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国晟科技(603778) - 2025 Q2 - 季度财报
2025-08-26 10:50
[Important Notice](index=2&type=section&id=Important%20Notice) [Statement by the Board of Directors and Senior Management](index=2&type=section&id=Item%201.%20Statement%20by%20the%20Board%20of%20Directors%20and%20Senior%20Management) The company's board of directors and senior management guarantee the truthfulness, accuracy, and completeness of this semi-annual report, free from false statements, misleading representations, or major omissions, and assume individual and joint legal responsibilities. - The company's board of directors and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions[3](index=3&type=chunk) - This semi-annual report is unaudited[5](index=5&type=chunk) [Risk Statement for Forward-Looking Statements](index=2&type=section&id=Item%206.%20Risk%20Statement%20for%20Forward-Looking%20Statements) This report contains forward-looking statements, and future actual results or development trends may differ significantly from these statements, not constituting a substantive commitment, thus investors should fully recognize the risks. - This report includes forward-looking statements, and future actual results or development trends may differ significantly from these statements[6](index=6&type=chunk) - The forward-looking statements in this report do not constitute a substantive commitment by the company to investors, and investors and relevant parties should maintain sufficient awareness of the risks[6](index=6&type=chunk) [Significant Risk Warning](index=2&type=section&id=Item%2010.%20Significant%20Risk%20Warning) The company has detailed potential risks and countermeasures in the "Management Discussion and Analysis" section, advising investors to review it. - The company has described potential risks and countermeasures in detail in "Section III Management Discussion and Analysis," "V. Other Disclosures (I) Potential Risks" of this report[7](index=7&type=chunk) [Section I Definitions](index=4&type=section&id=Section%20I%20Definitions) [Definitions of Common Terms](index=4&type=section&id=Definitions%20of%20Common%20Terms) This section defines key terms and entities used in the report, including company names, regulatory bodies, affiliated companies, and photovoltaic industry specific terms such as N-type cells, HJT, TOPCon, and PERC. - "Guosheng Technology" and "the Company" refer to Guosheng Shian Technology Co., Ltd[12](index=12&type=chunk) - "HJT" refers to Heterojunction cell technology, a high-efficiency crystalline silicon solar cell structure[12](index=12&type=chunk) - "TOPCon" refers to Tunnel Oxide Passivated Contact technology, which improves cell photoelectric conversion efficiency by preparing ultra-thin tunnel oxide layers and highly doped polycrystalline silicon layers[12](index=12&type=chunk) - "Reporting Period" refers to January 1, 2025, to June 30, 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) [Company Basic Information](index=4&type=section&id=Item%201.%20Company%20Information) This section provides the company's basic identification information, including its Chinese name, abbreviation, foreign name, and legal representative. - The company's Chinese name is Guosheng Shian Technology Co., Ltd., and its Chinese abbreviation is Guosheng Technology[14](index=14&type=chunk) - The company's legal representative is Wu Jun[14](index=14&type=chunk) [Contact Person and Information](index=5&type=section&id=Item%202.%20Contact%20Person%20and%20Information) This section lists the names, contact addresses, phone numbers, fax numbers, and email addresses of the company's board secretary and securities affairs representative for investor and stakeholder communication. - The Board Secretary is Zhang Kun, and the Securities Affairs Representative is Ge Xuping[15](index=15&type=chunk) - The contact address for both is No. 1 Mentou Xinyuan Road, Haidian District, Beijing, and the phone number is 010-88862070-201[15](index=15&type=chunk) [Brief Introduction to Changes in Basic Information](index=5&type=section&id=Item%203.%20Brief%20Introduction%20to%20Changes%20in%20Basic%20Information) The company's registered and office addresses remained unchanged during the reporting period, maintaining stability. - The company's registered address and office address are both No. 1 Mentou Xinyuan Road, Haidian District, Beijing[16](index=16&type=chunk) - There have been "no" historical changes to the company's registered address[16](index=16&type=chunk) [Brief Introduction to Changes in Information Disclosure and Document Custody Locations](index=5&type=section&id=Item%204.%20Brief%20Introduction%20to%20Changes%20in%20Information%20Disclosure%20and%20Document%20Custody%20Locations) The company designates "Shanghai Securities News" for information disclosure, www.sse.com.cn for semi-annual reports, and the board office for report custody, with no changes during the reporting period. - The information disclosure newspaper selected by the company is "Shanghai Securities News," and the website address for publishing semi-annual reports is www.sse.com.cn[17](index=17&type=chunk) - The company's semi-annual report is kept at the company's Board Office, No. 1 Mentou Xinyuan Road, Haidian District, Beijing[17](index=17&type=chunk) [Company Stock Overview](index=5&type=section&id=Item%205.%20Company%20Stock%20Overview) The company's stock is A-shares, listed on the Shanghai Stock Exchange, with stock abbreviation Guosheng Technology and stock code 603778, previously Qianjing Garden. - The company's stock type is A-shares, listed on the Shanghai Stock Exchange[18](index=18&type=chunk) - The stock abbreviation is Guosheng Technology, stock code is 603778, and the previous stock abbreviation was Qianjing Garden[18](index=18&type=chunk) [Company's Key Accounting Data and Financial Indicators](index=5&type=section&id=Item%207.%20Company's%20Key%20Accounting%20Data%20and%20Financial%20Indicators) In the first half of 2025, the company's operating revenue decreased by 11.00% year-on-year, with a net loss attributable to shareholders of 96.34 million yuan, though the loss narrowed compared to the same period last year. Total assets and net assets attributable to shareholders both declined. 2025 Semi-Annual Key Accounting Data | Indicator | Current Period (Jan-Jun) Amount (yuan) | Prior Year Period Amount (yuan) | Current Period vs. Prior Year Period Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 306,663,802.08 | 344,551,062.34 | -11.00% | | Total Profit | -152,151,242.47 | -199,932,371.03 | Not Applicable | | Net Profit Attributable to Shareholders of the Listed Company | -96,338,435.17 | -109,443,922.56 | Not Applicable | | Net Cash Flow from Operating Activities | -63,606,842.79 | -44,242,813.16 | Not Applicable | | **Indicator** | **Current Period End Amount (yuan)** | **Prior Year End Amount (yuan)** | **Current Period End vs. Prior Year End Change (%)** | | Net Assets Attributable to Shareholders of the Listed Company | 778,753,116.15 | 863,853,894.31 | -9.85% | | Total Assets | 3,379,556,073.25 | 3,803,941,196.18 | -11.16% | 2025 Semi-Annual Key Financial Indicators | Indicator | Current Period (Jan-Jun) | Prior Year Period | Current Period vs. Prior Year Period Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | -0.15 | -0.17 | Not Applicable | | Diluted Earnings Per Share (yuan/share) | -0.15 | -0.17 | Not Applicable | | Weighted Average Return on Net Assets (%) | -11.83 | -12.22 | Not Applicable | [Non-Recurring Gains and Losses Items and Amounts](index=6&type=section&id=Item%209.%20Non-Recurring%20Gains%20and%20Losses%20Items%20and%20Amounts) The company's non-recurring gains and losses for the first half of 2025 totaled 2.86 million yuan, primarily from disposal of non-current assets and government grants, after deducting income tax and minority interest impacts. 2025 Semi-Annual Non-Recurring Gains and Losses Items | Non-Recurring Gains and Losses Item | Amount (yuan) | | :--- | :--- | | Gains or losses from disposal of non-current assets, including the write-off portion of asset impairment provisions | 2,950,355.49 | | Government grants recognized in current profit or loss, excluding those closely related to the company's normal business operations, compliant with national policies, enjoyed according to fixed standards, and having a continuous impact on the company's profit or loss | 2,188.29 | | Other non-operating income and expenses apart from the above items | -24,199.43 | | Less: Income tax impact | 24,669.94 | | Minority interest impact (after tax) | 48,146.29 | | Total | 2,855,528.11 | [Section III Management Discussion and Analysis](index=6&type=section&id=Section%20III%20Management%20Discussion%20and%20Analysis) [Company's Industry and Main Business Operations](index=6&type=section&id=Item%201.%20Company's%20Industry%20and%20Main%20Business%20Operations) The company's main business spans photovoltaic and ecological landscape sectors, with PV focusing on high-efficiency cell R&D, module production, and EPC services, while ecological landscape provides engineering and design, transitioning towards ecological governance and carbon reduction. [Photovoltaic Industry Business and Market Conditions](index=6&type=section&id=Item%201.1.%20Photovoltaic%20Industry) The company operates in the PV industry, focusing on R&D, production, and sales of large-size high-efficiency HJT cells, as well as HJT, TOPCon, and PERC modules, and provides EPC services, benefiting from global energy transition but facing oversupply and price pressure. - The company is engaged in the R&D, production, and sales of large-size high-efficiency heterojunction photovoltaic cells; the production and sales of heterojunction, TOPCon, PERC, and other cell modules; and photovoltaic power station EPC business[25](index=25&type=chunk) - The company's main operating models are "procurement based on sales" and "production based on sales," with sales models including direct sales, distribution, and entrusted processing[26](index=26&type=chunk) - The global photovoltaic market is expected to continue high-speed growth, with China's new PV installed capacity reaching **212.21 GW** in the first half of 2025, a **107% year-on-year increase**, and cumulative installed capacity exceeding **1,000 GW**[30](index=30&type=chunk) - Large-scale expansion in the PV industry in recent years has led to a temporary "oversupply" and price declines, with the state now classifying sales below cost as illegal, promoting the orderly exit of outdated production capacity[31](index=31&type=chunk) [Ecological Landscape Business and Market Conditions](index=8&type=section&id=Item%201.2.%20Ecological%20Landscape%20Business) The company's ecological landscape segment offers engineering, design, and environmental technology services, forming a full industry chain, driven by national policies on rural revitalization and ecological civilization, transitioning towards ecological governance and carbon reduction. - The company's ecological landscape segment has diversified its business with garden engineering construction, landscape design, and environmental protection technology, forming a full industry chain business model integrating technology R&D, seedling cultivation and maintenance, landscape design, and engineering construction[32](index=32&type=chunk) - The operating model includes business acceptance, project bidding, contract signing, project team formation, project implementation, completion acceptance, completion settlement, and project handover[34](index=34&type=chunk) - The state has introduced multiple policies, such as the "Rural Revitalization Plan," "Ecological Environmental Protection Inspection Work Regulations," and "Opinions on Comprehensively Promoting River Protection and Governance," bringing good development opportunities for the landscape industry[39](index=39&type=chunk)[40](index=40&type=chunk) - The landscape industry is closely following the national ecological civilization construction pace, adjusting and optimizing its business structure, transforming towards ecological governance and carbon reduction, and actively participating in ecological restoration, water system governance, and comprehensive environmental remediation projects[40](index=40&type=chunk) [Discussion and Analysis of Operations](index=10&type=section&id=Item%202.%20Discussion%20and%20Analysis%20of%20Operations) In the first half of 2025, operating revenue decreased by 11.00% year-on-year, with a net loss of 96.34 million yuan; the PV business secured a 1.043 billion yuan module procurement contract, while the ecological landscape business focused on quick-repayment projects and expanded into desertification control. - In the first half of 2025, the company achieved operating revenue of **306.66 million yuan**, a **11.00% decrease** compared to the same period last year; net profit attributable to parent company shareholders was **-96.34 million yuan**[40](index=40&type=chunk) - The company's photovoltaic business has formed a vertical ecological industry chain layout from slicing to cells and modules, with Xuzhou, Huaibei, Huainan, and Xinjiang bases already in operation, and the Shandong base production line completing debugging[41](index=41&type=chunk)[42](index=42&type=chunk) - The second-tier holding subsidiary Anhui Guosheng New Energy signed a **1.043 billion yuan** framework procurement contract for photovoltaic module equipment with CGN Wind Power Co., Ltd[42](index=42&type=chunk) - The ecological landscape business developed steadily, concentrating resources on faster-repaying businesses, establishing a Photovoltaic Desertification Control Research Institute, and signing a cooperation agreement with Xinjiang Bayingolin Prefecture Forestry and Grassland Bureau to advance desert governance projects[44](index=44&type=chunk) [Analysis of Core Competencies](index=11&type=section&id=Item%203.%20Analysis%20of%20Core%20Competencies) The company's core competencies include R&D innovation in PV N-type cells and ecological restoration, stringent quality and standard systems, brand building, talent reserves, comprehensive management systems, and capital operation platform advantages. - The photovoltaic business possesses multiple technologies such as new heterojunction 0BB (zero busbar) cell manufacturing technology, CVD multi-layer coating technology, and offshore PV module encapsulation technology, holding **87 patents** related to PV business[46](index=46&type=chunk) - The ecological landscape business possesses key technologies such as wetland ecological restoration, mine ecological restoration, saline-alkali land ecological greening, and arid mountain greening, holding **56 patents** related to the landscape industry[46](index=46&type=chunk) - The company has obtained ISO9001, ISO14001, and ISO45001 management system certifications, and its PV module products have passed IEC, CQC, TUV, and other certifications, winning awards such as "Most Influential PV Module Enterprise"[47](index=47&type=chunk) - The company has established a multi-level incentive mechanism, including employee stock ownership plans and restricted stock and stock option incentive plans, to attract and retain talent[48](index=48&type=chunk) - The company continuously promotes management system upgrades, building an institutionalized, process-oriented, information-based, and standardized management system to improve operational efficiency and control effectiveness[49](index=49&type=chunk) - The company actively integrates into the capital market, exploring diversified financing channels and feasible solutions to promote the continuous and rapid development of its industrial entities through the capital market[49](index=49&type=chunk) [Key Operating Performance During the Reporting Period](index=13&type=section&id=Item%204.%20Key%20Operating%20Performance%20During%20the%20Reporting%20Period) During the reporting period, operating revenue decreased by 11.00% year-on-year, with corresponding changes in costs and expenses; the asset-liability structure saw significant shifts, and a small portion of assets were restricted. [Analysis of Changes in Main Business Financial Accounts](index=13&type=section&id=Item%204.1.%20Main%20Business%20Analysis) Operating revenue decreased by 11.00% due to fewer orders, with corresponding cost reductions; sales and financial expenses decreased, while management and R&D expenses increased; cash flow from financing activities significantly grew due to increased borrowings. Key Accounting Account Changes | Account | Current Period Amount (yuan) | Prior Year Period Amount (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 306,663,802.08 | 344,551,062.34 | -11.00% | | Operating Cost | 343,908,776.76 | 401,925,027.54 | -14.43% | | Selling Expenses | 9,523,895.32 | 11,326,180.64 | -15.91% | | Administrative Expenses | 79,670,363.38 | 68,319,621.75 | 16.61% | | Financial Expenses | 10,578,951.32 | 14,080,347.37 | -24.87% | | R&D Expenses | 20,866,025.61 | 19,703,464.26 | 5.90% | | Net Cash Flow from Operating Activities | -63,606,842.79 | -44,242,813.16 | Not Applicable | | Net Cash Flow from Investing Activities | -127,839,495.00 | -66,429,399.86 | Not Applicable | | Net Cash Flow from Financing Activities | 203,425,823.55 | 70,905,654.48 | 186.90% | - The change in operating revenue was mainly due to a decrease in orders obtained during the current reporting period compared to the same period last year[51](index=51&type=chunk) - The change in net cash flow from financing activities was mainly due to an increase in borrowings from financial institutions during the current reporting period compared to the same period last year[51](index=51&type=chunk) [Analysis of Changes in Asset and Liability Structure](index=14&type=section&id=Item%204.3.%20Analysis%20of%20Asset%20and%20Liability%20Structure) At period-end, cash, accounts receivable, and notes payable decreased, while prepayments, construction in progress, short-term borrowings, contract liabilities, and long-term payables significantly increased; a small portion of assets were overseas, and 815 million yuan in assets were restricted. Asset and Liability Status Changes | Project Name | Current Period End Amount (yuan) | Current Period End % of Total Assets | Prior Year End Amount (yuan) | Prior Year End % of Total Assets | Current Period End vs. Prior Year End Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 184,935,243.01 | 5.47 | 476,154,292.90 | 12.52 | -61.16 | Due to payments for infrastructure projects, deposits, and partial equity transfer of Hongyun Logistics | | Notes Receivable | 31,942,108.57 | 0.95 | 18,663,221.97 | 0.49 | 71.15 | Increase in acceptance bills received in the current period | | Accounts Receivable | 299,527,436.73 | 8.86 | 481,541,395.52 | 12.66 | -37.80 | Due to collection of goods payments | | Prepayments | 66,077,094.78 | 1.96 | 26,671,850.46 | 0.70 | 147.74 | Due to prepayments for materials | | Construction in Progress | 374,868,696.72 | 11.09 | 262,109,771.65 | 6.89 | 43.02 | Due to increase in new infrastructure projects | | Short-term Borrowings | 212,818,845.23 | 6.30 | 127,788,889.76 | 3.36 | 66.54 | Due to increase in short-term financing | | Notes Payable | 141,216,960.88 | 4.18 | 465,327,213.66 | 12.23 | -69.65 | Due to decrease in bank acceptance bills issued | | Contract Liabilities | 28,987,655.42 | 0.86 | 8,681,622.77 | 0.23 | 233.90 | Due to increase in advance receipts for goods in the current period | | Long-term Payables | 70,848,963.48 | 2.10 | 31,495,435.32 | 0.83 | 124.95 | Due to new borrowings from Bazhou Emerging Industry Investment Fund Partnership | - Overseas assets amounted to **867,849.27 yuan**, accounting for **0.03%** of total assets[55](index=55&type=chunk) Period-End Major Restricted Assets | Project | Period-End Book Balance (yuan) | Period-End Book Value (yuan) | | :--- | :--- | :--- | | Monetary Funds - Acceptance Bill Deposits | 128,995,048.72 | 128,995,048.72 | | Contract Assets | 249,730,506.60 | 247,233,201.53 | | Fixed Assets | 372,867,593.86 | 339,347,674.64 | | Intangible Assets | 57,606,116.51 | 53,947,015.48 | | Investment Properties | 5,430,757.40 | 4,336,398.54 | | Total | 814,630,023.09 | 773,859,338.91 | [Operating Performance of Major Holding and Participating Companies](index=15&type=section&id=Item%204.6.%20Operating%20Performance%20of%20Major%20Holding%20and%20Participating%20Companies) Most major photovoltaic subsidiaries recorded net losses during the reporting period, while the associate company Hebei Hanyao Carbon Technology New Energy Co., Ltd. achieved a net profit of 29.59 million yuan; the disposal of two subsidiaries had no significant impact on overall operations. Major Subsidiaries and Associate Companies Financial Status (Unit: 10,000 yuan) | Company Name | Company Type | Main Business | Registered Capital | Total Assets | Net Assets | Operating Revenue | Operating Profit | Net Profit | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Jiangsu Qianjing Ruike New Energy Co., Ltd. | Subsidiary | Photovoltaic Business | 10,000.00 | 73,557.67 | -2,262.44 | - | -3,125.80 | -3,126.09 | | Anhui Qianjing Yuchen New Energy Co., Ltd. | Subsidiary | Photovoltaic Business | 12,000.00 | 57,285.99 | 5,999.49 | 21,115.96 | -1,197.21 | -1,018.51 | | Jiangsu Guosheng Shian New Energy Co., Ltd. | Subsidiary | Photovoltaic Business | 55,000.00 | 140,648.47 | 35,288.98 | 14,229.73 | -6,011.08 | -5,511.13 | | Anhui Guosheng New Energy Technology Co., Ltd. | Subsidiary | Photovoltaic Business | 35,000.00 | 82,815.43 | 28,422.80 | 19,266.45 | -2,436.04 | -1,678.32 | | Hebei Hanyao Carbon Technology New Energy Co., Ltd. | Associate Company | Industrial energy saving and emission reduction related technical services | 5,000.00 | 108,217.21 | 51,107.61 | 12,217.65 | 3,635.17 | 2,959.12 | - During the reporting period, the company transferred Hebei Guosheng New Energy Technology Co., Ltd. and Fujian Wuba Investment Co., Ltd., which had no significant impact on overall production, operations, and performance[62](index=62&type=chunk) [Other Disclosures](index=17&type=section&id=Item%205.%20Other%20Disclosures) The company faces multiple risks including PV industry policy changes, capital pressure from business expansion, high accounts receivable in landscape engineering, raw material price volatility, technological advancement challenges, and internal management risks from extended management span. [Potential Risks](index=17&type=section&id=Item%205.1.%20Potential%20Risks) The company faces risks from PV industry policy changes, significant capital demands and tight operating cash flow, high proportions of accounts receivable and contract assets, raw material price volatility, rapid technological iteration, and management challenges due to asset scale expansion and business model transformation. - Photovoltaic industry policy changes may bring uncertainty to the company's transformation, upgrading, and domestic market operations[62](index=62&type=chunk) - With large construction scale and investment amounts in PV and landscape businesses, the company faces capital risks, tight operating cash flow, and high proportions of inventory and accounts receivable[62](index=62&type=chunk) - The traditional model of landscape engineering projects leads to a high proportion of accounts receivable and contract assets, with collection efficiency affected by local government finances, posing risks of delayed settlement and collection[63](index=63&type=chunk) - The photovoltaic industry faces risks of sharp price fluctuations in raw materials due to temporary and structural supply-demand imbalances[64](index=64&type=chunk) - With continuous technological advancements in the PV industry, the company may face risks of technological obsolescence and declining market share if it fails to accurately judge technological trends or invest sufficiently[64](index=64&type=chunk) - As the company's asset scale increases, business models change, and transformation is implemented, it faces management risks such as an extended management span, lagging professional team and talent acquisition, and team collaboration and integration challenges[64](index=64&type=chunk) [Section IV Corporate Governance, Environment, and Society](index=19&type=section&id=Section%20IV%20Corporate%20Governance%2C%20Environment%2C%20and%20Society) [Changes in Directors and Senior Management](index=19&type=section&id=Item%201.%20Changes%20in%20Directors%20and%20Senior%20Management) During the reporting period, Li Ping resigned as Board Secretary and Zhang Kun was appointed, while Vice General Managers Zhao Zhiyuan and Zhang Zhongwei also left their positions. - Board Secretary Li Ping resigned, and Zhang Kun was appointed as Board Secretary[67](index=67&type=chunk) - Vice General Managers Zhao Zhiyuan and Zhang Zhongwei resigned[67](index=67&type=chunk) [Profit Distribution or Capital Reserve to Share Capital Plan](index=19&type=section&id=Item%202.%20Profit%20Distribution%20or%20Capital%20Reserve%20to%20Share%20Capital%20Plan) The company's proposed semi-annual profit distribution or capital reserve to share capital plan is "no," meaning no profit distribution or capital reserve to share capital will occur. - The proposed semi-annual profit distribution or capital reserve to share capital plan is "no"[67](index=67&type=chunk) - The number of bonus shares, dividends, and conversion shares per 10 shares is 0[67](index=67&type=chunk) [Section V Significant Matters](index=20&type=section&id=Section%20V%20Significant%20Matters) [Fulfillment of Commitments](index=20&type=section&id=Item%201.%20Fulfillment%20of%20Commitments) The company, its actual controllers, and shareholders strictly fulfilled commitments during or continuing into the reporting period, including maintaining independence, avoiding competition, standardizing related-party transactions, share lock-ups, and performance compensation, with Guosheng Energy's performance compensation commitment for 2023-2025 ongoing. - Guosheng Energy, Wu Jun, and Gao Fei committed to ensuring the independence of the listed company, that it will not change due to equity changes, and are strictly fulfilling this commitment[70](index=70&type=chunk) - Guosheng Energy, Wu Jun, and Gao Fei committed to avoiding horizontal competition and will not engage in or cause controlled enterprises to engage in businesses or activities that constitute direct or indirect competition with the listed company in the future[70](index=70&type=chunk)[71](index=71&type=chunk) - Guosheng Energy, Wu Jun, and Gao Fei committed to reducing and standardizing related-party transactions, adhering to the principles of openness, fairness, and impartiality in market transactions, and conducting transactions at fair prices[71](index=71&type=chunk) - Guosheng Energy committed that if its voting shares exceed 30% of the listed company's issued shares after this issuance, the shares subscribed through this issuance shall not be transferred within 36 months from the date of share registration completion[71](index=71&type=chunk)[72](index=72&type=chunk) - Jiangsu Guosheng Shian New Energy Co., Ltd. and five other companies committed that the cumulative net profit after deducting non-recurring gains and losses for 2023, 2024, and 2025 shall not be less than **30 million yuan**, **40 million yuan**, and **50 million yuan** respectively, totaling no less than **120 million yuan**[75](index=75&type=chunk) [Explanation of Integrity Status](index=26&type=section&id=Item%209.%20Explanation%20of%20Integrity%20Status) During the reporting period, the company, its controlling shareholder, and actual controllers maintained good integrity, with no unfulfilled court judgments or large overdue debts. - During the reporting period, the company, its controlling shareholder, and actual controllers maintained good integrity[76](index=76&type=chunk) - There were no unfulfilled court judgments or large overdue debts that were not repaid on time[76](index=76&type=chunk) [Significant Contracts and Their Performance](index=27&type=section&id=Item%2011.%20Significant%20Contracts%20and%20Their%20Performance) The company executed multiple significant guarantees, primarily for subsidiaries, totaling 30.78% of net assets, and entered into major contracts including a 721.43 million yuan ecological governance project (not yet started), a 539.33 million yuan PV module procurement contract (completed), and a 1.043 billion yuan PV module framework procurement contract (ongoing). [Significant Guarantees](index=27&type=section&id=Item%2011.2.%20Significant%20Guarantees) As of the end of the reporting period, the company's total guarantee balance for subsidiaries was 239.70 million yuan, representing 30.78% of its net assets, with 179.70 million yuan provided to entities with a debt-to-asset ratio exceeding 70%. Company's Total Guarantee Amount (Unit: 10,000 yuan) | Indicator | Amount | | :--- | :--- | | Total guarantee amount for subsidiaries incurred during the reporting period | 7,258.38 | | Total guarantee balance for subsidiaries at the end of the reporting period (B) | 23,969.50 | | Total guarantee amount (A+B) | 23,969.50 | | Total guarantee amount as a percentage of the company's net assets (%) | 30.78 | | Of which: Debt guarantee amount provided directly or indirectly to guaranteed entities with a debt-to-asset ratio exceeding 70% (D) | 17,969.50 | [Other Significant Contracts](index=28&type=section&id=Item%2011.3.%20Other%20Significant%20Contracts) The company signed several major contracts, including a 721.43 million yuan ecological environment comprehensive treatment project (not yet started), a 539.33 million yuan PV module procurement contract (completed), and a 1.043 billion yuan PV module framework procurement contract (ongoing). List of Significant Contracts (Unit: 10,000 yuan) | No. | Contract Name | Counterparty | Project Name | Contract Amount | Execution Status | | :--- | :--- | :--- | :--- | :--- | :--- | | 1 | "Xiao County Fengshan Area Ecological Environment Comprehensive Treatment Project EOD General Contract" | Xiao County Dongxiang Construction Development Co., Ltd. | Xiao County Fengshan Area Ecological Environment Comprehensive Treatment Project EOD | 72,143.18 | Not yet started | | 2 | "CGN Yantai Zhaoyuan 400MW Offshore Photovoltaic Project (HG30) Photovoltaic Module Equipment Procurement Contract" | China Power Construction Group Northwest Survey and Design Institute Co., Ltd. | CGN Yantai Zhaoyuan 400MW Offshore Photovoltaic Project | 53,932.81 | Completed | | 3 | "CGN New Energy 2025 Annual Photovoltaic Module Equipment Framework Centralized Procurement Package 1 (Section 2) Procurement Contract" | CGN Wind Power Co., Ltd. | CGN New Energy 2025 Annual Photovoltaic Module Equipment Framework Centralized Procurement Package 1 (Section 2) | 104,250.00 | Ongoing | [Section VI Share Changes and Shareholder Information](index=29&type=section&id=Section%20VI%20Share%20Changes%20and%20Shareholder%20Information) [Share Capital Changes](index=29&type=section&id=Item%201.%20Share%20Capital%20Changes) During the reporting period, the company's total share capital and share structure remained unchanged, maintaining stability. - During the reporting period, the company's total share capital and share structure remained unchanged[87](index=87&type=chunk) [Shareholder Information](index=29&type=section&id=Item%202.%20Shareholder%20Information) As of the end of the reporting period, the company had 29,889 common shareholders; Guosheng Energy Co., Ltd. was the largest shareholder with 16.49% of shares, some of which were pledged, while Hui Quanfu was the second largest with 10.21%. - As of the end of the reporting period, the total number of common shareholders was **29,889**[88](index=88&type=chunk) Top Ten Shareholders' Shareholding | Shareholder Name (Full Name) | Shares Held at Period End | Percentage (%) | Number of Restricted Shares Held | Share Status | Quantity | | :--- | :--- | :--- | :--- | :--- | :--- | | Guosheng Energy Co., Ltd. | 108,295,827 | 16.49 | 0 | Pledged | 50,000,000 | | Hui Quanfu | 67,060,480 | 10.21 | 0 | Unrestricted | - | | Zhang Dongdong | 11,393,900 | 1.74 | 0 | Unrestricted | - | | Li Hongjie | 11,200,000 | 1.71 | 0 | Unrestricted | - | | Che Qiping | 6,700,000 | 1.02 | 0 | Unrestricted | - | | Guosheng Shian Technology Co., Ltd. - Second Phase Employee Stock Ownership Plan | 6,573,000 | 1.00 | 0 | Unrestricted | - | | BARCLAYSBANKPLC | 5,865,023 | 0.89 | 0 | Unrestricted | - | | Yu Hao | 5,439,600 | 0.83 | 0 | Unrestricted | - | | Xu Xuebing | 5,421,400 | 0.83 | 0 | Unrestricted | - | | Gao Lili | 5,274,700 | 0.80 | 0 | Unrestricted | - | - The restricted conditions for restricted shares are: 50% released after 12 months, 30% after 24 months, and 20% after 36 months from the date of initial grant registration completion[92](index=92&type=chunk) [Section VII Bond-Related Information](index=32&type=section&id=Section%20VII%20Bond-Related%20Information) [Corporate Bonds and Debt Financing Instruments](index=32&type=section&id=Item%201.%20Corporate%20Bonds%20and%20Debt%20Financing%20Instruments) During the reporting period, the company had no outstanding or overdue corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments. - The company has no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments[95](index=95&type=chunk) [Convertible Corporate Bonds](index=32&type=section&id=Item%202.%20Convertible%20Corporate%20Bonds) During the reporting period, the company had no convertible corporate bonds. - The company has no convertible corporate bonds[95](index=95&type=chunk) [Section VIII Financial Report](index=33&type=section&id=Section%20VIII%20Financial%20Report) [Audit Report](index=33&type=section&id=Item%201.%20Audit%20Report) This semi-annual report is unaudited. - This semi-annual report is unaudited[97](index=97&type=chunk) [Financial Statements](index=33&type=section&id=Item%202.%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 the first half of 2025, comprehensively reflecting its financial position, operating results, and cash flows. [Consolidated Balance Sheet](index=33&type=section&id=Consolidated%20Balance%20Sheet) As of June 30, 2025, the company's consolidated total assets were 3.38 billion yuan, a 11.16% decrease from the end of the previous year; consolidated total liabilities were 2.25 billion yuan, and consolidated owners' equity was 1.13 billion yuan. Consolidated Balance Sheet Key Data | Project | June 30, 2025 (yuan) | December 31, 2024 (yuan) | | :--- | :--- | :--- | | Total Assets | 3,379,556,073.25 | 3,803,941,196.18 | | Total Liabilities | 2,246,758,077.40 | 2,548,991,874.92 | | Total Owners' Equity | 1,132,797,995.85 | 1,254,949,321.26 | | Total Current Assets | 1,124,562,551.95 | 1,577,443,734.51 | | Total Non-Current Assets | 2,254,993,521.30 | 2,226,497,461.67 | [Parent Company Balance Sheet](index=35&type=section&id=Parent%20Company%20Balance%20Sheet) As of June 30, 2025, the parent company's total assets were 1.51 billion yuan, a slight decrease from the end of the previous year; total liabilities were 419 million yuan, and owners' equity was 1.09 billion yuan. Parent Company Balance Sheet Key Data | Project | June 30, 2025 (yuan) | December 31, 2024 (yuan) | | :--- | :--- | :--- | | Total Assets | 1,511,402,079.43 | 1,523,122,085.40 | | Total Liabilities | 418,648,685.50 | 436,586,703.49 | | Total Owners' Equity | 1,092,753,393.93 | 1,086,535,381.91 | | Total Current Assets | 905,425,929.67 | 909,306,541.54 | | Total Non-Current Assets | 605,976,149.76 | 613,815,543.86 | [Consolidated Income Statement](index=37&type=section&id=Consolidated%20Income%20Statement) 2025年上半年,公司合并营业总收入为3.07亿元,同比下降11.00%。净利润为亏损1.38亿元,亏损额较上年同期有所收窄。归属于母公司股东的净利润为亏损9633.84万元,基本每股收益为-0.15元/股。 Consolidated Income Statement Key Data | Project | 2025 Semi-Annual (yuan) | 2024 Semi-Annual (yuan) | | :--- | :--- | :--- | | Total Operating Revenue | 306,663,802.08 | 344,551,062.34 | | Total Operating Costs | 468,928,798.84 | 519,942,887.59 | | Total Profit | -152,151,242.47 | -199,932,371.03 | | Net Profit | -138,304,627.65 | -164,010,350.91 | | Net Profit Attributable to Parent Company Shareholders | -96,338,435.17 | -109,443,922.56 | | Basic Earnings Per Share (yuan/share) | -0.15 | -0.17 | [Parent Company Income Statement](index=39&type=section&id=Parent%20Company%20Income%20Statement) In the first half of 2025, the parent company's operating revenue was -0.87 million yuan, a significant decrease from the same period last year; net profit was a loss of 6.48 million yuan, with the loss narrowing. Parent Company Income Statement Key Data | Project | 2025 Semi-Annual (yuan) | 2024 Semi-Annual (yuan) | | :--- | :--- | :--- | | Operating Revenue | -871,629.65 | 87,018,532.91 | | Operating Profit | -6,480,154.60 | -8,884,339.56 | | Total Profit | -6,479,934.66 | -8,969,897.19 | | Net Profit | -6,478,520.02 | -8,933,116.26 | [Consolidated Cash Flow Statement](index=41&type=section&id=Consolidated%20Cash%20Flow%20Statement) In the first half of 2025, net cash flow from operating activities was -63.61 million yuan, from investing activities was -127.84 million yuan, and from financing activities was 203.43 million yuan, resulting in a net increase in cash and cash equivalents of 11.97 million yuan. Consolidated Cash Flow Statement Key Data | Project | 2025 Semi-Annual (yuan) | 2024 Semi-Annual (yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -63,606,842.79 | -44,242,813.16 | | Net Cash Flow from Investing Activities | -127,839,495.00 | -66,429,399.86 | | Net Cash Flow from Financing Activities | 203,425,823.55 | 70,905,654.48 | | Net Increase in Cash and Cash Equivalents | 11,972,591.19 | -39,757,939.97 | [Parent Company Cash Flow Statement](index=43&type=section&id=Parent%20Company%20Cash%20Flow%20Statement) In the first half of 2025, net cash flow from operating activities was 29.37 million yuan, from investing activities was -16.43 million yuan, and from financing activities was -17.57 million yuan, resulting in a net decrease in cash and cash equivalents of 4.63 million yuan. Parent Company Cash Flow Statement Key Data | Project | 2025 Semi-Annual (yuan) | 2024 Semi-Annual (yuan) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 29,367,551.36 | -40,065,704.38 | | Net Cash Flow from Investing Activities | -16,427,998.00 | 3,396,417.08 | | Net Cash Flow from Financing Activities | -17,569,189.73 | 34,367,527.16 | | Net Increase in Cash and Cash Equivalents | -4,629,636.37 | -2,301,760.14 | [Consolidated Statement of Changes in Owners' Equity](index=45&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Owners'%20Equity) In the first half of 2025, consolidated owners' equity decreased by 122 million yuan, primarily due to a net loss of 96.34 million yuan attributable to parent company owners, with capital reserves increasing and treasury stock decreasing. Consolidated Statement of Changes in Owners' Equity (2025 Semi-Annual) | Project | Beginning Balance (yuan) | Amount of Change in Current Period (yuan) | Ending Balance (yuan) | | :--- | :--- | :--- | :--- | | Paid-in Capital (or Share Capital) | 656,642,120.00 | 0 | 656,642,120.00 | | Capital Reserve | 396,629,455.34 | 8,641,111.41 | 405,270,566.75 | | Less: Treasury Stock | 41,588,659.96 | -2,592,598.62 | 38,996,061.34 | | Other Comprehensive Income | 149,862.23 | 3,946.98 | 153,809.21 | | Surplus Reserve | 47,672,869.79 | 0 | 47,672,869.79 | | Retained Earnings | -195,651,753.09 | -96,338,435.17 | -291,990,188.26 | | Total Owners' Equity Attributable to Parent Company | 863,853,894.31 | -85,100,778.16 | 778,753,116.15 | | Minority Interests | 391,095,426.95 | -37,050,547.25 | 354,044,879.70 | | Total Owners' Equity | 1,254,949,321.26 | -122,151,325.41 | 1,132,797,995.85 | [Parent Company Statement of Changes in Owners' Equity](index=48&type=section&id=Parent%20Company%20Statement%20of%20Changes%20in%20Owners'%20Equity) In the first half of 2025, parent company owners' equity increased by 6.22 million yuan. Capital reserves increased by 10.10 million yuan, and retained earnings decreased by 6.48 million yuan due to losses. Parent Company Statement of Changes in Owners' Equity (2025 Semi-Annual) | Project | Beginning Balance (yuan) | Amount of Change in Current Period (yuan) | Ending Balance (yuan) | | :--- | :--- | :--- | :--- | | Paid-in Capital (or Share Capital) | 656,642,120.00 | 0 | 656,642,120.00 | | Capital Reserve | 408,520,678.37 | 10,103,933.42 | 418,624,611.79 | | Less: Treasury Stock | 41,588,659.96 | -2,592,598.62 | 38,996,061.34 | | Surplus Reserve | 47,672,869.79 | 0 | 47,672,869.79 | | Retained Earnings | 15,288,373.71 | -6,478,520.02 | 8,809,853.69 | | Total Owners' Equity | 1,086,535,381.91 | 6,218,012.02 | 1,092,753,393.93 | [Company Overview](index=51&type=section&id=Item%203.%20Company%20Overview) The company, formerly Beijing Qianjing Garden Engineering Co., Ltd., established in 2002 and listed in 2015, underwent changes in controlling shareholder and actual controller in 2023, renamed Guosheng Shian Technology Co., Ltd., with expanded business scope including new energy and landscape engineering. - The company was formerly Beijing Qianjing Garden Engineering Co., Ltd., established on November 5, 2002[124](index=124&type=chunk) - The company was listed on the Shanghai Stock Exchange on December 31, 2015, with a total share capital of **80 million shares**[128](index=128&type=chunk) - On September 7, 2023, Guosheng Energy Co., Ltd. became the controlling shareholder of the listed company, and the actual controllers changed to Wu Jun and Gao Fei[132](index=132&type=chunk) - The company was renamed Guosheng Shian Technology Co., Ltd. on November 9, 2023, and its registered capital increased to **656,642,120 yuan**[132](index=132&type=chunk)[133](index=133&type=chunk) - The company is primarily engaged in sales of new energy prime movers, solar power generation technical services, manufacturing of photovoltaic equipment and components, battery manufacturing, urban greening management, and landscape engineering construction[133](index=133&type=chunk)[134](index=134&type=chunk) [Basis of Financial Statement Preparation](index=55&type=section&id=Item%204.%20Basis%20of%20Financial%20Statement%20Preparation) The group's financial statements are prepared on a going concern basis, in accordance with the Accounting Standards for Business Enterprises and relevant disclosure rules, using the accrual basis of accounting and historical cost measurement. - The group'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 the disclosure requirements of "Information Disclosure and Reporting Rules for Companies Issuing Securities to the Public No. 15 - General Provisions for Financial Reports (Revised 2023)" issued by the China Securities Regulatory Commission, based on actual transactions and events[135](index=135&type=chunk) - The group's accounting is based on the accrual basis, and except for certain financial instruments, all are measured at historical cost[135](index=135&type=chunk) [Significant Accounting Policies and Estimates](index=55&type=section&id=Item%205.%20Significant%20Accounting%20Policies%20and%20Estimates) The group adheres to accounting standards, establishing specific policies and estimates for revenue recognition, financial asset impairment, and share-based payments, detailing methods for business combinations, financial instruments, inventory, fixed assets, and emphasizing the impact of significant accounting judgments. - The financial statements prepared by the company comply with the requirements of enterprise accounting standards, truly and completely reflecting the financial position of the company and the group as of June 30, 2025, and the operating results and cash flows for the first half of 2025, and other relevant information[138](index=138&type=chunk) - The group classifies financial assets into those measured at amortized cost, at fair value through other comprehensive income, and at fair value through profit or loss, based on the business model for managing financial assets and the contractual cash flow characteristics of the financial assets[159](index=159&type=chunk) - The group accrues impairment provisions and recognizes credit impairment losses for notes receivable, accounts receivable, financing receivables, other receivables, long-term receivables, and contract assets based on expected credit losses[168](index=168&type=chunk) - The group recognizes revenue when customers obtain control of the related goods, and for construction contracts and service provision, revenue is recognized based on the progress of performance[230](index=230&type=chunk)[231](index=231&type=chunk)[234](index=234&type=chunk) - Significant accounting judgments and estimates include revenue recognition (construction contracts), leases (identification, classification, lease liability measurement), financial asset impairment, inventory write-down provisions, fair value of financial instruments, impairment provisions for long-term assets, depreciation and amortization, deferred income tax assets, income tax, and estimated liabilities[251](index=251&type=chunk)[252](index=252&type=chunk)[253](index=253&type=chunk)[254](index=254&type=chunk)[255](index=255&type=chunk)[256](index=256&type=chunk) [Taxation](index=90&type=section&id=Item%206.%20Taxation) The group's main taxes include VAT, urban maintenance and construction tax, corporate income tax, education surcharges, property tax, land use tax, and stamp duty; some entities enjoy high-tech enterprise income tax benefits or VAT/income tax exemptions for agricultural activities. Major Tax Types and Rates | Tax Type | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax (VAT) | Taxable sales amount | 6%, 9%, 13% (general taxpayer), 3% (small-scale taxpayer), Jiangsu Qianjing Linyuan Seedling Co., Ltd. is exempt | | Urban Maintenance and Construction Tax | VAT payable | 1%, 5%, 7% | | Corporate Income Tax | Taxable income | 15%, 25%, 0% | | Education Surcharge | VAT payable | 3% | | Property Tax | 70% of original property value | 1.2% (ad valorem), 12% (ad rent) | | Local Education Surcharge | VAT payable | 2% | - Guosheng Shian Technology Co., Ltd., Beijing Qianjing Garden Planning and Design Co., Ltd., and Anhui Guosheng New Energy Technology Co., Ltd., as high-tech enterprises, pay corporate income tax at **15%** of their taxable income for 2025[259](index=259&type=chunk)[260](index=260&type=chunk) - Jiangsu Qianjing Linyuan Seedling Co., Ltd., engaged in agriculture, forestry, animal husbandry, and fishery, is exempt from VAT and corporate income tax for 2025[261](index=261&type=chunk) [Notes to Consolidated Financial Statement Items](index=92&type=section&id=Item%207.%20Notes%20to%20Consolidated%20Financial%20Statement%20Items) This section details the specific conditions and changes of each consolidated financial statement item, including restricted cash, transaction financial assets related to performance compensation, significant accounts receivable and contract assets, increased construction in progress, short-term borrowings, and long-term payables. - At period-end, **128,995,048.72 yuan** of monetary funds were restricted, mainly as acceptance bill deposits and funds frozen by courts due to litigation[263](index=263&type=chunk) - Transactional financial assets amounted to **33,957,800.00 yuan**, which are financial assets recognized for contingent consideration from the acquisition due to the target company's continuous performance decline in 2023-2024[264](index=264&type=chunk) - At period-end, the book value of accounts receivable was **299,527,436.73 yuan**, with an impairment provision of **159,608,985.75 yuan**[274](index=274&type=chunk) - At period-end, the book value of contract assets was **116,587,781.86 yuan**, a decrease from the beginning of the period, mainly due to the completion and transfer out of original engineering projects in the current period[281](index=281&type=chunk)[283](index=283&type=chunk) - At period-end, the book value of construction in progress was **374,868,696.72 yuan**, mainly including the Shandong Laizhou production base construction project and the Xinjiang Ruoqiang production base construction project[339](index=339&type=chunk)[340](index=340&type=chunk) - At period-end, short-term borrowings were **212,818,845.23 yuan**, an increase of **66.54%** from the beginning of the period, mainly comprising guarantee borrowings and mortgage borrowings[365](index=365&type=chunk) - At period-end, accounts payable were **976,513,430.69 yuan**, of which significant accounts payable with an age over 1 year totaled **250,523,441.39 yuan**[369](index=369&type=chunk)[370](index=370&type=chunk) - At period-end, long-term payables were **70,848,963.48 yuan**, an increase of **124.95%** from the beginning of the period, mainly due to new borrowings from Bazhou Emerging Industry Investment Fund Partnership[400](index=400&type=chunk)[54](index=54&type=chunk) - For the first half of 2025, operating revenue was **306,663,802.08 yuan**, and operating cost was **343,908,776.76 yuan**[416](index=416&type=chunk) - For the first half of 2025, investment income was **10,485,977.55 yuan**, mainly from investment income from long-term equity investments accounted for using the equity method and investment income from disposal of long-term equity investments[429](index=429&type=chunk) - For the first half of 2025, net cash flow from operating activities was **-63,606,842.79 yuan**, net cash flow from investing activities was **-127,839,495.00 yuan**, and net cash flow from financing activities was **203,425,823.55 yuan**[449](index=449&type=chunk)[450](index=450&type=chunk) [Research and Development Expenses](index=148&type=section&id=Item%208.%20Research%20and%20Development%20Expenses) During the reporting period, the company's total R&D expenditure was 20.87 million yuan, fully expensed to current profit or loss, primarily comprising personnel costs, direct input costs, and depreciation and amortization. R&D Expenses by Nature of Expense | Project | Current Period Amount (yuan) | Prior Period Amount (yuan) | | :--- | :--- | :--- | | Personnel Costs | 10,913,001.69 | 11,299,260.46 | | Direct Input Costs | 4,688,764.27 | 5,804,143.76 | | Depreciation and Amortization | 3,371,055.29 | 2,268,932.23 | | Other Related Expenses | 1,893,204.36 | 331,127.81 | | Total | 20,866,025.61 | 19,703,464.26 | | Of which: Expensed R&D Expenditure | 20,866,025.61 | 19,703,464.26 | [Changes in Consolidation Scope](index=148&type=section&id=Item%209.%20Changes%20in%20Consolidation%20Scope) During the reporting period, the company disposed of Hebei Guosheng New Energy Technology Co., Ltd. and Fujian Wuba Investment Co., Ltd., and established Guosheng Zhongnong (Beijing) Ecological Development Co., Ltd., leading to changes in the scope of consolidation. Disposal of Subsidiaries During the Reporting Period | Subsidiary Name | Date of Loss of Control | Disposal Price at Loss of Control (yuan) | Disposal Percentage at Loss of Control (%) | Method of Disposal at Loss of Control | | :--- | :--- | :--- | :--- | :--- | | Hebei Guosheng New Energy Technology Co., Ltd. | 2025.3.31 | 25,804,000.00 | 100.00 | Equity Transfer | | Fujian Wuba Investment Co., Ltd. | 2025.2.20 | 2.00 | 51 | Equity Transfer | - In the current period, Guosheng Zhongnong (Beijing) Ecological Development Co., Ltd. was added as a subsidiary, with its business nature being modern agriculture[464](index=464&type=chunk) [Interests in Other Entities](index=150&type=section&id=Item%2010.%20Interests%20in%20Other%20Entities) The group holds interests in numerous subsidiaries, mainly in PV and landscape businesses, with some non-wholly owned subsidiaries reporting net losses, and also has interests in joint ventures and associates, including Hebei Hanyao Carbon Technology New Energy Co., Ltd., which achieved a net profit of 29.59 million yuan. - The group owns numerous subsidiaries, including Chifeng Qianjing Kaifeng Landscape Co., Ltd., Beijing Qianjing Garden Planning and Design Co., Ltd., Anhui Qianjing Yuanlong New Energy Co., Ltd., and Jiangsu Guosheng Shian New Energy Co., Ltd., primarily engaged in landscape greening, landscape design, and photovoltaic businesses[466](index=466&type=chunk)[467](index=467&type=chunk)[468](index=468&type=chunk) Key Financial Information of Important Non-Wholly Owned Subsidiaries (Current Period, Unit: yuan) | Subsidiary Name | Minority Shareholding Percentage (%) | Net Profit/Loss Attributable to Minority Shareholders in Current Period | Minority Interests Balance at Period End | | :--- | :--- | :--- | :--- | | Jiangsu Guosheng Shian New Energy Co., Ltd. | 49 | -27,004,553.41 | 140,078,715.38 | | Anhui Guosheng New Energy Technology Co., Ltd. | 49 | -8,223,759.44 | 141,753,236.34 | | Jiangsu Guosheng Shian New Energy Sales Co., Ltd. | 49 | -3,845,693.24 | -15,015,629.31 | | Guosheng Gaoling (Jiangsu) Power Co., Ltd. | 49 | -1,458,116.83 | 9,437,558.18 | - The group's important associate company is Hebei Hanyao Carbon Technology New Energy Co., Ltd., with a shareholding ratio of **25.00%**, and a net profit of **29,591,236.66 yuan** in the current period[476](index=476&type=chunk)[477](index=477&type=chunk) - The group's unimportant joint venture, Xiao County Shenghong Project Investment Co., Ltd., had a total investment book value of **4,713,248.11 yuan** and a net profit of **92,965.69 yuan** in the current period[479](index=479&type=chunk) [Government Grants](index=157&type=section&id=Item%2011.%20Government%20Grants) As of the end of the reporting period, the company's deferred income related to government grants totaled 64.66 million yuan, primarily for equipment subsidies, infrastructure matching rewards, and factory renovation subsidies; 2.94 million yuan in government grants were recognized in current profit or loss. Liability Items Involving Government Grants (Unit: yuan) | Financial Statement Item | Beginning Balance | New Grants in Current Period | Transferred to Other Income in Current Period | Ending Balance | Reason for Formation | | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 64,602,108.55 | 3,000,000.00 | 2,943,335.04 | 64,658,773.51 | Equipment subsidies, infrastructure matching rewards, factory renovation subsidies, special funds for SME development, etc. | - Government grants recognized in current profit or loss for the current period amounted to **2,943,335.04 yuan**, mainly related to assets[483](index=483&type=chunk) [Risks Related to Financial Instruments](index=158&type=section&id=Item%2012.%20Risks%20Related%20to%20Financial%20Instruments) The group faces market risks (including exchange rate, interest rate, and other price risks), credit risk, and liquidity risk, managed through high-credit-rated transactions, continuous monitoring of receivables, and maintaining sufficient cash and bank loans. - The group's objective in risk management is to achieve an appropriate balance between risk and return, minimize the negative impact of risks on the group's operating performance, and maximize the interests of shareholders and other equity investors[483](index=483&type=chunk) - Market risks include exchange rate risk (mainly related to USD and EUR), interest rate risk (arising from bank borrowings and other interest-bearing debts), and other price risks (fluctuations in market prices of engineering contracts)[484](index=484&type=chunk)[485](index=485&type=chunk)[486](index=486&type=chunk) - Credit risk primarily arises from financial assets (accounts receivable, contract assets, other receivables, etc.), managed by transacting with banks with high credit ratings and reputable third parties, and continuously monitoring accounts receivable balances[487](index=487&type=chunk)[488](index=488&type=chunk) - Liquidity risk is managed by maintaining and monitoring what management considers sufficient cash and cash equivalents, and by balancing funding continuity and flexibility through bank loans and debt[489](index=489&type=chunk) Analysis of Undiscounted Remaining Contractual Obligations of Financial Liabilities by Maturity (Unit: yuan) | Project | Within One Year | One to Two Years | Two to Five Years | Over Five Years | | :--- | :--- | :--- | :--- | :--- | | Short-term Borrowings (including interest) | 212,818,845.23 | - | - | - | | Notes Payable | 141,216,960.88 | - | - | - | | Accounts Payable | 976,513,430.69 | - | - | - | | Other Payables | 218,726,271.37 | - | - | - | | Long-term Borrowings (excluding interest) | 15,500,000.00 | 16,740,000.00 | 71,970,000.00 | 64,750,000.00 | [Disclosure of Fair Value](index=160&type=section&id=Item%2013.%20Disclosure%20of%20Fair%20Value) At period-end, the group's assets measured at fair value totaled 63.66 million yuan, primarily equity instrument investments and other items within transactional financial assets, using Level 3 fair value measurement with key unobservable inputs including WACC, long-term revenue growth, and working capital to revenue ratio. Period-End Fair Value Measurement Items | Project | Level 3 Fair Value Measurement (yuan) | Total (yuan) | | :--- | :--- | :--- | | I. Recurring Fair Value Measurements | | | | (I) Transactional Financial Assets | 63,664,002.63 | 63,664,002.63 | | (2) Equity Instrument Investments | 29,706,202.63 | 29,706,202.63 | | (4) Other | 33,957,800.00 | 33,957,800.00 | | Total Assets Measured at Fair Value on a Recurring Basis | 63,664,002.63 | 63,664,002.63 | - Level 3 fair value measurement uses the discounted cash flow method, with unobservable inputs including weighted average cost of capital, long-term revenue growth rate, and working capital as a percentage of revenue[495](index=495&type=chunk) - The difference between the book value and fair value of financial assets and liabilities not measured at fair value is small[496](index=496&type=chunk) [Related Parties and Related Party Transactions](index=162&type=section&id=Item%2014.%20Related%20Parties%20and%20Related%20Party%20Transactions) The company's parent is Guosheng Energy Co., Ltd., with Wu Jun and Gao Fei as actual controllers; during the reporting period, significant related-party transactions included guarantees for subsidiaries, funds borrowed from and repaid to the controlling shareholder, and outstanding receivables and payables with related parties. - The company's parent company is Guosheng Energy Co., Ltd., with a shareholding ratio of **16.49%**, and the ultimate controlling parties are Mr. Wu Jun and Mr. Gao Fei[498](index=498&type=chunk) Company as Guarantor (Unit: 10,000 yuan) | Guaranteed Party | Guarantee Amount | Guarantee Start Date | Guarantee End Date | Has the Guarantee Been Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Yingjing Qianya Municipal Landscape Co., Ltd. | 20,000.00 | 2020/12/24 | 2037/12/24 | No | | Jiangsu Guosheng Shian New Energy Co., Ltd. | 6,000.00 | 2024/1/12 | 2026/1/11 | Yes | | Anhui Guosheng New Energy Technology Co., Ltd. | 3,000.00 | 2024/8/13 | 2030/8/13 | No | Company as Guaranteed Party (Unit: 10,000 yuan) | Guarantor | Guarantee Amount | Guarantee Start Date | Guarantee End Date | Has the Guarantee Been Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Guosheng Energy Co., Ltd., Wu Jun, Gao Fei | 3,000.00 | 2024/8/13 | 2027/8/13 | No | | Wu Jun | 5,000.00 | 2023/10/10 | 2026/10/10 | Yes | | Guosheng Energy Co., Ltd. | 3,920.00 | 2023/6/20 | 2027/6/20 | Yes | - In the current period, the company borrowed **276,698,684.34 yuan** from its controlling shareholder, Guosheng Energy Co., Ltd., and repaid **216,424,528.59 yuan** during the period, with an outstanding balance and interest of **113,391,800.96 yuan**[515](index=515&type=chunk) - Remuneration for key management personnel in the current period amounted to **4.45 million yuan**[517](index=517&type=chunk) Period-End Balances of Receivables from Related Parties (Unit: yuan) | Project Name | Related Party | Period-End Book Balance | Impairment Provision | | :--- | :--- | :--- | :--- | | Other Receivables | Annoxin Hua (Beijing) Investment Management Co., Ltd. | 8,900,000.00 | 89,000.00 | | Other Receivables | Guosheng Energy Co., Ltd. | 104,000,026.70 | - | | Total | - | 112,900,026.70 | 89,000.00 | Period-End Balances of Payables to Related Parties (Unit: yuan) | Project Name | Related Party | Period-End Book Balance | | :--- | :--- | :--- | | Contract Liabilities | Fujian Lvfa Chibi Tourism Development Co., Ltd. | 64,716.98 | | Accounts Payable | Lanzhou Fengrun Construction Engineering Co., Ltd. | 346,245.00 | | Other Payables | Guosheng Energy Co., Ltd. | 113,391,800.96 | [Share-Based Payments](index=169&type=section&id=Item%2015.%20Share-Based%20Payments) During the current period, the company recognized share-based payment expenses of 10.10 million yuan, primarily for directors, senior management, middle management, and core personnel. - Share-based payment expenses for the current period amounted to **10,103,933.42 yuan**, primarily for directors, senior management, middle management, and core personnel[526](index=526&type=chunk) [Commitments and Contingencies](index=170&type=section&id=Item%2016.%20Commitments%20and%20Contingencies) The group has one significant contingency: a construction contract dispute arbitration case with Beijing Jingcheng Landscape Ecological Environment Co., Ltd., involving 8.47 million yuan, which is currently awaiting arbitration. - The group has a construction engineering contract dispute arbitration case with Beijing Jingcheng Landscape Ecological Environment Co., Ltd., involving **8,468,936.557 yuan**, which has not yet been arbitrated[526](index=526&type=chunk) [Events After the Balance Sheet Date](index=170&type=section&id=Item%2017.%20Events%20After%20the%20Balance%20Sheet%20Date) As of the report approval date, the company has no significant non-adjusting events, profit distribution information, sales returns, or other events after the balance sheet date requiring disclosure. - As of the report approval date, the company has no significant non-adjusting events, profit distribution information, sales returns, or other events after the balance sheet date requiring disclosure[528](index=528&type=chunk) [Other Significant Matters](index=171&type=section&id=Item%2018.%20Other%20Significant%20Matters) The company has a contract dispute with Zhonghe Group Co., Ltd. regarding a 20 million yuan project performance bond, with a court ruling for a refund of 10.53 million yuan; the group had no discontinued operations or reportable operating segments this year, and disclosed details of two PPP projects. - The company has a contract dispute with Zhonghe Group Co., Ltd. involving a **20 million yuan** project performance bond; the court has ruled that Zhonghe Group Co., Ltd. must refund the remaining bond and interest totaling **10,527,225.00 yuan**, and the company has applied for compulsory enforcement[529](index=529&type=chunk) - The group had no discontinued operations in the current year, nor does it have reportable segment information based on operating segments that needs to be disclosed[530](index=530&type=chunk)[531](index=531&type=chunk) - The company, as the sole social capital party, participates in the Chifeng New Area Greening Project Renovation and Improvement PPP Project, with a cooperation period of **10 years** and a government-paid return mechanism[532](index=532&type=chunk) - The company, as a member of a consortium, participates in the Jinghe and Yinghe River Channel Governance Project PPP Project in Yingjing County, Ya'an City, Sichuan Province, with a cooperation period of **15 years** and a government-paid model[533](index=533&type=chunk)[534](index=534&type=chunk) [
国晟科技(603778) - 关于召开2025年半年度业绩说明会的公告
2025-08-26 10:49
证券代码:603778 证券简称:国晟科技 公告编号:临 2025-041 国晟世安科技股份有限公司 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。 重要内容提示: 会议召开时间:2025 年 09 月 11 日(星期四)上午 10:00-11:00 会 议 召 开 地 点 : 上 海 证 券 交 易 所 上 证 路 演 中 心 ( 网 址 : http://roadshow.sseinfo.com/) 国晟世安科技股份有限公司(以下简称"公司")已于 2025 年 8 月 27 日在 上海证券交易所网站(www.sse.com.cn)发布公司《2025 年半年度报告》,为便 于广大投资者更全面深入地了解公司 2025 年半年度经营成果、财务状况,公司 计划于 2025 年 09 月 11 日(星期四)上午 10:00-11:00 举行 2025 年半年度业绩 说明会,就投资者关心的问题进行交流。 一、说明会类型 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 ...
国晟科技:关于控股股东股份解除质押的公告
Group 1 - The core point of the article is that Guosheng Technology announced the release of a portion of shares pledged by its controlling shareholder, Guosheng Energy Co., Ltd. [1] - Guosheng Energy has notified that it will release 50,000,000 shares from pledge [1]
国晟科技: 关于控股股东股份解除质押的公告
Zheng Quan Zhi Xing· 2025-08-21 09:14
Core Viewpoint - Guosheng Technology Co., Ltd. announced that its controlling shareholder, Guosheng Energy, has lifted the pledge on part of its shares, indicating a positive development in the company's financial stability and shareholder confidence [1]. Summary by Sections Shareholder Information - Guosheng Energy holds 108,295,827 shares of Guosheng Technology, representing 16.49% of the total share capital [1]. - The recent lifting of the pledge involves 50,000,000 shares, which accounts for 46.17% of the shares held by Guosheng Energy and 7.61% of the total share capital of Guosheng Technology [1]. Pledge Status - After the lifting of the pledge, Guosheng Energy has no pledged shares remaining, indicating a complete removal of any encumbrances on its holdings in Guosheng Technology [1].
国晟科技(603778) - 关于控股股东股份解除质押的公告
2025-08-21 09:00
国晟世安科技股份有限公司 证券代码:603778 证券简称:国晟科技 公告编号:临 2025-040 特此公告。 国晟能源股份有限公司(以下简称"国晟能源")持有本公司股份 108,295,827 股,占公司股份总数的 16.49%。本次解除质押 50,000,000 股股份后, 国晟能源持有的公司股份无股份质押。 公司于近日收到控股股东国晟能源通知,国晟能源将其所持公司部分股份办 理了解除质押,具体事项如下。 | 股东名称 | 国晟能源股份有限公司 | | | | --- | --- | --- | --- | | 本次解质股份 | 50,000,000 | | 股 | | 占其所持股份比例 | 46.17% | | | | 占公司总股本比例 | 7.61% | | | | 解除质押时间 | 年 月 2025 20 | 8 | 日 | | 持股数量 | 108,295,827 | | 股 | | 持股比例 | | | 16.49% | | 剩余被质押股份数量 | | | 0 | | 剩余被质押股份数量占其所持股份比例 | | | 0 | | 剩余被质押股份数量占公司总股本比例 | | | 0 | 国晟世安科 ...
国晟科技(603778)8月19日主力资金净流入1290.29万元
Sou Hu Cai Jing· 2025-08-19 09:33
Core Insights - Guosheng Technology (603778) closed at 3.91 yuan on August 19, 2025, with a 2.09% increase and a turnover rate of 5.56% [1] - The company reported a total revenue of 95.63 million yuan for Q1 2025, a year-on-year decrease of 13.17%, while net profit attributable to shareholders was 41.93 million yuan, a year-on-year increase of 14.04% [1] Financial Performance - Total revenue for Q1 2025: 95.63 million yuan, down 13.17% year-on-year [1] - Net profit attributable to shareholders: 41.93 million yuan, up 14.04% year-on-year [1] - Non-recurring net profit: 44.67 million yuan, up 9.26% year-on-year [1] - Current ratio: 0.619, quick ratio: 0.552, debt-to-asset ratio: 65.66% [1] Market Activity - Main capital inflow on the reporting day was 12.90 million yuan, accounting for 9.34% of the total transaction amount [1] - Large single orders saw a net inflow of 11.76 million yuan, making up 8.51% of the transaction amount [1] - Medium and small orders experienced net outflows of 9.66 million yuan and 3.24 million yuan, respectively [1] Company Background - Guosheng Technology Co., Ltd. was established in 2002 and is based in Beijing, primarily engaged in public facility management [2] - The company has invested in 23 enterprises and participated in 176 bidding projects [2] - It holds 53 trademark registrations and 64 patents, along with 16 administrative licenses [2]
国晟科技: 北京国枫律师事务所关于国晟世安科技股份有限公司2025年第二次临时股东大会的法律意见书
Zheng Quan Zhi Xing· 2025-08-18 10:19
Core Points - The legal opinion letter confirms the legality of the convening and conducting procedures of the company's second extraordinary general meeting of shareholders in 2025 [1][2][6] - The meeting was convened by the company's board of directors and held on August 18, 2025, with a combination of on-site and online voting [3][4] - The total number of shareholders present at the meeting was 385, representing 116,015,827 shares, which accounted for 17.6680% of the total voting shares [4] Meeting Procedures - The meeting was called in accordance with the relevant laws and regulations, with a public notice issued on August 2, 2025 [2][3] - The meeting was chaired by a director elected by the majority of the board due to the absence of the chairman [3] - Voting was conducted through both on-site and online platforms, with specific time slots designated for each [3] Voting Results - The first resolution to cancel the supervisory board and amend the company's articles of association was approved with 115,212,077 votes in favor, representing a significant majority [4][6] - Multiple resolutions regarding the amendment of the shareholder meeting rules and other related matters were also passed, with votes in favor consistently exceeding the required majority [4][6] - The voting results were verified and confirmed by the legal representatives and shareholder representatives present at the meeting [5][6]
国晟科技: 2025年第二次临时股东大会决议公告
Zheng Quan Zhi Xing· 2025-08-18 10:19
Meeting Details - The shareholders' meeting was held on August 18, 2025, at the company's conference room in Beijing [1] - The meeting was attended by shareholders representing 17.668% of the total shares [1] - The meeting was chaired by Director Li Ping due to the absence of Chairman Wu Jun [1] Voting Results - All non-cumulative voting proposals were approved with significant majority support, including: - Proposal 1: 99.3072% in favor [1] - Proposal 2: 99.3880% in favor [1] - Proposal 3: 99.3774% in favor [1] - Proposal 4: 99.3449% in favor [1] - Proposal 5: 99.3738% in favor [2] - Proposal 6: 99.3706% in favor [2] - Proposal 7: 99.3849% in favor [2] - Proposal 8: 99.3881% in favor [2] Legal Compliance - The meeting's convening and voting procedures were confirmed to be in compliance with legal and regulatory requirements [3] - The qualifications of the conveners and attendees, as well as the voting procedures and results, were deemed valid [3]
国晟科技(603778) - 2025年第二次临时股东大会决议公告
2025-08-18 10:00
证券代码:603778 证券简称:国晟科技 公告编号:临 2025-039 国晟世安科技股份有限公司 2025年第二次临时股东大会决议公告 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: (五)公司董事、监事和董事会秘书的出席情况 本次会议是否有否决议案:无 一、 会议召开和出席情况 (一)股东大会召开的时间:2025 年 8 月 18 日 (二)股东大会召开的地点:北京市海淀区门头馨园路 1 号公司会议室 (三)出席会议的普通股股东和恢复表决权的优先股股东及其持有股份情况: | 1、出席会议的股东和代理人人数 | 385 | | --- | --- | | 2、出席会议的股东所持有表决权的股份总数(股) | 116,015,827 | | 3、出席会议的股东所持有表决权股份数占公司有表决权股 | | | 份总数的比例(%) | 17.6680 | (四)表决方式是否符合《公司法》及《公司章程》的规定,大会主持情况等。 本次会议由董事会召集。公司董事长吴君先生因工作原因未能出席和主持本 次股东大会,根据《公司章 ...
国晟科技(603778) - 北京国枫律师事务所关于国晟世安科技股份有限公司2025年第二次临时股东大会的法律意见书
2025-08-18 10:00
北京市东城区建国门内大街 26 号新闻大厦 7 层、8 层 电话:010-88004488/66090088 传真:010-66090016 邮编:100005 北京国枫律师事务所 关于国晟世安科技股份有限公司 致:国晟世安科技股份有限公司(贵公司) 北京国枫律师事务所(以下简称"本所")接受贵公司的委托,指派律师出席并见 证贵公司 2025 年第二次临时股东大会(以下简称"本次会议")。 本所律师根据《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》")、《上市公司股东会规则》(以下简称 "《股东会规则》")、《律师事务所从事证券法律业务管理办法》(以下简称"《证券法律 业务管理办法》")、《律师事务所证券法律业务执业规则(试行)》(以下简称"《证券法 律业务执业规则》")等相关法律、行政法规、规章、规范性文件及《国晟世安科技股份 有限公司章程》(以下简称"《公司章程》")的规定,就本次会议的召集与召开程序、召 集人资格、出席会议人员资格、会议表决程序及表决结果等事宜,出具本法律意见书。 对本法律意见书的出具,本所律师特作如下声明: 1.本所律师仅就本次会议 ...