[Corporate Information](index=2&type=section&id=Corporate%20Information) [Board of Directors](index=3&type=section&id=Board%20of%20Directors) The company's Board of Directors comprises executive, non-executive, and independent non-executive directors, with various committees established - Board members include Executive Directors Mr. Zhang Ping (Chairman) and Mr. Lu Zhenwei, Non-executive Directors Mr. Liu Guoxi, Mr. Su Yongjian, Mr. Li Hao, Mr. Huang Jiao, Mr. Wang Cheng, and Independent Non-executive Directors Mr. Jin Xinbin, Mr. Zhu Jianbiao, Mr. Zeng Ming, and Mr. Liu Jingwei[3](index=3&type=chunk)[4](index=4&type=chunk) - Committees include the Audit Committee (chaired by Mr. Liu Jingwei), Remuneration Committee (chaired by Mr. Liu Jingwei), Nomination Committee (chaired by Mr. Zhang Ping), Risk Control Committee (chaired by Mr. Zhang Ping), and Sustainable Development Committee (chaired by Mr. Zhang Ping)[3](index=3&type=chunk)[4](index=4&type=chunk)[5](index=5&type=chunk) [Other Corporate Details](index=4&type=section&id=Other%20Corporate%20Details) The company discloses its auditor, legal advisors, share registrar, registered office, principal place of business, main banks, and website - The auditor is Grant Thornton Hong Kong Limited[7](index=7&type=chunk)[8](index=8&type=chunk) - Legal advisors include Conyers Dill & Pearman in Bermuda, Jones Day in Hong Kong, and Beijing Yingke Law Firm and Beijing Zhongce Law Firm in mainland China[7](index=7&type=chunk)[8](index=8&type=chunk) - Principal bankers include Agricultural Bank of China, Bank of China, CITIC Bank, and China Construction Bank[9](index=9&type=chunk)[10](index=10&type=chunk) - The company's website is http://www.bjei.com[10](index=10&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=6&type=section&id=Business%20Review) The group aims to be an international clean energy operator, expanding its generation business and significantly increasing total electricity output - The group primarily engages in the development, investment, operation, and management of power stations and other clean energy projects, aiming to become the most respected international clean energy ecological investment and operation service provider[11](index=11&type=chunk)[14](index=14&type=chunk) [Diversification of Investment Locations and Portfolios](index=6&type=section&id=Diversification%20of%20Investment%20Locations%20and%20Portfolios) The group actively expands its solar, wind, hydro, and energy storage businesses across 28 Chinese provinces and internationally - As of June 30, 2025, the group owned **187 solar power stations** (December 31, 2024: 166), **39 wind power stations** (December 31, 2024: 38), **26 hydro power stations** (December 31, 2024: 26), and **3 energy storage power stations** (December 31, 2024: 3)[12](index=12&type=chunk)[15](index=15&type=chunk) - Total grid-connected installed capacity was approximately **13,692 MW** (December 31, 2024: approximately 12,639 MW), an increase of approximately **8.3%**[12](index=12&type=chunk)[15](index=15&type=chunk) - Power stations are distributed across **28 provinces in China**, with overseas projects in Australia and Vietnam[12](index=12&type=chunk)[15](index=15&type=chunk) [Other Clean Energy Projects](index=7&type=section&id=Other%20Clean%20Energy%20Projects) The group holds development rights for approximately 5 GW of hydropower and focuses on optimizing its asset structure and diversifying energy supply - The group holds hydropower development rights with an estimated capacity of approximately **5 GW**, where the company indirectly holds a **75% equity interest** in the project company, and the remaining **25%** is indirectly held by the People's Government of the Tibet Autonomous Region[17](index=17&type=chunk)[20](index=20&type=chunk) - In the short term, the group will continue to focus on developing solar, wind, hydro, and energy storage businesses, improving its asset structure, with a long-term goal of supplementing diverse energy supplies[18](index=18&type=chunk)[20](index=20&type=chunk) [Electricity Generation](index=7&type=section&id=Electricity%20Generation) Total electricity generation from the company's power stations significantly increased by 51.7% to approximately 11,514,751 MWh Total Electricity Generation by Power Generation Subsidiaries | Indicator | H1 2025 (MWh) | H1 2024 (MWh) | Change Rate | | :--- | :--- | :--- | :--- | | **Total Electricity Generation** | 11,514,751 | 7,590,356 | +51.7% | Summary of Power Generation Subsidiaries' Power Stations | Type | June 30, 2025 (MW) | June 30, 2024 (MW) | H1 2025 Electricity Generation (MWh) | H1 2024 Electricity Generation (MWh) | | :--- | :--- | :--- | :--- | :--- | | Solar | 7,958 | 6,391 | 4,863,871 | 4,220,057 | | Wind | 4,432 | 2,602 | 5,177,066 | 1,874,559 | | Hydro | 952 | 952 | 1,348,606 | 1,495,740 | | Energy Storage | 350 | 100 | 125,208 | – | | **Total** | **13,692** | **10,045** | **11,514,751** | **7,590,356** | - Energy storage power stations officially commenced production and operation in the second half of 2024, hence no relevant data for the first half of 2024[24](index=24&type=chunk)[25](index=25&type=chunk) [Financing](index=10&type=section&id=Financing) The group diversified financing channels, reduced its weighted average annual interest rate, and secured funding for future business expansion - During the reporting period, the weighted average annual interest rate for bank and other borrowings was approximately **3.17%**, a significant decrease from approximately **3.73%** as of December 31, 2024[30](index=30&type=chunk)[33](index=33&type=chunk) - The decrease in interest rates was primarily due to the refinancing of high-interest loans and a decline in benchmark rates such as LPR and SOFR[30](index=30&type=chunk)[33](index=33&type=chunk) - The company completed the issuance of two tranches of perpetual medium-term notes in February and May 2025, with sizes of **RMB 900 million** and **RMB 600 million** respectively, fixed distribution rates of **2.47%** and **2.38%** per annum, with net proceeds used to repay domestic borrowings in China[31](index=31&type=chunk)[33](index=33&type=chunk) - Jingneng Development secured private perpetual medium-term note funding of **RMB 1,500 million** (2024) and **RMB 1,050 million** (H1 2025) through investment agreements with China Life Investment and Allianz Insurance, used to supplement working capital and repay borrowings[32](index=32&type=chunk)[34](index=34&type=chunk)[35](index=35&type=chunk)[39](index=39&type=chunk) [Financial Review](index=11&type=section&id=Financial%20Review) The group achieved slight net profit growth, increased revenue and EBITDA, but experienced a decline in average electricity prices Key Financial Indicators | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Net Profit | 293 | 292 | +0.34% | | Revenue | 4,086 | 3,272 | +24.87% | | EBITDA | 3,276 | 2,686 | +21.97% | - Revenue and EBITDA growth were primarily attributable to the expansion of grid-connected installed capacity from approximately **10,045 MW** as of June 30, 2024, to approximately **13,692 MW** as of June 30, 2025, an increase of approximately **36.3%**, as well as efficient operation and management of power stations[37](index=37&type=chunk)[41](index=41&type=chunk) - The average electricity price per kWh (excluding VAT) decreased from approximately **RMB 0.43** as of June 30, 2024, to approximately **RMB 0.35** for the current period, mainly due to the continuous increase in grid-connected installed capacity of grid-parity solar and wind power projects, whose electricity prices do not include subsidies[38](index=38&type=chunk)[41](index=41&type=chunk) [Finance Costs](index=12&type=section&id=Finance%20Costs) Total finance costs slightly decreased, primarily due to the refinancing of high-interest loans into lower-interest RMB loans Total Finance Costs | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | **Total Finance Costs** | 1,099 | 1,105 | -0.54% | - The decrease in finance costs was mainly due to the gradual refinancing of certain high-interest loans with lower-interest RMB loans[43](index=43&type=chunk)[47](index=47&type=chunk) [Trade, Bills and Tariff Adjustment Receivables](index=12&type=section&id=Trade%2C%20Bills%20and%20Tariff%20Adjustment%20Receivables) Total trade, bills, and tariff adjustment receivables significantly increased, mainly from government subsidies for renewable energy projects Details of Trade, Bills and Tariff Adjustment Receivables | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Trade and Bills Receivables | 881 | 590 | +49.32% | | Tariff Adjustment Project List | 9,021 | 6,906 | +30.63% | | Other Tariff Adjustments | 624 | 559 | +11.63% | | **Total** | **10,526** | **8,055** | **+30.68%** | - Tariff adjustment receivables primarily refer to central government subsidies for renewable energy projects collected from State Grid and Inner Mongolia Power based on power purchase agreements and government policies[49](index=49&type=chunk) [Bank and Other Borrowings](index=13&type=section&id=Bank%20and%20Other%20Borrowings) As of June 30, 2025, total bank and other borrowings were RMB 69,557 million, with RMB loans being the largest component Maturity and Currency Composition of Bank and Other Borrowings | Currency | Within 1 Year (RMB'million) | 2nd Year (RMB'million) | 3-5 Years (RMB'million) | 6-10 Years (RMB'million) | After 10 Years (RMB'million) | Total (RMB'million) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | RMB | 9,867 | 11,767 | 19,832 | 11,438 | 4,249 | 57,153 | | USD | 6,394 | 3,472 | – | – | – | 9,866 | | AUD | 1,890 | – | – | – | – | 1,890 | | HKD | 648 | – | – | – | – | 648 | | **Total** | **18,799** | **15,239** | **19,832** | **11,438** | **4,249** | **69,557** | - The group actively seeks financing/refinancing opportunities to reduce funding costs and improve liquidity[52](index=52&type=chunk) [Key Performance Indicators](index=13&type=section&id=Key%20Performance%20Indicators) Changes in key performance indicators reflect business expansion, with improved debt ratios and interest coverage despite a slight EBITDA margin decrease - The changes in various key performance indicators during the period primarily resulted from the expansion of the group's business scale[54](index=54&type=chunk)[56](index=56&type=chunk) [EBITDA Margin Ratio](index=13&type=section&id=EBITDA%20Margin%20Ratio) EBITDA margin decreased by approximately 2% to 80%, mainly due to business expansion and additional operating expenses EBITDA Margin Ratio | Indicator | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | **EBITDA Margin Ratio** | 80% | 82% | -2% | [Debt to EBITDA Ratio](index=14&type=section&id=Debt%20to%20EBITDA%20Ratio) The debt to EBITDA ratio improved from 22.7 to 19.5, indicating enhanced debt repayment capability Debt to EBITDA Ratio | Indicator | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | **Debt to EBITDA Ratio** | 19.5 | 22.7 | -3.2 | [Funds from Operations to Net Debt Ratio](index=14&type=section&id=Funds%20from%20Operations%20to%20Net%20Debt%20Ratio) The funds from operations to net debt ratio increased from 2.7% to 3.5%, reflecting stronger debt servicing capacity from operating income Funds from Operations to Net Debt Ratio | Indicator | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | **Funds from Operations to Net Debt Ratio** | 3.5% | 2.7% | +0.8% | [Interest Coverage Ratio](index=14&type=section&id=Interest%20Coverage%20Ratio) The interest coverage ratio rose from 2.61 to 2.98, indicating an improved ability to cover interest expenses on interest-bearing debt Interest Coverage Ratio | Indicator | H1 2025 | H1 2024 | Change | | :--- | :--- | :--- | :--- | | **Interest Coverage Ratio** | 2.98 | 2.61 | +0.37 | [Liquidity, Financial Resources, Gearing Ratio and Capital Structure](index=15&type=section&id=Liquidity%2C%20Financial%20Resources%2C%20Gearing%20Ratio%20and%20Capital%20Structure) The group's current liabilities exceeded current assets, but the gearing ratio decreased due to perpetual medium-term note issuance - As of June 30, 2025, the group's current assets were approximately **RMB 19,581 million**, and current liabilities were approximately **RMB 26,515 million**[62](index=62&type=chunk)[64](index=64&type=chunk) - The group formulates treasury policies to reduce funding costs and uses derivative financial instruments (cross-currency swaps) to hedge against foreign exchange and interest rate fluctuations[63](index=63&type=chunk)[65](index=65&type=chunk) Capital Structure | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Bank and Other Borrowings | 69,542 | 68,582 | +1.40% | | Less: Cash Deposits | (5,694) | (5,604) | +1.61% | | Net Debt | 63,848 | 62,978 | +1.38% | | Total Equity | 25,460 | 22,660 | +12.36% | | Total Capital | 89,308 | 85,638 | +4.29% | | **Gearing Ratio** | **71.5%** | **73.5%** | **-2.0%** | - The decrease in the gearing ratio was primarily attributable to the increase in equity due to the issuance of perpetual medium-term notes[69](index=69&type=chunk)[70](index=70&type=chunk) - The group will strive to reduce its gearing ratio through deleveraging, including co-investing in power stations with strategic business partners to reduce capital expenditure[69](index=69&type=chunk)[70](index=70&type=chunk) [Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=17&type=section&id=Material%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%2C%20Associates%20and%20Joint%20Ventures) The group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures during the reporting period - During the period, the group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures[74](index=74&type=chunk)[79](index=79&type=chunk) [Performance and Future Prospects for Significant Investments Held and Future Plans for Material Investments or Capital Assets](index=17&type=section&id=Performance%20and%20Future%20Prospects%20for%20Significant%20Investments%20Held%20and%20Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) As of June 30, 2025, the group held no significant investments but actively seeks opportunities to enhance future financial performance - As of June 30, 2025, the group did not hold any significant investments or capital assets[75](index=75&type=chunk)[80](index=80&type=chunk) - The group will closely monitor market changes and actively seek promising investment opportunities to enhance future financial performance and profitability[75](index=75&type=chunk)[80](index=80&type=chunk) [Material Reliance on Key Customers](index=17&type=section&id=Material%20Reliance%20on%20Key%20Customers) The group's electricity sales heavily rely on Chinese state-owned power companies, with significant receivables from State Grid and Inner Mongolia Power - The major electricity sales customers in China are subsidiaries of State Grid Corporation of China and Inner Mongolia Power (Group) Co., Ltd[76](index=76&type=chunk)[81](index=81&type=chunk) - As of June 30, 2025, receivables from State Grid and Inner Mongolia Power subsidiaries accounted for approximately **74.5%** and **17.9%** respectively of the group's total trade, bills, and tariff adjustment receivables[76](index=76&type=chunk)[81](index=81&type=chunk) [Charge on Assets](index=17&type=section&id=Charge%20on%20Assets) Approximately 30.5% of the group's bank and other borrowings are secured by power modules, guarantee deposits, electricity sales rights, or subsidiary equity - As of June 30, 2025, approximately **30.5%** of the group's bank and other borrowings were secured by pledges of certain power modules and equipment, guarantee deposits, rights to electricity sales of certain subsidiaries, and/or pledges of shares/equity interests in certain subsidiaries of the group[78](index=78&type=chunk)[82](index=82&type=chunk) [Employees and Remuneration Policies](index=18&type=section&id=Employees%20and%20Remuneration%20Policies) The group's full-time employee count increased to 1,918, with competitive remuneration and increased total employee benefit expenses Employee Count and Benefit Expenses | Indicator | June 30, 2025 | June 30, 2024 | Change Rate | | :--- | :--- | :--- | :--- | | Full-time Employee Count | 1,918 | 1,856 | +3.34% | | Total Employee Benefit Expenses (RMB'million) | 279 | 251 | +11.16% | - Employee remuneration is determined based on job nature, individual qualifications, performance, work experience, and market trends, with additional medical insurance, discretionary bonuses, training programs, and share option schemes provided[84](index=84&type=chunk)[87](index=87&type=chunk) [Exposure to Fluctuations in Exchange Rates and Related Hedges](index=18&type=section&id=Exposure%20to%20Fluctuations%20in%20Exchange%20Rates%20and%20Related%20Hedges) Operating primarily in mainland China and Hong Kong, the group faces minimal exchange rate risk, with management monitoring foreign currency exposure - The group primarily operates in mainland China and Hong Kong, with most transactions in mainland China settled in RMB, expecting minimal exchange rate fluctuation risk[85](index=85&type=chunk)[88](index=88&type=chunk) - Most transactions in Hong Kong are settled in HKD and USD, with exchange rate fluctuation risk under the linked exchange rate system mainly arising from conversion to the presentation currency[85](index=85&type=chunk)[88](index=88&type=chunk) - No other hedging instruments were used during the period, but management will strengthen monitoring of foreign currency risk when necessary[85](index=85&type=chunk)[88](index=88&type=chunk) [Contingent Liabilities](index=18&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the group had no material contingent liabilities other than those disclosed in the interim report - Except as stated and disclosed in this interim report, as of June 30, 2025, the group had no other material contingent liabilities[86](index=86&type=chunk)[89](index=89&type=chunk) [Material Events After the Date of Statement of Financial Position](index=19&type=section&id=Material%20Events%20After%20the%20Date%20of%20Statement%20of%20Financial%20Position) No other material events occurred after June 30, 2025, up to the date of the interim report, except as disclosed in Note 20 - Except as disclosed in Note 20 to the unaudited condensed consolidated interim financial information, the group had no other material events after June 30, 2025, up to the date of this interim report[90](index=90&type=chunk)[94](index=94&type=chunk) [Prospects](index=19&type=section&id=Prospects) The company will transition to a balanced asset operation model, explore light-asset development, and expand in hydro, gas turbine, and green hydrogen businesses - **2025** marks the final year of the "14th Five-Year Plan" and a critical year for the company's high-quality development, as the new energy industry enters an era of inventory competition where underlying asset quality becomes a core factor[91](index=91&type=chunk)[95](index=95&type=chunk) - Strategically, the company will shift from heavy asset ownership to a balanced asset operation approach, prioritizing comprehensive project development costs and regional consumption capacity, exploring light-asset development and operation models to maximize power station asset value creation[93](index=93&type=chunk)[95](index=95&type=chunk) - In business expansion, the company will deepen its hydropower business in Yunnan and Tibet, steadily advance gas turbine projects, transition integrated energy businesses towards light assets, and monitor the latest developments in green hydrogen business[97](index=97&type=chunk)[100](index=100&type=chunk) - In operational management, the focus will be on quality improvement and efficiency enhancement, implementing comprehensive cost control, strictly controlling engineering costs, conducting post-project evaluations, improving regional benchmarking rankings, emphasizing electricity spot trading, and introducing equity financing to reduce funding costs[98](index=98&type=chunk)[101](index=101&type=chunk) - The company aims to accelerate the construction of a clean energy industrial ecosystem that is "green-dominated, multi-energy complementary, and intelligently coordinated," contributing to global energy transition and climate change response[99](index=99&type=chunk)[101](index=101&type=chunk) [Interim Condensed Consolidated Statement of Profit or Loss](index=20&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) [Interim Condensed Consolidated Statement of Profit or Loss](index=20&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss) For the six months ended June 30, 2025, net profit slightly increased, revenue and EBITDA significantly improved, but finance costs remained high Summary of Interim Condensed Consolidated Statement of Profit or Loss | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Electricity Sales | 2,945 | 2,094 | +40.64% | | Tariff Subsidies | 1,141 | 1,178 | -3.14% | | **Revenue** | **4,086** | **3,272** | **+24.87%** | | Other Income | 58 | 47 | +23.40% | | Employee Benefit Expenses | (279) | (251) | +11.16% | | Operation and Maintenance Costs | (232) | (150) | +54.67% | | Professional Fees | (85) | (48) | +77.08% | | Taxes and Surcharges | (48) | (28) | +71.43% | | Other Expenses | (224) | (156) | +43.59% | | **EBITDA** | **3,276** | **2,686** | **+21.97%** | | Depreciation of Property, Plant and Equipment | (1,683) | (1,102) | +52.72% | | Depreciation of Right-of-Use Assets | (84) | (66) | +27.27% | | Amortisation of Intangible Assets | (3) | – | N/A | | Finance Income | 2 | 49 | -95.92% | | Finance Costs | (1,099) | (1,105) | -0.54% | | Share of Profits of Investments Accounted for Using Equity Method | 40 | 17 | +135.29% | | **Profit Before Income Tax** | **448** | **434** | **+3.23%** | | Income Tax Expense | (155) | (142) | +9.15% | | **Profit for the Period** | **293** | **292** | **+0.34%** | | Profit Attributable to Equity Holders of the Company | 173 | 33 | +424.24% | | Non-controlling Interests | 120 | 259 | -53.67% | | Basic and Diluted Earnings Per Share (RMB cents) | 7.87 | 1.48 | +431.76% | | Dividends | 193 | 196 | -1.53% | [Interim Condensed Consolidated Statement of Comprehensive Income](index=23&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) [Interim Condensed Consolidated Statement of Comprehensive Income](index=23&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, total comprehensive income significantly increased, driven by a shift from currency translation loss to gain Summary of Interim Condensed Consolidated Statement of Comprehensive Income | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Profit for the Period | 293 | 292 | +0.34% | | Currency Translation Differences | 195 | (134) | N/A (from loss to gain) | | **Total Comprehensive Income for the Period** | **488** | **158** | **+208.86%** | | Attributable to Equity Holders of the Company | 368 | (101) | N/A (from loss to gain) | | Non-controlling Interests | 120 | 259 | -53.67% | [Interim Condensed Consolidated Statement of Financial Position](index=24&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) [Interim Condensed Consolidated Statement of Financial Position](index=24&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets and equity increased, but current liabilities still exceeded current assets, indicating liquidity pressure Summary of Interim Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | **Total Non-current Assets** | **86,046** | **85,867** | **+0.21%** | | Property, Plant and Equipment | 76,091 | 75,749 | +0.45% | | Right-of-Use Assets | 2,940 | 2,858 | +2.87% | | Investments Accounted for Using Equity Method | 1,998 | 1,898 | +5.27% | | **Total Current Assets** | **19,581** | **16,602** | **+17.94%** | | Trade, Bills and Tariff Adjustment Receivables | 10,525 | 8,054 | +30.68% | | Cash and Cash Equivalents | 5,398 | 5,195 | +3.91% | | **Total Assets** | **105,627** | **102,469** | **+3.08%** | | **Total Equity** | **25,460** | **22,660** | **+12.36%** | | Perpetual Medium-Term Notes | 13,322 | 10,777 | +23.62% | | Non-controlling Interests | 7,273 | 7,133 | +1.96% | | **Total Non-current Liabilities** | **53,652** | **50,833** | **+5.54%** | | Bank and Other Borrowings (Non-current) | 50,758 | 47,936 | +5.89% | | **Total Current Liabilities** | **26,515** | **28,976** | **-8.49%** | | Bank and Other Borrowings (Current) | 18,784 | 20,646 | -9.02% | | **Total Liabilities** | **80,167** | **79,809** | **+0.45%** | | **Total Equity and Liabilities** | **105,627** | **102,469** | **+3.08%** | - As of June 30, 2025, the group's current liabilities exceeded current assets by approximately **RMB 6,934 million**[125](index=125&type=chunk) [Interim Condensed Consolidated Statement of Changes in Equity](index=26&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) [Interim Condensed Consolidated Statement of Changes in Equity](index=26&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, total equity significantly increased due to perpetual medium-term note issuance and period profit Summary of Interim Condensed Consolidated Statement of Changes in Equity | Indicator | June 30, 2025 (RMB'million) | January 1, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Total Equity at Beginning of Period | 22,660 | 17,063 | +32.81% | | Profit for the Period | 293 | 292 | +0.34% | | Other Comprehensive Income | 195 | (134) | N/A | | Final Dividend Declared for 2024 | (193) | – | N/A | | Profit Attributable to Holders of Perpetual Medium-Term Notes | (87) | – | N/A | | Distributions to Holders of Perpetual Medium-Term Notes | (87) | – | N/A | | Issuance of Perpetual Medium-Term Notes | 2,545 | 2,294 | +10.94% | | Capital Contribution from Non-controlling Interests | 33 | 1,323 | -97.50% | | Dividends Declared to Non-controlling Interests | (13) | (217) | -94.01% | | **Total Equity at End of Period** | **25,460** | **20,438** | **+24.57%** | - The issuance of perpetual medium-term notes significantly increased total equity, with **RMB 2,545 million** issued in the first half of 2025[112](index=112&type=chunk) - Profit attributable to equity holders of the company significantly increased from **RMB 33 million** in the first half of 2024 to **RMB 173 million** in the first half of 2025[112](index=112&type=chunk) [Interim Condensed Consolidated Statement of Cash Flows](index=28&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) [Interim Condensed Consolidated Statement of Cash Flows](index=28&type=section&id=Interim%20Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash inflow from operating activities decreased, while net cash outflows from investing and financing activities also significantly declined Summary of Interim Condensed Consolidated Statement of Cash Flows | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Net Cash Inflow from Operating Activities | 715 | 1,273 | -43.83% | | Net Cash Outflow from Investing Activities | (2,341) | (7,012) | -66.61% | | Net Cash Inflow from Financing Activities | 1,802 | 8,052 | -77.62% | | Net Increase in Cash and Cash Equivalents | 176 | 2,313 | -92.39% | | Cash and Cash Equivalents at End of Period | 5,398 | 8,539 | -36.89% | - Capital expenditure significantly decreased from **RMB 7,216 million** in the first half of 2024 to **RMB 2,355 million** in the first half of 2025[115](index=115&type=chunk) - The decrease in net cash inflow from financing activities was primarily due to changes in proceeds from and repayment of bank borrowings, as well as a reduction in capital contributions from non-controlling interests[116](index=116&type=chunk) [Notes to the Unaudited Condensed Consolidated Interim Financial Information](index=29&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Interim%20Financial%20Information) [GENERAL INFORMATION](index=30&type=section&id=GENERAL%20INFORMATION) The company, incorporated in Bermuda, primarily engages in power station and clean energy projects, controlled by Beijing Energy Group - The company's ordinary shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited[117](index=117&type=chunk) - Beijing Energy Investment Group (Hong Kong) Co., Limited is the company's direct controlling shareholder, holding approximately **32.14%** of the issued share capital, and is ultimately wholly-owned indirectly by the Beijing State-owned Assets Supervision and Administration Commission[118](index=118&type=chunk)[122](index=122&type=chunk) - The group primarily engages in the development, investment, operation, and management of power stations and other clean energy projects[119](index=119&type=chunk)[123](index=123&type=chunk) [BASIS OF PREPARATION](index=30&type=section&id=BASIS%20OF%20PREPARATION) The financial information is prepared under HKAS 34 using the historical cost convention, assessing going concern, and disclosing accounting policy changes and risk management - This financial information is prepared in accordance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants[120](index=120&type=chunk)[124](index=124&type=chunk) - Except for financial assets and liabilities measured at fair value through profit or loss, this financial information is prepared on a historical cost basis[121](index=121&type=chunk)[124](index=124&type=chunk) [Going Concern](index=31&type=section&id=Going%20Concern) Despite current liabilities exceeding current assets and significant short-term debt, the board believes the group has sufficient working capital for continued operation - As of June 30, 2025, the group's current liabilities exceeded current assets by approximately **RMB 6,934 million**[125](index=125&type=chunk)[129](index=129&type=chunk) - Approximately **RMB 18,784 million** of bank and other borrowings are due for repayment within the next twelve months[125](index=125&type=chunk)[129](index=129&type=chunk) - The group has successfully issued **RMB 450 million** in perpetual medium-term notes and secured approximately **RMB 1,565 million** in long-term bank and other borrowings[128](index=128&type=chunk)[129](index=129&type=chunk)[131](index=131&type=chunk) - The group received approximately **RMB 6,815 million** in loan support from its controlling shareholder, Beijing Energy Group, and its subsidiaries[131](index=131&type=chunk) - The Board is negotiating with banks and other financial institutions to raise approximately **RMB 5,196 million** in new short-term or long-term financing, utilizing the unused credit guarantee facilities provided by Beijing Energy Group[131](index=131&type=chunk) - Existing and future renewable energy projects are expected to generate sufficient operating cash inflows[132](index=132&type=chunk) [Changes in Accounting Policies and Disclosures](index=34&type=section&id=Changes%20in%20Accounting%20Policies%20and%20Disclosures) The adoption of HKAS 21 (Revised) "Lack of Exchangeability" had no material impact, and other new HKFRSs are not expected to significantly affect financial statements - The group adopted HKAS 21 (Revised) "Lack of Exchangeability," effective from January 1, 2025, during the period[137](index=137&type=chunk)[141](index=141&type=chunk) - This amendment had no material impact on the group's current and prior period financial position and performance[139](index=139&type=chunk)[141](index=141&type=chunk) - Disclosures include Hong Kong Financial Reporting Standards (HKFRS 18, HKFRS 19, etc.) that have been issued but are not yet effective, which are not expected to have a significant impact on the financial statements[142](index=142&type=chunk)[143](index=143&type=chunk)[145](index=145&type=chunk)[146](index=146&type=chunk) [Financial Risk Management](index=36&type=section&id=Financial%20Risk%20Management) The group faces market, credit, and liquidity risks, using cross-currency swaps to mitigate foreign exchange and interest rate fluctuations - The group's operations expose it to market risks (including foreign exchange risk and cash flow interest rate risk), credit risk, and liquidity risk[150](index=150&type=chunk)[154](index=154&type=chunk) - To mitigate foreign exchange risk and cash flow interest rate risk, the group uses cross-currency swaps to convert floating-rate foreign currency borrowings into fixed-rate RMB borrowings[155](index=155&type=chunk)[159](index=159&type=chunk) [REVENUE AND SEGMENT INFORMATION](index=37&type=section&id=REVENUE%20AND%20SEGMENT%20INFORMATION) The group's operating segments include solar, wind, hydro, and other businesses, with mainland China as the primary revenue source and high customer concentration - The group's operating segments include solar power generation business, wind power generation business, and hydro power generation business, as well as others (including energy storage business, corporate income and expenses, and other direct investments)[160](index=160&type=chunk)[161](index=161&type=chunk)[162](index=162&type=chunk) [Business Segments](index=38&type=section&id=Business%20Segments) For the six months ended June 30, 2025, solar power contributed the highest revenue and segment results, with significant growth in wind power revenue Business Segment Revenue and Results | Segment | H1 2025 Revenue (RMB'million) | H1 2025 Segment Results (RMB'million) | H1 2024 Revenue (RMB'million) | H1 2024 Segment Results (RMB'million) | | :--- | :--- | :--- | :--- | :--- | | Solar Power Generation Business | 2,161 | 1,115 | 2,168 | 1,273 | | Wind Power Generation Business | 1,529 | 660 | 747 | 339 | | Hydro Power Generation Business | 330 | 130 | 357 | 150 | | Others | 66 | (359) | – | (267) | | **Total** | **4,086** | **1,546** | **3,272** | **1,495** | - Wind power generation business revenue increased from **RMB 747 million** in the first half of 2024 to **RMB 1,529 million** in the first half of 2025, a growth of **104.68%**[164](index=164&type=chunk) [Geographical Segments](index=40&type=section&id=Geographical%20Segments) The group's main revenue and non-current assets are concentrated in China, with minor contributions from Australia and Vietnam Revenue by Geographical Segment | Region | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | China | 3,918 | 3,123 | +25.46% | | Australia | 146 | 130 | +12.31% | | Vietnam | 22 | 19 | +15.79% | | **Total** | **4,086** | **3,272** | **+24.87%** | Non-current Assets by Geographical Segment | Region | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | China | 75,166 | 75,048 | +0.16% | | Australia | 7,321 | 6,841 | +7.02% | | Vietnam | 469 | 505 | -7.13% | | Hong Kong | 3 | 4 | -25.00% | | **Total** | **82,959** | **82,398** | **+0.68%** | [Information About Major Customers](index=41&type=section&id=Information%20About%20Major%20Customers) The group's revenue is highly concentrated among a few key customers, with Customers A and B contributing the majority in H1 2025 Major Customer Revenue Contribution | Customer | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Customer A | 2,833 | 2,165 | +30.85% | | Customer B | 513 | 388 | +32.22% | | Customer C | 315 | 336 | -6.25% | - In the first half of 2025, Customer A and Customer B each contributed over **10%** to the group's total revenue[172](index=172&type=chunk)[173](index=173&type=chunk) - Customer C's contribution to total revenue did not exceed **10%** in the first half of 2025[175](index=175&type=chunk) [FINANCE COSTS](index=41&type=section&id=FINANCE%20COSTS) For the six months ended June 30, 2025, total finance costs slightly decreased, primarily comprising interest expenses on bank and other borrowings Details of Finance Costs | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Interest Expense on Bank and Other Borrowings | 1,046 | 1,060 | -1.32% | | Loan Financing Fees for Bank and Other Borrowings | 20 | 19 | +5.26% | | Interest Expense on Lease Liabilities | 31 | 24 | +29.17% | | Interest Expense on Restoration Provisions | 2 | 2 | 0.00% | | **Total** | **1,099** | **1,105** | **-0.54%** | [INCOME TAX EXPENSES](index=42&type=section&id=INCOME%20TAX%20EXPENSES) For the six months ended June 30, 2025, income tax expenses increased, mainly from current income tax, with tax incentives for renewable energy projects Details of Income Tax Expenses | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Current Income Tax | 169 | 156 | +8.33% | | Deferred Income Tax | (14) | (14) | 0.00% | | **Total** | **155** | **142** | **+9.15%** | - The group's operations in China are subject to a **25%** PRC corporate income tax, with certain renewable energy project subsidiaries enjoying preferential tax reductions[178](index=178&type=chunk)[179](index=179&type=chunk) [EARNINGS PER SHARE](index=43&type=section&id=EARNINGS%20PER%20SHARE) For the six months ended June 30, 2025, basic and diluted earnings per share attributable to equity holders significantly increased due to higher profit Earnings Per Share | Indicator | H1 2025 (RMB cents) | H1 2024 (RMB cents) | Change Rate | | :--- | :--- | :--- | :--- | | Profit Attributable to Equity Holders of the Company (RMB'million) | 173 | 33 | +424.24% | | Weighted Average Number of Ordinary Shares (million shares) | 2,198 | 2,236 | -1.61% | | **Basic Earnings Per Share** | **7.87** | **1.48** | **+431.76%** | | **Diluted Earnings Per Share** | **7.87** | **1.48** | **+431.76%** | - The calculation of basic and diluted earnings per share has been adjusted for the effect of the share consolidation effective November 1, 2024[184](index=184&type=chunk) - Diluted earnings per share calculation did not assume the exercise of share options as their exercise price was higher than the average market price of the shares[187](index=187&type=chunk)[189](index=189&type=chunk) [DIVIDENDS](index=45&type=section&id=DIVIDENDS) The company declared and paid the 2024 final dividend in H1 2025 but did not declare an interim dividend for the period Dividend Declaration | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | | :--- | :--- | :--- | | 2024 Final Dividend | 193 | – | | 2023 Final Dividend | – | 196 | | **Total** | **193** | **196** | - The 2024 final dividend of **HKD 10.00 cents** (approximately **RMB 9.12 cents**) per ordinary share, totaling approximately **HKD 220 million** (approximately **RMB 193 million**), was paid on July 11, 2025[191](index=191&type=chunk) - The company did not pay or declare any interim dividend for ordinary shares during the period[192](index=192&type=chunk)[193](index=193&type=chunk) [PROPERTY, PLANT AND EQUIPMENT](index=46&type=section&id=PROPERTY%2C%20PLANT%20AND%20EQUIPMENT) As of June 30, 2025, the carrying value of the group's property, plant, and equipment slightly increased, influenced by additions and exchange differences Changes in Property, Plant and Equipment | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Beginning Balance | 75,749 | 64,150 | +18.08% | | Additions | 1,820 | 13,428 | -86.45% | | Depreciation | (1,683) | (2,475) | -32.00% | | Exchange Differences | 205 | (417) | N/A | | **Ending Balance** | **76,091** | **75,749** | **+0.45%** | [LEASES](index=46&type=section&id=LEASES) As of June 30, 2025, the group's right-of-use assets and lease liabilities increased, primarily consisting of land use rights and non-current lease liabilities Lease Assets and Liabilities | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Right-of-Use Assets | 2,940 | 2,858 | +2.87% | | Land Use Rights | 2,780 | 2,737 | +1.57% | | Buildings | 160 | 121 | +32.23% | | Lease Liabilities | 1,609 | 1,512 | +6.41% | | Non-current Lease Liabilities | 1,447 | 1,386 | +4.40% | | Current Lease Liabilities | 162 | 126 | +28.57% | [TRADE, BILLS AND TARIFF ADJUSTMENT RECEIVABLES](index=47&type=section&id=TRADE%2C%20BILLS%20AND%20TARIFF%20ADJUSTMENT%20RECEIVABLES) As of June 30, 2025, total trade, bills, and tariff adjustment receivables significantly increased, mainly from unbilled tariff adjustment receivables Trade, Bills and Tariff Adjustment Receivables | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Trade Receivables | 881 | 587 | +49.32% | | Tariff Adjustment Receivables | 9,645 | 7,465 | +29.22% | | Bills Receivables | – | 3 | -100.00% | | **Total** | **10,526** | **8,055** | **+30.68%** | Ageing Analysis of Unbilled Receivables and Tariff Adjustment Receivables | Ageing | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Within 1 Year | 3,341 | 3,188 | +4.80% | | 1 to 2 Years | 2,219 | 1,750 | +26.80% | | 2 to 3 Years | 1,428 | 968 | +47.52% | | Over 3 Years | 3,472 | 2,096 | +65.65% | | **Total** | **10,460** | **8,002** | **+30.72%** | - Management believes that the impairment provision for tariff adjustment receivables is adequate, with no further significant credit losses expected[201](index=201&type=chunk)[202](index=202&type=chunk) [CAPITAL AND RESERVES](index=49&type=section&id=CAPITAL%20AND%20RESERVES) The company's share capital remained stable after the share consolidation, with no changes in treasury shares or new repurchases/cancellations [Share Capital](index=49&type=section&id=Share%20Capital) As of June 30, 2025, the company's authorized and issued share capital remained stable after the 2024 share consolidation, with no new shares issued Share Capital Movement | Indicator | June 30, 2025 (million shares) | January 1, 2024 (million shares) | June 30, 2025 (RMB'million) | January 1, 2024 (RMB'million) | | :--- | :--- | :--- | :--- | :--- | | Authorized Ordinary Shares (HKD 1.00 per share) | 3,000 | 3,000 | 2,525 | 2,525 | | Issued and Fully Paid Ordinary Shares (HKD 1.00 per share) | 2,234 | 2,234 | 1,915 | 1,915 | - The share consolidation effective November 1, 2024, merged every 10 shares of HKD 0.10 par value into 1 share of HKD 1.00 par value, adjusting the total number of issued ordinary shares from approximately **22,334 million** to approximately **2,234 million**[211](index=211&type=chunk) - The company did not issue any shares during the period[211](index=211&type=chunk) [Treasury Shares](index=50&type=section&id=Treasury%20Shares) As of June 30, 2025, the company held approximately 34.5 million treasury shares, with no repurchases or cancellations during the period Treasury Share Movement | Indicator | June 30, 2025 (million shares) | January 1, 2024 (million shares) | | :--- | :--- | :--- | | Beginning Balance | 34.5 | 65.9 | | Cancellation | – | (65.9) | | Repurchase | – | 345.0 | | Share Consolidation | – | (310.5) | | **Ending Balance** | **34.5** | **34.5** | - The company did not cancel or repurchase any ordinary shares during the period[216](index=216&type=chunk)[217](index=217&type=chunk) - As of June 30, 2025, approximately **34.5 million** repurchased ordinary shares were held as treasury shares for strategic acquisitions or market resale[220](index=220&type=chunk) [PERPETUAL MEDIUM-TERM NOTES](index=52&type=section&id=PERPETUAL%20MEDIUM-TERM%20NOTES) As of June 30, 2025, the group's total perpetual medium-term notes significantly increased, with two tranches issued to diversify financing channels Perpetual Medium-Term Note Movement | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Beginning Balance | 10,777 | 3,494 | +208.45% | | Issuance of Perpetual Medium-Term Notes | 2,550 | 7,300 | -65.07% | | Issuance Transaction Costs | (5) | (17) | -70.59% | | Profit Attributable to Holders | 87 | 145 | -40.00% | | Distributions to Holders | (87) | (145) | -40.00% | | **Ending Balance** | **13,322** | **10,777** | **+23.62%** | - Two tranches of perpetual medium-term notes were issued during the period, with a total principal of **RMB 1,500 million** and distribution rates of **2.47%** and **2.38%** per annum, respectively[224](index=224&type=chunk)[225](index=225&type=chunk) - Through an agreement with Allianz Insurance, Jingneng Development secured **RMB 1,050 million** in private perpetual medium-term notes with a fixed distribution rate of **3.30%** per annum[226](index=226&type=chunk)[227](index=227&type=chunk) [BANK AND OTHER BORROWINGS](index=54&type=section&id=BANK%20AND%20OTHER%20BORROWINGS) As of June 30, 2025, the group's total bank and other borrowings increased, while the weighted average annual interest rate and tenure decreased Bank and Other Borrowings Movement | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Non-current | 50,758 | 47,936 | +5.89% | | Current | 18,784 | 20,646 | -9.02% | | **Total** | **69,542** | **68,582** | **+1.40%** | | Weighted Average Annual Interest Rate | 3.17% | 3.73% | -0.56% | | Weighted Average Annual Tenure | 5.45 years | 5.67 years | -0.22 years | [CONVERTIBLE BONDS](index=54&type=section&id=CONVERTIBLE%20BONDS) For the six months ended June 30, 2024, the three-year convertible bonds issued to an independent third party on June 29, 2021, were fully redeemed - In the first half of 2024, the three-year convertible bonds issued to an independent third party on June 29, 2021, were fully redeemed[231](index=231&type=chunk)[233](index=233&type=chunk) [ACQUISITIONS OF SUBSIDIARIES](index=55&type=section&id=ACQUISITIONS%20OF%20SUBSIDIARIES) The group's strategy is to acquire promising renewable energy projects with stable returns, with no business combinations or asset acquisitions in the current period - The group's strategy is to identify suitable investment opportunities to acquire renewable energy projects with good prospects and potential for stable returns[235](index=235&type=chunk)[240](index=240&type=chunk) - For the six months ended June 30, 2025, there were no business combinations or asset acquisitions[236](index=236&type=chunk)[241](index=241&type=chunk)[237](index=237&type=chunk)[242](index=242&type=chunk) - For the six months ended June 30, 2024, the company acquired equity interests in two companies in China from independent third parties through its subsidiaries, which were considered asset acquisitions, with a total grid-connected installed capacity of **180 MW**[238](index=238&type=chunk)[243](index=243&type=chunk)[244](index=244&type=chunk) [CASH GENERATED FROM OPERATIONS](index=58&type=section&id=CASH%20GENERATED%20FROM%20OPERATIONS) For the six months ended June 30, 2025, cash generated from operations decreased, primarily due to changes in working capital Cash Generated from Operations | Indicator | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Profit Before Income Tax | 448 | 434 | +3.23% | | Operating Profit Before Working Capital Changes | 3,302 | 2,709 | +21.89% | | Changes in Trade, Bills and Tariff Adjustment Receivables | (2,471) | (2,098) | +17.78% | | Changes in Other Receivables, Deposits and Prepayments | 244 | (290) | N/A (from negative to positive) | | Changes in Other Payables and Accrued Expenses | (192) | 1,080 | N/A (from positive to negative) | | **Cash Generated from Operations** | **883** | **1,401** | **-37.09%** | [CAPITAL COMMITMENTS](index=58&type=section&id=CAPITAL%20COMMITMENTS) As of June 30, 2025, the group's capital commitments for property, plant, and equipment were approximately RMB 2,525 million, a decrease from year-end 2024 Capital Commitments | Indicator | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | **Capital Commitments for Property, Plant and Equipment** | **2,525** | **3,083** | **-18.10%** | [RELATED-PARTY TRANSACTIONS](index=59&type=section&id=RELATED-PARTY%20TRANSACTIONS) The group engages in various related-party transactions with its controlling shareholder and subsidiaries, including interest expenses and administrative fees [Significant Related Party Transactions](index=59&type=section&id=Significant%20Related%20Party%20Transactions) Interest expenses paid to the controlling shareholder and its subsidiaries decreased but remained a primary related-party transaction during the period Summary of Significant Related Party Transactions | Transaction Type | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Interest Expense to Controlling Shareholder | 29 | 195 | -85.13% | | Interest Expense to Subsidiaries of Controlling Shareholder | 155 | 185 | -16.22% | | Interest Income from Subsidiaries of Controlling Shareholder | 2 | 14 | -85.71% | | Building Management Fees to Subsidiaries of Controlling Shareholder | 2 | 3 | -33.33% | | Administrative Office Service Expenses to Subsidiaries of Controlling Shareholder | 9 | 9 | 0.00% | - Interest expenses from Beijing Energy Group loans were paid at annual interest rates ranging from **2.01% to 4.05%**[265](index=265&type=chunk) - Interest expenses from loans from Beijing Energy Group Finance Co., Ltd. and Beijing Jingneng Financial Leasing Co., Ltd. were paid at annual interest rates ranging from **2.40% to 3.20%**[265](index=265&type=chunk) [Significant with Related Party Balances](index=60&type=section&id=Significant%20with%20Related%20Party%20Balances) As of June 30, 2025, the group had substantial outstanding bank and financial institution loan balances with its controlling shareholder and subsidiaries Summary of Significant Related Party Balances | Balance Type | June 30, 2025 (RMB'million) | December 31, 2024 (RMB'million) | | :--- | :--- | :--- | | Bank Loans from Subsidiaries of Controlling Shareholder | 5,180 | 5,450 | | Bank Loans from Controlling Shareholder | 1,635 | 1,624 | | Financial Institution Loans from Subsidiaries of Controlling Shareholder | 6,851 | 7,001 | | Other Loans from Associates | 60 | 60 | [Key Management Compensation](index=60&type=section&id=Key%20Management%20Compensation) Total key management compensation increased, primarily driven by short-term employee benefits and retirement benefit plan contributions Key Management Compensation | Compensation Type | H1 2025 (RMB'million) | H1 2024 (RMB'million) | Change Rate | | :--- | :--- | :--- | :--- | | Short-term Employee Benefits | 2.05 | 1.62 | +26.54% | | Contributions to Retirement Benefit Plans | 0.16 | 0.05 | +220.00% | | Share-based Payment Expenses | 0.11 | 0.24 | -54.17% | | **Total** | **2.32** | **1.91** | **+21.47%** | [FAIR VALUE MEASUREMENT](index=61&type=section&id=FAIR%20VALUE%20MEASUREMENT) The group's financial instruments are measured across three fair value hierarchy levels, with sensitivity analysis performed on Level 3 instruments - Fair value measurement of financial instruments is categorized into Level 1 (quoted prices in active markets), Level 2 (observable market data), and Level 3 (unobservable inputs)[271](index=271&type=chunk)[272](index=272&type=chunk)[273](index=273&type=chunk)[275](index=275&type=chunk) - There were no significant transfers of financial assets between Level 1, Level 2, and Level 3 fair value classifications during the period[273](index=273&type=chunk)[274](index=274&type=chunk) [Financial Assets and Financial Liabilities Measured at Fair Value](index=61&type=section&id=Financial%20Assets%20and%20Financial%20Liabilities%20Measured%20at%20Fair%20Value) As of June 30, 2025, the fair values of Level 3 financial assets (unlisted investments) and financial liabilities (contingent consideration) remained stable Level 3 Financial Instrument Movement | Indicator | January 1, 2025 (RMB'million) | June 30, 2025 (RMB'million) | | :--- | :--- | :--- | | Financial Assets at Fair Value Through Profit or Loss (Unlisted Investments) | 31 | 31 | | Financial Liabilities at Fair Value Through Profit or Loss (Contingent Consideration) | (3) | (2) | [Sensitivity Analysis of Observable and Unobservable Inputs](index=63&type=section&id=Sensitivity%20Analysis%20of%20Observable%20and%20Unobservable%20Inputs) Sensitivity analysis for Level 3 financial instruments indicates that changes in discount rates and revenue growth rates impact profit or loss Sensitivity Analysis of Level 3 Financial Instruments | Instrument Type | Key Input Data | Input Data Range | Favorable/(Unfavorable) Change to P&L (June 30, 2025, RMB'million) | | :--- | :--- | :--- | :--- | | Financial Assets at Fair Value Through Profit or Loss (Unlisted Investments) | Discount Rate 5.10% | +0.5% | (0.1) | | | | –0.5% | 0.1 | | | Revenue Growth Rate 0% | +5% | 0.7 | | | | –5% | (0.5) | | Financial Liabilities at Fair Value Through Profit or Loss (Contingent Consideration) | Effective Generation Hours 2,200–2,630 | +1% | – | | | | –1% | – | | | Discount Rate 8.80% | +3% | – | | | | –3% | – | - As of June 30, 2025, the carrying amounts of all the group's financial assets and financial liabilities approximated their fair values[281](index=281&type=chunk)[284](index=284&type=chunk) [EVENTS AFTER THE DATE OF STATEMENT OF FINANCIAL POSITION](index=64&type=section&id=EVENTS%20AFTER%20THE%20DATE%20OF%20STATEMENT%20OF%20FINANCIAL%20POSITION) In July 2025, Jingneng Development entered a trust agreement to issue approximately RMB 2,000 million in asset-backed commercial papers - In July 2025, Jingneng Development entered into a trust agreement with Industrial Bank International Trust Co., Ltd. to establish a trust for the issuance of asset-backed commercial papers with a total size of approximately **RMB 2,000 million**[282](index=282&type=chunk)[285](index=285&type=chunk) [COMPARATIVE FIGURES](index=64&type=section&id=COMPARATIVE%20FIGURES) Certain comparative figures have been restated to conform with the current period's presentation - Certain comparative figures have been restated to conform with the current period's presentation[283](index=283&type=chunk)[286](index=286&type=chunk) [Other Information](index=64&type=section&id=Other%20Information) [DIRECTORS' AND CHIEF EXECUTIVES' INTERESTS IN SHARES, UNDERLYING SHARES AND DEBENTURES](index=65&type=section&id=DIRECTORS'%20AND%20CHIEF%20EXECUTIVES'%20INTERESTS%20IN%20SHARES%2C%20UNDERLYING%20SHARES%20AND%20DEBENTURES) As of June 30, 2025, some directors and key executives held long positions in the company's shares and underlying shares Directors' and Chief Executives' Long Positions in Shares and Underlying Shares | Name | Capacity/Nature of Interest | Number of Shares/Underlying Shares Held | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Mr. Zhang Ping | Beneficial Owner | 944,000 | 0.08% | | | Share Option Related Shares | 792,000 | | | Mr. Liu Guoxi | Share Option Related Shares | 429,000 | 0.02% | | Mr. Zhu Jun | Beneficial Owner | 120,000 | 0.05% | | | Share Option Related Shares | 925,650 | | - These percentages are calculated based on **2,233,364,443** listed shares of the company issued as of June 30, 2025[298](index=298&type=chunk) - Save as disclosed, none of the directors or chief executives or their associates had any interests or short positions in the shares, underlying shares, or debentures of the company or any of its associated corporations[292](index=292&type=chunk)[295](index=295&type=chunk) [DIRECTORS' RIGHTS TO ACQUIRE SHARES OR DEBENTURES](index=66&type=section&id=DIRECTORS'%20RIGHTS%20TO%20ACQUIRE%20SHARES%20OR%20DEBENTURES) No arrangements existed during the period for directors to acquire benefits through shares or debentures, nor did they or their families hold subscription rights - At no time during the six months ended June 30, 2025, was the company, its holding company, any of its subsidiaries, or any subsidiary of its holding company a party to any arrangement to enable the directors to acquire benefits by means of the acquisition of shares or debentures of the company or any other body corporate[293](index=293&type=chunk)[296](index=296&type=chunk) - During the period, none of the directors or their spouses or children under 18 years of age had any right to subscribe for securities of the company, nor did they exercise any such rights[293](index=293&type=chunk)[296](index=296&type=chunk) [SHARE OPTION SCHEME](index=66&type=section&id=SHARE%20OPTION%20SCHEME) The company adopted a share option scheme in 2022 to incentivize talent, with a significant number of options unexercised and a remaining term of about three years - The share option scheme was adopted with shareholder approval on June 15, 2022, aiming to attract, retain, and incentivize outstanding talent of the company, and to establish a long-term incentive mechanism closely linked to the company's performance and long-term strategy[294](index=294&type=chunk)[297](index=297&type=chunk)[303](index=303&type=chunk)[304](index=304&type=chunk) Share Option Movement | Grantee | Grant Date | Unexercised as of Jan 1, 2025 (shares) | Lapsed During Period (shares) | Unexercised as of June 30, 2025 (shares) | | :--- | :--- | :--- | :--- | :--- | | Mr. Zhang Ping (Director) | June 16, 2022 | 1,584,000 | (792,000) | 792,000 | | Mr. Liu Guoxi (Director) | June 16, 2022 | 858,000 | (429,000) | 429,000 | | Mr. Zhu Jun (CEO) | June 16, 2022 | 1,851,300 | (925,650) | 925,650 | | Other Executives and Employees | June 16, 2022 | 20,511,480 | (10,396,320) | 10,115,160 | | | June 15, 2023 | 8,457,000 | (2,875,380) | 5,581,620 | | **Total** | | **33,261,780** | **(15,418,350)** | **17,843,430** | - The share option exercise price, closing price of shares before the grant date, and number of share options have been adjusted to reflect the impact of the share consolidation effective November 1, 2024[309](index=309&type=chunk) - As of the date of this interim report, **224,279,484 shares** were available for issue under the share option scheme, representing approximately **10.04%** of the company's total issued shares[310](index=310&type=chunk) - The share option scheme is valid for six years from its adoption date, with approximately **three years** remaining as of June 30, 2025[311](index=311&type=chunk)[312](index=312&type=chunk) [SUBSTANTIAL SHAREHOLDERS' INTERESTS IN SHARES, UNDERLYING SHARES AND DEBENTURES](index=71&type=section&id=SUBSTANTIAL%20SHAREHOLDERS'%20INTERESTS%20IN%20SHARES%2C%20UNDERLYING%20SHARES%20AND%20DEBENTURES) As of June 30, 2025, key shareholders held long positions in the company's shares and underlying shares, including Beijing Energy Investment Group and China Merchants Group Substantial Shareholders' Long Positions in Shares and Underlying Shares | Shareholder Name/Designation | Capacity/Nature of Interest | Total Number of Shares/Underlying Shares Held | Approximate Percentage of Issued Shares | | :--- | :--- | :--- | :--- | | Beijing Energy Investment Group (Hong Kong) Co., Limited | Beneficial Owner | 717,694,349 | 32.14% | | China Merchants Group Limited | Interest in Controlled Corporation | 339,967,529 | 15.22% | | China Merchants New Energy Group Limited | Beneficial Owner | 339,967,529 | 15.22% | | CITIC Financial Asset Management Co., Ltd. | Interest in Controlled Corporation | 263,378,793 | 11.79% | | Huaqing Photovoltaic Co., Ltd. | Beneficial Owner | 304,875,000 | 13.65% | | China State-owned Enterprise Structural Adjustment Fund Co., Ltd. | Interest in Controlled Corporation | 121,679,330 | 5.45% | | Postal Savings Bank of China Co., Ltd. | Interest in Controlled Corporation | 121,679,330 | 5.45% | | Zeng Xiangyi | Beneficial Owner | 210,736,653 | 9.44% | - These percentages are calculated based on **2,233,364,443** listed shares (including shares held as treasury shares) issued as of June 30, 2025[325](index=325&type=chunk) - Beijing Energy Investment Group (Hong Kong) Co., Limited is a direct wholly-owned subsidiary of Beijing Energy Group[325](index=325&type=chunk) - China Merchants Group Limited indirectly holds shares through its subsidiaries Snow Hill, China Merchants New Energy Group, and other investment funds[325](index=325&type=chunk) [PURCHASE, SALE OR REDEMPTION OF THE COMPANY'S LISTED SECURITIES](index=75&type=section&id=PURCHASE%2C%20SALE%20OR%20REDEMPTION%20OF%20THE%20COMPANY'S%20LISTED%20SECURITIES) Neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities during the period, holding 34.5 million treasury shares - During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities (including the sale of treasury shares)[330](index=330&type=chunk)[332](index=332&type=chunk) - As of June 30, 2025, the company held **34,500,000** treasury shares[330](index=330&type=chunk)[332](index=332&type=chunk) [COMPLIANCE WITH THE CORPORATE GOVERNANCE CODE](index=76&type=section&id=COMPLIANCE%20WITH%20THE%20CORPORATE%20GOVERNANCE%20CODE) The company applied and complied with all applicable code provisions of the Corporate Governance Code during the period - The company applied and complied with all applicable code provisions of the Corporate Governance Code as set out in Part 2 of Appendix C1 to the Listing Rules during the period[335](index=335&type=chunk)[341](index=341&type=chunk) [COMPLIANCE WITH THE MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS](index=76&type=section&id=COMPLIANCE%20WITH%20THE%20MODEL%20CODE%20FOR%20SECURITIES%20TRANSACTIONS%20BY%20DIRECTORS) The company adopted a code for directors' securities transactions, and all directors confirmed compliance with its standards during the period - The company has adopted a code for directors' securities transactions, the terms of which are no less stringent than the required standards set out in the Model Code[336](index=336&type=chunk)[342](index=342&type=chunk) - All directors confirmed that they have complied with the required standards set out in the Model Code and the company's code throughout the period[336](index=336&type=chunk)[342](index=342&type=chunk) [CHANGES IN INFORMATION OF DIRECTORS](index=76&type=section&id=CHANGES%20IN%20INFORMATION%20OF%20DIRECTORS) Non-executive director Mr. Li Hao was re-designated as an executive director of Shougang Fushan Resources, and Mr. Wang Cheng assumed new roles at CITIC Financial Asset International - Non-executive Director Mr. Li Hao was re-designated from a non-executive director to an executive director of Shougang Fushan Resources Limited (stock code: 697), effective June 18, 2025[337](index=337&type=chunk)[343](index=343&type=chunk) - Non-executive Director Mr. Wang Cheng currently serves as Deputy Party Secretary (presiding over Party affairs) and General Manager (acting as executive director) of CITIC Financial Asset International Holdings Limited, a subsidiary of CITIC Financial Asset Management Co., Ltd., a substantial shareholder of the company[338](index=338&type=chunk)[343](index=343&type=chu

[Company Information](index=3&type=section&id=Company%20Information) This chapter outlines the company's registration details, principal places of business, Hong Kong business address, corporate governance structure, statutory representatives, share registrar, stock code, auditor, and principal bankers - The company is registered in the Cayman Islands, with its principal place of business in Hangzhou, Zhejiang, China, and its Hong Kong business address in Tsuen Wan, New Territories[5](index=5&type=chunk) - The stock code is **96**, and the auditor is Shinewing (HK) CPA Limited[6](index=6&type=chunk) - Principal bankers include Industrial and Commercial Bank of China, Agricultural Bank of China, Shanghai Pudong Development Bank, and MUFG Bank[6](index=6&type=chunk) [Management Discussion and Analysis](index=4&type=section&id=Management%20Discussion%20and%20Analysis) This chapter details the Group's business operations, financial performance, resource allocation, employee policies, risk management, and future development strategies during the reporting period [Business Review](index=4&type=section&id=Business%20Review) The Group's core business involves the design, development, manufacturing of precision injection molds and plastic components, along with assembly and reprocessing services, primarily for domestic automotive clients - The principal business involves the design, development, and manufacturing of precision injection molds, production of plastic components, and provision of assembly and reprocessing services in China, primarily for renowned domestic automotive and auto parts manufacturers[7](index=7&type=chunk) - For the six months ended June 30, 2025, sales revenue was approximately **RMB1,008,873,000**, and profit attributable to company shareholders was approximately **RMB28,375,000**[7](index=7&type=chunk) - Research and development expenses incurred during the reporting period amounted to approximately **RMB44,783,000**[7](index=7&type=chunk) - Two overseas subsidiaries have been established in Mexico and Serbia with production lines, aiming to become a global automotive parts supplier[7](index=7&type=chunk) - Operational optimization continues with mold R&D as the core, strengthening technological advantages, enhancing automated production, improving processes, increasing efficiency, and considering establishing factories closer to key customers for cost advantages[7](index=7&type=chunk) [Financial Review](index=5&type=section&id=Financial%20Review) During the reporting period, the Group's sales revenue increased by 6.0%, gross profit by 10.7%, and gross margin to 13.9%, while selling and administrative expenses rose, finance costs slightly decreased, and profit attributable to shareholders marginally increased Key Financial Indicators Comparison (For the six months ended June 30, 2025 vs. 2024) | Indicator | 2025 (RMB'000) | 2024 (RMB'000) | Year-on-year Change | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Sales Revenue | 1,008,873 | 951,936 | +56,937 | +6.0% | | Gross Profit | 140,550 | 126,924 | +13,626 | +10.7% | | Selling Expenses | 65,045 | 55,389 | +9,656 | +17.4% | | Administrative Expenses | 50,103 | 41,216 | +8,887 | +21.5% | | Finance Costs | 17,560 | 17,896 | -336 | -1.9% | | Profit Attributable to Company Shareholders | 28,375 | 27,731 | +644 | +2.3% | - Gross profit margin increased from **13.3%** in the prior period to **13.9%**, primarily due to increased revenue and changes in product sales mix[10](index=10&type=chunk) - The increase in selling expenses was mainly due to higher transportation and packaging costs associated with increased revenue[11](index=11&type=chunk) - The decrease in finance costs was primarily due to the net effect of an increase in the average balance of bank and other borrowings (to meet business development needs) and a reduction in average borrowing rates[13](index=13&type=chunk) [Financial Resources and Liquidity](index=6&type=section&id=Financial%20Resources%20and%20Liquidity) As of June 30, 2025, the Group's equity, non-current assets, and non-current liabilities increased, while current assets and current liabilities decreased, leading to an increase in both net asset value per share and gearing ratio Financial Position Comparison (As of June 30, 2025 vs. December 31, 2024) | Indicator | 2025 (RMB'000) | 2024 (RMB'000) | Change | | :--- | :--- | :--- | :--- | | Equity | 996,461 | 968,079 | +28,382 | | Current Assets | 1,580,792 | 1,670,900 | -90,108 | | Net Non-current Assets | 1,347,201 | 1,333,953 | +13,248 | | Current Liabilities | 1,672,232 | 1,814,014 | -141,782 | | Non-current Liabilities | 259,300 | 222,760 | +36,540 | | Net Asset Value Per Share | 1.57 RMB | 1.52 RMB | +0.05 RMB | | Gearing Ratio | 28.6% | 24.9% | +3.7% | - Bank balances and cash decreased from **RMB188,892,000** to **RMB109,346,000**[15](index=15&type=chunk) - Pledged bank balances increased from **RMB55,108,000** to **RMB82,122,000**[15](index=15&type=chunk) - Trade receivables, bills receivable, deposits, and prepayments decreased from **RMB940,731,000** to **RMB901,704,000**[15](index=15&type=chunk) [Segment Information](index=6&type=section&id=Segment%20Information) The Group operates as a single operating segment, primarily engaged in the manufacturing and trading of molds and plastic mold components, with all business activities conducted within China - The Group operates as a single operating segment, with its principal business being the manufacturing and trading of molds and plastic mold components[16](index=16&type=chunk) - All business operations are located and conducted in China[16](index=16&type=chunk) [Employees and Remuneration Policy](index=6&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group employed approximately 3,200 staff with total remuneration costs of around RMB150 million, guided by market rates, employee performance, qualifications, and experience, alongside retirement benefit plans - Employee headcount: Approximately **3,200** employees as of June 30, 2025 (2024: approximately 3,243 employees)[17](index=17&type=chunk) - Total staff remuneration costs (including directors' emoluments) amounted to approximately **RMB150,000,000**[17](index=17&type=chunk) - Remuneration policy is determined by reference to market rates, employee performance, qualifications, and experience, with provident fund or similar schemes provided as retirement benefits[17](index=17&type=chunk) [Group Asset Pledges](index=7&type=section&id=Group%20Asset%20Pledges) As of June 30, 2025, certain of the Group's right-of-use assets, property, plant and equipment, and interests in an associate were pledged as collateral for bank and other borrowings - Right-of-use assets (carrying amount of approximately **RMB69,000,000**) and property, plant and equipment (carrying amount of approximately **RMB150,000,000**) were pledged as collateral for bank borrowings[18](index=18&type=chunk) - Property, plant and equipment (carrying amount of approximately **RMB7,000,000**) were pledged as collateral for other borrowings under sale and leaseback arrangements[18](index=18&type=chunk) - Interests in an associate (carrying amount of approximately **RMB50,000,000**) were pledged for the remaining other borrowings (carrying amount of approximately **RMB50,000,000**)[18](index=18&type=chunk) [Exchange Rate Risk](index=7&type=section&id=Exchange%20Rate%20Risk) The Group's operations involve RMB, USD, and JPY, exposing it to exchange rate fluctuations primarily from trade receivables, bank balances, and trade payables denominated in USD and JPY, with no current hedging policy but ongoing board consideration - Source of exchange rate risk: The Group conducts business in RMB, USD, and JPY, facing exchange rate fluctuation risks[19](index=19&type=chunk) - Primary impact: Trade receivables, bank balances, and trade payables denominated in USD and JPY[19](index=19&type=chunk) - Hedging policy: Currently, there is no foreign currency hedging policy, but the Board monitors and considers hedging when necessary[19](index=19&type=chunk) [Significant Acquisitions and Disposals of Subsidiaries](index=7&type=section&id=Significant%20Acquisitions%20and%20Disposals%20of%20Subsidiaries) For the six months ended June 30, 2025, the Group did not undertake any significant investments, acquisitions, or disposals of subsidiaries - No significant investments, acquisitions, or disposals of subsidiaries occurred during the reporting period[20](index=20&type=chunk) [Contingent Liabilities / Capital Commitments](index=7&type=section&id=Contingent%20Liabilities%20%2F%20Capital%20Commitments) As of June 30, 2025, the Group had no significant contingent liabilities or capital commitments - No significant contingent liabilities or capital commitments existed at the end of the reporting period[21](index=21&type=chunk) [Outlook](index=8&type=section&id=Outlook) Management will continue to execute the Group's strategy by leveraging mold expertise to enhance product quality, expand the customer base, strengthen its position in the high-end mold market, and provide one-stop services, while also pursuing global expansion and intelligent manufacturing initiatives - Strategic objectives: Enhance product quality, broaden the customer base, strengthen leadership in the high-end mold market, provide one-stop services from mold development to injection molding, aluminum plating, and assembly, striving to become a globally competitive automotive parts supplier[22](index=22&type=chunk) - Competitive advantages: Stringent product quality requirements (especially for automotive parts), emphasis on production efficiency, active participation in supplier product manufacturing processes, and continuous investment in automation equipment to improve efficiency and reduce labor costs[22](index=22&type=chunk) - International exchange and talent acquisition: Strengthen communication with European, American, and Japanese customers, dispatch technical personnel for training in Japan, and recruit senior sales and technical personnel from Europe, America, and Japan[23](index=23&type=chunk) - Intelligent manufacturing: Introduce high-level software talent, independently develop ERP, MES, and other information systems, combined with automation upgrades, to achieve digitalization and visualization of product development, production, inventory, and delivery processes[23](index=23&type=chunk) - Market expansion: Continuously improve sales channels, expand the customer base, carefully select new customers, and persistently expand international business[24](index=24&type=chunk) - Global footprint: Based in the three major automotive manufacturing markets of Europe, Asia, and America, continuously invest in the business development of Mexico Yocheng and Serbia Yocheng, planning for the construction of Mexico Yocheng's Phase II factory and promoting capacity expansion in Serbia[24](index=24&type=chunk) [Proposed Dividend](index=9&type=section&id=Proposed%20Dividend) The Board of Directors recommends not to declare an interim dividend for the six months ended June 30, 2025 - The Board recommends no interim dividend for the six months ended June 30, 2025 (2024: nil)[25](index=25&type=chunk) [Directors' and Major Shareholders' Interests](index=10&type=section&id=Directors'%20and%20Major%20Shareholders'%20Interests) This chapter discloses the interests and/or short positions of the company's directors, chief executive, and major shareholders in the shares, underlying shares, or debentures of the Company and its associated corporations, including personal, family, and corporate interests [Directors' and Chief Executive's Interests in Shares, Underlying Shares or Debentures of the Company and its Associated Corporations](index=10&type=section&id=Directors'%20and%20Chief%20Executive's%20Interests%20in%20Shares%2C%20Underlying%20Shares%20or%20Debentures%20of%20the%20Company%20and%20its%20Associated%20Corporations) This section discloses the share interests of the company's directors and chief executive in the Company and its associated corporations, with Mr. Masuda Katsutoshi and Mr. Masuda Toshimitsu holding 36.65% through Conpri Limited, Mr. Xu Yong holding 16.04%, and Mr. Shimabayashi Gakuhou holding 1.24% Directors' Interests in Shares of the Company (As of June 30, 2025) | Name of Director | Capacity | Number of Shares (Long Position) | Approximate Percentage of Interest | | :--- | :--- | :--- | :--- | | Mr. Masuda Katsutoshi | Corporate Interest (through Conpri) | 233,316,864 | 36.65% | | Mr. Masuda Toshimitsu | Corporate Interest (through Conpri) | 233,316,864 | 36.65% | | Mr. Xu Yong | Personal Interest | 102,086,400 | 16.04% | | Mr. Shimabayashi Gakuhou | Personal Interest | 7,900,800 | 1.24% | | Mr. Fan Xiaoping | Personal Interest | 57,024 | 0.01% | - The interests of Mr. Masuda Katsutoshi and Mr. Masuda Toshimitsu are primarily held through Conpri Limited, which owns **36.65%** of the Company's issued share capital[26](index=26&type=chunk)[27](index=27&type=chunk) [Major Shareholders' and Other Persons' Interests in Shares, Underlying Shares or Debentures of the Company and its Associated Corporations](index=12&type=section&id=Major%20Shareholders'%20and%20Other%20Persons'%20Interests%20in%20Shares%2C%20Underlying%20Shares%20or%20Debentures%20of%20the%20Company%20and%20its%20Associated%20Corporations) This section discloses the share interests of major shareholders other than directors and the chief executive, with Conpri holding 36.65%, Superview International Investment Limited holding 17.42%, and Ding Hongguang holding 9.44% Major Shareholders' Interests in Shares of the Company (As of June 30, 2025) | Name of Shareholder | Capacity | Number of Shares (Long Position) | Approximate Percentage of Interest | | :--- | :--- | :--- | :--- | | Conpri | Beneficial Interest | 233,316,864 | 36.65% | | Superview International Investment Limited | Beneficial Owner | 110,880,000 | 17.42% | | Ding Hongguang | Beneficial Owner | 60,104,640 | 9.44% | - Superview International Investment Limited is wholly owned by Mr. Xu Yue, the elder brother of Mr. Xu Yong, an executive director of the Company[28](index=28&type=chunk) [Corporate Governance and Other Information](index=13&type=section&id=Corporate%20Governance%20and%20Other%20Information) This chapter covers the company's information regarding directors' share acquisition rights, securities trading code of conduct, audit committee operations, listed securities transactions, directors' interests in competing businesses, and corporate governance practices [Directors' Rights to Acquire Shares](index=13&type=section&id=Directors'%20Rights%20to%20Acquire%20Shares) As of June 30, 2025, neither the Company nor its subsidiaries granted or exercised any rights to acquire shares or debentures of the Company or any other body corporate to any director or their associates - During the reporting period, the Company neither granted nor exercised any rights for directors and their associates to purchase shares or debentures of the Company[29](index=29&type=chunk) [Code of Conduct Regarding Securities Transactions by Directors](index=13&type=section&id=Code%20of%20Conduct%20Regarding%20Securities%20Transactions%20by%20Directors) For the six months ended June 30, 2025, the Company adopted a code of conduct for directors' securities transactions no less exacting than Appendix 10 of the Listing Rules, confirming no breaches by directors - The Company has adopted a code of conduct for directors' securities transactions that complies with the Listing Rules[30](index=30&type=chunk) - Directors did not breach this code during the reporting period[30](index=30&type=chunk) [Audit Committee](index=13&type=section&id=Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, reviews draft annual, interim, and quarterly reports, advises on financial reporting and internal control procedures, and has approved the current condensed consolidated financial statements - The Audit Committee comprises three independent non-executive directors: Mr. Law Ka Wai (Chairman), Mr. Fan Xiaoping, and Mr. Takabayashi Hisanori[31](index=31&type=chunk) - Key responsibilities include reviewing draft financial reports and providing advice, as well as reviewing and monitoring the Group's financial reporting and internal control procedures[31](index=31&type=chunk) - The Committee has reviewed and approved the condensed consolidated financial statements for the six months ended June 30, 2025[31](index=31&type=chunk) [Purchase, Sale or Redemption of Listed Securities](index=13&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20Listed%20Securities) For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - During the reporting period, neither the Company nor its subsidiaries engaged in any purchase, sale, or redemption of listed shares[32](index=32&type=chunk) [Directors' Interests in Competing Businesses](index=14&type=section&id=Directors'%20Interests%20in%20Competing%20Businesses) This section discloses the business activities of Conpri Limited and its associate, Yocheng Kiko Co., Ltd. Japan, noting that despite similarities, no competition exists due to distinct target markets and operational locations, reinforced by a non-competition deed - Conpri Limited holds **36.65%** equity in the Company, with its interests owned by Mr. Masuda, Mr. Masuda Toshimitsu, and the employee organization of Yocheng Kiko Co., Ltd. Japan[33](index=33&type=chunk) - Yocheng Kiko Co., Ltd. Japan primarily engages in the design, manufacturing, and sale of injection molds, and small-scale production of plastic components in Japan, mainly for automotive and air conditioning parts[33](index=33&type=chunk) - The Board believes that Yocheng Kiko Co., Ltd. Japan's business is independent and geographically distinct from the Group's operations (which are primarily in Mainland China, Taiwan, Hong Kong, and Macau), thus not constituting competition[33](index=33&type=chunk) - To avoid future competition, Yocheng Kiko Co., Ltd. Japan and its subsidiaries have entered into a non-competition deed with the Company, undertaking not to engage in activities similar or competitive to the Group's business and to refer relevant business opportunities[34](index=34&type=chunk)[36](index=36&type=chunk) [Corporate Governance](index=16&type=section&id=Corporate%20Governance) The Group complied with the Corporate Governance Code provisions in Appendix 14 of the Listing Rules during the reporting period, with a deviation from provision A.1.8 regarding directors' liability insurance, justified by the simple business, directors' understanding, and management's focus on risk control and compliance - The Group has complied with the relevant provisions of the Corporate Governance Code set out in Appendix 14 of the Listing Rules[37](index=37&type=chunk) - A deviation from Code Provision A.1.8 occurred, as no appropriate insurance arrangements were made for potential legal actions against directors[37](index=37&type=chunk) - Reasons for deviation: Simple business operations, directors' ease of understanding the business with sufficient energy and knowledge for decision-making, and management's focus on risk control and strict adherence to Listing Rules[37](index=37&type=chunk) [Condensed Consolidated Financial Statements](index=17&type=section&id=Condensed%20Consolidated%20Financial%20Statements) This chapter presents the Group's unaudited condensed consolidated financial statements for the six months ended June 30, 2025, including the statements of profit or loss, profit or loss and other comprehensive income, financial position, changes in equity, and cash flows, providing a comprehensive overview of financial performance and position [Condensed Consolidated Statement of Profit or Loss (Unaudited)](index=17&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20(Unaudited)) For the six months ended June 30, 2025, the Group reported revenue of RMB1,008,873 thousand, gross profit of RMB140,550 thousand, profit for the period of RMB28,852 thousand, and basic and diluted earnings per share of RMB0.0446 Key Data from Condensed Consolidated Statement of Profit or Loss (For the six months ended June 30, 2025) | Indicator | 2025 (RMB'000) | 2024 (RMB'000) | | :--- | :--- | :--- | | Revenue | 1,008,873 | 951,936 | | Cost of Sales | (868,323) | (825,012) | | Gross Profit | 140,550 | 126,924 | | Other Income | 26,923 | 20,683 | | Selling Expenses | (65,045) | (55,389) | | Administrative Expenses | (50,103) | (41,216) | | Finance Costs | (17,560) | (17,896) | | Share of Results of an Associate | 209 | 258 | | Profit Before Tax | 34,974 | 33,364 | | Taxation | (6,122) | (5,109) | | Profit for the Period | 28,852 | 28,255 | | Basic and Diluted Earnings Per Share | RMB0.0446 | RMB0.0435 | [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Unaudited)](index=18&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income%20(Unaudited)) For the six months ended June 30, 2025, the Group's profit for the period was RMB28,852 thousand, with negative other comprehensive income due to exchange differences on translating financial statements of overseas operations, resulting in total comprehensive income for the period of RMB28,382 thousand Key Data from Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30, 2025) | Indicator | 2025 (RMB'000) | 2024 (RMB'000) | | :--- | :--- | :--- | | Profit for the Period | 28,852 | 28,255 | | Exchange differences arising on translating financial statements of overseas operations | (470) | 158 | | Total Comprehensive Income for the Period | 28,382 | 28,413 | | Profit Attributable to Company Shareholders | 28,375 | 27,731 | | Total Comprehensive Income Attributable to Company Shareholders | 27,905 | 27,889 | [Condensed Consolidated Statement of Financial Position](index=19&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets less current liabilities amounted to RMB1,255,761 thousand, with total equity of RMB996,461 thousand, where property, plant and equipment constituted the largest portion of non-current assets, and inventories and trade receivables were significant components of current assets Key Data from Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Indicator | 2025 (RMB'000) | 2024 (RMB'000) | | :--- | :--- | :--- | | Property, Plant and Equipment | 1,083,599 | 1,066,227 | | Right-of-use Assets | 186,167 | 188,162 | | Total Non-current Assets | 1,347,201 | 1,333,953 | | Inventories | 486,846 | 480,840 | | Trade and Other Receivables, Deposits and Prepayments | 901,704 | 940,731 | | Bank Balances, Deposits and Cash | 109,346 | 188,892 | | Total Current Assets | 1,580,792 | 1,670,900 | | Trade and Other Payables and Accrued Expenses | 1,081,200 | 1,280,644 | | Bank and Other Borrowings - Due within One Year | 583,324 | 531,993 | | Total Current Liabilities | 1,672,232 | 1,814,014 | | Net Current Assets | (91,440) | (143,114) | | Total Assets Less Current Liabilities | 1,255,761 | 1,190,839 | | Total Share Capital and Reserves | 981,722 | 953,817 | | Non-controlling Interests | 14,739 | 14,262 | | Total Equity | 996,461 | 968,079 | [Condensed Consolidated Statement of Changes in Equity](index=20&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, the Company's share capital and reserves increased from RMB953,817 thousand to RMB981,722 thousand, primarily due to increased profit for the period, despite a reduction in exchange reserves from overseas operations' exchange differences Key Data from Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30, 2025) | Indicator | 2025 (RMB'000) | 2025 (RMB'000) | | :--- | :--- | :--- | | Share Capital | 5,801 | 5,801 | | Share Premium | 123,375 | 123,375 | | Exchange Reserve | (13,671) | (14,141) | | Retained Profits | 713,422 | 741,797 | | Subtotal of Equity Attributable to Company Shareholders | 953,817 | 981,722 | | Non-controlling Interests | 14,262 | 14,739 | | Total | 968,079 | 996,461 | - Profit for the period attributable to company shareholders was **RMB28,375 thousand**[43](index=43&type=chunk) - Exchange differences arising on translating financial statements of overseas operations amounted to negative **RMB470 thousand**[43](index=43&type=chunk) [Condensed Consolidated Statement of Cash Flows (Unaudited)](index=21&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows%20(Unaudited)) For the six months ended June 30, 2025, the Group reported net cash outflow from operating activities of RMB68,310 thousand, net cash outflow from investing activities of RMB99,107 thousand, and net cash inflow from financing activities of RMB87,871 thousand, resulting in a net decrease in cash and cash equivalents of RMB79,546 thousand Key Data from Condensed Consolidated Statement of Cash Flows (For the six months ended June 30, 2025) | Indicator | 2025 (RMB'000) | 2024 (RMB'000) | | :--- | :--- | :--- | | Net Cash Inflow / (Outflow) from Operating Activities | (68,310) | (122,998) | | Net Cash Inflow / (Outflow) from Investing Activities | (99,107) | (149,333) | | Net Cash Inflow / (Outflow) from Financing Activities | 87,871 | 272,972 | | Net Increase / (Decrease) in Cash and Cash Equivalents | (79,546) | 641 | | Cash and Cash Equivalents at End of Period | 109,346 | 58,879 | - Bank balances, deposits, and cash at the end of the period were **RMB109,346 thousand**, a decrease from **RMB188,892 thousand** at the beginning of the period[45](index=45&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=22&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This chapter provides detailed notes to the condensed consolidated financial statements, explaining the basis of presentation, accounting policies, application of new and revised standards, definitions of income and expenses, taxation policies, earnings per share calculation, and the composition and aging analysis of trade and other receivables and payables [Basis of Presentation](index=22&type=section&id=Basis%20of%20Presentation) The Company is incorporated in the Cayman Islands and listed on the Main Board of the Stock Exchange, with this interim financial report prepared in accordance with HKAS 34 and Listing Rules disclosure requirements, applying consistent accounting policies as the prior annual report, and new revised standards having no significant impact - The Company is incorporated in the Cayman Islands, and its shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited[46](index=46&type=chunk) - The financial report is prepared in accordance with Hong Kong Accounting Standard 34 and the disclosure requirements of the Listing Rules[46](index=46&type=chunk) - Accounting policies are consistent with the prior year's annual report, and newly adopted amendments to Hong Kong Financial Reporting Standards have had no significant impact on the financial statements[46](index=46&type=chunk) [Application of New and Revised Hong Kong Financial Reporting Standards](index=22&type=section&id=Application%20of%20New%20and%20Revised%20Hong%20Financial%20Reporting%20Standards) During this interim period, the Group first applied revised Hong Kong Financial Reporting Standards, including amendments to HKAS 21 "Lack of Exchangeability," which had no significant impact on its financial position and performance - New and revised standards, including amendments to HKAS 21 "Lack of Exchangeability," were first applied during this interim period[47](index=47&type=chunk) - These revisions had no significant impact on the Group's financial position and performance[47](index=47&type=chunk) [Revenue](index=22&type=section&id=Revenue) Revenue represents the amounts received and receivable from the sale of goods during the period, net of discounts and value-added tax - Revenue is defined as the amounts received and receivable from the sale of goods, net of discounts and value-added tax[48](index=48&type=chunk) [Other Income](index=23&type=section&id=Other%20Income) Other income primarily includes gains from the sale of raw materials and scrap, as well as government grants - Other income primarily includes gains from the sale of raw materials and scrap, and government grants[49](index=49&type=chunk) [Profit Before Tax](index=23&type=section&id=Profit%20Before%20Tax) This section discloses the composition of profit before tax, primarily deducting inventory costs, right-of-use asset depreciation, intangible asset amortization, and property, plant and equipment depreciation charged to expenses Profit Before Tax Deductions (For the six months ended June 30, 2025) | Item | 2025 (RMB'000) | 2024 (RMB'000) | | :--- | :--- | :--- | | Cost of inventories charged to expenses | 823,540 | 786,591 | | Depreciation of right-of-use assets | 1,995 | 1,760 | | Amortisation of intangible assets | 2,338 | 1,975 | | Depreciation of property, plant and equipment | 81,735 | 71,785 | [Taxation](index=23&type=section&id=Taxation) This section explains the Group's income tax policies in the Cayman Islands, Hong Kong, and Mainland China, noting tax exemption in the Cayman Islands, no profit tax provision in Hong Kong, and a 25% corporate income tax rate for Chinese subsidiaries, with several enjoying a 15% preferential rate due to high-tech enterprise status, many renewed until 2027 - Companies registered in the Cayman Islands are exempt from tax, and no provision for profits tax is made in Hong Kong[51](index=51&type=chunk)[52](index=52&type=chunk) - The corporate income tax rate for Chinese subsidiaries is **25%**[53](index=53&type=chunk) - Several Chinese subsidiaries (e.g., Guangzhou Yocheng, Hangzhou Yocheng, Hubei Yocheng, Yocheng China, Yocheng Technology Research, Jilin Yocheng, Yocheng Technology, Tianjin Yocheng) enjoy a **15%** preferential tax rate due to their high-tech enterprise qualifications[54](index=54&type=chunk)[55](index=55&type=chunk)[56](index=56&type=chunk) - Some high-tech enterprise qualifications have been renewed until **2027**[54](index=54&type=chunk)[55](index=55&type=chunk)[56](index=56&type=chunk) [Earnings Per Share](index=25&type=section&id=Earnings%20Per%20Share) For the six months ended June 30, 2025, basic and diluted earnings per share attributable to ordinary equity holders of the Company were RMB0.0446, calculated based on a weighted average of 636,550 thousand ordinary shares, with basic and diluted earnings being identical due to no outstanding potential ordinary shares Earnings Per Share Calculation Data (For the six months ended June 30, 2025) | Indicator | 2025 (RMB'000 / '000 shares) | 2024 (RMB'000 / '000 shares) | | :--- | :--- | :--- | | Profit for the purpose of calculating basic and diluted earnings per share | 28,375 | 27,731 | | Weighted average number of ordinary shares | 636,550 | 636,550 | | Basic and Diluted Earnings Per Share | RMB0.0446 | RMB0.0435 | - Diluted earnings per share are identical to basic earnings per share as there are no outstanding potential ordinary shares[57](index=57&type=chunk) [Trade and Other Receivables, Deposits and Prepayments](index=26&type=section&id=Trade%20and%20Other%20Receivables%2C%20Deposits%20and%20Prepayments) As of June 30, 2025, net trade receivables amounted to RMB624,140 thousand and bills receivable to RMB179,443 thousand, with typical repayment terms of 30 to 90 days, extendable to 90 to 270 days for good customers, and the highest proportion of receivables falling within 30 days at the reporting date Composition of Trade and Other Receivables, Deposits and Prepayments (As of June 30, 2025) | Item | 2025 (RMB'000) | 2024 (RMB'000) | | :--- | :--- | :--- | | Trade receivables (net) | 624,140 | 730,935 | | Bills receivable | 179,443 | 75,262 | | Prepayments to suppliers | 45,983 | 47,822 | | Prepayments | 23,147 | 24,060 | | Other receivables and deposits | 28,991 | 30,013 | | Total | 901,704 | 940,731 | - Customer repayment terms are typically **30 to 90 days**, extendable to **90 to 270 days** for customers with good relationships[58](index=58&type=chunk) - As of June 30, 2025, receivables within **30 days** amounted to **RMB218,887 thousand**, representing the highest proportion[59](index=59&type=chunk) [Trade and Other Payables and Accrued Expenses](index=27&type=section&id=Trade%20and%20Other%20Payables%20and%20Accrued%20Expenses) As of June 30, 2025, trade and bills payables amounted to RMB840,991 thousand and contract liabilities to RMB70,614 thousand, with an average purchase payment period of 30 to 120 days, and the Group maintaining financial risk management policies to ensure timely payments Composition of Trade and Other Payables and Accrued Expenses (As of June 30, 2025) | Item | 2025 (RMB'000) | 2024 (RMB'000) | | :--- | :--- | :--- | | Trade and bills payables | 840,991 | 932,135 | | VAT payable | 6,485 | 6,986 | | Contract liabilities | 70,614 | 76,296 | | Interest payable | 2,996 | 3,231 | | Other payables | 70,572 | 76,170 | | Accrued staff costs | 52,448 | 56,626 | | Accrued expenses | 37,094 | 41,143 | | Total | 1,081,200 | 1,280,644 | - The average payment period for purchases is **30 to 120 days**[60](index=60&type=chunk) - As of June 30, 2025, payables within **30 days** amounted to **RMB258,655 thousand**, representing the highest proportion[60](index=60&type=chunk) [Approval of Financial Statements](index=27&type=section&id=Approval%20of%20Financial%20Statements) The Board of Directors approved and authorized the publication of the condensed consolidated financial statements on August 26, 2025, and listed the executive, non-executive, and independent non-executive directors as of the report publication date - The Board of Directors approved and authorized the publication of the condensed consolidated financial statements on **August 26, 2025**[61](index=61&type=chunk) - The list of directors as of the report publication date includes Executive Directors Mr. Xu Yong, Mr. Shimabayashi Gakuhou, Ms. Xu Xiaoying; Non-executive Directors Mr. Masuda Katsutoshi, Mr. Masuda Toshimitsu; and Independent Non-executive Directors Mr. Law Ka Wai, Mr. Fan Xiaoping, Mr. Takabayashi Hisanori[61](index=61&type=chunk)

Interim Report 2025 中期報告 Interim Report 2025 中期報告 中 期報告 Interim Report 2025 CHINA TING GROUP HOLDINGS LIMITED Contents | 公司資料 | 2 | Corporate Information | | --- | --- | --- | | 簡明綜合全面收益表 | 4 | Condensed Consolidated Statement of | | | | Comprehensive Income | | 簡明綜合資產負債表 | 7 | Condensed Consolidated Balance Sheet | | 簡明綜合權益變動表 | 9 | Condensed Consolidated Statement of | | | | Changes in Equity | | 簡明綜合現金流量表 | 11 | Condensed Consolidated Statement of | | | | Cash Flows | | 簡明綜合中期財務資料附註 | 12 | Notes to the C ...

[Supplemental Announcement Overview](index=1&type=section&id=Supplemental%20Announcement%20Overview) This announcement supplements sanction-related information in annual and interim reports, detailing activities, risk monitoring, and future plans - This announcement aims to supplement Migao Group Holdings Limited's annual and interim reports with sanction-related information, including details of any new or existing primary/secondary sanctioned activities, the company's efforts in monitoring sanction risks, and the current status and expected plans for these activities[2](index=2&type=chunk) - Since its listing date, the Group has not engaged in, nor intends to engage in, any transactions with counterparties known to constitute primary or secondary sanctioned activities[2](index=2&type=chunk) [Sanctions Compliance Measures](index=1&type=section&id=Sanctions%20Compliance%20Measures) The Group implements comprehensive sanctions compliance measures, overseen by a dedicated committee and external legal counsel [Compliance Management Structure and External Support](index=1&type=section&id=Compliance%20Management%20Structure%20and%20External%20Support) Migao Group implements sanctions compliance measures, with a committee overseeing effectiveness and international legal counsel providing support - The Group's Sanctions Compliance Committee actively supervises the implementation and effectiveness of its sanctions compliance measures[3](index=3&type=chunk) - The Group has continuously appointed its international sanctions legal counsel to provide ongoing support, including advice on reviewing and executing compliance measures, sanction-related risks in overseas business, and complex or high-risk international transactions[3](index=3&type=chunk) [Transaction Review and Contractual Clauses](index=1&type=section&id=Transaction%20Review%20and%20Contractual%20Clauses) The Group requires origin certificates for all purchase transactions, subject to committee review and approval, and includes sanctions compliance clauses in supply contracts or issues explicit compliance notices - For each purchase transaction, the Group requires suppliers to provide certificates of origin or equivalent supporting documents, which must be reviewed and approved by the Sanctions Compliance Committee before any payment or acceptance[3](index=3&type=chunk) - The Group's supply contracts with counterparties include sanctions compliance clauses; if such clauses cannot be added for commercial reasons, the Group consistently sends notices to suppliers outlining its compliance requirements and expectations[5](index=5&type=chunk) [Employee Training and Risk Monitoring](index=2&type=section&id=Employee%20Training%20and%20Risk%20Monitoring) The Group conducts regular compliance training for key employees and management, screens counterparties against sanction lists, monitors sanction developments, and consults legal counsel for risk mitigation - The Group conducts regular and specialized compliance training for its key employees and management to enhance their awareness of sanctions and ensure timely identification of any potential sanction risks[5](index=5&type=chunk) - The Group also regularly screens counterparties and new transactions against the latest sanction lists[5](index=5&type=chunk) - With the assistance of its international sanctions legal counsel, the Group closely monitors developments in all relevant sanction regimes; should any significant changes in sanction risks arise, the Group immediately consults its international sanctions legal counsel and takes appropriate risk mitigation measures as advised[5](index=5&type=chunk) [Board Information and Announcement Details](index=2&type=section&id=Board%20Information%20and%20Announcement%20Details) This announcement, issued by the Chairman on September 23, 2025, details the Board of Directors and is accessible on the company and HKEX websites - This announcement is issued by Mr. Liu Guocai, Chairman and Executive Director of Migao Group Holdings Limited, dated **September 23, 2025**[4](index=4&type=chunk) - The Board of Directors includes Executive Directors Mr. Liu Guocai, Mr. Sun Pingfu, and Mr. Dong Benzi, as well as Independent Non-executive Directors Mr. Chen Guofu, Ms. Huang Shasha, and Ms. Qing Meyerson[4](index=4&type=chunk) - This announcement is available on the company's website www.migaogroup.com and the HKEX website www.hkexnews.hk[4](index=4&type=chunk)

（於開曼群島註冊成立的有限公司） 公司資料 董事會 股份代號：1746 2025 中期報告 2025 Interim Report (incorporated in the Cayman Islands with limited liability) Stock Code: 1746 萬順集團（控股）有限公司 2025年中期報告 目 錄 2 公司資料 3 簡明綜合損益及其他全面收益表 4 簡明綜合財務狀況表 5 簡明綜合權益變動表 6 簡明綜合現金流量表 7 簡明綜合中期財務報表附註 21 管理層討論與分析 30 其他資料 執行董事 張元通先生 （主席） 張元秋先生 獨立非執行董事 彭錦輝先生 羅頌霖先生 魏玉珍女士 審核委員會 魏玉珍女士 （主席） 彭錦輝先生 羅頌霖先生 薪酬委員會 彭錦輝先生 （主席） 羅頌霖先生 魏玉珍女士 提名委員會 羅頌霖先生 （主席） 彭錦輝先生 魏玉珍女士 授權代表 張元通先生 盧韻雯女士 公司秘書 盧韻雯女士 主要往來銀行 中國銀行（香港）有限公司 南洋商業銀行有限公司 核數師 德博會計師事務所有限公司 執業會計師 註冊公眾利益實體核數師 香港上環 德輔道中322號 西區電訊 ...

( 於中華人民共和國註冊成立的股份有限公司 ) A 股股票代碼 : 601916 H 股股票代碼 : 2016 中期報告 2025 重要提示 重大風險提示 本公司面臨的主要風險及擬採取的措施，請參見本報告「管理層討論與分析－風險管理」章節。 本報告中有關本公司未來計劃等前瞻性陳述不構成本公司對投資者的實質承諾，投資者及相關人士均應當對 此保持足夠的風險認識，並且應該理解計劃、預測與承諾之間的差異。 目錄 | 釋義 | 2 | | --- | --- | | 公司基本情況 | 3 | | 公司業務概要 | 5 | | 發展戰略及核心競爭力 | 6 | | 財務概要 | 10 | | 管理層討論與分析 | 12 | | 公司治理 | 65 | | 股份變動及股東情況 | 69 | | 董事、監事、高級管理人員、員工和機構情況 | 77 | | 重要事項 | 83 | | 中期財務資料的審閱報告 | 89 | 釋義 | 本公司、本行、我行、浙商銀行： | 浙商銀行股份有限公司 | | --- | --- | | 原中國銀保監會： | 原中國銀行保險監督管理委員會 | | 中國證監會： | 中國證券監督管理委員會 | ...

2025 We Build 同 行 構 建 關於 瑞安建業 瑞安建業有限公司於1997年在香港聯合交易所上市， 主要從事建築及房地產業務，業務範圍遍及中國 內地、香港和澳門。 我們的建築業務植根香港逾50年，一直致力建設優質 的公營房屋、機構樓宇、公共設施、室內裝修及維修 保養工程項目。憑藉對優質、創新和卓越的追求，我們 成為建造業界中的重要一員。 建構明天 2030 「建構明天2030」藍圖落實集團的可持續發展願景和目標， 致力為經濟、環境和社區帶來正面影響，並將可持續發展 成為瑞安建業長遠發展的重要原則。 目 錄 Contents 2 Financial Highlights 財務摘要 3 Management Discussion and Analysis 管理層討論及分析 3 Business Review 業務回顧 15 Financial Review 財務回顧 19 Report on Review of Condensed Consolidated Financial Statements 簡明綜合財務報表審閱報告 20 Condensed Consolidated Statement of ...

Financial Performance - Total revenue for the first half of 2025 was HKD 5.202 billion, a decrease of 18% compared to HKD 6.379 billion in 2024[18]. - Property leasing income decreased by 3% to HKD 4.912 billion, while operating profit from property leasing fell by 4% to HKD 3.499 billion[19]. - Hotel revenue increased by 84% to HKD 1.29 billion, compared to HKD 0.7 billion in 2024[19]. - Total revenue for the six months ended June 30, 2025, decreased by 18% to HKD 5,202 million compared to HKD 6,379 million in 2024[20]. - Property sales plummeted by 87% to HKD 161 million, with Hong Kong sales dropping significantly from HKD 1,203 million to HKD 151 million[20]. - Operating profit decreased by 6% to HKD 3,408 million from HKD 3,613 million in the previous year[20]. - The company recorded a net loss attributable to shareholders of HKD 0.494 billion due to property revaluation losses[14]. - Basic earnings per share decreased by 7% to HKD 0.87, down from HKD 0.94 in 2024[15]. - Net profit for the period was HKD 1,308 million, a decline of 14.3% compared to HKD 1,526 million in 2024[108]. - Basic earnings per share for 2025 was HKD 0.51, down from HKD 0.65 in 2024, representing a decrease of 21.5%[106]. Rental and Occupancy Trends - The rental occupancy rate remained stable at over 90% in mainland China despite a decline in consumer confidence[17]. - The overall rental rate for the property portfolio remained stable at 94%, with a slight increase of 1%[23]. - The flagship Shanghai Hang Lung Plaza maintained a high occupancy rate of 98%, with rental income remaining stable despite an 8% drop in tenant sales[28]. - Shanghai Hong Kong Plaza reported a 1% increase in revenue and a 10% increase in tenant sales, with a high occupancy rate of 99%[29]. - Wuxi Hang Lung Plaza experienced an 8% increase in revenue despite a 4% decline in tenant sales, maintaining a 96% occupancy rate[29]. - Kunming Hang Lung Plaza recorded a 7% revenue growth, while tenant sales slightly decreased by 1%, with occupancy rising to 99%[30]. - Dalian Hang Lung Plaza achieved a 10% increase in revenue and a 13% increase in tenant sales, with a 94% occupancy rate[30]. - Shenyang Royal Hang Lung Plaza saw a 4% increase in revenue and a 10% increase in tenant sales, with occupancy rising by 4 percentage points to 96%[31]. - Wuhan Hang Lung Plaza faced a significant decline, with revenue and tenant sales dropping by 36% and 31% respectively, but occupancy improved by 5 percentage points to 88%[32]. Strategic Initiatives - The company has introduced a new strategy called "Hang Lung V.3," focusing on strategic reinvestment in existing assets to enhance their scale and visibility[9]. - The company is strategically pursuing retail management contracts in certain markets to consolidate its existing position while investing additional capital in others[10]. - The company aims to maintain its leading position in every city where it operates, emphasizing the importance of physical retail in the current market[8]. - The company plans to expand Shanghai Hang Lung Plaza, increasing the leasable area by over 13%, with completion expected in 2026[11]. - A new partnership with Baida Group in Hangzhou is projected to increase leasable floor area by approximately 40% and street-facing area by over 200%[12]. - The company is developing multiple investment projects, including the second phase of Wuxi Hang Lung Plaza and a new co-working space project in Hong Kong[18]. Debt and Financial Management - The net debt-to-equity ratio increased to 31.5% from 30.8% in the previous year[16]. - Total borrowings as of June 30, 2025, were HKD 55,972 million, a decrease from HKD 57,794 million on December 31, 2024, with 42% denominated in RMB[56]. - The average repayment period of the debt portfolio was 3.1 years as of June 30, 2025, compared to 2.9 years on December 31, 2024, with approximately 72% of loans due after two years[59]. - Total financial expenses decreased by 6% to HKD 1,002 million in the first half of 2025, with an average effective borrowing rate reduced to 3.9% from 4.4% in 2024[62]. - The interest coverage ratio for the first six months of 2025 remained stable at 3.2 times, consistent with 2024[64]. Sustainability and Corporate Responsibility - 80% of the properties in the mainland portfolio are now powered by renewable energy, up from 50%, with a target of procuring approximately 320 million kWh of renewable energy by the end of the year[67]. - The company has released a discussion paper on achieving net-zero emissions by 2050, aiming to reduce greenhouse gas emissions from nearly 1 million tons in 2023 to below 100,000 tons[68]. - The "Changemakers Tenant Sustainability Cooperation Program" has attracted 42 tenants, covering over 238,000 square meters, which is 12% of the total leasable area of the group[69]. - The group has donated over RMB 33 million since 2010 to support Tsinghua University's real estate projects and academic research[71]. Governance and Shareholder Information - The board consists of three executive directors, three non-executive directors, and five independent non-executive directors, with independent directors making up approximately 46%[76]. - The company has complied with the Corporate Governance Code as per Appendix C1 of the Listing Rules, exceeding certain requirements in some areas during the six months ending June 30, 2025[79]. - As of June 30, 2025, the company’s major shareholder, Chen Wenbo, holds 551,752,580 shares, representing 40.52% of the issued shares[81]. - The total number of options available for grant under the 2022 Share Option Scheme is 276,275,550 shares, which accounts for approximately 5.5% of the total issued shares of the company[85]. - The company has not made any arrangements for directors to benefit from purchasing shares or debt securities of the company or any other entity during the six months ending June 30, 2025[82]. Market Outlook - The company is actively adjusting its business operations in response to government initiatives aimed at stimulating consumption and tourism[22]. - The group anticipates a moderate improvement in domestic demand due to fiscal expansion and targeted government support measures in the coming months[73]. - The residential market in Hong Kong is showing signs of bottoming out, with confidence in better sales performance as the economy recovers[74].

2025 Interim Report 中期報告 CONTENTS 目錄 Corporate Information 公司資料 2 Report on Review of the Condensed Consolidated Interim Financial Information 簡明合併中期財務資料審閱報告 4 Condensed Consolidated Interim Statement of Comprehensive Income 簡明合併中期綜合收益表 6 Condensed Consolidated Interim Statement of Financial Position 簡明合併中期財務狀況表 7 Condensed Consolidated Interim Statement of Changes in Equity 簡明合併中期權益變動表 9 Condensed Consolidated Interim Statement of Cash Flows 簡明合併中期現金流量表 11 Notes to the Condensed Consolidated Interim Financ ...

[Performance Summary](index=1&type=section&id=%E6%A5%AD%E7%B8%BE%E6%91%98%E8%A6%81) [Key Financial Indicators](index=1&type=section&id=%E9%97%9C%E9%8D%B5%E8%B2%A1%E5%8B%99%E6%8C%87%E6%A8%99) For the year ended June 30, 2025, JBB Builders International Limited's revenue significantly increased by 29.7% to 426,980 thousand Ringgit, and gross profit grew by 113.3% year-on-year to 17,671 thousand Ringgit, with gross margin improving by 1.6 percentage points to 4.1%. However, profit attributable to owners of the Company for the year decreased by 55.6% to 1,331 thousand Ringgit, with basic and diluted earnings per share also decreasing accordingly Key Financial Indicators | Indicator | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | Increase/(Decrease) (thousand Ringgit) | | :--- | :--- | :--- | :--- | | Revenue | 426,980 | 329,330 | 97,650 | | Gross profit | 17,671 | 8,332 | 9,339 | | Gross margin | 4.1% | 2.5% | 1.6% | | Impairment losses on trade receivables and contract assets (provision)/reversal | (1,608) | 5,736 | (7,344) | | Profit for the year attributable to owners of the Company | 1,331 | 2,994 | (1,663) | | Total equity attributable to owners of the Company | 124,962 | 129,149 | (4,187) | | Basic and diluted earnings per share (cents) | 0.27 | 0.60 | (0.33) | [Annual Results](index=2&type=section&id=%E5%B9%B4%E5%BA%A6%E6%A5%AD%E7%B8%BE) [Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=2&type=section&id=%E7%B6%9C%E5%90%88%E6%90%8D%E7%9B%8A%E5%8F%8A%E5%85%B6%E4%BB%96%E5%85%A8%E9%9D%A2%E6%94%B6%E7%9B%8A%E8%A1%A8) For the year ended June 30, 2025, the Group's revenue increased to 426,980 thousand Ringgit, with a significant rise in gross profit. However, increased impairment provisions for trade receivables and contract assets, coupled with higher income tax expenses, led to a decrease in profit for the year from 2,394 thousand Ringgit to 1,255 thousand Ringgit, and currency translation differences shifted from income to expense, resulting in a total comprehensive expense for the year Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Revenue | 426,980 | 329,330 | | Direct costs | (409,309) | (320,998) | | Gross profit | 17,671 | 8,332 | | Other income | 5,660 | 5,845 | | Net other income | 1,499 | 474 | | Impairment losses on trade receivables and contract assets (provision)/reversal | (1,608) | 5,736 | | General and administrative expenses | (19,658) | (16,177) | | Operating profit | 3,564 | 4,210 | | Profit before tax | 2,917 | 3,226 | | Income tax expense | (1,662) | (832) | | Profit for the year | 1,255 | 2,394 | | Exchange differences on translation | (5,518) | 629 | | Total comprehensive (expense)/income for the year | (4,263) | 3,023 | | Profit for the year attributable to owners of the Company | 1,331 | 2,994 | | Basic earnings per share (cents) | 0.27 | 0.60 | [Consolidated Statement of Financial Position](index=3&type=section&id=%E7%B6%9C%E5%90%88%E8%B2%A1%E5%8B%99%E7%8B%80%E6%B3%81%E8%A1%A8) As of June 30, 2025, the Group's total assets slightly decreased, with non-current assets declining primarily due to a reduction in deposits for investment properties. Trade and other receivables within current assets significantly increased, while cash and cash equivalents decreased; current liabilities substantially rose, leading to a modest increase in net current assets, while both net assets and total equity attributable to owners of the Company decreased Consolidated Statement of Financial Position | Indicator | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | **Non-current assets** | | | | Property, plant and equipment | 1,667 | 1,337 | | Investment properties | – | 2,200 | | Deposits paid for acquisition of investment properties | 27,637 | 42,710 | | Total non-current assets | 30,487 | 47,554 | | **Current assets** | | | | Trade and other receivables | 147,986 | 92,419 | | Contract assets | 28,690 | 32,720 | | Cash and cash equivalents | 71,451 | 94,095 | | Total current assets | 266,331 | 229,254 | | **Current liabilities** | | | | Trade and other payables | 142,775 | 123,355 | | Contract liabilities | 13,793 | 5,113 | | Total current liabilities | 162,693 | 133,654 | | Net current assets | 103,638 | 95,600 | | Net assets | 131,660 | 136,351 | | Total equity attributable to owners of the Company | 124,962 | 129,149 | [Notes to the Consolidated Financial Statements](index=4&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) [General Information](index=4&type=section&id=General%20Information) JBB Builders International Limited, incorporated in the Cayman Islands and listed on the Main Board of the Hong Kong Stock Exchange, primarily engages in marine construction services, building and infrastructure services, and marine fuel trading, ultimately controlled by Dato' Wong Sze Chian and Datin Ngooi Leng Swee - The Company was incorporated in the Cayman Islands on April 30, 2018, and listed on the Main Board of the Hong Kong Stock Exchange on May 10, 2019[6](index=6&type=chunk) - Principal activities include marine construction services, building and infrastructure services, and marine fuel trading business[6](index=6&type=chunk) - The Company is ultimately controlled by Dato' Wong Sze Chian and Datin Ngooi Leng Swee[6](index=6&type=chunk) [Basis of Preparation of Consolidated Financial Statements](index=4&type=section&id=Basis%20of%20Preparation%20of%20Consolidated%20Financial%20Statements) The Group's consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and the disclosure requirements of the Hong Kong Companies Ordinance; while the functional currency is Hong Kong Dollars, the consolidated financial statements are presented in Malaysian Ringgit due to primary business activities in Malaysia and Singapore, with a historical cost basis of measurement, except for investment properties presented at fair value - Financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) and the disclosure requirements of the Hong Kong Companies Ordinance[7](index=7&type=chunk) - The Company's functional currency is Hong Kong Dollars, but the consolidated financial statements are presented in Malaysian Ringgit, as the principal business activities are in Malaysia and Singapore[8](index=8&type=chunk) - The measurement basis is historical cost, except for investment properties which are presented at fair value[9](index=9&type=chunk) [Application of Revised International Financial Reporting Standards](index=5&type=section&id=Application%20of%20Revised%20International%20Financial%20Reporting%20Standards) Several revised International Financial Reporting Standards, including IFRS 16 (Amendments) and IAS 1 (Amendments), were first applied this year, with no significant impact on the Group's current and prior period financial position and performance - Revised International Financial Reporting Standards, including IFRS 16 (Amendments) and IAS 1 (Amendments), were first applied in the current year[12](index=12&type=chunk) - The application of these amendments had no significant impact on the Group's financial position and performance for the current and prior periods[12](index=12&type=chunk) [Revenue and Segment Reporting](index=6&type=section&id=Revenue%20and%20Segment%20Reporting) The Group's revenue primarily derives from marine construction services, building and infrastructure services, and marine fuel trading; total revenue for FY2025 increased to 426,980 thousand Ringgit, with significant growth in reclamation and related works revenue, a slight decrease in marine transportation revenue, and no revenue from marine fuel trading, while the Group is organized into four reportable segments based on products and services, which the chief operating decision maker uses to assess performance - The Group's principal activities are the provision of marine construction services, building and infrastructure services, and marine fuel trading business[13](index=13&type=chunk) Disaggregation of Revenue from Contracts with Customers | Product or service line | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Construction contracts - reclamation and related works | 109,501 | 26,927 | | Construction contracts - building and infrastructure | 46,522 | 18,209 | | Marine transportation | 270,957 | 281,882 | | Marine fuel | – | 2,312 | | **Total revenue** | **426,980** | **329,330** | - As of June 30, 2025, the aggregate amount of the transaction price allocated to the remaining performance obligations under existing contracts was approximately **610,938 thousand Ringgit**, expected to be recognized between 2026 and 2029[14](index=14&type=chunk) [Disaggregation of Revenue](index=6&type=section&id=Disaggregation%20of%20Revenue) In FY2025, revenue from construction contracts, including reclamation and related works, and building and infrastructure, significantly increased, while marine transportation revenue slightly decreased, and marine fuel trading ceased to generate revenue; construction contract revenue is recognized over time, while marine transportation and marine fuel revenue are recognized at a point in time Disaggregation of Revenue from Contracts with Customers | Product or service line | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Construction contracts - reclamation and related works | 109,501 | 26,927 | | Construction contracts - building and infrastructure | 46,522 | 18,209 | | Marine transportation | 270,957 | 281,882 | | Marine fuel | – | 2,312 | | **Total revenue** | **426,980** | **329,330** | - Revenue from construction contracts is recognized over time, while revenue from marine transportation and marine fuel is recognized at a point in time[13](index=13&type=chunk) [Segment Reporting](index=7&type=section&id=Segment%20Reporting) The Group has four reportable segments: marine construction services (reclamation and related works, marine transportation), building and infrastructure services, and marine fuel trading business. In FY2025, profits from marine construction services and building and infrastructure services segments significantly increased, while marine fuel operations ceased. Segment profit excludes central administrative expenses, net other income, finance costs, and share of loss of a joint venture - The Group has four reportable segments: marine construction services (reclamation and related works, marine transportation), building and infrastructure services, and marine fuel trading business[16](index=16&type=chunk)[17](index=17&type=chunk)[18](index=18&type=chunk)[20](index=20&type=chunk) Reportable Segment Revenue and Profit (2025) | Segment | Revenue (thousand Ringgit) | Profit/(Loss) (thousand Ringgit) | | :--- | :--- | :--- | | Reclamation and related works | 109,501 | 9,561 | | Marine transportation | 270,957 | 12,462 | | Building and infrastructure | 46,522 | (32) | | **Total** | **426,980** | **21,991** | Reportable Segment Revenue and Profit (2024) | Segment | Revenue (thousand Ringgit) | Profit/(Loss) (thousand Ringgit) | | :--- | :--- | :--- | | Reclamation and related works | 26,927 | 8,535 | | Marine transportation | 281,882 | 6,943 | | Building and infrastructure | 18,209 | (980) | | Marine fuel | 2,312 | 193 | | **Total** | **329,330** | **14,691** | [Geographical Information](index=9&type=section&id=Geographical%20Information) The Group's revenue primarily originates from Malaysia and Singapore; in FY2025, revenue from Malaysia significantly increased, while revenue from Singapore slightly decreased Geographical Information of Revenue from External Customers | Region | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Malaysia (country of domicile) | 156,023 | 45,136 | | Singapore | 270,957 | 284,194 | | **Total** | **426,980** | **329,330** | [Other Income and Net Other Income](index=10&type=section&id=Other%20Income%20and%20Net%20Other%20Income) In FY2025, other income slightly decreased, primarily due to reduced processing service fees for marine transportation and interest income from financial assets, partially offset by interest income from trade receivables from a customer; net other income significantly increased, mainly driven by gains from disposal of deposits for investment properties, disposal of a non-wholly owned subsidiary, and foreign exchange gains Other Income | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Processing service fees for marine transportation services | 2,191 | 2,831 | | Interest income from financial assets measured at amortized cost | 1,216 | 2,417 | | Interest income from trade receivables from a customer | 2,074 | – | | **Total** | **5,660** | **5,845** | Net Other Income | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Gain on disposal of deposits paid for acquisition of investment properties | 1,339 | 314 | | Gain on disposal of a non-wholly owned subsidiary | 572 | – | | Net foreign exchange gain/(loss) | 259 | (51) | | Fair value loss on investment properties | (700) | – | | **Total** | **1,499** | **474** | [Other Income](index=10&type=section&id=Other%20Income) Other income for FY2025 was 5,660 thousand Ringgit, a slight decrease from 5,845 thousand Ringgit in 2024, primarily due to reduced processing service fees for marine transportation and interest income from financial assets, partially offset by interest income from trade receivables from a customer Details of Other Income | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Processing service fees for marine transportation services | 2,191 | 2,831 | | Interest income from financial assets measured at amortized cost | 1,216 | 2,417 | | Interest income from trade receivables from a customer | 2,074 | – | | Estimated interest income on contract assets | – | 516 | | Processing service fees for diesel supply | 10 | 74 | | Others | 169 | 7 | | **Total** | **5,660** | **5,845** | [Net Other Income](index=10&type=section&id=Net%20Other%20Income) Net other income for FY2025 significantly increased to 1,499 thousand Ringgit from 474 thousand Ringgit in 2024, primarily contributed by gains from disposal of deposits for investment properties, disposal of a non-wholly owned subsidiary, and foreign exchange gains, partially offset by fair value losses on investment properties Details of Net Other Income | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Gain on disposal of deposits paid for acquisition of investment properties | 1,339 | 314 | | Gain on disposal of a non-wholly owned subsidiary | 572 | – | | Net foreign exchange gain/(loss) | 259 | (51) | | Gain on deposits for life insurance policies | 16 | 16 | | Gain on partial disposal of a joint venture | 11 | – | | Gain on disposal of property, plant and equipment | 2 | 14 | | Fair value loss on investment properties | (700) | – | | Reversal of impairment loss on deposits paid for acquisition of investment properties | – | 181 | | **Total** | **1,499** | **474** | [Components of Profit Before Tax](index=10&type=section&id=Components%20of%20Profit%20Before%20Tax) Profit before tax is influenced by several factors: finance costs decreased due to reduced bank loan balances, staff costs increased due to higher headcount and remuneration adjustments, and impairment losses on trade receivables and contract assets shifted from reversal to provision, negatively impacting profit - Finance costs decreased from **963 thousand Ringgit** in 2024 to **639 thousand Ringgit** in 2025, primarily due to a reduction in interest on bank loans[26](index=26&type=chunk) - Staff costs (including directors' emoluments) increased from **10,527 thousand Ringgit** in 2024 to **11,805 thousand Ringgit** in 2025[27](index=27&type=chunk) - Impairment losses on trade receivables and contract assets shifted from a **5,736 thousand Ringgit** reversal in 2024 to a **1,608 thousand Ringgit** provision in 2025[27](index=27&type=chunk) [Finance Costs](index=10&type=section&id=Finance%20Costs) Finance costs for FY2025 were 639 thousand Ringgit, a decrease from 963 thousand Ringgit in 2024, primarily due to reduced interest on bank loans and estimated interest on contract assets Details of Finance Costs | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Interest on bank loans | 604 | 865 | | Estimated interest on contract assets | – | 71 | | Interest on lease liabilities | 35 | 27 | | **Total** | **639** | **963** | [Staff Costs and Other Items](index=11&type=section&id=Staff%20Costs%20and%20Other%20Items) Total staff costs for FY2025 increased to 11,805 thousand Ringgit year-on-year; among other items, impairment losses on trade receivables and contract assets shifted from reversal to provision, negatively impacting profit, while gains arose from the disposal of deposits for investment properties and a non-wholly owned subsidiary Details of Staff Costs | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Salaries, wages and other benefits | 10,711 | 9,636 | | Contributions to defined contribution retirement plans | 1,094 | 891 | | **Total** | **11,805** | **10,527** | Details of Other Items | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Depreciation expense | 517 | 491 | | Short-term lease expenses | 170 | 201 | | Impairment losses on trade receivables and contract assets provision/(reversal) | 1,608 | (5,736) | | Auditors' remuneration | 408 | 396 | | Gain on disposal of deposits paid for acquisition of investment properties | (1,339) | (314) | | Gain on disposal of a non-wholly owned subsidiary | (572) | – | | Fair value loss on investment properties | 700 | – | [Dividends](index=12&type=section&id=Dividends) The Board does not recommend the declaration of any final dividend for the year ended June 30, 2025, consistent with 2024 - The Board does not recommend the declaration of any final dividend for the year ended June 30, 2025 (2024: nil)[28](index=28&type=chunk) [Income Tax Expense](index=12&type=section&id=Income%20Tax%20Expense) Income tax expense for FY2025 increased to 1,662 thousand Ringgit, primarily due to higher taxable profits from Singaporean and Malaysian subsidiaries; the Group is not subject to income tax in the Cayman Islands and Hong Kong Details of Income Tax Expense | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Malaysian corporate income tax | 163 | 10 | | Singaporean corporate income tax | 1,587 | 954 | | Over-provision in prior years | (130) | (143) | | Deferred tax | 42 | 11 | | **Income tax expense for the year** | **1,662** | **832** | - The increase in income tax expense was mainly due to higher taxable profits from Singaporean and Malaysian subsidiaries[29](index=29&type=chunk) - The Group is not subject to any income tax in the Cayman Islands and British Virgin Islands, and no provision for Hong Kong profits tax has been made[29](index=29&type=chunk) [Earnings Per Share](index=13&type=section&id=Earnings%20Per%20Share) Basic earnings per share for FY2025 decreased to 0.27 cents from 0.60 cents in 2024; diluted earnings per share remained the same as basic earnings per share due to the absence of dilutive potential ordinary shares Earnings Per Share | Indicator | 2025 (cents) | 2024 (cents) | | :--- | :--- | :--- | | Basic earnings per share | 0.27 | 0.60 | | Diluted earnings per share | 0.27 | 0.60 | - Basic earnings per share is calculated based on the consolidated profit attributable to owners of the Company of approximately **1,331 thousand Ringgit** (2024: **2,994 thousand Ringgit**) and the weighted average of **500,000,000** ordinary shares in issue[30](index=30&type=chunk) - Diluted earnings per share is the same as basic earnings per share as there were no dilutive potential ordinary shares[31](index=31&type=chunk) [Deposits](index=13&type=section&id=Deposits) The Group's deposits primarily comprise deposits paid for the acquisition of investment properties and deposits for life insurance policies; in FY2025, investment property deposits decreased due to partial property sales, while life insurance policy deposits slightly increased due to gain recognition - As of June 30, 2025, deposits paid for the acquisition of investment properties amounted to **27,637 thousand Ringgit**, a decrease from **42,710 thousand Ringgit** in 2024[35](index=35&type=chunk) - As of June 30, 2025, deposits for life insurance policies amounted to **1,054 thousand Ringgit**, a slight increase from **1,038 thousand Ringgit** in 2024[36](index=36&type=chunk) [Deposits Paid for Acquisition of Investment Properties](index=13&type=section&id=Deposits%20Paid%20for%20Acquisition%20of%20Investment%20Properties) In FY2025, the Group disposed of 7 properties in Johor, Malaysia, recognizing a net gain of approximately 1,339 thousand Ringgit and derecognizing deposits of approximately 15,073 thousand Ringgit; agreements for the disposal of 4 other properties are pending foreign approval. As of year-end, total deposits paid for the acquisition of investment properties amounted to 27,637 thousand Ringgit, of which approximately 12,911 thousand Ringgit were pledged to banks - In FY2025, the Group disposed of **7** properties, recognizing a net gain of approximately **1,339 thousand Ringgit** and derecognizing deposits of approximately **15,073 thousand Ringgit**[32](index=32&type=chunk) - As of June 30, 2025, total deposits paid for the acquisition of investment properties amounted to **27,637 thousand Ringgit** (2024: **42,710 thousand Ringgit**), involving **34** (2024: **41**) investment properties[34](index=34&type=chunk)[35](index=35&type=chunk) - Approximately **12,911 thousand Ringgit** of investment property deposits were pledged to banks as collateral for bank financing[35](index=35&type=chunk) [Deposits for Life Insurance Policies](index=15&type=section&id=Deposits%20for%20Life%20Insurance%20Policies) The Group holds two life insurance policies (2020 and 2021 policies) to protect an executive director, with the bank as beneficiary for repayment of bank loans; deposits are accounted for at the cash surrender value of the policies and are expected to terminate on the 10th anniversary of the effective date, with no specific surrender charges Deposits for Life Insurance Policies | Date | thousand Ringgit | | :--- | :--- | | As at 1 July 2023 | 1,022 | | Gain on deposits for life insurance policies | 16 | | As at 30 June 2024 | 1,038 | | Gain on deposits for life insurance policies | 16 | | As at 30 June 2025 | 1,054 | - The Group purchased two life insurance policies (2020 and 2021 policies) to protect an executive director, with the bank as beneficiary for repayment of bank loans[36](index=36&type=chunk)[37](index=37&type=chunk) - Policy deposits are accounted for at the cash surrender value of the policies, expected to terminate on the 10th anniversary of the effective date, with no specific surrender charges[37](index=37&type=chunk) [Trade and Other Receivables](index=16&type=section&id=Trade%20and%20Other%20Receivables) As of June 30, 2025, total trade and other receivables significantly increased to 147,986 thousand Ringgit; the aging analysis of trade receivables shows a notable increase in amounts over 90 days, with most receivables expected to be recovered within one year, and some trade receivables and contract assets pledged against properties Trade and Other Receivables | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Trade receivables (net of allowance for doubtful debts) | 134,648 | 81,175 | | Deposits, prepayments and other receivables | 3,950 | 9,917 | | Other receivables from disposal of deposits paid for acquisition of investment properties | 9,388 | 1,327 | | **Total** | **147,986** | **92,419** | Aging Analysis of Trade Receivables | Aging | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Within 30 days | 39,503 | 31,355 | | 31 to 60 days | 50,128 | 32,293 | | 61 to 90 days | 13,563 | 15,364 | | Over 90 days | 31,454 | 2,163 | | **Total** | **134,648** | **81,175** | - Trade receivables of approximately **3,305 thousand Ringgit** and contract assets of approximately **33 thousand Ringgit** from a customer are pledged against **3** properties[41](index=41&type=chunk) [Construction Contracts](index=18&type=section&id=Construction%20Contracts) As of June 30, 2025, total contract assets amounted to 28,690 thousand Ringgit, largely comprising retention receivables, with a significant increase in amounts expected to be recovered after more than one year; contract liabilities substantially rose to 13,793 thousand Ringgit, primarily due to advances received for performance Contract Assets | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | From performance of construction contracts | 4,455 | 3,496 | | Retention receivables | 24,235 | 29,224 | | **Total** | **28,690** | **32,720** | - Amounts included in contract assets of approximately **20,162 thousand Ringgit** (2024: **2,095 thousand Ringgit**) are expected to be recovered after more than one year, all related to retention receivables[43](index=43&type=chunk) Contract Liabilities | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Construction contracts - advances received for performance | 13,793 | 5,113 | [Contract Assets](index=18&type=section&id=Contract%20Assets) As of June 30, 2025, total contract assets amounted to 28,690 thousand Ringgit, primarily comprising retention receivables, with amounts expected to be recovered after more than one year significantly increasing to 20,162 thousand Ringgit Details of Contract Assets | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | From performance of construction contracts | 4,455 | 3,496 | | Retention receivables | 24,235 | 29,224 | | **Total** | **28,690** | **32,720** | - Approximately **20,162 thousand Ringgit** (2024: **2,095 thousand Ringgit**) of contract assets are expected to be recovered after more than one year, all related to retention receivables[43](index=43&type=chunk) [Contract Liabilities](index=18&type=section&id=Contract%20Liabilities) As of June 30, 2025, contract liabilities significantly increased to 13,793 thousand Ringgit from 5,113 thousand Ringgit in 2024, primarily due to advances received for performance of construction contracts Details of Contract Liabilities | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Construction contracts - advances received for performance | 13,793 | 5,113 | [Assets Classified as Held for Sale](index=19&type=section&id=Assets%20Classified%20as%20Held%20for%20Sale) As of June 30, 2025, the Group reclassified investment properties valued at 1,500 thousand Ringgit as assets held for sale, resulting in a fair value loss of 700 thousand Ringgit; this aligns with the Group's long-term policy to focus on construction business and is expected to be completed within 12 months - The Group entered into sale and purchase agreements to dispose of investment properties of approximately **1,500 thousand Ringgit** to **2** independent third parties, classifying them as assets held for sale[44](index=44&type=chunk) - The reclassification of investment properties resulted in a fair value loss of **700 thousand Ringgit**, representing the difference between the disposal proceeds of **1,500 thousand Ringgit** and the carrying amount of the investment properties of **2,200 thousand Ringgit**[44](index=44&type=chunk) - This disposal aligns with the Group's long-term policy to focus its business on construction and is expected to be completed within **12** months[44](index=44&type=chunk) [Trade and Other Payables](index=19&type=section&id=Trade%20and%20Other%20Payables) As of June 30, 2025, total trade and other payables increased to 142,775 thousand Ringgit; the aging analysis of trade payables shows an increase in amounts over 90 days, with most payables expected to be settled within one year, but some retention payables expected to be settled after one year Trade and Other Payables | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Trade payables | 129,804 | 118,979 | | Other payables and accrued expenses | 947 | 819 | | Retention payables | 12,024 | 3,557 | | **Total** | **142,775** | **123,355** | Aging Analysis of Trade Payables | Aging | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Within 30 days | 54,487 | 52,129 | | 31 to 90 days | 64,582 | 63,140 | | Over 90 days | 10,735 | 3,710 | | **Total** | **129,804** | **118,979** | - Approximately **7,960 thousand Ringgit** (2024: **1,145 thousand Ringgit**) of retention payables are expected to be settled after one year[45](index=45&type=chunk) [Bank Borrowings](index=20&type=section&id=Bank%20Borrowings) As of June 30, 2025, the Group's total bank borrowings decreased to 6,384 thousand Ringgit from 10,458 thousand Ringgit in 2024; these loans bear interest at 7.2% and are secured by assets classified as held for sale, deposits for investment properties, and pledged bank deposits Bank Borrowings | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Bank borrowings, secured | 6,384 | 10,458 | | Within one year or on demand | 4,410 | 4,118 | | In the second year | 1,974 | 4,363 | | In the third to fifth years | – | 1,977 | | **Total** | **6,384** | **10,458** | - Bank borrowings bear interest at **7.2%** and are secured by assets classified as held for sale, deposits paid for the acquisition of investment properties, and pledged bank deposits[46](index=46&type=chunk) [Share Capital](index=21&type=section&id=Share%20Capital) As of June 30, 2025, the Company's authorized ordinary shares were 2,000,000,000 with a par value of HK$0.01 each, amounting to 10,535 thousand Ringgit; issued and fully paid ordinary shares were 500,000,000, amounting to 2,672 thousand Ringgit, unchanged from the previous year Share Capital | Item | Number of shares | Amount (thousand Ringgit) | | :--- | :--- | :--- | | Authorized ordinary shares (par value HK$0.01 each) | 2,000,000,000 | 10,535 | | Issued and fully paid ordinary shares (par value HK$0.01 each) | 500,000,000 | 2,672 | [Capital Commitments](index=21&type=section&id=Capital%20Commitments) As of June 30, 2025, the Group's significant capital expenditure contracted but not recognized as liabilities amounted to 81 thousand Ringgit, consistent with 2024, primarily for equipment Capital Commitments | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Equipment | 81 | 81 | [Disposal of a Non-wholly Owned Subsidiary](index=21&type=section&id=Disposal%20of%20a%20Non-wholly%20Owned%20Subsidiary) In FY2025, the Group disposed of its 50% interest in the non-wholly owned subsidiary Gabungan Jasapadu Sdn. Bhd. for a total consideration of 1,000 thousand Ringgit, recognizing a gain on disposal of 572 thousand Ringgit, which generated a net cash inflow of 798 thousand Ringgit for the Group - The Group disposed of its **50%** interest in the non-wholly owned subsidiary Gabungan Jasapadu Sdn. Bhd.[48](index=48&type=chunk) - The total consideration for the disposal was **1,000 thousand Ringgit**, with a gain on disposal of **572 thousand Ringgit** recognized[49](index=49&type=chunk) - The disposal resulted in a net cash inflow of **798 thousand Ringgit**[49](index=49&type=chunk) [Management Discussion and Analysis](index=23&type=section&id=Management%20Discussion%20and%20Analysis) [Business Review](index=23&type=section&id=Business%20Review) As an engineering contractor, the Group primarily engages in marine construction services, building and infrastructure services, and marine fuel trading. In FY2025, the Group completed 3 marine construction contracts and 1 building and infrastructure contract, with 3 marine construction contracts and 3 building and infrastructure contracts ongoing. The Group actively submits new tenders and quotations and has been awarded 2 new contracts - The Group primarily engages in marine construction services (reclamation and related works, marine transportation), building and infrastructure services, and marine fuel trading business[50](index=50&type=chunk)[51](index=51&type=chunk) - In FY2025, the Group completed **3** marine construction contracts and **1** building and infrastructure contract[50](index=50&type=chunk) - As of June 30, 2025, the Group had **3** ongoing marine construction contracts (original contract sum of approximately **1,312.1 million Ringgit**) and **3** ongoing building and infrastructure contracts (original contract sum of approximately **152.4 million Ringgit**)[50](index=50&type=chunk) [Disposal of Subsidiaries and Joint Ventures](index=24&type=section&id=Disposal%20of%20Subsidiaries%20and%20Joint%20Ventures) In FY2025, the Group undertook two disposals: the sale of non-wholly owned subsidiary Gabungan Jasapadu Sdn. Bhd. to recover investment costs, convert long-term assets into working capital, and focus resources on more promising construction businesses; and the partial disposal of equity in joint venture JBB Kimlun Sdn. Bhd. to introduce Malaysian shareholders, generate more business opportunities, and enhance public perception. Both transactions were deemed de minimis connected transactions, exempt from disclosure and shareholder approval requirements - The consideration for the disposal of non-wholly owned subsidiary Gabungan Jasapadu Sdn. Bhd. was **1.0 million Ringgit**, with a gain of approximately **0.6 million Ringgit** recognized[53](index=53&type=chunk) - The disposal of Gabungan aimed to recover investment costs, realize assets, convert long-term assets into working capital, and concentrate resources on more promising construction areas[54](index=54&type=chunk) - The disposal of a **35%** equity interest in JBB Kimlun Sdn. Bhd. for a consideration of **150,000 Ringgit**, recognizing a gain on disposal of approximately **11,000 Ringgit**, aimed to introduce Malaysian shareholders to generate more business opportunities[55](index=55&type=chunk)[56](index=56&type=chunk) [Disposal of Non-wholly Owned Subsidiary Gabungan Jasapadu Sdn. Bhd.](index=24&type=section&id=Disposal%20of%20Non-wholly%20Owned%20Subsidiary%20Gabungan%20Jasapadu%20Sdn.%20Bhd.) The Group disposed of its 50% interest in the non-wholly owned subsidiary Gabungan Jasapadu Sdn. Bhd. for a consideration of 1.0 million Ringgit, recognizing a gain of approximately 0.6 million Ringgit; this move aimed to recover investment costs, realize assets, convert long-term assets into working capital, and concentrate resources on more promising construction areas - The consideration for the disposal of Gabungan Jasapadu Sdn. Bhd. was **1.0 million Ringgit**, with a gain of approximately **0.6 million Ringgit** recognized[53](index=53&type=chunk) - The disposal aimed to provide the Group with a one-off opportunity to recover investment costs and realize assets, convert long-term assets into working capital, and concentrate resources on other more promising existing projects[54](index=54&type=chunk) [Disposal of Partial Equity Interest in JBB Kimlun Sdn. Bhd.](index=25&type=section&id=Disposal%20of%20Partial%20Equity%20Interest%20in%20JBB%20Kimlun%20Sdn.%20Bhd.) The Group disposed of a 35% equity interest in JBB Kimlun Sdn. Bhd. for a consideration of 150,000 Ringgit, recognizing a gain on disposal of approximately 11,000 Ringgit; this move aimed to introduce Malaysian shareholders, generate more business opportunities for the Group, and enhance public perception of the Group's background - The disposal of a **35%** equity interest in JBB Kimlun Sdn. Bhd. for a consideration of **150,000 Ringgit** resulted in a gain on disposal of approximately **11,000 Ringgit**[55](index=55&type=chunk) - Restructuring JBB Kimlun's equity and introducing Malaysian shareholders will help generate more business opportunities for the Group and positively impact public perception of the Group's background[56](index=56&type=chunk) - As of June 30, 2025, the Group holds a **25%** interest in JBB Kimlun, which remains a joint venture[56](index=56&type=chunk) [Financial Review](index=25&type=section&id=Financial%20Review) In FY2025, the Group's revenue grew by 29.7% to 427.0 million Ringgit, driven by increased work volume from new contracts in reclamation and related works, and building and infrastructure services. Gross profit significantly increased by 113.3%, with gross margin improving to 4.1%. However, increased impairment provisions for trade receivables, higher general and administrative expenses, and increased income tax expense led to a decrease in profit attributable to owners of the Company for the year. The Board does not recommend a final dividend - Revenue increased by **29.7%** from **329.3 million Ringgit** in 2024 to **427.0 million Ringgit** in 2025, primarily due to increased work volume from new contracts in reclamation and related works, and building and infrastructure services[57](index=57&type=chunk) - Gross profit increased by **113.3%** from **8.3 million Ringgit** in 2024 to **17.7 million Ringgit** in 2025, with the overall gross margin increasing from **2.5%** to **4.1%**[62](index=62&type=chunk) - Profit attributable to owners of the Company for the year decreased from **3.0 million Ringgit** in 2024 to **1.3 million Ringgit** in 2025[69](index=69&type=chunk) [Revenue](index=25&type=section&id=Revenue) Total revenue for FY2025 increased by 29.7% to 427.0 million Ringgit. Marine construction services revenue grew by 23.2%, with reclamation and related works revenue significantly increasing by 307.1%, while marine transportation revenue decreased by 3.9%. Building and infrastructure services revenue increased by 155.5%. Marine fuel trading business generated no revenue Revenue by Business Segment | Business segment | 2025 (million Ringgit) | 2024 (million Ringgit) | Growth rate | | :--- | :--- | :--- | :--- | | Total revenue | 427.0 | 329.3 | 29.7% | | Marine construction services | 380.5 | 308.8 | 23.2% | | - Reclamation and related works | 109.5 | 26.9 | 307.1% | | - Marine transportation | 271.0 | 281.9 | -3.9% | | Building and infrastructure services | 46.5 | 18.2 | 155.5% | | Marine fuel trading business | – | 2.3 | -100% | - The marine fuel trading business did not generate any revenue, and the Group expects to focus its business on the construction sector in the future[61](index=61&type=chunk) [Gross Profit](index=27&type=section&id=Gross%20Profit) Gross profit for FY2025 significantly increased by 113.3% to 17.7 million Ringgit, with the overall gross margin improving to 4.1%; this growth was primarily driven by increased revenue and higher gross margins from newly awarded contracts, partially offset by liquidated damages and additional engineering costs due to delayed completion of building and infrastructure contracts Gross Profit and Gross Margin | Indicator | 2025 (million Ringgit) | 2024 (million Ringgit) | Growth rate | | :--- | :--- | :--- | :--- | | Gross profit | 17.7 | 8.3 | 113.3% | | Gross margin | 4.1% | 2.5% | 1.6 percentage points | - The increase in gross profit was mainly attributable to increased revenue and higher gross margins from certain newly awarded and progressively performed contracts[62](index=62&type=chunk) - Part of the increase was offset by liquidated damages and additional engineering costs incurred due to delayed completion of building and infrastructure contracts[62](index=62&type=chunk) [Other Income and Net Other Income](index=27&type=section&id=Other%20Income%20and%20Net%20Other%20Income) In FY2025, other income slightly decreased, primarily due to reduced processing service fees for marine transportation and interest income from financial assets, partially offset by interest income from trade receivables from a customer; net other income significantly increased, mainly driven by gains from disposal of deposits for investment properties, disposal of a non-wholly owned subsidiary, and foreign exchange gains - Other income decreased from **5.8 million Ringgit** in 2024 to **5.7 million Ringgit** in 2025, mainly due to reduced income from marine transportation related activities and interest income from bank deposits[63](index=63&type=chunk) - Net other income was approximately **1.5 million Ringgit** (2024: **0.5 million Ringgit**), primarily comprising gains from disposal of deposits for investment properties, disposal of Gabungan, and foreign exchange gains[64](index=64&type=chunk) [Impairment Losses on Trade Receivables and Contract Assets](index=28&type=section&id=Impairment%20Losses%20on%20Trade%20Receivables%20and%20Contract%20Assets) An impairment loss provision of approximately 1.6 million Ringgit was recognized in FY2025, primarily due to increased balances of trade receivables and contract assets, certain customers' inability to meet repayment plans, and expected loss rate assessments. In contrast, FY2024 saw an impairment loss reversal of approximately 5.7 million Ringgit, driven by improved customer collections and reduced credit risk - An impairment loss provision of approximately **1.6 million Ringgit** was recognized in FY2025 due to increased receivable balances, customer repayment difficulties, and expected loss rate assessments[65](index=65&type=chunk) - An impairment loss reversal of approximately **5.7 million Ringgit** was recognized in FY2024 due to improved customer collections and significantly reduced credit risk[65](index=65&type=chunk) [General and Administrative Expenses](index=28&type=section&id=General%20and%20Administrative%20Expenses) General and administrative expenses for FY2025 increased by 21.6% to 19.7 million Ringgit, primarily due to increased staff headcount, higher remuneration, increased legal and professional fees, and higher stamp duty resulting from the disposal of deposits for investment properties General and Administrative Expenses | Indicator | 2025 (million Ringgit) | 2024 (million Ringgit) | Growth rate | | :--- | :--- | :--- | :--- | | General and administrative expenses | 19.7 | 16.2 | 21.6% | - The increase was mainly due to higher staff costs resulting from increased headcount, higher staff remuneration, increased legal and professional fees, and increased stamp duty arising from the disposal of deposits paid for the acquisition of investment properties[66](index=66&type=chunk) [Finance Costs](index=28&type=section&id=Finance%20Costs) Finance costs for FY2025 decreased to 0.6 million Ringgit, primarily due to reduced interest on bank loans resulting from lower bank loan balances, and decreased estimated interest on contract assets Finance Costs | Indicator | 2025 (million Ringgit) | 2024 (million Ringgit) | Change | | :--- | :--- | :--- | :--- | | Finance costs | 0.6 | 1.0 | Decrease 0.4 million Ringgit | - The decrease was mainly due to reduced interest on bank loans resulting from lower bank loan balances, and decreased estimated interest on contract assets[67](index=67&type=chunk) [Income Tax Expense](index=28&type=section&id=Income%20Tax%20Expense) Income tax expense for FY2025 increased to 1.7 million Ringgit, primarily due to higher taxable profits from Singaporean and Malaysian subsidiaries Income Tax Expense | Indicator | 2025 (million Ringgit) | 2024 (million Ringgit) | Change | | :--- | :--- | :--- | :--- | | Income tax expense | 1.7 | 0.8 | Increase 0.9 million Ringgit | - The increase was mainly due to higher taxable profits from a Singaporean subsidiary and a Malaysian subsidiary for the year ended June 30, 2025, compared to the year ended June 30, 2024[68](index=68&type=chunk) [Profit for the Year Attributable to Owners of the Company](index=29&type=section&id=Profit%20for%20the%20Year%20Attributable%20to%20Owners%20of%20the%20Company) In FY2025, profit attributable to owners of the Company decreased to 1.3 million Ringgit, a significant reduction from 3.0 million Ringgit in 2024, primarily due to the combined impact of the aforementioned financial factors Profit for the Year Attributable to Owners of the Company | Indicator | 2025 (million Ringgit) | 2024 (million Ringgit) | Change | | :--- | :--- | :--- | :--- | | Profit for the year attributable to owners of the Company | 1.3 | 3.0 | Decrease 1.7 million Ringgit | [Final Dividend](index=29&type=section&id=Final%20Dividend) Given the FY2025 financial results, anticipated working capital requirements, and current and future business conditions and strategies, the Board does not recommend the declaration of any final dividend, consistent with 2024 - The Board does not recommend the declaration of any final dividend for the year ended June 30, 2025 (2024: nil)[70](index=70&type=chunk) [Corporate Finance and Risk Management](index=29&type=section&id=Corporate%20Finance%20and%20Risk%20Management) The Group funds its working capital through cash generated from operations, shareholders' equity, and bank financing, maintaining a sound liquidity position. The current ratio slightly decreased, while the gearing ratio declined due to reduced total bank borrowings and lease liabilities. The Group faces credit risk, interest rate risk, and foreign exchange risk, with corresponding management policies in place - The Group funds its working capital requirements through cash generated from operations, shareholders' equity, and bank financing[71](index=71&type=chunk) - The current ratio decreased from approximately **1.7 times** in 2024 to approximately **1.6 times** in 2025, primarily due to a significant increase in contract liabilities[73](index=73&type=chunk) - The gearing ratio decreased from approximately **8.2%** in 2024 to approximately **5.4%** in 2025, mainly due to a reduction in total bank borrowings and lease liabilities[73](index=73&type=chunk) [Liquidity and Financial Resources/Capital Structure](index=29&type=section&id=Liquidity%20and%20Financial%20Resources%2FCapital%20Structure) As of June 30, 2025, the Group's cash and cash equivalents decreased to 71.5 million Ringgit, while pledged bank deposits and fixed deposits increased. The current ratio slightly decreased to 1.6 times, and the gearing ratio declined to 5.4%, indicating reduced leverage. The Group's capital structure remained sound with no significant changes Liquidity Position | Item | 2025 (million Ringgit) | 2024 (million Ringgit) | | :--- | :--- | :--- | | Cash and cash equivalents | 71.5 | 94.1 | | Pledged bank deposits | 9.2 | 8.1 | | Fixed deposits with maturity over three months | 5.7 | – | | Lease liabilities | 0.7 | 0.7 | | Bank borrowings | 6.4 | 10.5 | | Unutilized bank facilities | 122.0 | 47.0 | Liquidity and Gearing Ratios | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Current ratio | 1.6 times | 1.7 times | | Gearing ratio | 5.4% | 8.2% | - There were no significant changes in the Group's capital structure for the year ended June 30, 2025[74](index=74&type=chunk) [Capital Commitments](index=30&type=section&id=Capital%20Commitments) As of June 30, 2025, the Group had capital commitments of approximately 81 thousand Ringgit, consistent with 2024, primarily for equipment Capital Commitments | Item | 2025 (thousand Ringgit) | 2024 (thousand Ringgit) | | :--- | :--- | :--- | | Equipment | 81 | 81 | [Pledge of Assets](index=30&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group had pledged bank deposits of approximately 9.2 million Ringgit, deposits paid for the acquisition of investment properties of approximately 12.9 million Ringgit, and assets classified as held for sale of approximately 1.5 million Ringgit, as collateral and guarantees for bank financing. The Group is arranging performance bonds for new contracts - Pledged bank deposits of approximately **9.2 million Ringgit** were pledged to banks as security for bank facilities of approximately **6.8 million Ringgit**[76](index=76&type=chunk) - Deposits paid for the acquisition of investment properties of approximately **12.9 million Ringgit** and assets classified as held for sale of approximately **1.5 million Ringgit** were pledged to banks as security for bank facilities[76](index=76&type=chunk) - The Group is arranging performance bonds related to new contracts awarded in 2024, with additional retention receivables as an alternative[77](index=77&type=chunk) [Risk Management](index=31&type=section&id=Risk%20Management) The Group faces credit risk, interest rate risk, and foreign exchange risk. Credit risk primarily arises from trade and other receivables, managed through credit assessments and a provision matrix. Interest rate risk mainly stems from floating-rate bank borrowings. Foreign exchange risk arises from foreign currency transactions, which management closely monitors and considers hedging - The Group's credit risk primarily arises from trade and other receivables, contract assets, fixed deposits, pledged bank deposits, and bank balances[78](index=78&type=chunk) - As of June 30, 2025, approximately **49%** of the total trade receivables and contract assets were from the Group's largest customer, and approximately **99%** were from the top five customers[79](index=79&type=chunk) - The Group's interest rate risk primarily arises from bank balances and bank borrowings bearing interest at floating rates, mainly concentrated on fluctuations in the Malaysian Base Lending Rate[84](index=84&type=chunk) - The Group undertakes certain transactions denominated in foreign currencies and is thus exposed to exchange rate fluctuation risk; currently, there is no foreign currency hedging policy, but management closely monitors this risk[85](index=85&type=chunk) [Significant Investments and Future Plans](index=33&type=section&id=Significant%20Investments%20and%20Future%20Plans) For the year ended June 30, 2025, the Group held no significant investments other than those disclosed, nor did it have other significant investment and capital asset plans - For the year ended June 30, 2025, the Group held no significant investments[86](index=86&type=chunk) - As of June 30, 2025, the Group had no other significant investment and capital asset plans[87](index=87&type=chunk) - For the year ended June 30, 2025, the Group had no significant acquisitions and disposals of subsidiaries, associates, or joint ventures (other than those disclosed in this announcement)[88](index=88&type=chunk) [Events After Reporting Period](index=33&type=section&id=Events%20After%20Reporting%20Period) No other significant events affecting the Group have occurred from June 30, 2025, up to the date of this announcement - No other significant events affecting the Group have occurred from June 30, 2025, up to the date of this announcement[89](index=89&type=chunk) [Employees and Remuneration Policy](index=34&type=section&id=Employees%20and%20Remuneration%20Policy) The Group's total number of full-time employees increased from 64 in 2024 to 68 in 2025 to expand business activities. Employee remuneration is determined with reference to market rates and individual performance, encouraging professional development. Directors' remuneration is recommended by the Remuneration Committee, considering various relevant factors, and independent non-executive directors do not receive performance-related equity-based remuneration - The Group's total number of full-time employees increased from **64** as of June 30, 2024, to **68** as of June 30, 2025[90](index=90&type=chunk) - Employee remuneration is determined with reference to market rates and individual qualifications, experience, skills, performance, and contribution[90](index=90&type=chunk) - Independent non-executive directors are not granted equity-based remuneration with performance-related elements to ensure their objective judgment and independence[90](index=90&type=chunk) [Prospects](index=34&type=section&id=Prospects) The Group is optimistic about the construction industry in Malaysia and Singapore, anticipating favorable development prospects from foreign investment inflows into the Johor-Singapore Special Economic Zone, Johor Bahru-Singapore Rapid Transit System Link project, and data center sector. The Group will continue to focus on executing existing contracts, actively participate in tenders, and optimize its business model. Additionally, the Group has been shortlisted as a tenderer for a large-scale solar photovoltaic power plant development project in Malaysia - The Group is optimistic about the construction industry in Malaysia and Singapore, anticipating favorable development prospects from foreign investment inflows into the Johor-Singapore Special Economic Zone, Johor Bahru-Singapore Rapid Transit System Link project, and data center sector[93](index=93&type=chunk) - A consortium comprising the Company's wholly-owned subsidiary JBB Builders (M) Sdn. Bhd. and Samaiden Sdn. Bhd. has been shortlisted as a tenderer for the development of a large-scale solar photovoltaic power plant (99.99 MW) in Segamat, Johor, Malaysia[94](index=94&type=chunk) - The Group will continue to optimize its business model and portfolio, actively participate in various tenders (especially in the marine construction services sector), strengthen its market competitiveness, and focus on executing existing construction engineering contracts[95](index=95&type=chunk) [Use of Proceeds](index=36&type=section&id=Use%20of%20Proceeds) The net proceeds from the Company's global offering amounted to approximately 62.6 million Ringgit. As of June 30, 2025, 51.4 million Ringgit had been utilized, primarily for funding and capital requirements of new contracts, meeting performance bond requirements, expanding the team, and upgrading IT systems. Approximately 11.2 million Ringgit remains unutilized, expected to be fully utilized by June 2028 Details of Use of Net Proceeds | Purpose | Original allocation (million Ringgit) | Revised allocation (million Ringgit) | Utilized (million Ringgit) | Unutilized (million Ringgit) | Expected timeline | | :--- | :--- | :--- | :--- | :--- | :--- | | Acquisition of a converted sand carrier from an existing marine transportation service sub-contractor | 36.2 | – | – | – | Not applicable | | Acquisition of new land-based machinery | 4.6 | – | – | – | Not applicable | | To satisfy performance bond requirements for future projects | 14.7 | 14.7 | (4.0) | 10.7 | By June 2028 | | Upgrading of information technology and project management systems | 0.4 | 0.4 | (0.3) | 0.1 | By June 2028 | | Recruitment and expansion of building and infrastructure engineering management team | 2.1 | 2.1 | (1.7) | 0.4 | By June 2028 | | Working capital and general corporate purposes | 4.6 | 4.6 | (4.6) | – | Not applicable | | Funding and capital requirements for new contracts | – | 40.8 | (40.8) | – | By June 2028 | | **Total** | **62.6** | **62.6** | **(51.4)** | **11.2** | | - Approximately **11.2 million Ringgit** (representing approximately **17.9%** of the net proceeds from the Global Offering) remains unutilized, expected to be fully utilized by June 2028[96](index=96&type=chunk)[99](index=99&type=chunk) - On February 23, 2024, the Board resolved to reallocate part of the unutilized net proceeds, approximately **40.8 million Ringgit**, to fund and capital requirements for new contracts awarded to the Group[99](index=99&type=chunk) [Other Information](index=37&type=section&id=Other%20Information) [Closure of Register of Members](index=37&type=section&id=Closure%20of%20Register%20of%20Members) To determine eligibility for attending and voting at the Annual General Meeting, the Company's share transfer registration will be suspended from November 13 to November 18, 2025. Shareholders must submit all share transfer documents by 4:30 p.m. on November 12, 2025 - The register of members will be closed from **November 13 to November 18, 2025** (both dates inclusive)[97](index=97&type=chunk) - To be eligible to attend and vote at the Annual General Meeting, shareholders should ensure all share transfer documents are lodged by **4:30 p.m. on November 12, 2025**[97](index=97&type=chunk) [Compliance with Corporate Governance Code](index=37&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) For the year ended June 30, 2025, and up to the date of this announcement, the Board believes the Company has adopted and complied with all applicable code provisions of the Corporate Governance Code set out in Appendix C1 to the Listing Rules - The Company has adopted and complied with all applicable code provisions of the Corporate Governance Code set out in Appendix C1 to the Listing Rules[98](index=98&type=chunk) [Standard Code for Securities Transactions by Directors](index=38&type=section&id=Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company has adopted the Standard Code for Securities Transactions by Directors of Listed Issuers, as set out in Appendix C3 to the Listing Rules, as its code of conduct for directors' securities transactions. Following enquiry, all directors confirmed compliance with the Standard Code throughout the reporting period and up to the date of this announcement - The Company has adopted the Standard Code for Securities Transactions by Directors of Listed Issuers set out in Appendix C3 to the Listing Rules[100](index=100&type=chunk) - All directors confirmed that they have complied with the required standards set out in the Standard Code for the year ended June 30, 2025, and up to the date of this announcement[100](index=100&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=38&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) For the year ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the year ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[101](index=101&type=chunk) [Audit Committee](index=38&type=section&id=Audit%20Committee) The Company's Audit Committee, established on April 11, 2019, comprises three independent non-executive directors with Mr. Tai Lam Shin as Chairman. The Committee has reviewed the Group's adopted accounting principles and policies, financial reporting matters such as annual results, and the audited consolidated financial statements for FY2025 - The Audit Committee comprises three independent non-executive directors: Mr. Tai Lam Shin (Chairman), Mr. Chan Chun Choi, and Ms. Chan Pui Kwan[102](index=102&type=chunk) - The Committee has reviewed the Group's adopted accounting principles and policies, financial reporting matters such as annual results, and the audited consolidated financial statements for FY2025[102](index=102&type=chunk) [Scope of Work of Independent Auditor](index=38&type=section&id=Scope%20of%20Work%20of%20Independent%20Auditor) The Group's external auditor, Crowe Malaysia PLT, confirmed that the financial figures in the preliminary results announcement are consistent with the audited consolidated financial statements. The work performed by the auditor does not constitute an assurance engagement under International Standards on Auditing, and therefore no assurance has been issued on the preliminary results announcement - The external auditor, Crowe Malaysia PLT, agreed that the financial figures in the preliminary results announcement are consistent with those contained in the audited consolidated financial statements[103](index=103&type=chunk) - The work performed by the auditor does not constitute an assurance engagement under International Standards on Auditing, and therefore no assurance has been issued on the preliminary results announcement[103](index=103&type=chunk) [Publication of Annual Results](index=39&type=section&id=Publication%20of%20Annual%20Results) This announcement has been published on the Stock Exchange website and the Company's website. The FY2025 annual report, containing all information required by the Listing Rules, will be published on the aforementioned websites and dispatched to shareholders in due course - This announcement has been published on the Stock Exchange website (www.hkexnews.hk) and the Company's website (www.jbb.com.my)[104](index=104&type=chunk) - The Company's annual report for the year ended June 30, 2025, containing all information required by the Listing Rules, will be published on the aforementioned websites and dispatched to the Company's shareholders in due course[104](index=104&type=chunk) [Acknowledgements and Board of Directors](index=39&type=section&id=Acknowledgements%20and%20Board%20of%20Directors) The Board expresses gratitude for the support and contributions of shareholders, business partners, clients, management, and staff. As of the announcement date, the Board of Directors includes Executive Directors Dato' Wong Sze Chian (Chairman), Mr. Lam Hong Yin, Mr. Wong Choong Boon; Non-executive Director Datin Ngooi Leng Swee; and Independent Non-executive Directors Mr. Tai Lam Shin, Mr. Chan Chun Choi, and Ms. Chan Pui Kwan - The Board extends its gratitude to the Company's shareholders, the Group's business partners, and clients for their continued support, guidance, and contributions, and sincerely thanks management and staff for their hard work and dedication[105](index=105&type=chunk) - The Board of Directors comprises Executive Directors Dato' Wong Sze Chian (Chairman), Mr. Lam Hong Yin, Mr. Wong Choong Boon; Non-executive Director Datin Ngooi Leng Swee; and Independent Non-executive Directors Mr. Tai Lam Shin, Mr. Chan Chun Choi, and Ms. Chan Pui Kwan[107](index=107&type=chunk)