | Domestic Non-State-owned Legal Person | | Taikang Life Insurance Co., Ltd. - Traditional - Ordinary Insurance Product - 019L - CT001 Shanghai | 8,850,600 | 0.49 | Other | - There is no associated relationship or concerted action between the controlling shareholder, Yuntianhua Group, and the second to tenth largest shareholders[163](index=163&type=chunk) Section VII Bond-Related Information [I. Corporate Bonds (Including Enterprise Bonds) and Non-Financial Enterprise Debt Financing Instruments](index=49&type=section&id=I.%20Corporate%20Bonds%20(Including%20Enterprise%20Bonds)%20and%20Non-Financial%20Enterprise%20Debt%20Financing%20Instruments) During the reporting period, the Company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments [II. Convertible Corporate Bonds](index=49&type=section&id=II.%20Convertible%20Corporate%20Bonds) During the reporting period, the Company had no convertible corporate bonds Section VIII Financial Report [I. Audit Report](index=50&type=section&id=I.%20Audit%20Report) This semi-annual report is unaudited - This semi-annual report is **unaudited**[4](index=4&type=chunk) [II. Financial Statements](index=50&type=section&id=II.%20Financial%20Statements) This section presents the Company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity for H1 2025, providing a comprehensive view of its financial position, operating results, and cash flows - The consolidated balance sheet shows total assets of **CNY 50.758 billion**, total liabilities of **CNY 26.184 billion**, and net assets attributable to parent company shareholders of **CNY 22.608 billion** as of June 30, 2025[167](index=167&type=chunk)[169](index=169&type=chunk) - The consolidated income statement shows operating revenue of **CNY 24.992 billion** and net profit attributable to parent company shareholders of **CNY 2.761 billion** for H1 2025[173](index=173&type=chunk)[175](index=175&type=chunk) - The consolidated cash flow statement shows net cash flow from operating activities of **CNY 4.203 billion**, net cash flow from investing activities of **-CNY 0.605 billion**, and net cash flow from financing activities of **-CNY 3.410 billion** for H1 2025[179](index=179&type=chunk)[180](index=180&type=chunk) [III. Company Basic Information](index=67&type=section&id=III.%20Company%20Basic%20Information) This section provides a detailed overview of Yunnan Yuntianhua Co., Ltd., including its establishment background, historical share capital changes, business scope, parent company, and ultimate controlling party; since its listing in 1997, the Company has undergone multiple share capital changes, including share repurchases, convertible bond issuance, share reform, non-public offerings, asset restructuring, and restricted share repurchases and cancellations, with a final registered capital (share capital) of **CNY 1,822,990,731**; the Company's main businesses include fertilizers, chemical raw materials and products, phosphate compound fertilizers, and phosphate ore mining and dressing, with the ultimate controlling party being the Yunnan Provincial State-owned Assets Supervision and Administration Commission - The Company was established on July 2, 1997, and listed on the Shanghai Stock Exchange on July 9, 1997, with stock code **600096**[196](index=196&type=chunk) - The Company's total share capital has undergone multiple changes, including share repurchases, convertible bonds, non-public offerings, asset restructuring, and restricted share repurchases and cancellations; as of June 11, 2025, the registered capital (share capital) is **CNY 1,822,990,731**[197](index=197&type=chunk)[198](index=198&type=chunk)[199](index=199&type=chunk)[200](index=200&type=chunk)[201](index=201&type=chunk)[202](index=202&type=chunk)[203](index=203&type=chunk)[204](index=204&type=chunk)[205](index=205&type=chunk)[206](index=206&type=chunk)[207](index=207&type=chunk) - The Company's business scope primarily includes fertilizers, phosphate ore mining and dressing, phosphorus chemical and new materials, and trade logistics, with the ultimate controlling party being the Yunnan Provincial State-owned Assets Supervision and Administration Commission[208](index=208&type=chunk) [IV. Basis of Financial Statement Preparation](index=69&type=section&id=IV.%20Basis%20of%20Financial%20Statement%20Preparation) This section states that the Company's financial statements are prepared in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance and related regulations, and confirms the Company's ability to continue as a going concern for at least **12 months** from the end of the reporting period - Financial statements are prepared in accordance with the "Enterprise Accounting Standards" and their application guidelines, interpretations, and other relevant regulations[209](index=209&type=chunk) - The Group has the ability to continue as a going concern for at least **12 months** from the end of the reporting period, with no significant matters affecting its going concern ability[210](index=210&type=chunk) [V. Significant Accounting Policies and Estimates](index=69&type=section&id=V.%20Significant%20Accounting%20Policies%20and%20Estimates) This section elaborates on the significant accounting policies and estimates followed by the Company in preparing its financial statements, covering areas from compliance with accounting standards, accounting period, operating cycle, functional currency, and materiality criteria, to business combinations, consolidated financial statements, financial instruments, inventories, long-term equity investments, fixed assets, intangible assets, revenue recognition, government grants, deferred income tax, and leases; these policies and estimates ensure the truthfulness, accuracy, and completeness of the financial statements - The Company's financial statements comply with enterprise accounting standards, accurately and completely reflecting its financial position[211](index=211&type=chunk) - The Company uses **12 months** as an operating cycle and as the standard for classifying assets and liabilities as current or non-current[213](index=213&type=chunk) - Financial assets are classified into three categories based on the business model for managing them and their contractual cash flow characteristics: measured at amortized cost, measured at fair value through other comprehensive income, and measured at fair value through profit or loss[230](index=230&type=chunk) - Inventories are initially measured at actual cost, and when consumed or issued, they are measured using the weighted average method; the inventory system is perpetual inventory[250](index=250&type=chunk) - Fixed assets are depreciated using the straight-line method, with detailed depreciation periods, residual value rates, and annual depreciation rates for various asset classes[267](index=267&type=chunk) - Revenue is recognized when the Company satisfies a performance obligation in a contract by transferring control of a promised good or service to a customer[291](index=291&type=chunk) - Government grants are classified as asset-related or income-related, recognized as deferred income or included in current profit or loss, respectively[298](index=298&type=chunk)[299](index=299&type=chunk) [VI. Taxation](index=93&type=section&id=VI.%20Taxation) This section details the major tax categories and rates applicable to the Company and its subsidiaries, including VAT, urban maintenance and construction tax, education surcharges, enterprise income tax, and resource tax; it also lists the tax incentives enjoyed by the Company, such as VAT exemption for feed products, enterprise income tax incentives under the Western Development policy, high-tech enterprise income tax reductions, halved income tax for flower cultivation, and income tax incentives for resource comprehensive utilization products, which positively impact the Company's operating performance Major Tax Categories and Rates | Tax Category | Tax Base | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | General taxable income calculated as output tax, less deductible input tax for the current period | 13%, 9%, 6%, 5%, 3%, 2% | | Urban Maintenance and Construction Tax | Actual turnover tax paid | 7%, 5% | | Education Surcharge | Actual turnover tax paid | 3% | | Local Education Surcharge | Actual turnover tax paid | 2% | | Enterprise Income Tax | Taxable income | 25%, 20%, 15% | | Resource Tax | Sales revenue of various resources | 8%, 7%, 10% | - Several of the Company's subsidiaries qualify for the Western Development policy, with an applicable enterprise income tax rate of **15%**[321](index=321&type=chunk) - Subsidiary Hulunbuir Jinxin Chemical Co., Ltd. obtained high-tech enterprise qualification, and its enterprise income tax is levied at a reduced rate of **15%**[321](index=321&type=chunk) - Feed-grade calcium hydrogen phosphate, feed-grade monocalcium phosphate, organic fertilizer products, self-produced agricultural products (flowers), wholesale and retail seeds, vegetable sales, and international transportation services enjoy VAT exemption or immediate refund policies[315](index=315&type=chunk)[316](index=316&type=chunk)[317](index=317&type=chunk)[318](index=318&type=chunk)[319](index=319&type=chunk)[320](index=320&type=chunk) - Subsidiary Yunnan Linhua Group Co., Ltd. benefits from a **50%** reduction in resource tax for mining low-grade ore[324](index=324&type=chunk) - Eligible enterprises enjoy environmental protection tax reductions and "six taxes and two fees" reductions for small and micro enterprises[324](index=324&type=chunk)[325](index=325&type=chunk) [VII. Notes to Consolidated Financial Statement Items](index=96&type=section&id=VII.%20Notes%20to%20Consolidated%20Financial%20Statement%20Items) This section provides detailed notes for each item in the consolidated financial statements, including monetary funds, accounts receivable, inventories, fixed assets, construction in progress, intangible assets, short-term borrowings, long-term borrowings, employee compensation payable, operating revenue and costs, financial expenses, and investment income; these notes explain the composition, period-end balances, period-start balances, and current period changes and reasons for each item, providing specific data support for understanding the Company's financial position and operating results Key Consolidated Financial Statement Items for H1 2025 | Item | Period-End Balance (CNY) | Period-Start Balance (CNY) | | :--- | :--- | :--- | | Monetary Funds | 7,152,886,581.95 | 6,936,853,349.28 | | Accounts Receivable | 1,158,970,590.91 | 1,669,110,561.76 | | Inventories | 6,137,633,642.85 | 6,069,773,988.62 | | Fixed Assets | 20,022,620,316.42 | 20,624,185,692.64 | | Construction in Progress | 2,689,452,780.32 | 2,196,278,086.84 | | Short-Term Borrowings | 7,174,535,469.50 | 4,068,797,040.51 | | Long-Term Borrowings | 6,590,987,944.03 | 9,449,155,505.37 | | Operating Revenue | 24,991,560,770.91 | 31,992,939,935.03 | | Operating Cost | 20,203,379,025.01 | 26,679,356,634.62 | | Financial Expenses | 185,538,820.48 | 279,190,852.59 | | Investment Income | 274,114,819.49 | 348,404,622.32 | - The period-end balance of bad debt provision for accounts receivable was **CNY 368.28 million**, with full provision made for accounts receivable from Henan Yuntianhua International Fertilizer Co., Ltd. and Yunnan Yuntianhua Agricultural Technology Co., Ltd., as they entered bankruptcy liquidation and are no longer included in the consolidated scope[330](index=330&type=chunk)[331](index=331&type=chunk)[335](index=335&type=chunk) - The period-end balance of receivables financing was **CNY 597.64 million**, primarily bank acceptance bills; in the current period, the Company increased bill discounting to reduce and optimize comprehensive financing costs[343](index=343&type=chunk)[347](index=347&type=chunk) - The period-end balance of construction in progress was **CNY 2.689 billion**, with major projects including the Kunyang Phosphate Mine Second Underground Mining Project and the **300,000 tons** battery new material precursor and supporting projects[398](index=398&type=chunk)[400](index=400&type=chunk) - The period-end balance of short-term borrowings was **CNY 7.175 billion**, an increase of **76.33%** from the period-start, mainly due to the Company optimizin

证券代码：600096 证券简称：云天化 公告编号：临 2025-061 云南云天化股份有限公司 关于 2025 年半年度利润分配预案的公告 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。 重要内容提示： 每股分配金额：每 10 股派发现金红利 2.00 元（含税）。 本次利润分配以实施权益分派股权登记日登记的总股本为基 数，具体日期将在权益分派实施公告中明确。 在实施权益分派的股权登记日前公司总股本发生变动的，拟维 持每股分配金额不变，相应调整分配总额，并将在相关公告中披露。 一、利润分配方案的具体内容 截至 2025 年 6 月 30 日，公司母公司报表中期末未分配利润为人 民币 5,826,455,163.42 元（未经审计）。经董事会决议，公司 2025 年 半年度拟以实施权益分派股权登记日登记的总股本为基数分配利润， 本次利润分配方案如下： 1 公司于2025年8月18日召开第十届董事会第二次（临时）会议， 审议通过了《2025年半年度利润分配预案》，会议应参加董事9人， 实际参加董事9人，同意9票，反对0票，弃权0 ...

Group 1 - The company reported a total operating revenue of 24.992 billion yuan, representing a year-on-year decrease of 21.88% [1] - The net profit attributable to shareholders of the listed company was 2.761 billion yuan, down 2.81% year-on-year [1] - The net profit attributable to shareholders after deducting non-recurring gains and losses was 2.696 billion yuan, a decline of 3.38% year-on-year [1] - The basic earnings per share were 1.5053 yuan [1]

格隆汇8月19日丨云天化(600096.SH)公布2025年半年度报告，上半年公司实现营业收入249.92亿元，同比下降21.88%；归属于上市公司股东净利润27.61亿元，同比下降2.81%；归属于上 ...