证券代码：002121 证券简称：科陆电子 公告编号：2025046 深圳市科陆电子科技股份有限公司 关于与美的集团财务有限公司续签《金融服务协议》 暨关联交易的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假 记载、误导性陈述或重大遗漏。 一、关联交易概述 2024 年 7 月，深圳市科陆电子科技股份有限公司（以下简称"公司"）第九 届董事会第十次（临时）会议审议通过了《关于与美的集团财务有限公司签署<金 融服务协议>暨关联交易的议案》，同意公司与美的集团财务有限公司（以下简称 "美的财务公司"）签署《金融服务协议》，期限 1 年。 为进一步拓宽融资渠道，提高资金管理运用效率，公司拟与美的财务公司续 签《金融服务协议》，协议有效期 1 年，由美的财务公司在经营范围内为公司及 公司下属子公司提供包括资金结算与收付、票据承兑与贴现、存款业务、贷款业 务等在内的金融服务。其中，公司在美的财务公司每日最高存款余额（包括应计 利息及手续费）不超过人民币 0.45 亿元，美的财务公司对公司的授信总额（包括 应计利息及手续费）不超过人民币 6 亿元。 公司与美的集团财务有限公司的控股股东均为美的集 ...

深圳市科陆电子科技股份有限公司 2025 年半年度 财务报告（未经审计） 深圳市科陆电子科技股份有限公司 财务报告 （2025 年 1 月 1 日至 2025 年 6 月 30 日止） | 目录 | 页次 | | --- | --- | | 合并资产负债表和母公司资产负债表 | 1-4 | | 合并利润表和母公司利润表 | 5-6 | | 合并现金流量表和母公司现金流量表 | 7-8 | | 合并所有者权益变动表和母公司所有者权益变动表 | 9-12 | | 财务报表附注 | 1-108 | 深圳市科陆电子科技股份有限公司 合并资产负债表 2025年6月30日 （除特别注明外，金额单位均为人民币元） | 资产 | 附注五 | 期末余额 | 上年年末余额 | | --- | --- | --- | --- | | 流动资产： | | | | | 货币资金 | （一） | 1,532,472,513.90 | 1,311,378,676.68 | | 结算备付金 | | | | | 拆出资金 | | | | | 交易性金融资产 | （二） | 7,131.60 | 29,727.97 | | 衍生金融资产 | | ...

深圳市科陆电子科技股份有限公司 董事会秘书工作规范 第一章 总则 第一条 为进一步规范深圳市科陆电子科技股份有限公司（以下简称"公司"） 董事会秘书选任及履职，完善公司法人治理结构，促进公司规范运作，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》、《深圳 证券交易所股票上市规则》等法律、行政法规、部门规章、规范性文件和《深圳市 科陆电子科技股份有限公司章程》（以下简称"《公司章程》"），特制定本工作规 范。 第二条 公司设董事会秘书一名。董事会秘书为公司高级管理人员，是公司与 深圳证券交易所之间的指定联络人。 公司设立证券部，作为董事会秘书管理的信息披露事务部门。 第三条 公司董事会秘书应当遵守法律法规、规范性文件和《公司章程》的规 定，对公司负有忠实义务和勤勉义务，承担高级管理人员的有关法律责任，忠实履 行职责，维护公司利益。 第二章 董事会秘书的任职资格及聘任、解聘 第四条 公司董事会秘书应当具备履行职责所必需的财务、管理、法律专业知 识，具有良好的职业道德和个人品德，并取得深圳证券交易所颁发的董事会秘书培 训合格证书。 有下列情形之一的人士不得担任公司董事会秘书： （ ...

证券代码：002121 证券简称：科陆电子 公告编号：2025049 深圳市科陆电子科技股份有限公司 关于为子公司提供担保的进展公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假 记载、误导性陈述或重大遗漏。 特别提示： 截至本公告披露日，深圳市科陆电子科技股份有限公司（以下简称"公司"） 及子公司对外担保总额度为人民币190,000万元，占公司2024年12月31日经审计 净资产的380.61%；公司及子公司对外担保余额折合人民币为55,290.26万元，占 公司2024年12月31日经审计净资产的110.76%。被担保对象宜春市科陆储能技术 有限公司、CL Energy Storage Corporation资产负债率均超过70%。敬请广大投资 者注意投资风险。 一、担保情况概述 公司于2024年12月13日、2024年12月30日召开的第九届董事会第十三次（临 时）、2024年第五次临时股东大会审议通过了《关于2025年度为子公司提供担保 的议案》，同意公司为下属子公司投标、合同履行有关事项及银行综合授信业务 提供担保，担保额度总计不超过（含）人民币190,000万元（本担保额度包 ...

第一章 总则 第一条 为规范深圳市科陆电子科技股份有限公司（以下简称"公司"）董 事、高级管理人员离职管理，保障公司治理的连续性和稳定性，维护公司及全体 股东的合法权益，根据《中华人民共和国公司法》《上市公司章程指引》《深圳 证券交易所股票上市规则》和《深圳市科陆电子科技股份有限公司章程》（以下 简称"《公司章程》"）等的有关规定，结合公司实际情况，制定本制度。 第二条 本制度适用于公司董事（含独立董事）及高级管理人员因任期届满、 辞任、解任或其他原因离职的情形。 第二章 离职情形与生效条件 第三条 公司董事可以在任期届满以前辞任。董事辞任应当向公司提交书面 辞职报告，公司收到辞职报告之日辞任生效，公司将在两个交易日内披露有关情 况。 出现下列规定情形的，在改选出的董事就任前，原董事仍应当依照法律、行 政法规、部门规章和《公司章程》的规定，履行董事职务，但存在相关法规另有 规定的除外： （一）董事辞任导致董事会成员低于法定最低人数； （二）审计委员会成员辞任导致审计委员会成员低于法定最低人数，或者欠 缺会计专业人士； 深圳市科陆电子科技股份有限公司 董事、高级管理人员离职管理制度 （三）独立董事辞任导致公司董 ...

证券代码：002121 证券简称：科陆电子 公告编号：2025048 深圳市科陆电子科技股份有限公司 关于召开公司2025年第一次临时股东大会的通知 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或重大遗漏。 深圳市科陆电子科技股份有限公司（以下简称"公司"）第九届董事会第十 九次会议审议通过了《关于召开公司2025年第一次临时股东大会的议案》，决定 于2025年9月1日（星期一）召开公司2025年第一次临时股东大会，审议董事会提 交的相关议案，现将本次会议的有关事项通知如下： 一、会议召开的基本情况： 1、股东大会届次：2025年第一次临时股东大会 2、股东大会的召集人：公司董事会 3、会议召开的合法、合规性：本次股东大会会议的召开符合《中华人民共 和国公司法》《中华人民共和国证券法》《深圳证券交易所股票上市规则》《深 圳证券交易所上市公司自律监管指引第1号—主板上市公司规范运作》等有关法 律、行政法规、部门规章、规范性文件以及《公司章程》的规定。 4、会议召开的日期、时间： 现场会议召开日期、时间为：2025年9月1日下午14:30开始，会期半天； 网络投票日期、时间 ...

证券代码：002121 证券简称：科陆电子 公告编号：2025043 深圳市科陆电子科技股份有限公司 第九届监事会第十六次会议决议的公告 本公司及监事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或重大遗漏。 深圳市科陆电子科技股份有限公司（以下简称"公司"）第九届监事会第十 六次会议通知已于 2025 年 8 月 3 日以电子邮件及专人送达等方式送达各位监事， 会议于 2025 年 8 月 13 日在公司行政会议室以现场结合通讯表决方式召开。本次 会议应参加表决的监事 3 名，实际参加表决的监事 3 名，其中监事林婕萍女士以 通讯方式参加投票表决，会议由监事会主席李文赢先生主持。本次会议的召集、 召开和表决程序符合《中华人民共和国公司法》和《公司章程》等的相关规定。 与会监事经过讨论，审议通过了以下议案： 一、审议通过了《公司 2025 年半年度报告及摘要》； 经审核，监事会认为董事会编制和审议 2025 年半年度报告的程序符合法律、 行政法规及中国证券监督管理委员会的规定，报告内容真实、准确、完整地反映 了公司的实际情况，不存在任何虚假记载、误导性陈述或者重大遗漏。 经审核，监事 ...

深圳市科陆电子科技股份有限公司（以下简称"公司"）第九届董事会第十九次 会议通知已于 2025 年 8 月 2 日以传真、书面及电子邮件等方式送达各位董事，会 议于 2025 年 8 月 13 日在公司宜春行政会议室以现场结合通讯表决方式召开。本次 会议应参加表决的董事 9 名，实际参加表决的董事 9 名，其中董事徐腊平先生、职 帅先生以通讯方式参加投票表决。公司监事及高级管理人员列席了本次会议，会议 由董事长邱向伟先生主持。本次会议的召集、召开和表决程序符合《中华人民共和 国公司法》和《公司章程》的有关规定。 与会董事经过讨论，审议通过了以下议案： 一、审议通过了《公司 2025 年半年度报告及摘要》； 2025 年半年度财务会计报告已经公司董事会审计委员会审议通过。 公司全体董事和高级管理人员对公司 2025 年半年度报告做出了保证公司 2025 年半年度报告内容真实、准确、完整，不存在任何虚假记载、误导性陈述或 者重大遗漏的书面确认意见。 证券代码：002121 证券简称：科陆电子 公告编号：2025042 深圳市科陆电子科技股份有限公司 第九届董事会第十九次会议决议的公告 本公司及董事会全体成员保证信 ...

[Important Notes, Table of Contents, and Definitions](index=2&type=section&id=Item%20I.%20Important%20Notes%2C%20Table%20of%20Contents%2C%20and%20Definitions) This section provides essential disclaimers, outlines the report's structure, and defines key terms for clarity [Important Notes](index=2&type=section&id=Important%20Notes) The Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, while also cautioning investors about forward-looking statements and the absence of a dividend plan - The company's Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, free from false records, misleading statements, or major omissions[3](index=3&type=chunk) - The report contains forward-looking statements regarding future plans, which do not constitute a substantive commitment to investors, who should maintain adequate risk awareness[4](index=4&type=chunk) - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for this semi-annual period[5](index=5&type=chunk) [Table of Contents](index=3&type=section&id=Table%20of%20Contents) This section lists the overall structure of the report, encompassing nine main chapters covering company operations, finance, governance, and significant matters - The report comprises nine main chapters, covering various aspects such as company operations, finance, governance, and significant matters[7](index=7&type=chunk) [List of Documents for Inspection](index=4&type=section&id=List%20of%20Documents%20for%20Inspection) Documents available for inspection include financial statements signed and sealed by the company's responsible persons, along with original announcements disclosed on designated media, located at the company's securities department - Documents for inspection include financial statements signed and sealed by the company's responsible person, chief accountant, and head of the accounting department[9](index=9&type=chunk) - Documents for inspection also include the originals of all company documents and announcements publicly disclosed on media designated by the China Securities Regulatory Commission during the reporting period[10](index=10&type=chunk) - The documents for inspection are kept at the company's securities department[11](index=11&type=chunk) [Definitions](index=5&type=section&id=Definitions) This section provides definitions for common terms used in the report, including company names, regulatory bodies, major shareholders, and technical acronyms like AMI, BMS, EMS, and PCS, ensuring clear understanding of the content - Definitions include "Company," "the Company," and "CLOU Electronics," referring to Shenzhen CLOU Electronics Co., Ltd[13](index=13&type=chunk) - Midea Group is the company's controlling shareholder, and Shenzhen Capital Group is the company's second-largest shareholder[13](index=13&type=chunk) - **AMI** refers to Advanced Metering Infrastructure, **BMS** to Battery Management System, **EMS** to Energy Management System, and **PCS** to Power Conversion System for energy storage[13](index=13&type=chunk) [Company Profile and Key Financial Indicators](index=6&type=section&id=Item%20II.%20Company%20Profile%20and%20Key%20Financial%20Indicators) This section details the company's basic information, contact details, and presents a comprehensive overview of its main accounting data and financial performance [Company Profile](index=6&type=section&id=I.%20Company%20Profile) The company's stock abbreviation is "CLOU Electronics" with stock code 002121, listed on the Shenzhen Stock Exchange, and its legal representative is Qiu Xiangwei Company Basic Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | CLOU Electronics | | Stock Code | 002121 | | Listing Exchange | Shenzhen Stock Exchange | | Chinese Name | Shenzhen CLOU Electronics Co., Ltd. | | Legal Representative | Qiu Xiangwei | [Contact Persons and Information](index=6&type=section&id=II.%20Contact%20Persons%20and%20Information) The company's Board Secretary is Huang Youping, with securities representatives Gu Wen and Zhang Xiaofang, located at 22nd Floor, CLOU Building, Baoshen Road, North District, High-tech Industrial Park, Nanshan District, Shenzhen, providing phone, fax, and email contacts Company Contact Information | Position | Name | Contact Address | Phone | Fax | Email | | :--- | :--- | :--- | :--- | :--- | :--- | | Board Secretary | Huang Youping | 22nd Floor, CLOU Building, Baoshen Road, North District, High-tech Industrial Park, Nanshan District, Shenzhen | 0755－26719528 | 0755－26719679 | huangyouping@szclou.com | | Securities Affairs Representative | Gu Wen, Zhang Xiaofang | 22nd Floor, CLOU Building, Baoshen Road, North District, High-tech Industrial Park, Nanshan District, Shenzhen | 0755－26719528 | 0755－26719679 | guwen@szclou.com、zhangxiaofang@szclou.com | [Other Information](index=6&type=section&id=III.%20Other%20Information) During the reporting period, there were no changes in the company's contact information, information disclosure, or document storage locations, with specific details available in the 2024 annual report - The company's registered address, office address, postal code, website, and email address remained unchanged during the reporting period[17](index=17&type=chunk) - The stock exchange website and media names and URLs for the company's semi-annual report disclosure, as well as the location for semi-annual report inspection, remained unchanged during the reporting period[18](index=18&type=chunk) [Key Accounting Data and Financial Indicators](index=7&type=section&id=IV.%20Key%20Accounting%20Data%20and%20Financial%20Indicators) During the reporting period, the company's operating revenue increased by 34.66%, net profit attributable to shareholders turned profitable with a 579.14% increase, and basic earnings per share significantly improved, while total assets and net assets attributable to shareholders also grew, despite a 153.94% decrease in net cash flow from operating activities Key Accounting Data and Financial Indicators for the Current Reporting Period | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,573,456,467.97 | 1,911,081,832.28 | 34.66% | | Net Profit Attributable to Shareholders of Listed Company | 190,080,317.94 | -39,671,054.10 | 579.14% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Gains and Losses) | 143,945,621.45 | -107,902,351.80 | 233.40% | | Net Cash Flow from Operating Activities | -6,613,044.59 | 12,258,967.69 | -153.94% | | Basic Earnings Per Share (Yuan/share) | 0.1144 | -0.0239 | 578.66% | | Diluted Earnings Per Share (Yuan/share) | 0.1144 | -0.0239 | 578.66% | | Weighted Average Return on Net Assets | 31.78% | -4.25% | 36.03% | | **Period-End Indicators** | **Current Period-End (Yuan)** | **Prior Year-End (Yuan)** | **Change from Prior Year-End** | | Total Assets | 8,026,697,455.92 | 7,604,742,764.90 | 5.55% | | Net Assets Attributable to Shareholders of Listed Company | 697,172,298.97 | 499,194,631.08 | 39.66% | [Differences in Accounting Data under Domestic and Overseas Accounting Standards](index=7&type=section&id=V.%20Differences%20in%20Accounting%20Data%20under%20Domestic%20and%20Overseas%20Accounting%20Standards) During the reporting period, the company reported no differences in net profit and net assets between financial statements prepared under International Accounting Standards or overseas accounting standards and those under Chinese accounting standards - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under International Accounting Standards and Chinese Accounting Standards[21](index=21&type=chunk) - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese Accounting Standards[22](index=22&type=chunk) [Non-Recurring Gains and Losses and Amounts](index=7&type=section&id=VI.%20Non-Recurring%20Gains%20and%20Losses%20and%20Amounts) During the reporting period, the company's total non-recurring gains and losses amounted to **46,134,696.49 Yuan**, primarily from disposal of non-current assets, government subsidies, reversal of impairment provisions for receivables, and other non-operating income and expenses Non-Recurring Gains and Losses and Amounts | Item | Amount (Yuan) | | :--- | :--- | | Gains or losses on disposal of non-current assets | 2,752,457.71 | | Government subsidies recognized in current profit or loss (excluding those with continuous impact) | 14,000,090.59 | | Gains or losses from changes in fair value of financial assets and liabilities held by non-financial enterprises, and disposal gains or losses | -2,419,936.40 | | Reversal of impairment provisions for receivables subject to individual impairment testing | 19,421,006.40 | | Other non-operating income and expenses apart from the above items | 13,994,879.87 | | Less: Income tax impact | -64,329.51 | | Impact on minority interests (after tax) | 1,678,131.19 | | Total | 46,134,696.49 | - The company has no other profit or loss items that meet the definition of non-recurring gains and losses, nor does it classify non-recurring gains and losses as recurring gains and losses[25](index=25&type=chunk) [Management Discussion and Analysis](index=9&type=section&id=Item%20III.%20Management%20Discussion%20and%20Analysis) This section provides an in-depth analysis of the company's core businesses, operational performance, financial condition, and the risks and opportunities it faces [Main Businesses Engaged by the Company During the Reporting Period](index=9&type=section&id=I.%20Main%20Businesses%20Engaged%20by%20the%20Company%20During%20the%20Reporting%20Period) The company's core business revolves around energy generation, distribution, consumption, and storage, primarily in smart grid and new electrochemical energy storage, operating on an "R&D-design-production-sales-service" model with broad market prospects - The company's main businesses involve smart grid and new electrochemical energy storage, positioning it as a leading integrated energy service provider in China[27](index=27&type=chunk) - The smart grid segment offers technical products and solutions for high-precision measurement, edge computing, and power system protection and control, including standard instruments, smart power consumption equipment, and primary and secondary smart distribution network equipment[27](index=27&type=chunk) - New electrochemical energy storage products include energy/power type storage systems, commercial and industrial all-in-one storage units, bidirectional energy storage converters, BMS, and EMS, applied in independent energy storage power stations, new energy-paired storage, and user-side peak-valley arbitrage scenarios[28](index=28&type=chunk) [Main Businesses](index=9&type=section&id=1.%20Main%20Businesses) The company, a national high-tech enterprise, focuses on energy generation, distribution, consumption, and storage, offering smart grid and new electrochemical energy storage products and system solutions, including smart meters, power information collection, distribution network equipment, and various energy storage systems - The company is a national key high-tech enterprise, with core businesses in smart grid and new electrochemical energy storage[27](index=27&type=chunk) - Smart grid products include standard instruments, smart meters, electricity consumption information collection, and primary and secondary smart distribution network products and equipment[27](index=27&type=chunk) - New electrochemical energy storage products cover energy/power type storage systems, commercial and industrial all-in-one storage units, bidirectional energy storage converters, BMS, EMS, and more[28](index=28&type=chunk) [Main Business Model](index=9&type=section&id=2.%20Main%20Business%20Model) The company operates on an "R&D-design-production-sales-service" model, emphasizing comprehensive solutions and full lifecycle services for customers, with no significant changes in its business model during the reporting period - The company adopts an "R&D-design-production-sales-service" business model, focusing on providing comprehensive solutions and after-sales operation and maintenance services[28](index=28&type=chunk) - During the reporting period, there were no significant changes in the company's business model[28](index=28&type=chunk) [Performance Driving Factors](index=9&type=section&id=3.%20Performance%20Driving%20Factors) The company's performance is primarily driven by industry development, customer demand, refined internal management, and enhanced core competitiveness, with national industrial policies providing broad market prospects for its sector - The company's performance is primarily driven by industry development, customer demand, refined internal management, and business opportunities arising from enhanced core competitiveness and service capabilities[28](index=28&type=chunk) - The company actively participates in bidding activities for clients such as grid companies, provincial energy enterprises, local power companies, and overseas power companies, while also expanding into non-grid markets[29](index=29&type=chunk) - The company has transitioned from functional product terminals to intelligent terminals, from equipment supplier to system integration service provider, and from single product sales to full lifecycle services[29](index=29&type=chunk) [(II) Industry Development Status](index=9&type=section&id=(II)%20Industry%20Development%20Status) The smart grid and energy storage industries are thriving globally under "dual carbon" goals, with sustained high domestic grid investment, increasing global smart grid adoption, and significant growth in new energy storage installations and markets worldwide - During the "14th Five-Year Plan" period, State Grid and China Southern Power Grid plan a combined grid investment exceeding **3 trillion Yuan**, with investment scale expected to reach a new high in 2025[29](index=29&type=chunk) - The global smart grid industry is experiencing an upturn, with the EU expecting smart meter penetration to increase to **74% by 2027**[31](index=31&type=chunk) - In the first half of 2025, the national new energy storage installed capacity reached **94.91 GW / 222 GWh**, an increase of approximately **29%** compared to the end of 2024[33](index=33&type=chunk) - The global energy storage market continues its high growth trajectory, with key increments driven by demand upgrades in mature markets and scaled breakthroughs in emerging markets, such as incentives from the US IRA Act, large-scale storage demand in Chile, support for commercial and industrial energy storage in Europe, and the unleashing of potential in the Middle East and Southeast Asian markets[34](index=34&type=chunk) [Analysis of Core Competitiveness](index=10&type=section&id=II.%20Analysis%20of%20Core%20Competitiveness) The company's core competitiveness stems from strong R&D and innovation, nearly three decades of expertise in the power industry, self-developed core technologies in IoT communication, advanced metering, and distribution control, a significant brand advantage, comprehensive lifecycle solutions, and strategic empowerment from its controlling shareholder, Midea Group - The company has cultivated the power industry for nearly three decades, mastering core technologies such as IoT communication, advanced metering, edge computing, and distribution control, and participates in national regulations and industry standard setting[35](index=35&type=chunk) - In the energy storage sector, the company has achieved full in-house R&D and production of core control units for energy storage systems, including PCS, BMS, EMS, DC/DC, and O&MS, possessing comprehensive station-level solution service capabilities[37](index=37&type=chunk) - During the reporting period, the company's R&D investment was **186.93 million Yuan**, accounting for **7.26%** of operating revenue, with **101 patent applications** and **75 patents granted**[37](index=37&type=chunk) - The company consistently ranks on Bloomberg New Energy Finance (BNEF) Tier 1 energy storage manufacturer list and has been recognized as a "National Green Factory"[37](index=37&type=chunk) - Controlling shareholder Midea Group empowers the company in R&D, manufacturing, supply chain, channels, and branding, jointly launching the "Midea+CLOU" dual-brand strategy[38](index=38&type=chunk) [Analysis of Main Business](index=11&type=section&id=III.%20Analysis%20of%20Main%20Business) During the reporting period, the company's operating revenue increased by 34.66% to **2.57 billion Yuan**, and net profit attributable to shareholders grew by 579.14% to **190 million Yuan**, achieving a turnaround, with energy storage business revenue significantly increasing by 177.15% to become the main growth driver, while smart grid revenue declined by 9.17%, and overseas market revenue surged by 126.84% Year-on-Year Changes in Key Financial Data | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 2,573,456,467.97 | 1,911,081,832.28 | 34.66% | Overseas energy storage orders delivered sequentially | | Operating Cost | 1,721,798,315.70 | 1,300,040,927.09 | 32.44% | Increased with operating revenue | | Selling Expenses | 195,426,113.99 | 159,101,962.31 | 22.83% | Business scale growth | | Administrative Expenses | 147,366,384.44 | 175,503,830.77 | -16.03% | Cost reduction and efficiency improvement | | Financial Expenses | 37,222,617.39 | 152,058,570.71 | -75.52% | Egyptian Pound exchange rate relatively stable, reduced exchange losses | | Income Tax Expense | 64,370,087.95 | 9,872,648.53 | 552.00% | Operating performance turned profitable | | R&D Investment | 186,930,115.93 | 169,649,158.07 | 10.19% | Increased R&D efforts | | Net Cash Flow from Operating Activities | -6,613,044.59 | 12,258,967.69 | -153.94% | Payment of project guaranteed returns and electricity fees | | Net Cash Flow from Investing Activities | 18,762,775.83 | -17,045,963.51 | 210.07% | Reduced infrastructure investment YoY | | Net Cash Flow from Financing Activities | 276,535,542.34 | -231,120,424.69 | 219.65% | Increased interest-bearing debt | | Net Increase in Cash and Cash Equivalents | 289,096,054.65 | -260,418,615.97 | 211.01% | | Operating Revenue Composition (by Product and Region) | Category | Item | Current Period Amount (Yuan) | Proportion of Operating Revenue | Prior Period Amount (Yuan) | Proportion of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | **By Product** | Smart Grid | 1,254,325,155.83 | 48.74% | 1,380,926,418.97 | 72.27% | -9.17% | | | Energy Storage Business | 1,282,322,622.70 | 49.83% | 462,689,121.40 | 24.21% | 177.15% | | | Integrated Energy Management and Services | 11,001,934.66 | 0.43% | 38,082,608.64 | 1.99% | -71.11% | | | Property Management | 23,362,836.27 | 0.91% | 20,903,473.67 | 1.09% | 11.77% | | | Other Business Income | 2,443,918.51 | 0.09% | 8,480,209.60 | 0.44% | -71.18% | | **By Region** | Domestic | 1,292,517,439.68 | 50.22% | 1,346,393,814.04 | 70.45% | -4.00% | | | International | 1,280,939,028.29 | 49.78% | 564,688,018.24 | 29.55% | 126.84% | Gross Profit Margin Analysis of Main Business | Category | Operating Revenue (Yuan) | Operating Cost (Yuan) | Gross Profit Margin | YoY Change in Operating Revenue | YoY Change in Operating Cost | YoY Change in Gross Profit Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Main Business | 2,571,012,549.46 | 1,721,252,100.15 | 33.05% | 35.13% | 33.10% | 1.02% | | Smart Grid | 1,254,325,155.83 | 841,713,662.13 | 32.90% | -9.17% | -9.13% | -0.03% | | Energy Storage Business | 1,282,322,622.70 | 859,814,681.20 | 32.95% | 177.15% | 170.09% | 1.75% | | Domestic | 1,292,517,439.68 | 978,788,385.72 | 24.27% | -4.00% | 6.55% | -7.50% | | International | 1,280,939,028.29 | 743,009,929.98 | 41.99% | 126.84% | 94.81% | 9.53% | [Overview](index=11&type=section&id=Overview) During the reporting period, the company achieved operating revenue of **2.57 billion Yuan**, a 34.66% increase year-on-year, and net profit attributable to shareholders of **190 million Yuan**, a 579.14% increase year-on-year, successfully turning losses into profits through market expansion, R&D innovation, and optimized internal management - During the reporting period, the company achieved operating revenue of **2,573.46 million Yuan**, a year-on-year increase of **34.66%**[39](index=39&type=chunk) - Net profit attributable to shareholders of the listed company reached **190.08 million Yuan**, a year-on-year increase of **579.14%**[39](index=39&type=chunk) [Smart Grid Business](index=11&type=section&id=1.%20Smart%20Grid%20Business) The company's smart grid business continues to deepen its presence in the domestic grid market, actively expanding into non-grid and international markets, securing over **200 million Yuan** in AMI project orders in Africa, achieving breakthroughs in South Africa, and maintaining stable shipments to Europe, while also launching innovative products and being recognized as a "National Green Factory" - In the first half of the year, the African market signed AMI project orders exceeding **200 million Yuan**; breakthroughs were achieved in the South African market, with the company's smart meter products successfully shortlisted by the South African national power company; stable shipments were realized in the European market[39](index=39&type=chunk) - In the field of precision metering, the company launched products such as ten-thousandth-level high-precision standard meters, on-device metering units, electricity carbon meters, localized high-end boundary meters, and HarmonyOS-powered smart distribution area terminals[40](index=40&type=chunk) - The company was recognized as a "National Green Factory," continuously deepening its smart manufacturing upgrade and strengthening factory automation and informatization construction[41](index=41&type=chunk) [Energy Storage Business](index=12&type=section&id=2.%20Energy%20Storage%20Business) The company's energy storage business capitalizes on industry opportunities, focusing on central and state-owned enterprises domestically and strategically expanding into the Americas, Europe, Asia-Pacific, and Middle East/Africa internationally, securing major projects, launching new products, and establishing production bases with significant annual capacities - The company's energy storage business focuses on central and state-owned enterprises in the domestic market, while continuously deepening its presence in the Americas and Europe, and strategically targeting the Asia-Pacific, Middle East, and African markets internationally[41](index=41&type=chunk) - The company successively won bids for projects such as CGN New Energy's 2025 annual energy storage system framework procurement and CSSC Wind Power's **350 MWh** framework procurement, and expanded into new markets like Greece, Czech Republic, and Poland[41](index=41&type=chunk) - The fully in-house developed AquaC2.5 new-generation containerized energy storage system achieved large-scale shipments, and the company launched the Aqua-EX integrated solar-storage cabinet and AquaE series **522 kWh** commercial and industrial energy storage products[41](index=41&type=chunk)[42](index=42&type=chunk) - The Yichun energy storage base has an annual production capacity of **10 GWh**, and the Indonesia energy storage production base has an initial planned capacity of **3 GWh**, scheduled to commence formal operation in 2026[42](index=42&type=chunk) [Analysis of Non-Core Business](index=14&type=section&id=IV.%20Analysis%20of%20Non-Core%20Business) The company's non-core businesses had a minor impact on total profit, with investment income of **-12.07 million Yuan** primarily from equity method losses of an associate, fair value change losses of **-2.96 million Yuan**, asset impairment of **-1.35 million Yuan**, non-operating income of **18.49 million Yuan**, non-operating expenses of **4.86 million Yuan**, credit impairment losses of **-6.99 million Yuan**, and asset disposal gains of **2.13 million Yuan** Non-Core Business Analysis | Item | Amount (Yuan) | Proportion of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | -12,074,935.97 | -4.34% | Investment losses recognized under equity method for associate | Sustainable for equity method investment income | | Gains or losses from changes in fair value | -2,963,137.90 | -1.06% | Fair value change losses on equity of associate | No | | Asset Impairment | -1,345,557.11 | -0.48% | Provision for various asset impairment losses | No | | Non-operating Income | 18,487,886.54 | 6.64% | Write-off of long-outstanding payables; supplier quality compensation | No | | Non-operating Expenses | 4,855,936.22 | 1.74% | Litigation and compensation expenses for contract performance | No | | Credit Impairment Losses | -6,988,119.07 | -2.51% | Provision for impairment of receivables | No | | Gains on disposal of assets | 2,127,246.45 | 0.76% | Gains from disposal of Heyuan AGC energy storage frequency regulation power station, Yumen wind-solar-storage power station energy storage equipment, etc. | No | [Analysis of Assets and Liabilities](index=14&type=section&id=V.%20Analysis%20of%20Assets%20and%20Liabilities) At the end of the reporting period, the company's total assets were **8.03 billion Yuan**, a 5.55% increase from the prior year-end, with accounts receivable growing by 3.50% and long-term borrowings by 1.02%, while construction in progress decreased by 0.36% due to the transfer of the energy storage liquid cooling automation production line to fixed assets, and restricted assets totaled **1.11 billion Yuan** Significant Changes in Asset Composition | Item | Current Period-End Amount (Yuan) | Proportion of Total Assets | Prior Year-End Amount (Yuan) | Proportion of Total Assets | Change in Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Bank Balances | 1,532,472,513.90 | 19.09% | 1,311,378,676.68 | 17.24% | 1.85% | | Accounts Receivable | 1,511,265,048.31 | 18.83% | 1,165,784,739.43 | 15.33% | 3.50% | | Inventories | 856,092,221.76 | 10.67% | 878,207,936.75 | 11.55% | -0.88% | | Construction in Progress | 33,075,458.87 | 0.41% | 58,595,793.90 | 0.77% | -0.36% | | Short-term Borrowings | 3,147,068,236.35 | 39.21% | 2,774,764,583.89 | 36.49% | 2.72% | | Long-term Borrowings | 232,205,761.39 | 2.89% | 141,957,080.00 | 1.87% | 1.02% | Assets and Liabilities Measured at Fair Value | Item | Beginning Balance (Yuan) | Fair Value Change Gains/Losses for Current Period (Yuan) | Amount Sold in Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Financial assets held for trading | 6,426.00 | 705.60 | 0.00 | 7,131.60 | | Derivative financial assets | 23,301.97 | -136,366.85 | 23,301.97 | 0.00 | | Other non-current financial assets | 104,904,692.60 | -2,827,476.65 | 0.00 | 102,077,215.95 | | **Subtotal Financial Assets** | **104,934,420.57** | **-2,963,137.90** | **23,301.97** | **102,084,347.55** | | Financial liabilities | 0.00 | 0.00 | 0.00 | 0.00 | Asset Rights Restricted as of the End of the Reporting Period | Item | Ending Book Value (Yuan) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Bank Balances | 716,989,112.39 | Acceptance bill deposits, letter of credit issuance deposits, and bill discounting deposits | | Notes Receivable | 26,693,232.29 | Endorsed notes receivable not derecognized | | Intangible Assets - Land Use Rights | 50,926,655.99 | Used for mortgage loans | | Investment Properties | 105,331,112.34 | Used for mortgage loans | | Fixed Assets | 211,734,309.13 | Used for mortgage loans | | **Total** | **1,111,674,422.14** | | [Analysis of Investment Status](index=16&type=section&id=VI.%20Analysis%20of%20Investment%20Status) During the reporting period, the company's investment amounted to **0 Yuan**, a 100% decrease year-on-year, with significant non-equity investment in the Smart Energy Industrial Park project totaling **1.91 billion Yuan** and 91.32% complete, while securities investments were passively formed from debt restructuring, and derivative investments for hedging purposes resulted in a **-136,400 Yuan** loss, with no use of raised funds Investment Amount During the Reporting Period | Indicator | Investment Amount for Current Period (Yuan) | Investment Amount for Prior Period (Yuan) | Change Rate | | :--- | :--- | :--- | :--- | | Investment Amount | 0.00 | 14,310,970.95 | -100.00% | Significant Non-Equity Investments in Progress | Project Name | Investment Method | Is it Fixed Asset Investment | Industry Involved in Investment Project | Cumulative Actual Investment Amount as of Reporting Period-End (Yuan) | Project Progress | | :--- | :--- | :--- | :--- | :--- | :--- | | Smart Energy Industrial Park Project (Guangming Industrial Park) | Self-built | Yes | Energy Storage | 1,905,218,753.52 | 91.32% | - The book value of securities investments at period-end was **7,131.60 Yuan**, passively formed when a subsidiary received judicial transfers from the People's Court during debt recovery[62](index=62&type=chunk) - During the reporting period, the actual gain/loss from derivative investments for hedging purposes was **-136,400 Yuan**, primarily from foreign exchange contracts, with the company implementing risk control measures such as institutional control, flexible adjustments, amount and time control, counterparty selection, and departmental tracking[64](index=64&type=chunk)[65](index=65&type=chunk) [Significant Asset and Equity Sales](index=19&type=section&id=VII.%20Significant%20Asset%20and%20Equity%20Sales) During the reporting period, the company did not sell any significant assets, but plans to transfer 100% equity of its wholly-owned subsidiary, Nanchang CLOU Smart Grid Technology Co., Ltd., for **125 million Yuan**, with the transaction not yet completed as of the reporting period end - The company did not sell any significant assets during the reporting period[68](index=68&type=chunk) Significant Equity Sales | Counterparty | Equity Sold | Sale Date | Transaction Price (Yuan) | Net Profit Contribution from Equity Sale to Listed Company (Yuan) | Proportion of Net Profit Contribution from Equity Sale to Total Net Profit | Is Transfer Completed | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Nanchang Kangxintai Trading Co., Ltd. | 100% equity of Nanchang CLOU Smart Grid Technology Co., Ltd. | Not applicable | 125,000,000 | Not applicable | Not applicable | No | - During the reporting period, the transfer of 100% equity of Nanchang CLOU Smart Grid Technology Co., Ltd. has not yet been completed[69](index=69&type=chunk) [Analysis of Major Holding and Associate Companies](index=19&type=section&id=VIII.%20Analysis%20of%20Major%20Holding%20and%20Associate%20Companies) The company's major subsidiaries, including CLOU International Technology Co., Ltd., EGYPTIAN SMART METERS COMPANY (S.A.E), and Yichun CLOU Energy Storage Technology Co., Ltd., were profitable during the reporting period, while CL Energy Storage Corporation recorded a net loss, and the company added three new subsidiaries and disposed of or deregistered others Major Subsidiaries and Associate Companies with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Main Business | Registered Capital (Yuan) | Total Assets (Yuan) | Net Assets (Yuan) | Operating Revenue (Yuan) | Operating Profit (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | CLOU International Technology Co., Ltd. | Subsidiary | Electronic products | 50,000,000.00 | 710,379,991.81 | 185,177,290.70 | 230,757,841.17 | 31,668,333.46 | 29,405,982.72 | | EGYPTIAN SMART METERS COMPANY(S.A.E) | Subsidiary | Electrical products | 25,000,000 Egyptian Pounds | 237,808,225.06 | -79,596,783.55 | 108,966,182.47 | 29,977,695.62 | 31,381,173.81 | | Yichun CLOU Energy Storage Technology Co., Ltd. | Subsidiary | New energy | 100,000,000.00 | 2,732,320,779.27 | 141,472,495.62 | 892,750,881.94 | 34,705,941.46 | 27,297,486.78 | | CL Energy Storage Corporation | Subsidiary | New energy | 1,000,000 USD | 1,065,184,335.20 | -91,726,513.50 | 523,039,216.57 | -23,341,042.20 | -38,029,977.20 | Acquisition and Disposal of Subsidiaries During the Reporting Period | Company Name | Method of Acquisition/Disposal During Reporting Period | Impact on Overall Production, Operations, and Performance | | :--- | :--- | :--- | | Lezhi Kexing New Energy Technology Co., Ltd. | Newly added in current period | -- | | CLOU Energy Storage B.V. | Newly added in current period | -- | | PT KLOU TEKNOLOGI INDONESIA | Newly added in current period | Net profit of -7,000.00 Yuan in current period | | Shennandian Energy Technology (Sichuan) Co., Ltd. | Transferred in current period | Investment income of 908,100.00 Yuan | | Foshan Shunde Shunyujie After-Sales Service Co., Ltd. | Deregistered in current period | -- | [Information on Structured Entities Controlled by the Company](index=20&type=section&id=IX.%20Information%20on%20Structured%20Entities%20Controlled%20by%20the%20Company) The company did not control any structured entities during the reporting period - The company did not control any structured entities during the reporting period[73](index=73&type=chunk) [Risks Faced by the Company and Countermeasures](index=20&type=section&id=X.%20Risks%20Faced%20by%20the%20Company%20and%20Countermeasures) The company faces risks from industry policies, international trade friction, market competition, and exchange rate fluctuations, which it addresses by monitoring policy changes, diversifying global markets, increasing R&D investment, and using hedging strategies - The company faces industry policy risks and will actively monitor national macroeconomic policies, economic conditions, and industry trends to timely adjust its business strategies and product development strategies[73](index=73&type=chunk) - The company faces international trade friction risks and is actively expanding into global markets, reducing reliance on single markets, strengthening overseas localization, and enhancing overseas operation and maintenance service capabilities[74](index=74&type=chunk) - The company faces market competition risks and will closely monitor industry development trends, actively track cutting-edge industrial technologies, increase R&D investment, and launch new technologies and products that meet market demand[74](index=74&type=chunk) - The company faces exchange rate fluctuation risks and will closely monitor global financial markets and national exchange rate policies, reducing the impact of exchange rate fluctuations through hedging, strengthening foreign exchange situation monitoring and analysis, and timely settlement and sale of foreign exchange[75](index=75&type=chunk) [Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan](index=21&type=section&id=XI.%20Formulation%20and%20Implementation%20of%20Market%20Value%20Management%20System%20and%20Valuation%20Enhancement%20Plan) The company did not formulate a market value management system or disclose a valuation enhancement plan during the reporting period - The company did not formulate a market value management system during the reporting period[76](index=76&type=chunk) - The company did not disclose a valuation enhancement plan during the reporting period[76](index=76&type=chunk) [Implementation of "Dual Improvement in Quality and Returns" Action Plan](index=21&type=section&id=XII.%20%22Dual%20Improvement%20in%20Quality%20and%20Returns%22%20Action%20Plan%20Implementation) The company did not disclose an announcement regarding the "Dual Improvement in Quality and Returns" action plan during the reporting period - The company did not disclose an announcement regarding the "Dual Improvement in Quality and Returns" action plan during the reporting period[76](index=76&type=chunk) [Corporate Governance, Environment, and Society](index=22&type=section&id=Item%20IV.%20Corporate%20Governance%2C%20Environment%2C%20and%20Society) This section covers changes in the company's board and management, profit distribution plans, employee incentive schemes, and environmental and social responsibility disclosures [Changes in Directors, Supervisors, and Senior Management](index=22&type=section&id=I.%20Changes%20in%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management) During the reporting period, the company's board of directors saw changes, with Qiu Xiangwei and Wang Zonghao elected as directors, while Fu Yongjun and Wu Dehai resigned due to job reassignments Changes in Directors, Supervisors, and Senior Management | Name | Position Held | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Qiu Xiangwei | Chairman | Elected | April 14, 2025 | Job reassignment | | Wang Zonghao | Director | Elected | April 14, 2025 | Job reassignment | | Fu Yongjun | Chairman | Resigned | March 23, 2025 | Job reassignment | | Wu Dehai | Director | Resigned | March 27, 2025 | Job reassignment | [Profit Distribution and Capital Reserve Conversion to Share Capital for the Current Reporting Period](index=22&type=section&id=II.%20Profit%20Distribution%20and%20Capital%20Reserve%20Conversion%20to%20Share%20Capital%20for%20the%20Current%20Reporting%20Period) The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for this semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for this semi-annual period[79](index=79&type=chunk) [Implementation of Company's Equity Incentive Plan, Employee Stock Ownership Plan, or Other Employee Incentive Measures](index=22&type=section&id=III.%20Implementation%20of%20Company%27s%20Equity%20Incentive%20Plan%2C%20Employee%20Stock%20Ownership%20Plan%2C%20or%20Other%20Employee%20Incentive%20Measures) In December 2024, the company approved its 2024 stock option incentive plan, proposing to grant **53.12 million** stock options, with **42.50 million** initially granted, which was later adjusted in January 2025 to **41.50 million** options for 123 grantees, completed on January 14, 2025, with no other employee incentive measures during the reporting period - The company's 2024 stock option incentive plan proposes to grant a total of **53.12 million** stock options to incentive recipients, accounting for **3.20%** of the company's total share capital[80](index=80&type=chunk) - The initial grant involved **124 incentive recipients** and **42.50 million** stock options[80](index=80&type=chunk) - In January 2025, the initial grant recipients were adjusted to **123 individuals**, and the total number of initially granted stock options was adjusted to **41.50 million**, with January 14, 2025, as the initial grant date[81](index=81&type=chunk) - On January 27, 2025, the company completed the initial grant registration for this incentive plan[82](index=82&type=chunk) [Environmental Information Disclosure](index=23&type=section&id=IV.%20Environmental%20Information%20Disclosure) The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law - The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law[84](index=84&type=chunk) [Social Responsibility Status](index=23&type=section&id=V.%20Social%20Responsibility%20Status) The company has not yet carried out poverty alleviation or rural revitalization work during the reporting period - The company has not yet carried out poverty alleviation or rural revitalization work during the reporting period[84](index=84&type=chunk) [Significant Matters](index=24&type=section&id=Item%20V.%20Significant%20Matters) This section addresses commitments from controlling shareholders and related parties, non-operating fund occupation, external guarantees, auditor appointments, litigation, and major related-party transactions [Commitments Fulfilled and Unfulfilled by the Company's Actual Controller, Shareholders, Related Parties, Acquirers, and Other Concerned Parties During and as of the End of the Reporting Period](index=24&type=section&id=I.%20Commitments%20Fulfilled%20and%20Unfulfilled%20by%20the%20Company%27s%20Actual%20Controller%2C%20Shareholders%2C%20Related%20Parties%2C%20Acquirers%2C%20and%20Other%20Concerned%20Parties%20During%20and%20as%20of%20the%20End%20of%20the%20Reporting%20Period) The company's actual controller He Xiangjian, controlling shareholder Midea Group, and second-largest shareholder Shenzhen Capital Group consistently fulfilled commitments regarding company independence, avoiding horizontal competition, standardizing related-party transactions, and preventing fund occupation, while the company also committed to not providing financial assistance for its 2024 stock option incentive plan and to its profit distribution policy for 2023-2025, all currently being fulfilled - Shenzhen Capital Group committed to maintaining independence from the listed company in terms of assets, personnel, business, finance, and organization, not interfering with the company's operational decisions using its shareholder status, and not occupying the assets of the listed company or its subsidiaries in any way[86](index=86&type=chunk) - He Xiangjian, Midea Holding Co., Ltd., and Midea Group Co., Ltd. all committed to ensuring the independence of CLOU Electronics in terms of assets, personnel, finance, business, and organization[86](index=86&type=chunk)[87](index=87&type=chunk) - He Xiangjian, Midea Holding Co., Ltd., and Midea Group Co., Ltd. all committed to avoiding horizontal competition and to properly resolve potential horizontal competition issues within **5 years** from becoming the actual controller/indirect controlling shareholder/direct controlling shareholder[87](index=87&type=chunk)[88](index=88&type=chunk) - The company committed not to provide loans or any other form of financial assistance to incentive recipients for exercising stock options under the 2024 stock option incentive plan[90](index=90&type=chunk) - The company committed to generally conducting one cash dividend distribution annually for the next three years (2023-2025), with the profit distributed in cash each year not being less than **10%** of the distributable profit achieved in that year[90](index=90&type=chunk) [Non-Operating Fund Occupation by Controlling Shareholders and Other Related Parties of the Listed Company](index=29&type=section&id=II.%20Non-Operating%20Fund%20Occupation%20by%20Controlling%20Shareholders%20and%20Other%20Related%20Parties%20of%20the%20Listed%20Company) During the reporting period, there was no non-operating fund occupation by controlling shareholders or other related parties of the listed company - During the reporting period, there was no non-operating fund occupation by controlling shareholders or other related parties of the listed company[92](index=92&type=chunk) [Illegal External Guarantees](index=29&type=section&id=III.%20Illegal%20External%20Guarantees) The company had no illegal external guarantees during the reporting period - The company had no illegal external guarantees during the reporting period[93](index=93&type=chunk) [Appointment and Dismissal of Accounting Firms](index=29&type=section&id=IV.%20Appointment%20and%20Dismissal%20of%20Accounting%20Firms) The company's semi-annual report was unaudited - The company's semi-annual report was unaudited[94](index=94&type=chunk) [Explanation by the Board of Directors and Supervisory Board on the Accounting Firm's "Non-Standard Audit Report" for the Current Reporting Period](index=29&type=section&id=V.%20Explanation%20by%20the%20Board%20of%20Directors%20and%20Supervisory%20Board%20on%20the%20Accounting%20Firm%27s%20%22Non-Standard%20Audit%20Report%22%20for%20the%20Current%20Reporting%20Period) The company had no non-standard audit report during the reporting period, thus this explanation is not applicable - The company had no non-standard audit report during the reporting period[95](index=95&type=chunk) [Explanation by the Board of Directors on the "Non-Standard Audit Report" for the Previous Year](index=29&type=section&id=VI.%20Explanation%20by%20the%20Board%20of%20Directors%20on%20the%20%22Non-Standard%20Audit%20Report%22%20for%20the%20Previous%20Year) The company had no non-standard audit report during the reporting period, thus this explanation is not applicable - The company had no non-standard audit report during the reporting period[95](index=95&type=chunk) [Bankruptcy and Reorganization Matters](index=29&type=section&id=VII.%20Bankruptcy%20and%20Reorganization%20Matters) The company had no bankruptcy and reorganization matters during the reporting period - The company had no bankruptcy and reorganization matters during the reporting period[95](index=95&type=chunk) [Litigation Matters](index=30&type=section&id=VIII.%20Litigation%20Matters) The company is involved in multiple significant litigation and arbitration cases, including contract disputes and execution objections with Zhongdian Lvyuan, Guolong Construction, Duan Xiaoguang, Shanxi Lvyang New Energy Automobile Service Co., Ltd., and China Nanhai Engineering Co., Ltd., with amounts ranging from **11.08 million Yuan** to **237.28 million Yuan**, some resolved and others ongoing, alongside other lawsuits totaling **117.45 million Yuan** with no significant impact - The company is involved in a sales contract dispute with Shenzhen Zhongdian Lvyuan Pure Electric Vehicle Operation Co., Ltd., with a case amount of **56.91 million Yuan**, and the court has ruled to terminate the current enforcement procedure[96](index=96&type=chunk) - The company is involved in a construction contract dispute with Shenzhen Guolong Construction Decoration Engineering Co., Ltd., with a case amount of **11.08 million Yuan**, and the second instance judgment upheld the original verdict[96](index=96&type=chunk) - The company is involved in a construction project contract dispute with China Nanhai Engineering Co., Ltd., with a case amount of **237.28 million Yuan**, and Nanhai Engineering has applied for asset preservation, currently in the first instance procedure[98](index=98&type=chunk) - The company is involved in a contract dispute with Shanxi Lvyang New Energy Automobile Service Co., Ltd., with a case amount of **24.66 million Yuan**, and the first instance judgment ordered the defendant to pay outstanding debts and liquidated damages[97](index=97&type=chunk)[98](index=98&type=chunk) - Other significant litigation matters collectively involve a total amount of **117.45 million Yuan**, some of which are currently in enforcement, with no significant impact on the company[98](index=98&type=chunk) [Penalties and Rectification](index=32&type=section&id=IX.%20Penalties%20and%20Rectification) The company had no significant penalties or rectification matters during the reporting period - The company had no significant penalties or rectification matters during the reporting period[99](index=99&type=chunk) [Integrity Status of the Company, its Controlling Shareholder, and Actual Controller](index=32&type=section&id=X.%20Integrity%20Status%20of%20the%20Company%2C%20its%20Controlling%20Shareholder%2C%20and%20Actual%20Controller) The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period - The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period[100](index=100&type=chunk) [Significant Related-Party Transactions](index=33&type=section&id=XI.%20Significant%20Related-Party%20Transactions) During the reporting period, the company engaged in routine related-party transactions with Midea Group and its subsidiaries, and Shenzhen CheDian Network Co., Ltd., involving product procurement and sales, and service provision, totaling **66.37 million Yuan** within approved limits, and also conducted accounts receivable factoring with Midea Commercial Factoring Co., Ltd., which has been settled, and pays a 0.6% trademark license fee to Midea Group based on sales revenue Related-Party Transactions Related to Daily Operations | Related Party | Type of Related-Party Transaction | Content of Related-Party Transaction | Amount for Current Period (Yuan) | Proportion of Similar Transactions | Approved Transaction Limit (Yuan) | Exceeded Approved Limit | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Midea Group Co., Ltd. and its subsidiaries | Procurement from related parties | Products | 534.08 | 0.38% | 150,000,000 | No | | Midea Group Co., Ltd. and its subsidiaries | Sales to related parties | Products | 6,004.00 | 2.33% | 215,000,000 | No | | Shenzhen CheDian Network Co., Ltd. | Sales to related parties | Products | 12.86 | 0.00% | 25,000,000 | No | | Midea Group Co., Ltd. and its subsidiaries | Provision of services to related parties | Services | 19.88 | 0.01% | 36,000,000 | No | | **Total** | | | **6,637.40** | | **568,750,000** | | Payables to Related Parties | Related Party | Related-Party Relationship | Reason for Formation | Beginning Balance (Yuan) | Amount Added in Current Period (Yuan) | Amount Repaid in Current Period (Yuan) | Interest Rate | Interest for Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Midea Commercial Factoring Co., Ltd. | Wholly-owned subsidiary of controlling shareholder Midea Group | Accounts receivable factoring business | 400,446,100.00 | 6,028,100.00 | 406,474,200.00 | 3.65% | 6,028,100.00 | 0 | Deposit Business with Related Financial Companies | Related Party | Related-Party Relationship | Daily Maximum Deposit Limit (Yuan) | Deposit Interest Rate Range | Beginning Balance (Yuan) | Total Deposit Amount in Current Period (Yuan) | Total Withdrawal Amount in Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Midea Group Finance Co., Ltd. | Controlling subsidiary of Midea Group | 45,000,000 | 0.25% | 15,100.00 | 44,234,500.00 | 220,000.00 | 44,029,600.00 | - The company signed a "Trademark License Agreement" with Midea Group, allowing the company's licensed products to use Midea Group's trademarks, with the company paying a license fee of **0.6%** of the licensed product sales revenue[110](index=110&type=chunk) [Significant Contracts and Their Performance](index=35&type=section&id=XII.%20Significant%20Contracts%20and%20Their%20Performance) The company had no entrustment or contracting arrangements during the reporting period, but leased part of its Guangming District CLOU Smart Energy Industrial Park to Shenzhen Guangming New City Industrial Investment Development Co., Ltd. for 14 years and 7 months, totaling **134.86 million Yuan** in rent, and provided joint liability guarantees for subsidiaries totaling **124.57%** of net assets, with **796.41 million Yuan** for those with a debt-to-asset ratio exceeding 70%, and no entrusted wealth management or other significant contracts - The company had no entrustment or contracting arrangements during the reporting period[112](index=112&type=chunk)[113](index=113&type=chunk) - The company leased floors 4-30 of Building 5B in Shenzhen Guangming District CLOU Smart Energy Industrial Park to Shenzhen Guangming New City Industrial Investment Development Co., Ltd. for a lease term of **14 years and 7 months**, with total rent (including tax) amounting to **134.86 million Yuan**[114](index=114&type=chunk) Company's Guarantees for Subsidiaries | Guaranteed Party Name | Guaranteed Limit (Yuan) | Actual Guaranteed Amount (Yuan) | Guarantee Type | Guarantee Period | Is Performance Completed | | :--- | :--- | :--- | :--- | :--- | :--- | | Yichun CLOU Energy Storage Technology Co., Ltd. | 800,000,000 | 99,366,400.00 | Joint liability guarantee | Three years after debt maturity | No | | CL Energy Storage Corporation | 1,000,000,000 | 77,361,600.00 | Joint liability guarantee | As per actual signed letter of guarantee agreement | No | | **Total Approved Guarantee Limit for Subsidiaries at Period-End (B3)** | **1,900,000,000** | **Total Actual Guarantee Balance for Subsidiaries at Period-End (B4)** | **560,000,600.00** | | | - The total actual guarantee amount (i.e., A4+B4+C4) accounts for **124.57%** of the company's net assets[118](index=118&type=chunk) - The outstanding debt guarantee amount provided directly or indirectly for guaranteed parties with a debt-to-asset ratio exceeding **70%** was **796.41 million Yuan**[118](index=118&type=chunk) [Explanation of Other Significant Matters](index=39&type=section&id=XIII.%20Explanation%20of%20Other%20Significant%20Matters) The company had no other significant matters requiring explanation during the reporting period - The company had no other significant matters requiring explanation during the reporting period[121](index=121&type=chunk) [Significant Matters of Company Subsidiaries](index=39&type=section&id=XIV.%20Significant%20Matters%20of%20Company%20Subsidiaries) The company's wholly-owned subsidiary, Shenzhen Qianhai CLOU Energy Financial Services Co., Ltd., invested **14 million Yuan** in Tibet Guoke Dingyi Investment Center, recovering **13.28 million Yuan**, while the "Shenneng Shangyin No. 2 (Jiaxing) Equity Investment Partnership (Limited Partnership)" is currently in liquidation - Shenzhen Qianhai CLOU Energy Financial Services Co., Ltd., a wholly-owned subsidiary, cumulatively invested **14 million Yuan** in Tibet Guoke Dingyi Investment Center (Limited Partnership), and has cumulatively recovered **13.28 million Yuan** through dividends[122](index=122&type=chunk) - The "Shenneng Shangyin No. 2 (Jiaxing) Equity Investment Partnership (Limited Partnership)," initiated by the company as a limited partner, is currently in liquidation[123](index=123&type=chunk) [Share Changes and Shareholder Information](index=40&type=section&id=Item%20VI.%20Share%20Changes%20and%20Shareholder%20Information) This section details changes in the company's share capital, securities issuance, shareholder structure, and any changes in the controlling shareholder or actual controller [Share Change Status](index=40&type=section&id=I.%20Share%20Change%20Status) During the reporting period, the company's total share capital remained unchanged at **1,660,816,688 shares**, with restricted shares accounting for 1

科陆电子公告，2025年上半年营业收入25.73亿元，同比增长34.66%。净利润1.9亿元，同比增长 579.14%。公司计划不派发现金红利，不送红股，不以公积金转增股本。 ...