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德生科技(002908) - 2025年半年度财务报告
2025-08-22 10:17
广东德生科技股份有限公司 2025 年半年度报告全文 广东德生科技股份有限公司 2025 年半年度财务报告 2025 年 8 月 1 广东德生科技股份有限公司 2025 年半年度报告全文 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 广东德生科技股份有限公司 2025 年半年度报告全文 | 长期应收款 | | | | --- | --- | --- | | 长期股权投资 | 40,149.41 | 145,049.35 | | 其他权益工具投资 | | | | 其他非流动金融资产 | | | | 投资性房地产 | | | | 固定资产 | 17,875,054.04 | 17,438,557.63 | | 在建工程 | 126,887,438.01 | 99,204,668.15 | | 生产性生物资产 | | | | 油气资产 | | | | 使用权资产 | 3,990,957.50 | 6,936,989.03 | | 无形资产 | 207,500,981.06 | 212,094,886.28 | | 其中:数据资源 | | | ...
德生科技(002908) - 关于修订《公司章程》及部分内部治理制度的公告
2025-08-22 10:17
证券代码:002908 证券简称:德生科技 公告编号:2025-028 广东德生科技股份有限公司 一、修订《公司章程》的依据及相关安排 根据《中华人民共和国公司法(2023年修订)》(以下简称"《公司法》") 《上市公司章程指引(2025年修订)》(以下简称"《章程指引》")《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》等相关法律、法规及规范性文件的规定,结合公司实际情 况,将不再设置监事会,监事会的职权由董事会审计委员会行使,《监事会议事 规则》相应废止,公司各项制度中涉及监事会、监事的规定不再适用,同时对《公 司章程》及部分内部治理制度进行修订。 关于修订《公司章程》及部分内部治理制度的公告 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。 广东德生科技股份有限公司(以下简称"公司"或"本公司")于2025年8 月21日召开第四届董事会第八次会议及第四届监事会第七次会议,审议通过了 《关于修订<公司章程>的议案》和《关于修订、制定部分内部治理制度的议案》, 现将具体情况公告如下: 在公司股东会审议通过上 ...
德生科技(002908) - 2025年半年度募集资金存放与使用情况专项报告的公告
2025-08-22 10:17
证券代码:002908 证券简称:德生科技 公告编号:2025-027 广东德生科技股份有限公司 2025年半年度募集资金存放与使用情况专项报告的公告 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。 广东德生科技股份有限公司(以下简称"本公司"或者"公司")董事会根 据《上市公司募集资金监管规则》和《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》有关规定,现将本公司2025年半年度募集资金存放 与使用情况说明如下: 一、募集资金基本情况 (一)首次公开发行股票实际募集资金金额、资金到位时间 经中国证券监督管理委员会证监许可〔2017〕1728号文核准,并经深圳证券 交易所同意,本公司由主承销商中航证券有限公司通过深圳证券交易所系统于 2017年10月10日向社会公众公开发行了普通股(A 股)股票3,334万股,发行价 为每股人民币7.58元。截至2017年10月16日,本公司共募集资金25,271.72万元, 扣除发行费用3,885.47万元后,募集资金净额为21,386.25万元。 上述募集资金净额已经信永中和会计师事务所(特殊普通合伙) ...
德生科技(002908) - 关于召开2025年第一次临时股东会通知的公告
2025-08-22 10:16
证券代码:002908 证券简称:德生科技 公告编号:2025-029 广东德生科技股份有限公司 关于召开2025年第一次临时股东会通知的公告 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。 广东德生科技股份有限公司(以下简称"公司")第四届董事会第八次会议 审议通过了《关于召开 2025 年第一次临时股东会的议案》,现将本次股东会的 有关事项通知如下: 一、会议基本情况 5、会议召开方式:现场投票与网络投票相结合 (1)现场投票:股东出席现场股东会或者书面委托代理人出席现场会议参 加表决,股东委托的代理人不必是公司股东; (2)网络投票:通过深圳证券交易所交易系统和深圳证券交易所互联网投 票系统(http://wltp.cninfo.com.cn)向公司股东提供网络形式的投票平台,公 司股东可以在网络投票时间内通过上述系统行使表决权。 公司股东只能选择上述投票方式中的一种表决方式。同一表决方式出现重复 投票的以第一次有效投票结果为准。 6、股权登记日:2025 年 9 月 1 日 7、出席对象: 1、会议召集人:公司董事会 2、会议召开的合法、合规性:本次股 ...
德生科技(002908) - 半年报监事会决议公告
2025-08-22 10:15
证券代码:002908 证券简称:德生科技 公告编号:2025-025 广东德生科技股份有限公司 第四届监事会第七次会议决议公告 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。 表决情况:同意3票,反对0票,弃权0票; 表决结果:通过。 具 体 内 容 详 见 公 司 同 日 发 布 于 指 定 信 息 披 露 媒 体 及 巨 潮 资 讯 网 (http://www.cninfo.com.cn)的《2025 年半年度报告》及其摘要。 二、审议通过《关于公司<2025年半年度募集资金存放与使用情况专项报告> 的议案》 经审核,监事会认为:公司募集资金的存放与使用符合《上市公司募集资金 监管规则》《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》等相关规定,不存在募集资金存放与使用违规的情形。监事会同意公司 《2025年半年度募集资金存放与使用情况专项报告》的内容。 表决情况:同意3票,反对0票,弃权0票; 广东德生科技股份有限公司(以下简称"公司")第四届监事会第七次会议 于2025年8月11日以电子邮件或电话方式发出通知,并于2025年8月 ...
德生科技(002908) - 半年报董事会决议公告
2025-08-22 10:15
证券代码:002908 证券简称:德生科技 公告编号:2025-024 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。 广东德生科技股份有限公司(以下简称"公司")第四届董事会第八次会议 于2025年8月11日以电子邮件或电话方式发出通知,并于2025年8月21日以现场结 合通讯的方式在广东省广州市天河区软件路15号三楼公司会议室召开。本次会议 应到董事9人,实到董事9人,公司监事及高级管理人员列席本次会议,符合《公 司法》和《公司章程》的规定。本次会议由董事长虢晓彬先生主持,审议并通过 决议如下: 一、审议通过《关于公司<2025 年半年度报告>及其摘要的议案》 董事会同意公司《2025 年半年度报告》及其摘要的内容。 表决情况:同意 9 票,反对 0 票,弃权 0 票; 表决结果:通过。 具 体 内 容 详 见 公 司 同 日 发 布 于 指 定 信 息 披 露 媒 体 及 巨 潮 资 讯 网 (http://www.cninfo.com.cn)的《2025 年半年度报告》及其摘要。 二、审议通过《关于公司<2025 年半年度募集资金存放与使用情况专项报告 ...
德生科技(002908) - 2025 Q2 - 季度财报
2025-08-22 10:05
[Important Notes, Table of Contents, and Definitions](index=2&type=section&id=Item%201%2E%20Important%20Notes%2C%20Table%20of%20Contents%2C%20and%20Definitions) This section provides crucial information, lists the report's structure, and defines key terms used throughout the document [Important Notes](index=2&type=section&id=Important%20Notes) The Board of Directors, Supervisory Board, and senior management guarantee the report's accuracy and completeness, while the company's leadership confirms the financial report's integrity, and no dividends or bonus shares are planned - The company's Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions[4](index=4&type=chunk) - Company head Guo Xiaobin, chief accountant Chen Qu, and head of accounting department Zhang Qianrui declare that the financial report in this semi-annual report is true, accurate, and complete[4](index=4&type=chunk) - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital[5](index=5&type=chunk) [Table of Contents](index=3&type=section&id=Table%20of%20Contents) This chapter lists the nine main sections of the semi-annual report with their starting page numbers and provides a directory of reference documents - The report comprises nine main chapters, covering important notes, company profile, management discussion and analysis, corporate governance, significant matters, share changes, bond information, financial report, and other submitted data[7](index=7&type=chunk) - The directory of reference documents includes financial statements signed and sealed by the company head, chief accountant, and head of accounting department, originals of all company documents publicly disclosed on the CSRC-designated website during the reporting period, and the signed 2025 semi-annual report text[9](index=9&type=chunk)[10](index=10&type=chunk)[11](index=11&type=chunk) [Definitions](index=5&type=section&id=Definitions) This chapter defines key terms used in the report, covering company names, shareholders, regulations, and industry concepts like AI and big data - Company, this company, and Tecsun Science refer to Guangdong Tecsun Science & Technology Co., Ltd., while controlling shareholder and actual controller refer to Guo Xiaobin[14](index=14&type=chunk) - **AI** refers to artificial intelligence, a computer program that can simulate human thought processes; **Blockchain** refers to a decentralized distributed ledger combining technologies such as distributed storage, peer-to-peer transmission, consensus mechanisms, and cryptography[14](index=14&type=chunk) - **New productive forces** refer to contemporary advanced productive forces driven by revolutionary technological breakthroughs, innovative allocation of production factors, and deep industrial transformation and upgrading[17](index=17&type=chunk) [Company Profile and Key Financial Indicators](index=7&type=section&id=Item%202%2E%20Company%20Profile%20and%20Key%20Financial%20Indicators) This section presents the company's fundamental information and a summary of its key financial performance and position for the reporting period [Company Profile](index=7&type=section&id=I%2E%20Company%20Profile) This chapter provides the company's basic information, including its stock ticker "Tecsun Science," stock code "002908," and legal representative - Company stock ticker is **"Tecsun Science"**, stock code is **"002908"**, and it is listed on the Shenzhen Stock Exchange[19](index=19&type=chunk) - The company's legal representative is Guo Xiaobin[19](index=19&type=chunk) [Contact Persons and Information](index=7&type=section&id=II%2E%20Contact%20Persons%20and%20Information) This chapter lists the contact details for the company's Board Secretary and Securities Affairs Representative, including address, phone, fax, and email - The Board Secretary is Chen Qu, and the Securities Affairs Representative is Zhao Danmin, both located at Room 201, 2nd Floor, 3rd and 4th Floors, No. 15 Software Road, Tianhe District, Guangzhou City, Guangdong Province[20](index=20&type=chunk) - The contact phone number is **020-29118777**, and the email address is **stock@e-tecsun.net**[20](index=20&type=chunk) [Other Information](index=7&type=section&id=III%2E%20Other%20Information) This chapter states that the company's registered address, office address, website, and email remained unchanged during the reporting period - The company's registered address, office address and postal code, website, and email remained unchanged during the reporting period, as detailed in the 2024 annual report[21](index=21&type=chunk) - The company's designated website and media for semi-annual report disclosure, and the location for semi-annual report placement, remained unchanged during the reporting period, as detailed in the 2024 annual report[22](index=22&type=chunk) [Key Accounting Data and Financial Indicators](index=8&type=section&id=IV%2E%20Key%20Accounting%20Data%20and%20Financial%20Indicators) This chapter presents the company's key accounting data and financial indicators for the first half of 2025, showing declines in revenue, net profit, and earnings per share Key Accounting Data and Financial Indicators (2025 H1 vs. Prior Period) | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 248,503,169.86 | 289,850,783.33 | -14.27% | | Net Profit | 10,751,072.04 | 16,014,567.62 | -32.87% | | Net Profit Attributable to Shareholders of Listed Company | 8,869,750.82 | 13,962,192.85 | -36.47% | | Net Profit Attributable to Shareholders of Listed Company Excluding Non-recurring Gains and Losses | 6,731,587.33 | 11,282,220.28 | -40.33% | | Net Cash Flow from Operating Activities | -149,686,961.12 | -121,544,453.17 | -23.15% | | Basic Earnings Per Share (Yuan/share) | 0.0206 | 0.0326 | -36.81% | | Diluted Earnings Per Share (Yuan/share) | 0.0206 | 0.0322 | -36.02% | | Weighted Average Return on Net Assets | 0.79% | 1.20% | -0.41% | | Total Assets (Yuan) | 1,442,053,550.42 | 1,542,241,732.60 | -6.50% | | Net Assets Attributable to Shareholders of Listed Company (Yuan) | 1,108,802,360.50 | 1,120,281,117.01 | -1.02% | [Differences in Accounting Data under Domestic and International Accounting Standards](index=8&type=section&id=V%2E%20Differences%20in%20Accounting%20Data%20under%20Domestic%20and%20International%20Accounting%20Standards) This chapter confirms no differences in net profit and net assets between domestic and international accounting standards for 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 during the reporting period[24](index=24&type=chunk) - The company had no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese Accounting Standards during the reporting period[25](index=25&type=chunk) [Non-recurring Gains and Losses and Amounts](index=8&type=section&id=VI%2E%20Non-recurring%20Gains%20and%20Losses%20and%20Amounts) This chapter details the company's non-recurring gains and losses for the reporting period, totaling 2,138,163.49 yuan, primarily from fair value changes and government subsidies Non-recurring Gains and Losses and Amounts (Unit: Yuan) | Item | Amount (Yuan) | | :--- | :--- | | Gains or losses from disposal of non-current assets (including the write-off portion of asset impairment provisions) | -99,481.54 | | Government grants recognized in current profit or loss (excluding those closely related to the company's normal operations, compliant with national policies, enjoyed according to fixed standards, and having a continuous impact on the company's profit or loss) | 486,700.89 | | Gains or losses from changes in fair value of financial assets and financial liabilities, and gains or losses from disposal of financial assets and financial liabilities, excluding effective hedge accounting related to normal business operations of non-financial enterprises | 1,900,969.19 | | Other non-operating income and expenses apart from the above items | 409,498.41 | | Less: Income tax impact | 345,552.39 | | Minority interest impact (after tax) | 213,971.07 | | **Total** | **2,138,163.49** | - 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[27](index=27&type=chunk)[29](index=29&type=chunk) [Management Discussion and Analysis](index=11&type=section&id=Item%203%2E%20Management%20Discussion%20and%20Analysis) This section provides an in-depth analysis of the company's operations, financial performance, and strategic initiatives during the reporting period [Company's Main Business Activities During the Reporting Period](index=11&type=section&id=I%2E%20Company%27s%20Main%20Business%20Activities%20During%20the%20Reporting%20Period) This chapter outlines the company's core businesses in social security and public welfare, leveraging AI and big data to enhance government digital transformation and citizen services - The company is committed to "building a bridge between government and public welfare," deeply cultivating social security and public welfare services for over 20 years, and applying AI technology to optimize core scenarios such as employment, medical care, and government affairs[39](index=39&type=chunk) - The company undertakes government-side business, collaborates with business-side partners to build a service ecosystem, and establishes an integrated online and offline operation service system through **"AI + Big Data"** to precisely and efficiently serve C-side demands[39](index=39&type=chunk) [(I) Industry Overview](index=11&type=section&id=%28I%29%20Industry%20Overview) This chapter analyzes the social security and public welfare industry's development opportunities, driven by new productive forces like AI and data elements, and the expanding application of social security cards - The 2025 government work report proposes increasing efforts to guarantee and improve public welfare, with social security system expenditures continuously rising, creating broad opportunities for industry development[31](index=31&type=chunk) - **AI and large model technologies** accelerate industrial digital transformation, the National Data Bureau promotes data element market development, and public services such as government affairs, employment, and medical care continue to optimize[33](index=33&type=chunk)[35](index=35&type=chunk)[36](index=36&type=chunk)[37](index=37&type=chunk)[38](index=38&type=chunk) - As of the end of June 2025, national social security cardholders covered **98.9%** of the population, third-generation social security cardholders exceeded **500 million**, and electronic social security card users reached **1.097 billion**, achieving multi-scenario applications[36](index=36&type=chunk) [(II) Company's Main Business Activities During the Reporting Period](index=13&type=section&id=%28II%29%20Company%27s%20Main%20Business%20Activities%20During%20the%20Reporting%20Period) This chapter details the company's progress in social security card services, digital employment, medical finance, smart government, and data operation services - Social Security Card Service Provider: Participated in the issuance of third-generation social security cards in nearly **170 cities**, maintaining a leading market share[41](index=41&type=chunk) - Digital Employment Services: Implemented **"AI Employment"** services in multiple provinces and cities, building a **"15-minute employment service circle"**, with the self-developed **"AI Employment Counselor"** serving over **200,000 person-times**[43](index=43&type=chunk) - Medical Financial Services: **"Seamless Medical Payment"** service has been integrated into over **100 Grade-A hospitals** in Guangzhou, with over **2.5 million** signed users and a cumulative fund disbursement exceeding **210 billion Yuan**[44](index=44&type=chunk) - Smart Government Services: The self-developed **"Zhiwei Jieyu" large model** officially passed national cybersecurity review, improving government service efficiency by over **40%** in several cities[45](index=45&type=chunk) - Data Operation Services: Successfully re-bid for the **"Guangzhou Data Exchange (Tianhe) Service Zone Operation Service"** project and participated in compiling **"Data Product Development and Management: From Data Resources to Data Capital"**[46](index=46&type=chunk) [Analysis of Core Competencies](index=15&type=section&id=II%2E%20Analysis%20of%20Core%20Competencies) This chapter elucidates the company's five core competencies: AI application commercialization, technological innovation, big data depth operation, differentiated public services, and high-efficiency management - **AI application commercialization**: Pioneered the commercial application of **AI large models** in core public welfare scenarios such as employment, medical care, and government affairs, laying the foundation for future development[48](index=48&type=chunk) - **Technological autonomous innovation**: Built a complete AI technology foundation covering smart terminals, large model platforms, knowledge operations, and data middle-ends by introducing high-end AI talent and establishing an AI research institute[49](index=49&type=chunk) - **Big data depth operation**: Driven by a **"data + scenario"** dual-wheel strategy, deeply involved in local public data resource registration and governance, achieving efficient integration and value extraction of data resources[50](index=50&type=chunk) - **Differentiated public services**: Business network covers **28 provincial administrative regions** and nearly **200 prefecture-level cities**, forming a unique **"1+N" integrated operation service system**, creating high service barriers[51](index=51&type=chunk) - **High-efficiency operation management**: Established a scientific and reasonable performance management and incentive mechanism, building a result-oriented, highly executive professional team to maintain steady development[52](index=52&type=chunk) [Analysis of Main Business](index=15&type=section&id=III%2E%20Analysis%20of%20Main%20Business) This chapter analyzes the company's main business, noting improved gross margin despite revenue and profit declines, and outlines future strategic focus on cash flow and profitability - In the first half of the year, the company firmly advanced its strategic transformation and upgrading, leading to a **narrowing decline in operating revenue and profit** year-on-year, enhanced overall product profitability, and a **4.03% increase in gross margin** year-on-year[53](index=53&type=chunk) - In the first half of the year, the issuance of third-generation social security cards increased by **20.47%** year-on-year; new contract value for **"Human Resources and Social Security Operations and Big Data Services"** grew by **12.87%** year-on-year[53](index=53&type=chunk) - In the second half of 2025, the company will continue to focus on **"ensuring cash flow"**, **"ensuring profit"**, improving overall team collaboration efficiency, and prioritizing social security card services, digital employment services, and government services[53](index=53&type=chunk) Key Financial Data YoY Change (Unit: Yuan) | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 248,503,169.86 | 289,850,783.33 | -14.27% | | | Operating Cost | 136,136,458.84 | 170,458,070.64 | -20.13% | | | Selling Expenses | 44,529,862.59 | 41,531,492.66 | 7.22% | | | Administrative Expenses | 20,973,944.35 | 23,777,673.38 | -11.79% | | | Financial Expenses | -176,779.87 | -263,291.30 | 32.86% | Primarily due to decreased interest income | | Income Tax Expense | -138,101.93 | -29,804.24 | -363.36% | Primarily due to decreased profit in the current period, leading to a corresponding reduction in current income tax | | R&D Investment | 37,753,314.10 | 40,747,962.43 | -7.35% | | | Net Cash Flow from Operating Activities | -149,686,961.12 | -121,544,453.17 | -23.15% | | | Net Cash Flow from Investing Activities | -35,770,557.65 | -74,619,479.10 | 52.06% | Primarily due to decreased investment payments | | Net Cash Flow from Financing Activities | -10,074,978.33 | -70,431,180.05 | 85.70% | Primarily due to decreased debt repayments | Operating Revenue Composition (Unit: Yuan) | Category | Current Period Amount (Yuan) | % of Revenue | Prior Period Amount (Yuan) | % of Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | | **Total Operating Revenue** | **248,503,169.86** | **100%** | **289,850,783.33** | **100%** | **-14.27%** | | **By Product** | | | | | | | One-Card Application | 177,226,968.63 | 71.32% | 202,742,196.85 | 69.95% | -12.59% | | Human Resources and Social Security Operations and Big Data Services | 71,276,201.23 | 28.68% | 87,108,586.48 | 30.05% | -18.18% | | **By Region** | | | | | | | East China | 68,878,581.44 | 27.71% | 84,047,428.07 | 29.01% | -18.05% | | South China | 57,163,044.83 | 23.00% | 66,224,022.06 | 22.85% | -13.68% | | North China | 47,337,611.02 | 19.05% | 65,862,239.52 | 22.72% | -28.13% | | Central China | 24,222,012.29 | 9.75% | 25,093,347.47 | 8.66% | -3.47% | | Southwest China | 22,604,729.86 | 9.10% | 18,305,120.25 | 6.30% | 23.49% | | Northwest China | 18,730,857.97 | 7.54% | 15,215,322.56 | 5.25% | 23.11% | | Northeast China | 9,566,332.45 | 3.85% | 15,103,303.40 | 5.21% | -36.66% | Main Business Cost Composition (Unit: Yuan) | Cost Component | Current Period Amount (Yuan) | % of Operating Cost | Prior Period Amount (Yuan) | % of Operating Cost | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Direct Materials | 87,523,489.75 | 64.29% | 107,762,661.93 | 63.22% | -18.78% | | Labor and Other Costs | 48,612,969.09 | 35.71% | 62,695,408.71 | 36.78% | -22.46% | | **Total** | **136,136,458.84** | **100.00%** | **170,458,070.64** | **100.00%** | **-20.13%** | [Analysis of Non-Core Business](index=18&type=section&id=IV%2E%20Analysis%20of%20Non-Core%20Business) This chapter states that the company had no non-core business analysis during the reporting period - The company had no non-core business analysis during the reporting period[61](index=61&type=chunk) [Analysis of Assets and Liabilities](index=18&type=section&id=V%2E%20Analysis%20of%20Assets%20and%20Liabilities) This chapter analyzes significant changes in the company's asset and liability structure, including a decrease in cash and an increase in accounts receivable and long-term borrowings Significant Changes in Asset Composition (Unit: Yuan) | Item | Period-End Amount (Yuan) | % of Total Assets | Prior Year-End Amount (Yuan) | % of Total Assets | % Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 301,997,985.96 | 20.94% | 499,934,458.07 | 32.42% | -11.48% | | Accounts Receivable | 558,784,617.14 | 38.75% | 494,810,752.14 | 32.08% | 6.67% | | Inventories | 80,613,893.78 | 5.59% | 74,825,780.64 | 4.85% | 0.74% | | Construction in Progress | 126,887,438.01 | 8.80% | 99,204,668.15 | 6.43% | 2.37% | | Long-term Borrowings | 17,282,087.65 | 1.20% | 11,202,772.91 | 0.73% | 0.47% | - As of June 30, 2025, restricted cash and cash equivalents amounted to **13,438,379.58 Yuan**, primarily for acceptance bill deposits and letter of guarantee deposits[64](index=64&type=chunk) Restricted Cash and Cash Equivalents Composition (Unit: Yuan) | Item | Amount (Yuan) | | :--- | :--- | | Cash for bank acceptance bill deposits | 862,700.63 | | Letter of guarantee deposits | 12,123,013.33 | | Performance bond deposits | 374,349.49 | | Custody account risk fund | 20,000.00 | | Other | 58,316.13 | | **Total** | **13,438,379.58** | [Analysis of Investment Status](index=20&type=section&id=VI%2E%20Analysis%20of%20Investment%20Status) This chapter analyzes the company's investment status, noting a significant decrease in total investment and an extension of the fundraising project implementation period due to external factors Current Period Investment Amount (Unit: Yuan) | Indicator | Current Period Investment (Yuan) | Prior Period Investment (Yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Total Investment Amount | 638,080,000.00 | 1,075,800,000.00 | -40.69% | - As of June 30, 2025, cumulative raised funds invested amounted to **222.2945 million Yuan**, with an unused balance of **6.3231 million Yuan**[74](index=74&type=chunk) - The main reason for the delay in the fundraising project's progress was the impact of land planning administrative permits and adverse weather conditions during the construction period, which slowed down the overall construction progress[78](index=78&type=chunk) - The expected date for the fundraising project to reach its intended usable state has been extended from December 2024 to **March 2026**[78](index=78&type=chunk)[83](index=83&type=chunk) [Significant Asset and Equity Sales](index=25&type=section&id=VII%2E%20Significant%20Asset%20and%20Equity%20Sales) This chapter states that the company did not engage in any significant asset or equity sales during the reporting period - The company did not sell significant assets during the reporting period[84](index=84&type=chunk) - The company did not sell significant equity during the reporting period[85](index=85&type=chunk) [Analysis of Major Holding and Participating Companies](index=26&type=section&id=VIII%2E%20Analysis%20of%20Major%20Holding%20and%20Participating%20Companies) This chapter discloses information on the company's major subsidiaries and associates, highlighting Beijing Jinse Huaqin Data Service Co., Ltd. as a key subsidiary Major Subsidiaries and Associates with Over 10% Impact on Company's Net Profit (Unit: Yuan) | Company Name | Company Type | Main Business | Registered Capital (Yuan) | Total Assets (Yuan) | Net Assets (Yuan) | Operating Revenue (Yuan) | Operating Profit (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Jinse Huaqin Data Service Co., Ltd. | Subsidiary | Human Resources Services | 20,000,000.00 | 151,273,997.15 | 88,227,437.96 | 41,713,402.19 | 5,739,993.22 | 4,905,249.51 | - Shandong Tecsun Fusion Data Service Co., Ltd. has been deregistered, with no significant impact on current period performance[86](index=86&type=chunk) [Information on Structured Entities Controlled by the Company](index=26&type=section&id=IX%2E%20Information%20on%20Structured%20Entities%20Controlled%20by%20the%20Company) This chapter states that the company did not control any structured entities during the reporting period - The company had no controlled structured entities during the reporting period[87](index=87&type=chunk) [Risks Faced by the Company and Countermeasures](index=26&type=section&id=X%2E%20Risks%20Faced%20by%20the%20Company%20and%20Countermeasures) This chapter identifies five major risks, including policy changes, market competition, and technological challenges, along with the company's corresponding mitigation strategies - The company faces risks from industry policy changes, intensified market competition, technological challenges, business expansion investment, and rising labor costs[87](index=87&type=chunk)[88](index=88&type=chunk)[89](index=89&type=chunk)[90](index=90&type=chunk) - Countermeasures include: closely following policy guidance and timely adjusting business strategies; strengthening internal cost reduction and efficiency improvement, and reinforcing full-process cost control; improving the performance system and incentive mechanism, and building employee growth channels[91](index=91&type=chunk) [Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan](index=27&type=section&id=XI%2E%20Formulation%20and%20Implementation%20of%20Market%20Value%20Management%20System%20and%20Valuation%20Enhancement%20Plan) This chapter states that the company has not formulated a market value management system or disclosed a valuation enhancement plan - The company has not formulated a market value management system, nor has it disclosed a valuation enhancement plan[92](index=92&type=chunk) [Implementation of "Quality and Return Dual Improvement" Action Plan](index=27&type=section&id=XII%2E%20Implementation%20of%20%22Quality%20and%20Return%20Dual%20Improvement%22%20Action%20Plan) This chapter states that the company has not disclosed an announcement regarding the "Quality and Return Dual Improvement" action plan - The company has not disclosed an announcement regarding the "Quality and Return Dual Improvement" action plan[92](index=92&type=chunk) [Corporate Governance, Environment, and Society](index=28&type=section&id=Item%204%2E%20Corporate%20Governance%2C%20Environment%2C%20and%20Society) This section covers the company's governance structure, environmental practices, and social responsibility initiatives during the reporting period [Changes in Directors, Supervisors, and Senior Management](index=28&type=section&id=I%2E%20Changes%20in%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management) This chapter reports no changes in the company's directors, supervisors, and senior management during the reporting period - There were no changes in the company's directors, supervisors, and senior management during the reporting period, as detailed in the 2024 annual report[94](index=94&type=chunk) [Profit Distribution and Capital Reserve Conversion to Share Capital in the Current Reporting Period](index=28&type=section&id=II%2E%20Profit%20Distribution%20and%20Capital%20Reserve%20Conversion%20to%20Share%20Capital%20in%20the%20Current%20Reporting%20Period) This chapter confirms the company's plan not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the half-year - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the half-year[95](index=95&type=chunk) [Implementation of Company's Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures](index=28&type=section&id=III%2E%20Implementation%20of%20Company%27s%20Equity%20Incentive%20Plans%2C%20Employee%20Stock%20Ownership%20Plans%2C%20or%20Other%20Employee%20Incentive%20Measures) This chapter discloses the cancellation of stock options from the 2022 plan due to unmet performance targets and the successful transfer of shares for the 2025 employee stock ownership plan - The company's "2022 Stock Option Incentive Plan" did not meet the company-level performance target for the second assessment year (2024), and all options for the second exercise period for all incentive recipients will be cancelled in accordance with relevant regulations[96](index=96&type=chunk) All Valid Employee Stock Ownership Plans During the Reporting Period | Employee Scope | Number of Employees | Total Shares Held (Shares) | Changes | % of Total Share Capital | Funding Source for Plan Implementation | | :--- | :--- | :--- | :--- | :--- | :--- | | Middle management, core backbone employees (excluding directors, supervisors, senior management) | 61 | 1,745,600 | None | 0.40% | Employees' legal remuneration, self-raised funds | - The company has transferred **1,745,600 shares** of company stock via non-trading transfer to the dedicated securities account of the "Guangdong Tecsun Science & Technology Co., Ltd. - 2025 Employee Stock Ownership Plan"[98](index=98&type=chunk) - This employee stock ownership plan has a duration of **36 months**, with the acquired shares unlocking in **2 tranches**, each with a lock-up period of **12 months and 24 months**, and an unlocking ratio of **50%** per tranche[99](index=99&type=chunk) [Environmental Information Disclosure](index=29&type=section&id=IV%2E%20Environmental%20Information%20Disclosure) This chapter states that the 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[100](index=100&type=chunk) [Social Responsibility](index=29&type=section&id=V%2E%20Social%20Responsibility) This chapter highlights the company's commitment to social responsibility by leveraging technology to build a comprehensive service system for public welfare and government digital governance - The company is committed to "building a bridge between government and public welfare," constructing a full-scenario operation service system through internet, big data, and AI technologies, deeply covering public welfare scenarios such as employment, medical care, and government affairs[100](index=100&type=chunk) - The company will continue to uphold its commitment to public welfare services, continuously promote new leaps in public welfare service development, fully leverage its social value in the social security and public welfare industry, and give back to society with sincere service[101](index=101&type=chunk) [Significant Matters](index=31&type=section&id=Item%205%2E%20Significant%20Matters) This section details important events and disclosures that significantly impact the company's operations, financial position, or shareholder interests [Fulfillment of Commitments](index=31&type=section&id=I%2E%20Fulfillment%20of%20Commitments%20by%20the%20Company%27s%20Actual%20Controller%2C%20Shareholders%2C%20Related%20Parties%2C%20Acquirers%2C%20and%20the%20Company%20During%20the%20Reporting%20Period%20and%20Overdue%20Unfulfilled%20Commitments%20as%20of%20the%20End%20of%20the%20Reporting%20Period) This chapter confirms that the company's controlling shareholder and actual controller, Guo Xiaobin, strictly fulfilled all commitments made during the reporting period - The company's controlling shareholder and actual controller, Guo Xiaobin, strictly fulfilled his commitments during the reporting period, with no violations[103](index=103&type=chunk) - Commitments include that the subscription funds are legal self-owned or self-raised funds, with no external fundraising, leverage, or other structured arrangements for financing[103](index=103&type=chunk) - The non-publicly issued shares subscribed will not be transferred within **36 months** from the end of the issuance[103](index=103&type=chunk) [Non-Operating Funds Occupied](index=32&type=section&id=II%2E%20Non-Operating%20Funds%20Occupied%20by%20Controlling%20Shareholders%20and%20Other%20Related%20Parties%20from%20the%20Listed%20Company) This chapter states that there were no non-operating funds occupied by controlling shareholders or other related parties from the company during the reporting period - The company had no non-operating funds occupied by controlling shareholders or other related parties during the reporting period[105](index=105&type=chunk) [Illegal External Guarantees](index=32&type=section&id=III%2E%20Illegal%20External%20Guarantees) This chapter states that the company had no illegal external guarantees during the reporting period - The company had no illegal external guarantees during the reporting period[106](index=106&type=chunk) [Appointment and Dismissal of Accounting Firms](index=32&type=section&id=IV%2E%20Appointment%20and%20Dismissal%20of%20Accounting%20Firms) This chapter states that the company's semi-annual financial report was not audited - The company's semi-annual report was not audited[107](index=107&type=chunk) [Explanation of Non-Standard Audit Report](index=32&type=section&id=V%2E%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) This chapter states that there was no non-standard audit report for the company during the reporting period - The company had no non-standard audit report during the reporting period[108](index=108&type=chunk) [Explanation of Previous Year's Non-Standard Audit Report](index=32&type=section&id=VI%2E%20Explanation%20by%20the%20Board%20of%20Directors%20on%20the%20%22Non-Standard%20Audit%20Report%22%20for%20the%20Previous%20Year) This chapter states that there was no non-standard audit report for the previous year concerning the company - The company had no non-standard audit report for the previous year during the reporting period[108](index=108&type=chunk) [Bankruptcy and Reorganization Matters](index=32&type=section&id=VII%2E%20Bankruptcy%20and%20Reorganization%20Matters) This chapter states that the company did not experience any bankruptcy or reorganization matters during the reporting period - The company did not experience any bankruptcy or reorganization matters during the reporting period[108](index=108&type=chunk) [Litigation Matters](index=33&type=section&id=VIII%2E%20Litigation%20Matters) This chapter states that the company had no significant litigation or arbitration matters during the reporting period - The company had no significant litigation or arbitration matters during this reporting period[109](index=109&type=chunk) [Penalties and Rectification](index=33&type=section&id=IX%2E%20Penalties%20and%20Rectification) This chapter states that the company had no penalties or rectification situations during the reporting period - The company had no penalties or rectification situations during the reporting period[109](index=109&type=chunk) [Integrity Status](index=33&type=section&id=X%2E%20Integrity%20Status%20of%20the%20Company%2C%20its%20Controlling%20Shareholder%2C%20and%20Actual%20Controller) This chapter states that there were no matters requiring disclosure regarding the integrity status of the company, its controlling shareholder, or actual controller - The company had no matters requiring disclosure regarding its integrity status during the reporting period[110](index=110&type=chunk) [Significant Related Party Transactions](index=33&type=section&id=XI%2E%20Significant%20Related%20Party%20Transactions) This chapter states that the company had no significant related party transactions, including asset/equity acquisitions or disposals, or related party debt during the reporting period - The company had no related party transactions related to daily operations during the reporting period[110](index=110&type=chunk) - The company had no related party transactions involving asset or equity acquisition or disposal during the reporting period[111](index=111&type=chunk) - The company had no related party creditor-debtor transactions during the reporting period[113](index=113&type=chunk) - There were no deposits, loans, credit lines, or other financial business between the company and related financial companies or related parties[114](index=114&type=chunk) [Significant Contracts and Their Performance](index=34&type=section&id=XII%2E%20Significant%20Contracts%20and%20Their%20Performance) This chapter discloses the company's related party guarantee for a subsidiary and its entrusted wealth management activities, with no outstanding balance at period-end - The company had no entrusted management, contracting, or leasing situations during the reporting period[118](index=118&type=chunk)[119](index=119&type=chunk)[120](index=120&type=chunk) Company Guarantees for Subsidiaries (Unit: Ten Thousand Yuan) | Guaranteed Party Name | Guarantee Limit (Ten Thousand Yuan) | Actual Guarantee Amount (Ten Thousand Yuan) | Guarantee Period | Fulfilled | Related Party Guarantee | | :--- | :--- | :--- | :--- | :--- | :--- | | Guangzhou Deyue Real Estate Investment Co., Ltd. | 20,000 | 1,870.34 | 18 years | No | Yes | | Total approved guarantee limit for subsidiaries during the reporting period (B1) | 20,000 | | | | | | Total actual guarantee amount for subsidiaries during the reporting period (B2) | | 724.56 | | | | | Total approved guarantee limit for subsidiaries at period-end (B3) | 20,000 | | | | | | Total actual guarantee balance for subsidiaries at period-end (B4) | | 1,870.34 | | | | | Ratio of total actual guarantee amount to company's net assets | | 1.69% | | | | Entrusted Wealth Management (Unit: Ten Thousand Yuan) | Type | Source of Funds | Amount of Entrusted Wealth Management (Ten Thousand Yuan) | Unmatured Balance (Ten Thousand Yuan) | Overdue Unrecovered Amount (Ten Thousand Yuan) | | :--- | :--- | :--- | :--- | :--- | | Bank wealth management products | Own funds | 63,780 | 0 | 0 | | **Total** | | **63,780** | **0** | **0** | [Explanation of Other Significant Matters](index=35&type=section&id=XIII%2E%20Explanation%20of%20Other%20Significant%20Matters) This chapter states that there were no other significant matters requiring explanation by the company during the reporting period - The company had no other significant matters requiring explanation during the reporting period[126](index=126&type=chunk) [Significant Matters of Company Subsidiaries](index=35&type=section&id=XIV%2E%20Significant%20Matters%20of%20Company%20Subsidiaries) This chapter states that there were no significant matters concerning the company's subsidiaries during the reporting period - The company had no significant matters concerning its subsidiaries during the reporting period[127](index=127&type=chunk) [Share Changes and Shareholder Information](index=36&type=section&id=Item%206%2E%20Share%20Changes%20and%20Shareholder%20Information) This section details changes in the company's share capital, information on its shareholders, and any shifts in control [Share Change Information](index=36&type=section&id=I%2E%20Share%20Change%20Information) This chapter details the decrease in restricted shares and corresponding increase in unrestricted shares, primarily due to the lifting of restrictions on shares held by directors, supervisors, senior management, and the controlling shareholder Share Change Information (Unit: Shares) | Category | Quantity Before Change (Shares) | % Before Change | Change (+,-) (Shares) | Quantity After Change (Shares) | % After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 119,668,599 | 27.74% | -10,071,143 | 109,597,456 | 25.40% | | 3. Other Domestic Holdings | 119,668,599 | 27.74% | -10,071,143 | 109,597,456 | 25.40% | | Of which: Domestic Natural Persons | 119,668,599 | 27.74% | -10,071,143 | 109,597,456 | 25.40% | | II. Unrestricted Shares | 311,763,489 | 72.26% | 10,071,143 | 321,834,632 | 74.60% | | 1. RMB Ordinary Shares | 311,763,489 | 72.26% | 10,071,143 | 321,834,632 | 74.60% | | **III. Total Shares** | **431,432,088** | **100.00%** | **0** | **431,432,088** | **100.00%** | - Restricted shares for directors, supervisors, and senior management are released at **25%** of their holdings on January 1st of each year[130](index=130&type=chunk) - The **38,024,000 RMB ordinary shares** non-publicly issued by the company to controlling shareholder and actual controller Mr. Guo Xiaobin in April 2022 were released from restriction and listed for trading on **May 14, 2025**[130](index=130&type=chunk) - The company has transferred **1,745,600 shares** of its repurchased stock to the dedicated securities account of the "Guangdong Tecsun Science & Technology Co., Ltd. - 2025 Employee Stock Ownership Plan," with the actual use consistent with the proposed use in the share repurchase plan[131](index=131&type=chunk) [Securities Issuance and Listing Information](index=38&type=section&id=II%2E%20Securities%20Issuance%20and%20Listing%20Information) This chapter states that there were no securities issuance or listing activities by the company during the reporting period - The company had no securities issuance or listing activities during the reporting period[134](index=134&type=chunk) [Number of Shareholders and Shareholding Information](index=38&type=section&id=III%2E%20Number%20of%20Shareholders%20and%20Shareholding%20Information) This chapter discloses the total number of ordinary shareholders, the shareholding of the controlling shareholder, and the top 10 shareholders, noting no related party relationships among them - The total number of ordinary shareholders at the end of the reporting period was **45,056**[135](index=135&type=chunk) Shareholdings of Shareholders Holding 5% or More or Top 10 Shareholders (Unit: Shares) | Shareholder Name | Shareholder Nature | Shareholding % | Shares Held at Period-End (Shares) | Restricted Shares Held (Shares) | Unrestricted Shares Held (Shares) | Share Status | Pledged Shares (Shares) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Guo Xiaobin | Domestic Natural Person | 33.40% | 144,087,714 | 108,065,785 | 36,021,929 | Pledged | 50,830,000 | | Sun Kuangbiao | Domestic Natural Person | 8.45% | 36,458,058 | 0 | 36,458,058 | Not Applicable | 0 | | Guangdong Tecsun Science & Technology Co., Ltd. – 2025 Employee Stock Ownership Plan | Other | 0.40% | 1,745,600 | 0 | 1,745,600 | Not Applicable | 0 | - There are no related party relationships among the aforementioned shareholders, and they do not constitute parties acting in concert[136](index=136&type=chunk) - The company's dedicated repurchase securities account holds **3,145,372 shares** and has been excluded from the top 10 shareholders[136](index=136&type=chunk) [Changes in Shareholdings of Directors, Supervisors, and Senior Management](index=40&type=section&id=IV%2E%20Changes%20in%20Shareholdings%20of%20Directors%2C%20Supervisors%2C%20and%20Senior%20Management) This chapter states that there were no changes in the shareholdings of the company's directors, supervisors, and senior management during the reporting period - There were no changes in the shareholdings of the company's directors, supervisors, and senior management during the reporting period, as detailed in the 2024 annual report[138](index=138&type=chunk) [Changes in Controlling Shareholder or Actual Controller](index=40&type=section&id=V%2E%20Changes%20in%20Controlling%20Shareholder%20or%20Actual%20Controller) This chapter states that there were no changes in the company's controlling shareholder or actual controller during the reporting period - The company's controlling shareholder did not change during the reporting period[139](index=139&type=chunk) - The company's actual controller did not change during the reporting period[139](index=139&type=chunk) [Information on Preferred Shares](index=41&type=section&id=VI%2E%20Information%20on%20Preferred%20Shares) This chapter states that the company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period[140](index=140&type=chunk) [Bond-Related Information](index=42&type=section&id=Item%207%2E%20Bond-Related%20Information) This section provides information regarding any bonds issued or held by the company - The company had no bond-related information during the reporting period[142](index=142&type=chunk) [Financial Report](index=43&type=section&id=Item%208%2E%20Financial%20Report) This section presents the company's complete financial statements, including balance sheets, income statements, and cash flow statements, along with detailed notes [Audit Report](index=43&type=section&id=I%2E%20Audit%20Report) This chapter states that the company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited[144](index=144&type=chunk) [Financial Statements](index=43&type=section&id=II%2E%20Financial%20Statements) This chapter provides the company's consolidated and parent company balance sheets, income statements, and cash flow statements for the first half of 2025 - The consolidated balance sheet shows that as of June 30, 2025, the company's total assets were **1,442,053,550.42 Yuan**, and total equity attributable to parent company owners was **1,108,802,360.50 Yuan**[148](index=148&type=chunk) - The consolidated income statement shows that for the first half of 2025, total operating revenue was **248,503,169.86 Yuan**, net profit was **10,751,072.04 Yuan**, and net profit attributable to parent company shareholders was **8,869,750.82 Yuan**[155](index=155&type=chunk)[156](index=156&type=chunk) - The consolidated cash flow statement shows that for the first half of 2025, net cash flow from operating activities was **-149,686,961.12 Yuan**, net cash flow from investing activities was **-35,770,557.65 Yuan**, and net cash flow from financing activities was **-10,074,978.33 Yuan**[160](index=160&type=chunk)[161](index=161&type=chunk)[162](index=162&type=chunk) [Company Basic Information](index=61&type=section&id=III%2E%20Company%20Basic%20Information) This chapter outlines the company's history, share capital structure, registration, and core business, emphasizing its focus on social security and public welfare services - Guangdong Tecsun Science & Technology Co., Ltd. was formerly Guangdong Tecsun Technology Co., Ltd., which was wholly converted into a joint-stock company on June 25, 2015, and listed on the Shenzhen Stock Exchange on October 20, 2017[179](index=179&type=chunk) - As of June 30, 2025, the company's total share capital was **431,432,088.00 shares**, of which restricted shares accounted for **27.74%** and unrestricted shares accounted for **72.26%**[180](index=180&type=chunk) - The company has focused on social security and public welfare services for over 20 years, with a core mission of "serving public welfare and promoting consumption," utilizing AI technology to optimize core scenarios such as employment, medical care, and government affairs[181](index=181&type=chunk) [Basis of Preparation of Financial Statements](index=61&type=section&id=IV%2E%20Basis%20of%20Preparation%20of%20Financial%20Statements) This chapter explains that the financial statements are prepared in accordance with Chinese Accounting Standards, using the accrual basis and historical cost, under the assumption of a going concern - These financial statements are prepared in accordance with the Enterprise Accounting Standards issued by the Ministry of Finance, their application guidelines, interpretations, and other relevant regulations[183](index=183&type=chunk) - The company's accounting is based on the accrual basis, and except for certain financial instruments, all items are measured at historical cost[183](index=183&type=chunk) - These financial statements are presented on a going concern basis[184](index=184&type=chunk) [Significant Accounting Policies and Accounting Estimates](index=61&type=section&id=V%2E%20Significant%20Accounting%20Policies%20and%20Accounting%20Estimates) This chapter details the company's accounting policies and estimates for financial instruments, revenue recognition, business combinations, fixed assets, intangible assets, and share-based payments - The company determines its financial instrument and revenue recognition policies based on its production and operation characteristics[186](index=186&type=chunk) - Financial assets are measured at fair value upon initial recognition and classified into three categories based on the business model for managing financial assets and the contractual cash flow characteristics: measured at amortized cost, measured at fair value with changes recognized in other comprehensive income, and measured at fair value with changes recognized in profit or loss[214](index=214&type=chunk) - The company recognizes revenue when it has satisfied its performance obligations in the contract, i.e., when the customer obtains control of the related goods or services, primarily from one-card applications, human resources and social security operations, and big data services[297](index=297&type=chunk)[300](index=300&type=chunk) - Significant accounting estimates and key assumptions include the measurement of expected credit losses for accounts receivable, goodwill impairment, and deferred income tax assets[322](index=322&type=chunk)[323](index=323&type=chunk)[324](index=324&type=chunk) [Taxation](index=86&type=section&id=VI%2E%20Taxation) This chapter lists the company's main tax categories and applicable rates, including VAT and corporate income tax, noting its high-tech enterprise status Main Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Taxable Value Added | 13%, 9%, 6%, 5%, 3% | | Urban Maintenance and Construction Tax | Actual Amount of Turnover Tax Paid | 7%, 5% | | Corporate Income Tax | Taxable Income | 15%, 20%, 25% | | Education Surcharge | Actual Amount of Turnover Tax Paid | 3% | | Local Education Surcharge | Actual Amount of Turnover Tax Paid | 2% | - The company is a high-tech enterprise, re-certified on December 28, 2023, and enjoys a **15% corporate income tax rate** for three years[330](index=330&type=chunk) - In the current reporting period, the company received a software VAT refund of **5,161,042.97 Yuan**, impacting profit or loss by **4,388,572.16 Yuan**[331](index=331&type=chunk) [Notes to Consolidated Financial Statement Items](index=88&type=section&id=VII%2E%20Notes%20to%20Consolidated%20Financial%20Statement%20Items) This chapter provides detailed notes for each item in the consolidated financial statements, explaining balances, changes, and related accounting treatments - The period-end balance of cash and cash equivalents was **301,997,985.96 Yuan**, compared to **499,934,458.07 Yuan** at the beginning of the period[333](index=333&type=chunk) - The period-end carrying value of accounts receivable was **558,784,617.14 Yuan**, with an allowance for doubtful accounts of **78,819,617.71 Yuan**[352](index=352&type=chunk) - The period-end carrying value of inventories was **80,613,893.78 Yuan**, with a total provision for inventory impairment and contract performance cost impairment of **12,875,693.80 Yuan**[411](index=411&type=chunk) - The period-end carrying value of construction in progress was **126,887,438.01 Yuan**, primarily for the Tecsun Science & Technology Headquarters Building project[466](index=466&type=chunk) - Operating revenue for the current period was **248,503,169.86 Yuan**, and operating cost for the current period was **136,136,458.84 Yuan**[554](index=554&type=chunk) [Research and Development Expenses](index=136&type=section&id=VIII%2E%20Research%20and%20Development%20Expenses) This chapter discloses the company's R&D expenses for the reporting period, totaling 37,753,314.10 yuan, all of which were expensed R&D Expense Composition (Unit: Yuan) | Item | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | | :--- | :--- | :--- | | Employee Compensation | 32,114,867.80 | 34,389,031.95 | | Office and Travel Expenses | 2,204,970.93 | 1,803,825.82 | | Depreciation and Amortization | 1,018,730.12 | 1,759,517.91 | | Technical Service Fees | 1,588,491.22 | 2,200,034.53 | | Other | 394,070.11 | 7,875.45 | | Share-Based Payments | 236,103.23 | 349,495.61 | | R&D Materials | 196,080.69 | 139,405.76 | | Intermediary Service Fees | 0.00 | 98,775.40 | | **Total** | **37,753,314.10** | **40,747,962.43** | | Of which: Expensed R&D | 37,753,314.10 | 40,747,962.43 | - Total R&D expenses for the current period decreased by **7.35%** year-on-year, and all R&D expenses were expensed, with no R&D projects meeting capitalization criteria[601](index=601&type=chunk)[602](index=602&type=chunk) [Changes in Consolidation Scope](index=137&type=section&id=IX%2E%20Changes%20in%20Consolidation%20Scope) This chapter states no changes in consolidation scope due to business combinations, but notes the deregistration of Shandong Tecsun Fusion Data Service Co., Ltd - In the current period, the company did not experience any business combinations under non-common control[604](index=604&type=chunk) - In the current period, the company did not experience any business combinations under common control[608](index=608&type=chunk) - Shandong Tecsun Fusion Data Service Co., Ltd. was deregistered on May 28, 2025, with no significant impact on current period performance[612](index=612&type=chunk) [Interests in Other Entities](index=140&type=section&id=X%2E%20Interests%20in%20Other%20Entities) This chapter details the company's interests in subsidiaries, joint ventures, and associates, including financial information for significant non-wholly owned subsidiaries - The company owns multiple subsidiaries, with business natures covering software and information technology services, business services, etc., and most shareholding ratios are **100%**[614](index=614&type=chunk)[615](index=615&type=chunk)[616](index=616&type=chunk) - Beijing Jinse Huaqin Data Service Co., Ltd. is a significant non-wholly owned subsidiary, with a minority shareholder holding **25.00%**[620](index=620&type=chunk) Key Financial Information of Significant Non-Wholly Owned Subsidiaries (Unit: Yuan) | Subsidiary Name | Current Assets (Yuan) | Non-Current Assets (Yuan) | Total Assets (Yuan) | Current Liabilities (Yuan) | Non-Current Liabilities (Yuan) | Total Liabilities (Yuan) | Operating Revenue (Yuan) | Net Profit (Yuan) | Total Comprehensive Income (Yuan) | Operating Cash Flow (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Jinse Huaqin Data Service Co., Ltd. | 121,335,827.05 | 29,938,170.10 | 151,273,997.15 | 62,535,035.62 | 511,523.57 | 63,046,559.19 | 41,713,402.19 | 4,905,249.51 | 4,905,249.51 | -56,561,526.78 | - The total carrying value of investments in insignificant joint ventures and associates is **0 Yuan**, and the total comprehensive income for the current period is **-580,310.22 Yuan**[627](index=627&type=chunk) [Government Grants](index=146&type=section&id=XI%2E%20Government%20Grants) This chapter discloses government grants recognized in profit or loss for the reporting period, totaling 5,647,743.86 yuan, with no grants recognized in deferred income Government Grants Recognized in Current Profit or Loss (Unit: Yuan) | Accounting Account | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | | :--- | :--- | :--- | | Other Income | 5,647,743.86 | 10,977,376.28 | - In the current period, the company had no government grants recognized in deferred income[631](index=631&type=chunk) [Risks Related to Financial Instruments](index=147&type=section&id=XII%2E%20Risks%20Related%20to%20Financial%20Instruments) This chapter detailedly analyzes the company's credit risk, liquidity risk, and market risk (including interest rate risk), and elaborates on the corresponding risk management objectives and policies - The main risks arising from the company's financial instruments are credit risk, liquidity risk, and market risk[632](index=632&type=chunk) - Credit risk primarily arises from bank deposits, notes receivable, accounts receivable, other receivables, etc., with the top five customers' accounts receivable accounting for **27.60%** of the total[634](index=634&type=chunk)[635](index=635&type=chunk) - Liquidity risk is managed by maintaining sufficient cash and cash equivalents, monitoring bank borrowings, and obtaining financing credit lines[636](index=636&type=chunk) - Interest rate risk primarily arises from long-term interest-bearing debts such as long-term bank borrowings; the company closely monitors interest rate changes but currently has no interest rate hedging policy[639](index=639&type=chunk) Financial Assets Transferred with Continuing Involvement (Unit: Yuan) | Item | Asset Transfer Method | Assets from Continuing Involvement (Yuan) | Liabilities from Continuing Involvement (Yuan) | | :--- | :--- | :--- | :--- | | Notes Endorsement | Bank acceptance bills endorsed but not yet due | 230,304.73 | 230,304.73 | | Notes Endorsement | Commercial acceptance bills endorsed but not yet due | 611,420.02 | 611,420.02 | | **Total** | | **841,724.75** | **841,724.75** | [Fair Value Disclosure](index=150&type=section&id=XIII%2E%20Fair%20Value%20Disclosure) This chapter states that the carrying amounts of financial assets and liabilities measured at amortized cost are close to their fair values, with no fair value measurement level conversions - The carrying amounts of the company's financial assets and financial liabilities measured at amortized cost are very close to their fair values[650](index=650&type=chunk) - In the current year, there were no transfers between Level 1 and Level 2 fair value measurements for the company's financial assets and financial liabilities, nor were there any transfers into or out of Level 3[648](index=648&type=chunk) [Related Parties and Related Party Transactions](index=151&type=section&id=XIV%2E%20Related%20Parties%20and%20Related%20Party%20Transactions) This chapter identifies the company's related parties and details related party transactions, including purchases, sales, and key management personnel compensation - The ultimate controlling party of the enterprise is Guo Xiaobin[651](index=651&type=chunk) Purchases of Goods/Receipt of Services (Unit: Yuan) | Related Party | Related Transaction Content | Current Period Amount (Yuan) | Approved Transaction Limit (Yuan) | Exceeded Limit | Prior Period Amount (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | | Hangzhou Hikvision Technology Co., Ltd. | Identity information recognition, access control products, etc. | 18,147.00 | | No | 15,692.99 | | Hangzhou Hikvision Digital Technology Co., Ltd. | Maintenance services | 212.00 | 300.00 | No | 0.00 | | Tibet Huaqin Interconnect Technology Co., Ltd. | Human resources services | 340,615.27 | | No | 432,941.13 | Sales of Goods/Provision of Services (Unit: Yuan) | Related Party | Related Transaction Content | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | | :--- | :--- | :--- | :--- | | Hangzhou Hikvision Technology Co., Ltd. | AIOT IoT products | 2,330,650.40 | 3,049,139.81 | | Hangzhou Hikvision Digital Technology Co., Ltd. | AIOT IoT products | 6,300.00 | 12,600.00 | | Tongren City Minsheng One-Card Co., Ltd. | One-card and AIOT applications | 49,950.00 | 103,227.88 | | Tibet Huaqin Interconnect Technology Co., Ltd. | Special business service platform services, human resources services | 219,117.14 | 29,981.95 | - Key management personnel compensation for the current period was **1,770,045.00 Yuan**, compared to **1,560,328.72 Yuan** in the prior period[673](index=673&type=chunk) [Share-Based Payments](index=155&type=section&id=XV%2E%20Share-Based%20Payments) This chapter discloses the company's share-based payment activities, including the grant of shares for the 2025 employee stock ownership plan and the forfeiture of options from the 2022 plan Overall Share-Based Payment Information (Unit: Yuan) | Grantee Category | Current Period Granted Quantity | Current Period Granted Amount (Yuan) | Current Period Forfeited Quantity | Current Period Forfeited Amount (Yuan) | | :--- | :--- | :--- | :--- | :--- | | 2025 Employee Stock Ownership Plan | 1,245,600.00 | 392,364.00 | | | | 2022 Stock Option Incentive Plan (Initial Grant) | | | 61,500.00 | 17,359.02 | | **Total** | **1,245,600.00** | **392,364.00** | **61,500.00** | **17,359.02** | - The total expense recognized for equity-settled share-based payments in the current period was **978,548.47 Yuan**, primarily allocated to sales personnel, management personnel, R&D personnel, and production personnel[680](index=680&type=chunk)[681](index=681&type=chunk)[682](index=682&type=chunk) [Commitments and Contingencies](index=156&type=section&id=XVI%2E%20Commitments%20and%20Contingencies) This chapter discloses significant capital commitments for long-term asset construction and states no other material contingent matters as of the balance sheet date Capital Commitments Signed but Not Yet Recognized in Financial Statements (Unit: Ten Thousand Yuan) | Item | Period-End Balance (Ten Thousand Yuan) | Prior Year-End Balance (Ten Thousand Yuan) | | :--- | :--- | :--- | | Commitments for construction of long-term assets | 5,828.89 | 4,334.98 | - As of June 30, 2025, the company had no significant contingent matters requiring disclosure[683](index=683&type=chunk)[684](index=684&type=chunk) [Events After the Balance Sheet Date](index=156&type=section&id=XVII%2E%20Events%20After%20the%20Balance%20Sheet%20Date) This chapter states that there were no significant non-adjusting events, profit distributions, sales returns, or other post-balance sheet events during the reporting period - The company had no significant non-adjusting events during the reporting period[686](index=686&type=chunk) - The company had no profit distribution events during the reporting period[687](index=687&type=chunk) - The company had no sales returns during the reporting period[688](index=688&type=chunk) [Other Significant Matters](index=157&type=section&id=XVIII%2E%20Other%20Significant%20Matters) This chapter states that there were no other significant matters such as prior period error corrections, debt restructurings, or asset exchanges during the reporting period - The company had no prior period accounting error corrections during the reporting period[688](index=688&type=chunk) - The company had no debt restructuring, asset replacement, annuity plans, or discontinued operations during the reporting period[691](index=691&type=chunk) [Notes to Main Items of Parent Company Financial Statements](index=158&type=section&id=XIX%2E%20Notes%20to%20Main%20Items%20of%20Parent%20Company%20Financial%20Statements) This chapter provides detailed notes for the parent company's key financial statement items, including accounts receivable, other receivables, and long-term equity investments - The parent company's accounts receivable carrying value at period-end was **532,837,583.03 Yuan**, with an allowance for doubtful accounts of **73,709,858.16 Yuan**[698](index=698&type=chunk) - The parent company's other receivables carrying value at period-end was **97,132,963.96 Yuan**, with an allowance for doubtful accounts of **6,819,706.64 Yuan**[710](index=710&type=chunk)[728](index=728&type=chunk) - The parent company's long-term equity investments carrying value at period-end was **510,662,231.90 Yuan**, primarily investments in subsidiaries[739](index=739&type=chunk) [Supplementary Information](index=168&type=section&id=XX%2E%20Supplementary%20Information) This chapter provides supplementary financial data, including a detailed statement of non-recurring gains and losses and key profitability ratios Current Period Non-recurring Gains and Losses Detail Statement (Unit: Yuan) | Item | Amount (Yuan) | | :--- | :--- | | Gains or losses from disposal of non-current assets | -99,481.54 | | Government grants recognized in current profit or loss (excluding those closely related to the company's normal operations, compliant with national policies, enjoyed according to fixed standards, and having a continuous impact on the company's profit or loss) | 486,700.89 | | Gains or losses from changes in fair value of financial assets and financial liabilities, and gains or losses from disposal of financial assets and financial liabilities, excluding effective hedge accounting related to normal business operations of non-financial enterprises | 1,900,969.19 | | Other non-operating income and expenses apart from the above items | 409,498.41 | | Less: Income tax impact | 345,552.39 | | Minority interest impact (after tax) | 213,971.07 | | **Total** | **2,138,163.49** | Return on Net Assets and Earnings Per Share | Profit for the Period | Weighted Average Return on Net Assets | Basic EPS (Yuan/share) | Diluted EPS (Yuan/share) | | :--- | :--- | :--- | :--- | | Net profit attributable to ordinary shareholders of the company | 0.79% | 0.0206 | 0.0206 | | Net profit attributable to ordinary shareholders of the company after deducting non-recurring gains and losses | 0.60% | 0.0156 | 0.0156 | [Other Submitted Data](index=170&type=section&id=Item%209%2E%20Other%20Submitted%20Data) This section includes additional data submitted by the company, covering social security issues and investor relations activities [Other Significant Social Security Issues](index=170&type=section&id=I%2E%20Other%20Significant%20Social%20Security%20Issues) This chapter states that the company and its subsidiaries had no other significant social security issues or administrative penalties during the reporting period - The listed company and its subsidiaries had no other significant social security issues[757](index=757&type=chunk) - No administrative penalties were received during the reporting period[757](index=757&type=chunk)
德生科技(002908) - 独立董事工作细则(2025年8月)
2025-08-22 10:05
广东德生科技股份有限公司 独立董事工作细则 第一章 总则 第五条 公司董事会中设置审计委员会、提名委员会、薪酬与考核委员会、 战略委员会。 审计委员会成员应当为不在公司担任高级管理人员的董事,其中独立董事应 当过半数,并由独立董事中会计专业人士担任召集人。提名委员会、薪酬与考核 委员会中独立董事应当过半数并担任召集人。 1 第二章 独立董事的构成 第六条 公司独立董事占董事会成员的比例不得低于三分之一,且至少包括 一名会计专业人士。 本条所指会计专业人士应当具备丰富的会计专业知识和经验,并至少符合下 列条件之一: 第一条 为进一步完善广东德生科技股份有限公司(以下简称"公司")治 理结构,促进公司规范运作,切实保护股东利益,有效规避公司决策风险,促进 公司规范运作,现根据《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》《国务院办公厅关于上市公司独立董事制度改革的意见》 《上市公司独立董事管理办法》《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、法规 和规范性文件及《广东德生科技股份有限公司章程》(以下简称"《公司 ...
德生科技(002908) - 董事会议事规则(2025年8月)
2025-08-22 10:05
董事会议事规则 广东德生科技股份有限公司 第一章 总则 董事任期从就任之日起计算,至本届董事会任期届满时为止。 董事任期届满未及时改选,在改选出的董事就任前,原董事仍应当依照法律、 1 第一条 为适应建立现代企业制度的要求,维护股东的合法权益,规范广东 德生科技股份有限公司(以下简称"公司")董事会的议事方法和程序,提高董 事会工作效率,确保董事会决策的科学性,根据《中华人民共和国公司法》(以 下简称"《公司法》")、《中华人民共和国证券法》《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》及 《广东德生科技股份有限公司章程》(以下简称"公司章程")的规定,特制定本 议事规则。 第二条 董事会是公司股东会的执行机构和公司经营管理的决策机构,负责 公司发展目标和重大经营活动的决策。董事会议事、决策以及为实施决策所做的 各种安排,均以股东利益最大化为最终目的,并平等对待全体股东,关注其他相 关人士的利益。 第三条 董事会对股东会负责,严格依据国家有关法律、法规和公司章程的 规定履行职责。 第四条 本规则对公司全体董事具有约束力。 第二章 董事 第五条 公司董事 ...
德生科技(002908) - 股东会网络投票工作制度(2025年8月)
2025-08-22 10:05
广东德生科技股份有限公司 股东会网络投票工作制度 第一章 总则 第一条 为规范广东德生科技股份有限公司(以下简称"公司")股东会的表 决机制,保护投资者合法权益,根据《中华人民共和国公司法》《上市公司股东会 规则》《深圳证券交易所上市公司股东会网络投票实施细则》等相关法律、行政法 规、规章、规范性文件和《广东德生科技股份有限公司章程》(以下简称"《公司 章程》")的规定,特制订本制度。 第二条 本制度所称公司股东会网络投票系统(以下简称"网络投票系统") 是指深圳证券交易所(以下简称"深交所")利用网络与通信技术,为上市公司股 东行使股东会表决权提供服务的信息技术系统。网络投票系统包括深交所交易系 统、互联网投票系统。 第三条 公司召开股东会,除现场会议投票外,应当尽可能向股东提供股东会 网络投票服务。 股东会议案按照有关规定需要同时征得社会公众股股东单独表决通过的,或 根据有关法律法规、规范性文件以及《公司章程》规定需要进行网络投票的,除 现场会议投票外,公司应当向股东提供股东会网络投票服务。 对于审计委员会或股东自行召集的股东会,且公司董事会不予配合的情形, 股东会召集人可比照本制度的规定办理网络投票的相 ...