[Important Notice, Table of Contents, and Definitions](index=2&type=section&id=第一节%20重要提示、目录和释义) This chapter provides essential disclaimers, outlines the report's structure, and defines key terms for clarity and consistency [Important Notice](index=2&type=section&id=重要提示) The board, supervisory board, and senior management guarantee the report's accuracy, while the company plans no cash dividends or bonus shares - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report[5](index=5&type=chunk) - The company's person in charge, Qiu Chenran, the head of accounting work, Wang Muyu, and the head of the accounting department, Wang Muyu, declare that the financial report is true, accurate, and complete[5](index=5&type=chunk) - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital[6](index=6&type=chunk) [Table of Contents](index=3&type=section&id=目录) This report's clear table of contents lists nine main chapters, covering all content from important notices to financial reports and other submitted data - The report includes nine main chapters, such as important notices, company profile, management discussion and analysis, and financial report[8](index=8&type=chunk) [Definitions](index=5&type=section&id=释义) This section defines key terms and abbreviations used in the report, including company names, related parties, regulatory bodies, and the reporting period - "Company", "this company", "Shandong Ruyi", and "Ruyi Group" all refer to Shandong Ruyi Woolen Textile Garment Group Co., Ltd[13](index=13&type=chunk) - "Reporting Period" refers to January 1, 2025, to June 30, 2025[13](index=13&type=chunk) [Company Profile and Key Financial Indicators](index=6&type=section&id=第二节%20公司简介和主要财务指标) This section introduces the company's basic information, contact details, and presents key financial data and indicators for the reporting period [I. Company Profile](index=6&type=section&id=一、公司简介) The company's stock abbreviation is "Ruyi Group," stock code 002193, listed on the Shenzhen Stock Exchange, with Qiu Chenran as its legal representative - Stock Abbreviation: Ruyi Group, Stock Code: **002193**[15](index=15&type=chunk) - The company's legal representative is Qiu Chenran[15](index=15&type=chunk) [II. Contact Person and Contact Information](index=6&type=section&id=二、联系人和联系方式) This section provides detailed contact information for the company's Board Secretary Wang Qinglin and Securities Affairs Representative Hao Lin, including address, phone, fax, and email - Board Secretary: Wang Qinglin, Contact Number: **0537-2933069**, Email: sdwangql@126.com[16](index=16&type=chunk) - Securities Affairs Representative: Hao Lin, Contact Number: **0537-2933069**, Email: haolin@chinaruyi.com[16](index=16&type=chunk) [III. Other Information](index=6&type=section&id=三、其他情况) The company's registered address, office address, website, email, and information disclosure and storage locations remained unchanged during the reporting period - The company's registered address, office address and its postal code, company website, email, etc., remained unchanged during the reporting period[17](index=17&type=chunk) - The securities exchange website and media name and URL for the company's semi-annual report disclosure, and the company's semi-annual report storage location, remained unchanged during the reporting period[18](index=18&type=chunk) [IV. Key Accounting Data and Financial Indicators](index=7&type=section&id=四、主要会计数据和财务指标) In H1 2025, revenue declined 32.25%, net loss widened 105.00%, while operating cash flow significantly improved by 192.90% from negative to positive Key Accounting Data and Financial Indicators | Indicator | Current Period (CNY) | Prior Period (CNY) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 154,477,788.59 | 228,004,869.41 | -32.25% | | Net Profit Attributable to Shareholders of Listed Company | -95,725,661.73 | -46,695,244.35 | -105.00% | | Net Cash Flow from Operating Activities | 3,746,997.78 | -4,033,566.88 | 192.90% | | Basic Earnings Per Share (CNY/share) | -0.370 | -0.1800 | -105.56% | | Total Assets (CNY) | 2,680,817,890.42 | 2,746,371,228.80 | -2.39% | | Net Assets Attributable to Shareholders of Listed Company (CNY) | 571,941,078.05 | 667,666,739.78 | -14.34% | [V. Differences in Accounting Data under Domestic and Overseas Accounting Standards](index=7&type=section&id=五、境内外会计准则下会计数据差异) The company reported no differences in net profit and net assets between financial reports prepared under international or overseas accounting standards and Chinese accounting standards during the reporting period - The company reported no differences in net profit and net assets between financial reports disclosed under international accounting standards and Chinese accounting standards during the reporting period[21](index=21&type=chunk) - The company reported no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese accounting standards during the reporting period[22](index=22&type=chunk) [VI. Non-Recurring Gains and Losses and Amounts](index=8&type=section&id=六、非经常性损益项目及金额) The company's total non-recurring gains and losses for the reporting period amounted to **-CNY 732,960.82**, primarily comprising other non-operating income and expenses, and income tax impact Non-Recurring Gains and Losses and Amounts | Item | Amount (CNY) | | :--- | :--- | | Other non-operating income and expenses apart from the above | -814,949.94 | | Less: Income tax impact | -81,989.12 | | Total | -732,960.82 | - The company has no other profit and loss items that meet the definition of non-recurring gains and losses[24](index=24&type=chunk) [Management Discussion and Analysis](index=9&type=section&id=第三节%20管理层讨论与分析) This chapter analyzes the company's main business operations, core competencies, financial performance, and discusses risks and mitigation strategies [I. Main Business Activities of the Company During the Reporting Period](index=9&type=section&id=一、报告期内公司从事的主要业务) The company primarily designs, produces, and sells textiles, apparel, and accessories, along with processing and selling wool and other textile raw materials, maintaining a leading position in worsted wool with a complete industry chain and innovation capabilities - The company's main business involves the design, production, and sale of textiles, apparel, and accessories, as well as the acquisition, processing, and sale of wool and other textile raw materials and auxiliary materials[29](index=29&type=chunk) - In the first half of 2025, China's textile industry's capacity utilization rate was higher than the national industrial level, value added increased by **3.1%** year-on-year, per capita clothing consumption expenditure increased by **2.1%** year-on-year, and fixed asset investment completion amounts all increased by over **10%** year-on-year[27](index=27&type=chunk) - The development trends in the company's industry primarily include intelligence, greening, branding, and technological upgrading, with smart manufacturing technology penetration increasing to **35%** and green technology reducing energy consumption by over **30%**[27](index=27&type=chunk) [(I) Industry Situation of the Company During the Reporting Period](index=9&type=section&id=%28一%29报告期内公司所处行业情况) In H1 2025, China's textile industry showed strong vitality with growth in capacity utilization, value added, consumption, and exports, shifting towards quality improvement, intelligence, greening, and branding, which the company actively addresses through process optimization and green certifications - From January to June 2025, the value added of national textile enterprises above designated size increased by **3.1%** year-on-year; per capita clothing consumption expenditure increased by **2.1%** year-on-year[27](index=27&type=chunk) - Fixed asset investment completion amounts in China's textile, apparel, and chemical fiber industries all increased by over **10%** year-on-year[27](index=27&type=chunk) - The company reduced water consumption by **3%** through process optimization and obtained OEKO-TEX100 ecological textile certification[27](index=27&type=chunk) [(II) Main Business Activities of the Company During the Reporting Period](index=9&type=section&id=%28二%29报告期内公司从事的主要业务) The company's main business remains unchanged, focusing on worsted wool fabrics and suits with a complete industry chain, offering various product series and customized services through smart manufacturing and a sales-driven, digitalized operating model - The company's products are mainly worsted wool fabrics and suits, possessing a complete industry chain from wool to fabric to apparel[29](index=29&type=chunk) - Worsted wool products have obtained "Golden Wool" mark certification, Oeko-Tex Standard 100 ecological textile certification, Responsible Wool Standard (RWS), and other green certifications[30](index=30&type=chunk) - Suit products combine smart manufacturing with traditional Italian craftsmanship in the sewing process, offering full canvas handmade customization, half canvas customization, streamlined business series, vibrant workplace series, and personalized customization services[31](index=31&type=chunk)[32](index=32&type=chunk)[33](index=33&type=chunk) [II. Analysis of Core Competitiveness](index=11&type=section&id=二、核心竞争力分析) The company's core competitiveness lies in its focus on main business, quality-centric approach, deep integration of AI digital technology with smart manufacturing, a robust R&D system, efficient digitalized supply chain, multi-channel marketing, and comprehensive quality control - The company adheres to innovation leadership, deeply integrating AI digital technology with smart manufacturing to foster new technical systems such as AI intelligent design and flexible manufacturing[36](index=36&type=chunk) - The company's independently developed "High-Efficiency Short-Process Embedded Composite Spinning Technology" ("Ruyi Spinning") won the National Science and Technology Progress First Prize, and it possesses national-level technology R&D centers, academician workstations, and postdoctoral workstations[36](index=36&type=chunk) - Leveraging smart manufacturing, professional design capabilities, and high-quality products, the company has a complete supply chain system, achieving rapid production cycle reduction and establishing supply-demand relationships with numerous domestic and international custom brands and fast fashion suppliers[37](index=37&type=chunk) [III. Analysis of Main Business](index=12&type=section&id=三、主营业务分析) Main business revenue declined 32.25% due to reduced exports, net loss widened 105.00%, while operating cash flow significantly improved by 192.90% Key Financial Data Year-on-Year Changes | Indicator | Current Period (CNY) | Prior Period (CNY) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 154,477,788.59 | 228,004,869.41 | -32.25% | Decrease in export business year-on-year | | Operating Cost | 127,118,411.55 | 185,830,560.82 | -31.59% | Decrease in export business year-on-year, decrease in cost year-on-year | | Financial Expenses | 19,473,525.39 | 14,312,179.61 | 36.06% | Creditor committee agreement expired, interest accrued at contract rate | | Net Cash Flow from Operating Activities | 3,746,997.78 | -4,033,566.88 | 192.90% | Decrease in cash outflow was greater than decrease in cash inflow | Operating Revenue Composition (by Industry/Product/Region) | Category | Item | Current Period Amount (CNY) | Proportion of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | | By Industry | Worsted Wool | 40,148,916.67 | 25.99% | -52.91% | | | Apparel | 105,897,508.08 | 68.55% | -13.49% | | By Region | Domestic Sales | 13,900,014.64 | 9.00% | -58.72% | | | Export Sales | 140,577,773.95 | 91.00% | -27.66% | Changes in Gross Margin of Main Businesses | Item | Current Period Gross Margin | YoY Change in Gross Margin | | :--- | :--- | :--- | | Worsted Wool | 3.86% | -81.75% | | Apparel | 21.18% | 25.47% | | Domestic Sales | 42.41% | 187.92% | | Export Sales | 15.27% | -20.26% | [IV. Other Information Required by Disclosure Guidelines for Textile and Apparel Industries](index=14&type=section&id=四、纺织服装相关行业信息披露指引要求的其他信息) The company's total worsted wool capacity is **4 million meters** and apparel **1.5 million sets/pieces**, with a capacity utilization rate of **63.00%**, employing a user-centric sales model through global networks, and maintaining robust brand building and quality control - The company's total worsted wool capacity is **4 million meters**, and apparel capacity is **1.5 million sets/pieces**; the capacity utilization rate for the current reporting period is **63.00%**, compared to **65.00%** in the prior period[46](index=46&type=chunk) - Worsted wool sales are conducted through a global multi-dimensional marketing network, while apparel business clients are primarily well-known European and American brands and large and medium-sized domestic enterprises[46](index=46&type=chunk)[47](index=47&type=chunk) - Online sales revenue accounts for less than **30%**, with the company collaborating with third-party sales platforms[49](index=49&type=chunk) Inventory Situation | Main Product | Inventory Turnover Days | | :--- | :--- | | Worsted Wool and Lining Materials | 214 | | Apparel | 179 | [V. Analysis of Non-Main Business](index=16&type=section&id=五、非主营业务分析) Non-main business activities significantly impacted total profit, with asset impairment and credit impairment losses accounting for **23.66%** and **21.53%** respectively, both lacking sustainability, while non-operating income primarily consisted of government subsidies and non-operating expenses were mainly late payment fees Impact of Non-Main Business on Total Profit | Item | Amount (CNY) | Proportion of Total Profit | Sustainability | | :--- | :--- | :--- | :--- | | Asset Impairment | -24,682,326.18 | 23.66% | No | | Non-Operating Income | 278,165.28 | -0.27% | No | | Non-Operating Expenses | 1,093,115.22 | -1.05% | No | | Credit Impairment Losses | -22,462,827.34 | 21.53% | No | [VI. Analysis of Assets and Liabilities](index=16&type=section&id=六、资产及负债状况分析) At the end of the reporting period, total assets were **CNY 2.68 billion**, a **2.39%** decrease from the previous year-end, with significant portions of assets, totaling **CNY 760 million**, restricted due to pledges and freezes Significant Changes in Asset Composition | Item | Amount at End of Current Period (CNY) | Proportion of Total Assets | Amount at End of Prior Year (CNY) | Proportion of Total Assets | Change in Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Bank Balances | 13,917,592.23 | 0.52% | 9,057,085.54 | 0.33% | 0.19% | | Accounts Receivable | 208,482,899.91 | 7.78% | 259,236,074.06 | 9.44% | -1.66% | | Inventories | 502,021,869.48 | 18.73% | 499,123,741.26 | 18.17% | 0.56% | | Fixed Assets | 899,333,895.12 | 33.55% | 924,408,417.80 | 33.66% | -0.11% | | Short-term Borrowings | 661,014,581.20 | 24.66% | 661,014,582.20 | 24.07% | 0.59% | Asset Rights Restricted as of the End of the Reporting Period | Item | Book Balance (CNY) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Bank Balances | 7,914,509.35 | Deposits, freezes, other | | Fixed Assets | 202,449,647.17 | Loan collateral | | Intangible Assets | 96,838,560.02 | Loan collateral | | Construction in Progress | 21,170,000.00 | Loan collateral | | Other Non-current Financial Assets | 431,300,168.05 | Freezes | | Total | 759,672,884.59 | | [VII. Analysis of Investment Status](index=18&type=section&id=七、投资状况分析) During the reporting period, the company did not undertake any significant equity investments, non-equity investments, securities investments, or derivative investments, nor did it utilize any raised funds - The company had no securities investments during the reporting period[59](index=59&type=chunk) - The company had no derivative investments during the reporting period[60](index=60&type=chunk) - The company had no utilization of raised funds during the reporting period[61](index=61&type=chunk) [VIII. Significant Asset and Equity Sales](index=19&type=section&id=八、重大资产和股权出售) During the reporting period, the company did not sell any significant assets or equity - The company did not sell significant assets during the reporting period[62](index=62&type=chunk) - The company did not sell significant equity during the reporting period[63](index=63&type=chunk) [IX. Analysis of Major Holding and Participating Companies](index=19&type=section&id=九、主要控股参股公司分析) This section lists the financial status of the company's major holding and participating companies, with Shandong Ruyi Smart Textile and Apparel Co., Ltd. reporting a net loss of **-CNY 24.68 million**, significantly impacting the company's net profit Major Subsidiaries and Participating Companies with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Main Business | Net Profit (CNY) | | :--- | :--- | :--- | :--- | | Xinjiang Jiahe Woolen Textile Co., Ltd. | Subsidiary | Worsted Wool | 2,073,040.00 | | Shandong Ruyi Smart Textile and Apparel Co., Ltd. | Subsidiary | Apparel Manufacturing | -24,683,582.55 | | Jining Ruyi New Material Technology Co., Ltd. | Subsidiary | Textile Raw Material Trade | 4,668,232.78 | [X. Information on Structured Entities Controlled by the Company](index=19&type=section&id=十、公司控制的结构化主体情况) The company did not control any structured entities during the reporting period - The company had no structured entities under its control during the reporting period[65](index=65&type=chunk) [XI. Risks Faced by the Company and Countermeasures](index=19&type=section&id=十一、公司面临的风险和应对措施) The company faces multiple risks including insufficient market demand, intense industry competition, raw material price fluctuations, trade policy uncertainties, exchange rate volatility, and production safety, for which it has developed corresponding mitigation strategies - Risk of insufficient market demand: Affected by the sluggish domestic and international economic environment, terminal demand continues to weaken, and the company will adapt to economic changes, prepare contingency plans, and make active adjustments[65](index=65&type=chunk) - Risk of industry competition: The worsted wool industry faces fierce competition, and the company will diligently study market transformation needs, adhere to technological innovation, and continuously launch products that meet new consumer demands[65](index=65&type=chunk) - Risk of trade policy uncertainty: The unstable trade environment requires the company to adjust its layout for new customer resources and make proactive contingency plans and market adjustments[66](index=66&type=chunk) - Risk of exchange rate fluctuations: The company's overseas business is primarily settled in USD, and fluctuations in the RMB to USD exchange rate may result in exchange gains or losses; the company will closely monitor and flexibly use foreign exchange settlement tools to mitigate risks[66](index=66&type=chunk) [XII. Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan](index=20&type=section&id=十二、市值管理制度和估值提升计划的制定落实情况) 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[67](index=67&type=chunk) - The company did not disclose a valuation enhancement plan[67](index=67&type=chunk) [XIII. Implementation of "Quality and Return Dual Improvement" Action Plan](index=20&type=section&id=十三、“质量回报双提升”行动方案贯彻落实情况) The company did not disclose an announcement regarding the "Quality and Return Dual Improvement" action plan during the reporting period - The company did not disclose an announcement regarding the "Quality and Return Dual Improvement" action plan[67](index=67&type=chunk) [Corporate Governance, Environment, and Society](index=20&type=section&id=第四节%20公司治理、环境和社会) This section covers changes in directors and senior management, profit distribution, environmental disclosures, and social responsibility initiatives [I. Changes in Directors, Supervisors, and Senior Management of the Company](index=20&type=section&id=一、公司董事、监事、高级管理人员变动情况) During the reporting period, there were no changes in the company's directors, supervisors, and senior management - There were no changes in the company's directors, supervisors, and senior management during the reporting period[68](index=68&type=chunk) [II. Profit Distribution and Capital Reserve Conversion to Share Capital During the Reporting Period](index=20&type=section&id=二、本报告期利润分配及资本公积金转增股本情况) The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period[69](index=69&type=chunk) [III. Implementation of Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures](index=20&type=section&id=三、公司股权激励计划、员工持股计划或其他员工激励措施的实施情况) The company did not implement any equity incentive plans, employee stock ownership plans, or other employee incentive measures during the reporting period - The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures and their implementation during the reporting period[70](index=70&type=chunk) [IV. Environmental Information Disclosure](index=20&type=section&id=四、环境信息披露情况) The company is included in the list of enterprises required to disclose environmental information by law and has publicly disclosed its environmental information report, with no environmental accidents occurring during the reporting period - The company is included in the list of enterprises required to disclose environmental information by law[71](index=71&type=chunk) - The query index for the company's legally disclosed environmental information report is http://221.214.62.226:8090/EnvironmentDisclosure/[72](index=72&type=chunk) - The listed company had no environmental accidents[72](index=72&type=chunk) [V. Social Responsibility](index=21&type=section&id=五、社会责任情况) The company actively fulfills its social responsibilities by maintaining robust corporate governance, ensuring shareholder rights, adhering to labor laws, prioritizing employee welfare, promoting green development, and engaging in community philanthropy - The company has established a relatively complete corporate governance structure, strictly discloses information in accordance with laws and regulations, and protects the legitimate rights and interests of all shareholders[72](index=72&type=chunk) - The company strictly complies with the "Labor Law" and "Labor Contract Law," focuses on employee welfare construction, and cares for employees by paying various insurances, allocating housing, and providing health examinations[73](index=73&type=chunk) - The company adheres to the concept of green development, integrates sustainable development into product design, prioritizes environmentally friendly fibers, and has obtained Oeko-Tex Standard 100 ecological textile certification[74](index=74&type=chunk)[75](index=75&type=chunk) - The company actively gives back to society by organizing various social welfare activities and participating in various forms of donations and volunteer work for charitable causes[76](index=76&type=chunk) [Significant Matters](index=23&type=section&id=第五节%20重要事项) This chapter details commitments, related party transactions, litigation, penalties, and other significant events impacting the company [I. Commitments Fulfilled or Overdue by the Company's Actual Controller, Shareholders, Related Parties, Acquirers, and Other Committed Parties During and as of the End of the Reporting Period](index=23&type=section&id=一、公司实际控制人、股东、关联方、收购人以及公司等承诺相关方在报告期内履行完毕及截至报告期末超期未履行完毕的承诺事项) During the reporting period, there were no commitments fulfilled or overdue by the company's actual controller, shareholders, related parties, acquirers, or other committed parties - During the reporting period, there were no commitments fulfilled or overdue by the company's actual controller, shareholders, related parties, acquirers, or other committed parties[78](index=78&type=chunk) [II. Non-Operating Funds Occupied by Controlling Shareholders and Other Related Parties of the Listed Company](index=23&type=section&id=二、控股股东及其他关联方对上市公司的非经营性占用资金情况) During the reporting period, there were no non-operating funds occupied by controlling shareholders and other related parties of the listed company - During the reporting period, there were no non-operating funds occupied by controlling shareholders and other related parties of the listed company[79](index=79&type=chunk) [III. Irregular External Guarantees](index=23&type=section&id=三、违规对外担保情况) The company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period[80](index=80&type=chunk) [IV. Appointment and Dismissal of Accounting Firms](index=23&type=section&id=四、聘任、解聘会计师事务所情况) The company's semi-annual financial report was not audited - The company's semi-annual report was not audited[81](index=81&type=chunk) [V. Explanations by the Board of Directors and Supervisory Board on the Accounting Firm's "Non-Standard Audit Report" for the Current Reporting Period](index=23&type=section&id=五、董事会、监事会对会计师事务所本报告期“非标准审计报告”的说明) The company did not receive a "non-standard audit report" from its accounting firm for the current reporting period - The company had no explanation regarding a "non-standard audit report" from its accounting firm for the current reporting period[82](index=82&type=chunk) [VI. Explanations by the Board of Directors on the "Non-Standard Audit Report" for the Previous Year](index=23&type=section&id=六、董事会对上年度“非标准审计报告”相关情况的说明) The Board explained the non-standard unqualified audit opinion issued by Zhongxi Certified Public Accountants for the 2024 annual report, primarily concerning a long-term equity investment in Lycra New Materials (Foshan) Co., Ltd., where a shareholder's failure to contribute capital led to operational issues and ongoing litigation, with the Board actively seeking solutions - Zhongxi Certified Public Accountants issued a non-standard unqualified audit report on the company's 2024 annual report[82](index=82&type=chunk) - The non-standard opinion relates to the company's long-term equity investment of **25.72%** in Lycra New Materials (Foshan) Co., Ltd., where shareholder Chuanglai Fiber (Foshan) Co., Ltd. failed to fulfill its capital contribution obligations, leading to Lycra New Materials' inability to operate normally, with related legal proceedings still ongoing[82](index=82&type=chunk)[84](index=84&type=chunk) - The Board of Directors attaches great importance to this matter and will actively urge management to take effective measures, including negotiating with creditors for in-kind capital contributions, to eliminate adverse effects as soon as possible[84](index=84&type=chunk)[85](index=85&type=chunk) [VII. Matters Related to Bankruptcy and Reorganization](index=24&type=section&id=七、破产重整相关事项) The company had no matters related to bankruptcy and reorganization during the reporting period - The company had no matters related to bankruptcy and reorganization during the reporting period[86](index=86&type=chunk) [VIII. Litigation Matters](index=24&type=section&id=八、诉讼事项) The company had no significant litigation or arbitration matters during the current reporting period - The company had no significant litigation or arbitration matters during the current reporting period[87](index=87&type=chunk) [IX. Penalties and Rectification Status](index=24&type=section&id=九、处罚及整改情况) The company and relevant senior management received administrative regulatory measures from the Shandong Regulatory Bureau of the China Securities Regulatory Commission, including orders for rectification and warning letters, due to inaccurate information disclosure in the 2024 semi-annual report and performance forecast, and failure to fulfill review procedures and information disclosure obligations for related party transactions - The company and relevant parties received administrative regulatory measures from the Shandong Regulatory Bureau of the China Securities Regulatory Commission[87](index=87&type=chunk) - Reasons for penalties include inaccurate information disclosure in the 2024 semi-annual report and related interim announcements, inaccurate information disclosure in the 2024 annual performance forecast, and failure to fulfill review procedures and information disclosure obligations for related party transactions[87](index=87&type=chunk)[88](index=88&type=chunk) - Penalty types include orders for rectification and warning letters[87](index=87&type=chunk)[88](index=88&type=chunk) [X. Integrity Status of the Company, its Controlling Shareholder, and Actual Controller](index=25&type=section&id=十、公司及其控股股东、实际控制人的诚信状况) As of the end of the reporting period, all shares held by the controlling shareholder, Ruyi Technology Group Co., Ltd. (**11.66%** of total share capital), were pledged, marked, and frozen, and both the controlling shareholder and actual controller have been listed as dishonest judgment debtors and restricted from high consumption - The company's controlling shareholder, Ruyi Technology Group Co., Ltd., holds **30,514,665 shares**, accounting for **11.66%** of the company's total shares, of which **30,514,665 shares** are pledged, marked, or frozen[89](index=89&type=chunk) - The company's controlling shareholder and actual controller have been listed as dishonest judgment debtors and restricted from high consumption[89](index=89&type=chunk) [XI. Significant Related Party Transactions](index=25&type=section&id=十一、重大关联交易) During the reporting period, the company engaged in various daily related party transactions with its controlling shareholder, Ruyi Technology Group Co., Ltd., and its controlled companies, primarily involving sales of goods, procurement of fuel and power, and procurement of wool tops and cotton yarn, with total estimated transactions of **CNY 69.5 million** and actual transactions of **CNY 26.13 million** Related Party Transactions Related to Daily Operations (Sales of Goods) | Related Party | Related Transaction Content | Related Transaction Amount (CNY 10,000) | Proportion of Similar Transactions | | :--- | :--- | :--- | :--- | | Shandong Ruyi Technology Group Co., Ltd. | Sales of Goods | 2.18 | 0.01% | | Guangzhou Lujiana Apparel Co., Ltd. Jining Branch | Sales of Goods | 18.82 | 0.12% | | Libang (Shandong) Brand Apparel Co., Ltd. | Sales of Goods | 12.52 | 0.08% | | Shandong Ruyi Life Technology Co., Ltd. | Sales of Goods | 21.21 | 0.14% | Related Party Transactions Related to Daily Operations (Procurement of Fuel and Power) | Related Party | Related Transaction Content | Related Transaction Amount (CNY 10,000) | Proportion of Similar Transactions | | :--- | :--- | :--- | :--- | | Jining Ruyi High-tech Fiber Material Co., Ltd. | Electricity Fees | 372.56 | 80.89% | | Shandong Ruyi Hengcheng Production and Research New Material Technology Co., Ltd. | Electricity Fees | 88.22 | 19.11% | - The total estimated amount for the aforementioned daily related party transactions is **CNY 69.5 million**, with an actual amount of **CNY 26.13 million**[92](index=92&type=chunk) [XII. Significant Contracts and Their Performance](index=28&type=section&id=十二、重大合同及其履行情况) During the reporting period, the company had a research center lease generating **CNY 2.29 million** in rental income, but no other significant contracts such as trusteeship, contracting, major guarantees, or wealth management Lease Situation | Item | Lease Income (CNY) | | :--- | :--- | | Research Center Lease | 2,288,250.00 | - The company had no trusteeship arrangements during the reporting period[100](index=100&type=chunk) - The company had no significant guarantees during the reporting period[103](index=103&type=chunk) - The company had no wealth management activities during the reporting period[104](index=104&type=chunk) [XIII. Explanation of Other Significant Matters](index=29&type=section&id=十三、其他重大事项的说明) 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[106](index=106&type=chunk) [XIV. Significant Matters of Subsidiaries](index=29&type=section&id=十四、公司子公司重大事项) The company had no significant matters concerning its subsidiaries during the reporting period - The company had no significant matters concerning its subsidiaries during the reporting period[107](index=107&type=chunk) [Share Changes and Shareholder Information](index=30&type=section&id=第六节%20股份变动及股东情况) This section provides an overview of share capital changes, securities issuance, shareholder structure, and changes in director/supervisor/senior management holdings [I. Share Changes](index=30&type=section&id=一、股份变动情况) During the reporting period, the company's total share capital remained unchanged at **261,715,550 shares**, with no changes in the number and proportion of restricted and unrestricted shares Share Changes | Item | Quantity Before Change (shares) | Proportion Before Change | Increase/Decrease in Change (shares) | Quantity After Change (shares) | Proportion After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 1,500 | 0.00% | 0 | 1,500 | 0.00% | | II. Unrestricted Shares | 261,714,050 | 100.00% | 0 | 261,714,050 | 100.00% | | III. Total Shares | 261,715,550 | 100.00% | 0 | 261,715,550 | 100.00% | [II. Securities Issuance and Listing](index=31&type=section&id=二、证券发行与上市情况) The company had no securities issuance and listing during the reporting period - The company had no securities issuance and listing during the reporting period[111](index=111&type=chunk) [III. Company Shareholder Count and Shareholding Status](index=31&type=section&id=三、公司股东数量及持股情况) As of the end of the reporting period, the company had **28,860** common shareholders, with its top ten shareholders, including Shandong Ruyi Technology Group Co., Ltd. and Shandong Ruyi Woolen Textile Group Co., Ltd., having all their shares pledged, marked, or frozen - The total number of common shareholders at the end of the reporting period was **28,860**[112](index=112&type=chunk) Shareholding Status of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Proportion | Number of Shares Held at End of Reporting Period (shares) | Share Status | Number (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Shandong Ruyi Technology Group Co., Ltd. | Domestic Non-State-Owned Legal Person | 11.66% | 30,514,665 | Pledged, Marked, or Frozen | 30,514,665 | | Shandong Ruyi Woolen Textile Group Co., Ltd. | Domestic Non-State-Owned Legal Person | 7.75% | 20,280,000 | Pledged, Marked, or Frozen | 20,280,000 | | China Orient Asset Management Co., Ltd. | State-Owned Legal Person | 7.24% | 18,935,500 | Not Applicable | 0 | - Among the company's top ten shareholders, Shandong Ruyi Technology Group Co., Ltd. and Shandong Ruyi Woolen Textile Group Co., Ltd. are companies controlled by the same actual controller[113](index=113&type=chunk) [IV. Changes in Shareholdings of Directors, Supervisors, and Senior Management](index=33&type=section&id=四、董事、监事和高级管理人员持股变动) The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period - The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period[115](index=115&type=chunk) [V. Changes in Controlling Shareholder or Actual Controller](index=33&type=section&id=五、控股股东或实际控制人变更情况) The company's controlling shareholder and actual controller remained unchanged during the reporting period - The company's controlling shareholder remained unchanged during the reporting period[116](index=116&type=chunk) - The company's actual controller remained unchanged during the reporting period[116](index=116&type=chunk) [VI. Preferred Shares Information](index=34&type=section&id=六、优先股相关情况) The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period[117](index=117&type=chunk) [Bond-Related Information](index=35&type=section&id=第七节%20债券相关情况) This chapter addresses any bond-related information for the reporting period [Bond-Related Information](index=35&type=section&id=债券相关情况) The company had no bond-related information during the reporting period - The company had no bond-related information during the reporting period[119](index=119&type=chunk) [Financial Report](index=36&type=section&id=第八节%20财务报告) This comprehensive section includes the audit report, detailed financial statements, company background, accounting policies, tax information, and financial notes [I. Audit Report](index=36&type=section&id=一、审计报告) The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited[121](index=121&type=chunk) [II. Financial Statements](index=36&type=section&id=二、财务报表) This section provides the company's consolidated and parent company financial statements for the first half of 2025, including balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, comprehensively reflecting the financial position, operating results, and cash flows - This section includes the consolidated balance sheet, parent company balance sheet, consolidated income statement, parent company income statement, consolidated cash flow statement, parent company cash flow statement, consolidated statement of changes in owners' equity, and parent company statement of changes in owners' equity[122](index=122&type=chunk)[125](index=125&type=chunk)[129](index=129&type=chunk)[133](index=133&type=chunk)[136](index=136&type=chunk)[138](index=138&type=chunk)[141](index=141&type=chunk)[149](index=149&type=chunk) [1. Consolidated Balance Sheet](index=36&type=section&id=1、合并资产负债表) As of June 30, 2025, the company's consolidated total assets were **CNY 2.68 billion**, total liabilities **CNY 2.11 billion**, and total owners' equity **CNY 572 million** Consolidated Balance Sheet (Period-End) | Item | Period-End Balance (CNY) | | :--- | :--- | | Total Assets | 2,680,817,890.42 | | Total Liabilities | 2,108,876,812.37 | | Total Owners' Equity | 571,941,078.05 | [2. Parent Company Balance Sheet](index=38&type=section&id=2、母公司资产负债表) As of June 30, 2025, the parent company's total assets were **CNY 4.95 billion**, total liabilities **CNY 3.43 billion**, and total owners' equity **CNY 1.51 billion** Parent Company Balance Sheet (Period-End) | Item | Period-End Balance (CNY) | | :--- | :--- | | Total Assets | 4,947,007,080.01 | | Total Liabilities | 3,434,973,665.10 | | Total Owners' Equity | 1,512,033,414.91 | [3. Consolidated Income Statement](index=40&type=section&id=3、合并利润表) In the first half of 2025, the company's consolidated total operating revenue was **CNY 154 million**, a **32.25%** year-on-year decrease, with a net loss of **-CNY 95.73 million**, expanding the loss by **105.00%**, and basic earnings per share of **-CNY 0.370** Consolidated Income Statement (Current Period) | Item | Current Period Amount (CNY) | Prior Period Amount (CNY) | | :--- | :--- | :--- | | Total Operating Revenue | 154,477,788.59 | 228,004,869.41 | | Net Profit | -95,725,661.73 | -46,695,244.35 | | Basic Earnings Per Share | -0.370 | -0.1800 | [4. Parent Company Income Statement](index=43&type=section&id=4、母公司利润表) In the first half of 2025, the parent company's operating revenue was **CNY 180 million**, a **29.84%** year-on-year decrease, with a net loss of **-CNY 68.15 million**, expanding the loss by **251.84%**, and basic earnings per share of **-CNY 0.26** Parent Company Income Statement (Current Period) | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | Operating Revenue | 179,715,025.62 | 256,127,603.05 | | Net Profit | -68,147,082.33 | -19,369,213.20 | | Basic Earnings Per Share | -0.26 | -0.07 | [5. Consolidated Cash Flow Statement](index=44&type=section&id=5、合并现金流量表) In the first half of 2025, the company's consolidated net cash flow from operating activities was **CNY 3.75 million**, turning positive from a negative value in the prior year, representing a significant **192.90%** year-on-year increase, while net cash flows from investing and financing activities were both negative Consolidated Cash Flow Statement (Current Period) | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 3,746,997.78 | -4,033,566.88 | | Net Cash Flow from Investing Activities | -233,233.60 | -23,267.28 | | Net Cash Flow from Financing Activities | -59,931.91 | -39,594.14 | | Net Increase in Cash and Cash Equivalents | 4,705,960.63 | -2,606,924.12 | [6. Parent Company Cash Flow Statement](index=45&type=section&id=6、母公司现金流量表) In the first half of 2025, the parent company's net cash flow from operating activities was **CNY 16,765.43**, a significant decrease from the prior year, with net cash flow from investing activities at zero and net cash flow from financing activities being negative Parent Company Cash Flow Statement (Current Period) | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 16,765.43 | 1,486,358.54 | | Net Cash Flow from Investing Activities | 0.00 | 0.00 | | Net Cash Flow from Financing Activities | -4,256.35 | -2,865.91 | | Net Increase in Cash and Cash Equivalents | 12,507.78 | 1,483,533.49 | [7. Consolidated Statement of Changes in Owners' Equity](index=46&type=section&id=7、合并所有者权益变动表) During the reporting period, the company's consolidated total owners' equity decreased from **CNY 668 million** at the beginning of the period to **CNY 572 million** at the end, primarily due to a negative net profit attributable to parent company owners - The total owners' equity attributable to the parent company at the end of the period was **CNY 571,941,078.05**, compared to **CNY 667,666,739.78** at the beginning of the period, representing a decrease of **CNY 95,725,661.73** for the current period[144](index=144&type=chunk) [8. Parent Company Statement of Changes in Owners' Equity](index=50&type=section&id=8、母公司所有者权益变动表) During the reporting period, the parent company's total owners' equity decreased from **CNY 1.58 billion** at the beginning of the period to **CNY 1.51 billion** at the end, primarily due to the net loss incurred in the current period - The parent company's total owners' equity at the end of the period was **CNY 1,512,033,414.91**, compared to **CNY 1,580,180,497.24** at the beginning of the period, representing a decrease of **CNY 68,147,082.33** for the current period[152](index=152&type=chunk) [III. Company Basic Information](index=53&type=section&id=三、公司基本情况) Established in December 1993, the company's registered capital is **CNY 262 million** as of December 31, 2024, with its registered and head office in Jining High-tech Zone Ruyi Industrial Park, controlled by Qiu Yafu, and primarily engaged in wool textile businesses - The company's registered capital increased to **CNY 261.71555 million**[156](index=156&type=chunk) - The company's registered address is Jining High-tech Zone Ruyi Industrial Park, the company's organizational form is a joint-stock company, and its head office is located in Jining High-tech Zone Ruyi Industrial Park, Shandong Province[157](index=157&type=chunk) - The actual controller is Qiu Yafu[157](index=157&type=chunk) - The company's industry is wool textiles, and its business scope includes the design, production, and sale of textiles, apparel, and accessories[157](index=157&type=chunk) [IV. Basis for Preparation of Financial Statements](index=54&type=section&id=四、财务报表的编制基础) The company's financial statements are prepared in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance and relevant regulations of the China Securities Regulatory Commission, based on a going concern assumption, with no significant doubts about its ability to continue as a going concern - The company prepares its financial statements based on actual transactions and events, in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance and the "Information Disclosure and Reporting Rules for Companies Issuing Securities No. 15" of the China Securities Regulatory Commission[158](index=158&type=chunk) - These financial statements are prepared on a going concern basis[159](index=159&type=chunk) [V. Significant Accounting Policies and Accounting Estimates](index=54&type=section&id=五、重要会计政策及会计估计) This section details the company's significant accounting policies and estimates for financial statement preparation, covering business combinations, consolidated financial statements, financial instruments, receivables, inventories, long-term equity investments, fixed assets, intangible assets, revenue recognition, and government grants, with some policy changes during the period having no financial impact - The company 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[178](index=178&type=chunk) - The company performs impairment accounting for financial assets measured at amortized cost, financial assets classified as at fair value through other comprehensive income, lease receivables, and contract assets based on expected credit losses[191](index=191&type=chunk) - The company recognizes revenue when it satisfies a performance obligation in the contract, which is when the customer obtains control of the related goods or services, at the transaction price allocated to that performance obligation[239](index=239&type=chunk) - The company implemented "accounting treatment for deferred income tax related to assets and liabilities arising from a single transaction not applicable to initial recognition exemption" and "accounting treatment for sale-leaseback transactions" in the current year, but these had no impact on the company's financial position, operating results, or cash flows[253](index=253&type=chunk)[254](index=254&type=chunk) [VI. Taxes](index=76&type=section&id=六、税项) This section lists the company's main tax categories and applicable rates, including VAT, urban maintenance and construction tax, corporate income tax, education surcharge, and local education surcharge, with Shandong Ruyi Woolen Textile Garment Group Co., Ltd. enjoying a **15%** corporate income tax preferential rate as a high-tech enterprise Main Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Based on sales of goods and taxable services calculated according to tax laws, after deducting input VAT allowed for the current period, the difference is VAT payable | 13%, 9%, 6% | | Urban Maintenance and Construction Tax | Levied on actual VAT paid and tax-exempt/deductible amounts | 5%, 7% | | Corporate Income Tax | Levied on taxable income | 15%, 25% | | Education Surcharge | Levied on actual VAT paid and tax-exempt/deductible amounts | 3% | | Local Education Surcharge | Levied on actual VAT paid and tax-exempt/deductible amounts | 2% | - Shandong Ruyi Woolen Textile Garment Group Co., Ltd., as a high-tech enterprise, enjoys a **15%** corporate income tax rate for 2025[257](index=257&type=chunk) [VII. Notes to Consolidated Financial Statement Items](index=77&type=section&id=七、合并财务报表项目注释) This section provides detailed notes on key consolidated financial statement items, including cash and bank balances, accounts receivable, inventories, short-term borrowings, employee compensation payable, operating revenue, and operating costs, highlighting that **CNY 7.91 million** of cash is restricted and **CNY 661 million** in short-term borrowings are overdue Cash and Bank Balances | Item | Period-End Balance (CNY) | | :--- | :--- | | Cash on Hand | 61,151.12 | | Bank Deposits | 13,856,396.75 | | Other Cash and Bank Balances | 44.36 | | Total | 13,917,592.23 | | Of which: Restricted Cash and Bank Balances | 7,914,509.35 | Accounts Receivable and Impairment Provisions | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 329,499,063.54 | 121,016,163.63 | 208,482,899.91 | Inventories and Inventory Impairment Provisions | Item | Period-End Book Balance (CNY) | Inventory Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 576,584,579.20 | 74,562,709.72 | 502,021,869.48 | - The period-end balance of short-term borrowings is **CNY 661,014,581.20**, all of which is overdue and unpaid[341](index=341&type=chunk)[342](index=342&type=chunk) Operating Revenue and Operating Cost | Item | Current Period Amount (Revenue) (CNY) | Current Period Amount (Cost) (CNY) | | :--- | :--- | :--- | | Main Business | 145,885,658.48 | 122,067,264.46 | | Other Businesses | 8,592,130.11 | 5,051,147.09 | | Total | 154,477,788.59 | 127,118,411.55 | [VIII. Research and Development Expenses](index=111&type=section&id=八、研发支出) The company's total R&D expenditure for the current period was **CNY 12.90 million**, all recognized as expense-type R&D expenditure in current profit or loss R&D Expenditure | Item | Current Period Amount (CNY) | | :--- | :--- | | R&D Expenditure | 12,902,694.45 | | Total | 12,902,694.45 | | Of which: Expensed R&D Expenditure | 12,902,694.45 | [IX. Equity in Other Entities](index=111&type=section&id=九、在其他主体中的权益) The company holds **100%** equity in wholly-owned subsidiaries such as Xinjiang Jiahe Woolen Textile Co., Ltd. and Shandong Ruyi Smart Textile and Apparel Co., Ltd., and a **25.72%** stake in associate Lycra New Materials (Foshan) Co., Ltd., accounted for using the equity method Composition of Enterprise Group (Subsidiaries) | Subsidiary Name | Shareholding Proportion (Direct) | | :--- | :--- | | Xinjiang Jiahe Woolen Textile Co., Ltd. | 100.00% | | Shandong Ruyi Smart Textile and Apparel Co., Ltd. | 100.00% | | Jining Ruyi New Material Technology Co., Ltd. | 100.00% | | Ruyi Smart Network Technology (Beijing) Co., Ltd. | 100.00% | | Shandong Lujiana Textile and Apparel Co., Ltd. | 100.00% | | Shandong Ruyi International Trade Co., Ltd. | 100.00% | Important Joint Ventures or Associates | Joint Venture or Associate Name | Shareholding Proportion (Direct) | Accounting Method | | :--- | :--- | :--- | | Lycra New Materials (Foshan) Co., Ltd. | 25.72% | Equity Method | [X. Government Grants](index=113&type=section&id=十、政府补助) The company recognized total government grants of **CNY 477,556.12** during the reporting period, with **CNY 249,628.56** recorded in other income and **CNY 227,927.56** in non-operating income, and the period-end balance of asset-related deferred income from government grants was **CNY 13.18 million** Liability Items Involving Government Grants | Accounting Account | Beginning Balance (CNY) | Amount Recognized in Non-Operating Income This Period (CNY) | Amount Transferred to Other Income This Period (CNY) | Period-End Balance (CNY) | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 13,654,642.81 | 227,927.56 | 249,628.56 | 13,177,086.69 | Asset-related | Government Grants Recognized in Current Profit or Loss | Accounting Account | Current Period Amount (CNY) | | :--- | :--- | | Other Income | 249,628.56 | | Non-Operating Income | 227,927.56 | | Total | 477,556.12 | [XI. Risks Related to Financial Instruments](index=113&type=section&id=十一、与金融工具相关的风险) The company faces credit, liquidity, and market risks (including exchange rate, interest rate, and price risks) related to its financial instruments, which it manages through risk management policies, continuous monitoring of credit exposure, maintaining sufficient cash reserves, and tracking market fluctuations - The company's main financial instruments include cash and bank balances, equity investments, borrowings, receivables, and payables, facing credit risk, liquidity risk, and market risk (exchange rate risk, interest rate risk, price risk)[437](index=437&type=chunk) - Credit risk management: Appropriate credit policies have been formulated, transactions are conducted only with creditworthy counterparties, and accounts receivable balances and recovery status are continuously monitored[438](index=438&type=chunk)[439](index=439&type=chunk) - Liquidity risk management: The company continuously monitors its short-term and long-term funding needs to ensure sufficient cash reserves are maintained[442](index=442&type=chunk) - Market risk management: Exchange rate risk is mitigated by monitoring foreign currency transactions and asset-liability scales; interest rate risk is reduced by continuously monitoring interest rate levels[445](index=445&type=chunk) [XII. Disclosure of Fair Value](index=115&type=section&id=十二、公允价值的披露) At period-end, the company's assets measured at fair value primarily consisted of other non-current financial assets totaling **CNY 431.30 million**, valued using Level 3 valuation techniques, while the book value of financial assets and liabilities not measured at fair value was very close to their fair value Period-End Fair Value of Assets and Liabilities Measured at Fair Value | Item | Level 3 Fair Value Measurement (CNY) | Total (CNY) | | :--- | :--- | :--- | | Other Non-current Financial Assets | 431,300,168.05 | 431,300,168.05 | | Total Assets Continuously Measured at Fair Value | 431,300,168.05 | 431,300,168.05 | - A portion of the other non-current financial assets held represents the company's priority partnership interests in Yinchuan Weixin Industrial Fund Partnership (Limited Partnership), measured at the assessed value as a reasonable estimate of fair value[448](index=448&type=chunk) - The book value of financial assets and liabilities not measured at fair value is very close to their fair value[449](index=449&type=chunk) [XIII. Related Parties and Related Party Transactions](index=116&type=section&id=十三、关联方及关联交易) The company's ultimate controlling party is Qiu Yafu, and during the reporting period, it engaged in daily related party transactions with its controlling shareholder, Ruyi Technology Group Co., Ltd., and its controlled subsidiaries, including sales, procurement, and leasing, with several related parties also providing guarantees for the company's overdue borrowings - The ultimate controlling party of this enterprise is Qiu Yafu[450](index=450&type=chunk) Procurement of Goods/Acceptance of Services | Related Party | Related Transaction Content | Current Period Amount (CNY) | | :--- | :--- | :--- | | Jining Ruyi Energy Technology Development Co., Ltd. | Procurement of Fuel and Power | 228,006.63 | | Shandong Yifeng International Trade Co., Ltd. | Procurement of Wool Tops | 19,463,286.85 | | Wenshang Ruyi Technical Textile Co., Ltd. | Procurement of Cotton Yarn | 481,144.38 | | Total | | 20,172,437.86 | Sales of Goods/Provision of Services | Related Party | Related Transaction Content | Current Period Amount (CNY) | | :--- | :--- | :--- | | Shandong Ruyi Technology Group Co., Ltd. | Sales of Goods | 21,796.49 | | Guangzhou Lujiana Apparel Co., Ltd. | Sales of Goods | 188,204.72 | | Shandong Ruyi Hengcheng Production and Research New Material Technology Co., Ltd. | Processing | 561,311.40 | | Jining Ruyi High-tech Fiber Material Co., Ltd. | Sales of Fuel and Power | 3,725,137.66 | | Total | | 5,956,591.03 | - The company, as the guaranteed party, received multiple guarantees from related parties such as Shandong Ruyi Technology Group Co., Ltd., with some of the guaranteed borrowings being overdue[464](index=464&type=chunk)[465](index=465&type=chunk)[466](index=466&type=chunk)[467](index=467&type=chunk) [XIV. Commitments and Contingencies](index=123&type=section&id=十四、承诺及或有事项) The company has significant commitments, including overdue mortgage contracts with Construction Bank and Bank of China involving buildings, land use rights, and construction in progress, provides joint liability guarantees for subsidiaries, and faces contingent liabilities from pending lawsuits and arbitrations, such as loan disputes and contract disputes, with some raw materials already seized and slated for auction - The company signed maximum mortgage contracts with China Construction Bank Jining Branch for guarantee liabilities up to **CNY 67.28 million** and **CNY 43.35 million**, involving buildings and land use rights, which are overdue but still valid[475](index=475&type=chunk) - Subsidiary Shandong Ruyi Smart Textile and Apparel Co., Ltd. signed a **CNY 380 million** fixed asset loan agreement with Bank of China Tai'an Daiyue Sub-branch, involving fixed assets, construction in progress, and land use rights as collateral, and the contract is overdue[476](index=476&type=chunk) - The company provides joint liability guarantee for its subsidiary Shandong Ruyi Smart Textile and Apparel Co., Ltd.'s **CNY 29.52 million** working capital loan from Tianjin Bank Tai'an Branch, with the guarantee period extending to March 22, 2027[477](index=477&type=chunk) - The company has pending lawsuits, such as the Taiyuan Intermediate People's Court ruling that the company must repay a loan principal of **CNY 90 million** plus interest; and Xiamen Port Business Information Co., Ltd. suing the company for contract disputes, with a ruling that the company must repay principal, interest, etc., totaling **CNY 31.47 million**, and some wool materials have been seized and are planned for auction[479](index=479&type=chunk) [XV. Post-Balance Sheet Events](index=124&type=section&id=十五、资产负债表日后事项) The company's profit distribution plan after the balance sheet date is to make no distribution - The profit distribution plan is to make no distribution[482](index=482&type=chunk) [XVI. Other Significant Matters](index=124&type=section&id=十六、其他重要事项) The company has multiple non-related party guarantees, some of which are overdue, and its wholly-owned subsidiary, Xinjiang Jiahe Woolen Textile Co., Ltd., has been largely suspended since April 2019 due to the inability to rebuild wastewater treatment facilities, with no clear development plan yet Non-Related Party Guarantees for the Company | Guarantor | Guarantee Start Date | Guarantee End Date | Actual Guarantee Amount (CNY) | Is Guarantee Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Yulong Group Co., Ltd. | 2021/1/19 | Long-term | 19,874,871.20 | No | | Linghua Group Co., Ltd. | 2021/6/17 | Long-term | 28,440,000.00 | No | | Shandong Zhongyi Group Co., Ltd. | 2021/12/21 | Long-term | 24,000,000.00 | No | | Total | | | 145,675,164.45 | | - The company's wholly-owned subsidiary, Xinjiang Jiahe Woolen Textile Co., Ltd., has been largely suspended since April 2019 because its main sewage outfall, sewage treatment plant, and other facilities were dismantled and could not be rebuilt, and the company has not yet clarified its next development plan[483](index=483&type=chunk) [XVII. Notes to Parent Company Financial Statement Major Items](index=125&type=section&id=十七、母公司财务报表主要项目注释) This section provides detailed notes on key parent company financial statement items, including accounts receivable, other receivables, and long-term equity investments, with accounts receivable book value of **CNY 749 million**, other receivables book value of **CNY 781 million**, and investments in subsidiaries book value of **CNY 1.53 billion** Parent Company Accounts Receivable and Impairment Provisions | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 829,327,907.22 | 80,238,695.75 | 749,089,211.47 | Parent Company Other Receivables and Impairment Provisions | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 799,188,520.93 | 18,343,734.00 | 780,844,786.93 | Parent Company Investments in Subsidiaries | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Investments in Subsidiaries | 1,546,337,934.02 | 17,331,600.22 | 1,529,006,333.80 | | Total | 1,546,337,934.02 | 17,331,600.22 | 1,529,006,333.80 | [XVIII. Supplementary Information](index=132&type=section&id=十八、补充资料) This section provides supplementary information, including a detailed statement of non-recurring gains and losses totaling **-CNY 732,960.82**, and key financial ratios such as a weighted average return on net assets of **-15.44%** and basic earnings per share of **-CNY 0.370** Current Period Non-Recurring Gains and Losses Detail Statement | Item | Amount (CNY) | | :--- | :--- | | Other non-operating income and expenses apart from the above | -814,949.94 | | Less: Income tax impact | -81,989.12 | | Total | -732,960.82 | Return on Net Assets and Earnings Per Share | Profit for the Reporting Period | Weighted Average Return on Net Assets | Basic Earnings Per Share (CNY/share) | Diluted Earnings Per Share (CNY/share) | | :--- | :--- | :--- | :--- | | Net Profit Attributable to Common Shareholders of the Company | -15.44% | -0.370 | -0.370 | | Net Profit Attributable to Common Shareholders of the Company After Deducting Non-Recurring Gains and Losses | -15.33% | -0.363 | -0.363 | [Other Submitted Data](index=134&type=section&id=第九节%20其他报送数据) This chapter covers other significant social safety issues, investor relations activities, and related party fund transactions [I. Other Significant Social Security Issues](index=134&type=section&id=一、其他重大社会安全问题情况) The company and its subsidiaries had no other significant social security issues and received no administrative penalties during the reporti

山东如意毛纺服装集团股份有限公司 2025 年半年度非经营性资金占用及其他关联资金往来情况汇总表 | 广州路嘉纳 服饰有限公 | 控股股东 直接控制 的其他附 | 应收账 款 | 74.87 | 21.27 | 17.22 | 78.92 | 销售商品 | 经营性往来 | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 司 | 属企业 | | | | | | | | | 广州市奔扬 贸易有限公 司 | 控股股东 直接控制 的其他附 属企业 | 应收账 款 | 0 | 8.82 | 7.89 | 0.93 | 销售商品 | 经营性往来 | | 山东意枫国 际贸易有限 公司 | 控股股东 直接控制 的其他附 属企业 | 应收账 款 | 4.8 | | | 4.8 | 销售商品 | 经营性往来 | | 济宁如意贰 捌号服饰零 售有限公司 | 控股股东 直接控制 的其他附 属企业 | 应收账 款 | 15.66 | 10.97 | 15 | 11.63 | 销售商品 | 经营性往来 | | 汶上如意纤 维科技有限 公司 | 控股股东 直接控制 的其他 ...

2025 年半年度财务报告 山东如意毛纺服装集团股份有限公司 2025 年半年度财务报告 山东如意毛纺服装集团股份有限公司 2025 年 08 月 1 山东如意毛纺服装集团股份有限公司 2025 年半年度财务报告 一、审计报告 半年度报告是否经过审计 □是 否 公司半年度财务报告未经审计。 二、财务报表 财务附注中报表的单位为：元 1、合并资产负债表 编制单位：山东如意毛纺服装集团股份有限公司 单位：元 | 项目 | 期末余额 | 期初余额 | | --- | --- | --- | | 流动资产： | | | | 货币资金 | 13,917,592.23 | 9,057,085.54 | | 结算备付金 | | | | 拆出资金 | | | | 交易性金融资产 | | | | 衍生金融资产 | | | | 应收票据 | 1,584,994.71 | 5,871,517.91 | | 应收账款 | 208,482,899.91 | 259,236,074.06 | | 应收款项融资 | | 535,128.96 | | 预付款项 | 55,726,772.73 | 52,708,527.35 | | 应收保费 ...

Group 1 - The board meeting of Shandong Ruyi Woolen Garment Group Co., Ltd. was held on August 14, 2025, with all 9 directors present [1] - The board approved the rectification report regarding the warning letter issued by the Shandong Securities Regulatory Bureau, with a voting result of 8 votes in favor, 0 against, and 1 abstention [1] - Director Dai Xinghai abstained from voting due to insufficient communication regarding the rectification measures, indicating a need for further understanding and judgment on related matters [1] Group 2 - The detailed rectification report regarding the warning letter from the Shandong Securities Regulatory Bureau can be found in the Securities Times and on the Giant Tide Information Network [2] - The resolution of the ninth board meeting's seventeenth session is available for review [2]

Group 1 - The company held its 15th meeting of the 9th Supervisory Board on August 14, 2025, with 2 out of 3 supervisors present [1] - The meeting approved the rectification report regarding the warning letter issued by the Shandong Securities Regulatory Bureau, with a unanimous vote of 2 in favor [2] - The Supervisory Board believes the rectification measures are in compliance with relevant laws and regulations, and will supervise the company to implement these measures continuously [2]

证券代码：002193 证券简称：如意集团 公告编号：2025-025 山东如意毛纺服装集团股份有限公司 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。 山东如意毛纺服装集团股份有限公司（以下简称"公司"）近日收到中国证 券监督管理委员会山东监管局（以下简称"山东证监局"）《关于对山东如意毛 纺服装集团股份有限公司采取责令改正、出具警示函措施的决定》（〔2025〕24 号）、《关于对邱亚夫等九名人员采取出具警示函措施的决定》（〔2025〕25 号） （以下简称"决定书"）。决定书提出公司存在营业外收入不符合确认条件导致 信息披露不准确、公司《2024 年度业绩预告》信息披露不准确、关联交易未履行 审议程序及信息披露义务的问题。具体内容详见公司于 2025 年 4 月 30 日在巨 潮资讯网（www.cninfo.com.cn）披露的《关于公司及相关当事人收到中国证券 监督管理委员会山东监管局行政监管措施决定书的公告》 （公告编号：2025-018）。 公司收悉决定书后，充分重视上述问题，组织所有董监高认真学习，并对照 《中华人民共和国公司法》《中华人民共和国证 ...

Group 1 - The company, RuYi Group, announced that its 17th board meeting of the 9th session was held on August 14, 2025, to review the rectification report regarding the warning letter issued by the Shandong Securities Regulatory Bureau [2] - For the year 2024, RuYi Group's revenue composition is as follows: 68.18% from the apparel industry, 27.25% from the textile industry, and 4.57% from other sectors [2]

山东如意毛纺服装集团股份有限公司 关于山东证监局对公司出具警示函的整改报告 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。 证券代码：002193 证券简称：如意集团 公告编号：2025-025 司股东的净利润为盈利 620 万元至 910 万元。2025 年 4 月 17 日，公司披露《2024 年度业绩预告修正公告》，预计归属于上市公司股东的净利润发生盈亏性质变化 且为大额亏损。公司《2024 年度业绩预告》信息披露不准确，违反了《上市公司 信息披露管理办法》(证监会令第 182 号)第三条的规定。 3.公司、公司控股股东山东如意科技集团有限公司（以下简称如意科技）及 公司实际控制人邱亚夫等存在向第三方共同借款的情况，构成关联交易，公司未 对共同借款事项履行审议程序及信息披露义务;海南恒意实业有限公司（以下简 称海南恒意）为如意科技间接控制的法人，属于公司的关联方，公司与海南恒意 发生的关联交易未履行审议程序及信息披露义务。公司上述行为违反了《上市公 司信息披露管理办法》（证监会令第 40 号）第二条、第四十八条的规定和《上 市公司信息披露管理办法》（证监 ...

1、监事会会议通知的时间和方式 证券代码：002193 证券简称：如意集团 公告编号：2025－024 山东如意毛纺服装集团股份有限公司 第九届监事会第十五次会议决议公告 本公司及监事会全体成员保证公告内容真实、准确和完整，并对公告中的虚假记 载、误导性陈述或者重大遗漏承担责任。 一、监事会会议召开情况 山东如意毛纺服装集团股份有限公司（以下简称"公司"）第九届监事会第十五 次会议通知及会议材料于 2025 年 8 月 1 日以电子邮件或当面送达的方式发出。 2、监事会会议的时间、地点和方式 会议于2025年8月14日以现场和通讯表决相结合的方式在公司本部会议室召开。 3、监事会会议应出席的监事人数 本次会议应参加表决监事 3 名，监事韩耀武因公务原因未能出席监事会，实际出 席并参加表决监事 2 名。监事会主席王银，监事翟孟强 2 人到现场参加了会议。 4、监事会会议的主持人和列席人员 本次会议由公司监事会主席王银先生召集和主持。 二、监事会会议审议情况 5、本次会议的召集、召开符合法律法规和公司章程的规定。 《关于山东证监局对公司出具警示函的整改报告》（公告编号：2025-025）详见 2025 年 8 月 ...

证券代码：002193 证券简称：如意集团 公告编号：2025－023 山东如意毛纺服装集团股份有限公司 第九届董事会第十七次会议决议公告 本公司及董事会全体成员保证公告内容真实、准确和完整，并对公告中的虚假记 载、误导性陈述或者重大遗漏承担责任。 一、董事会会议召开情况 1、董事会会议通知的时间和方式 山东如意毛纺服装集团股份有限公司（以下简称"公司"）第九届董事会第十七 次会议通知及会议材料于2025年8月1日以电子邮件或当面送达的方式发出。 2、董事会会议的时间、地点和方式 本次会议由公司董事长邱晨冉女士召集和主持，公司监事会监事和高级管理人员 列席了本次会议。 5、本次会议的召集、召开符合法律法规和公司章程的规定。 二、董事会会议审议情况 会议审议通过《关于山东证监局对公司出具警示函的整改报告》 表决结果：8票同意、0票反对、1票弃权。 会议于2025年8月14日以现场和通讯表决相结合的方式在公司本部会议室召开。 3、董事会会议应出席的董事人数 本次会议应参加表决董事9名，实际出席并参加表决董事9名。董事长邱晨冉，董 事苏晓、代兴海、张贝贝、孟霞、徐长瑞、杜永忠、刘奎东、卢浩然共9人到现场、 通过视频 ...