京东健康(06618) - 2025 - 中期财报

2025-09-05 10:01
Stock Codes: 6618 (HKD counter) and 86618 (RMB counter) 股份代號:6618 (港幣櫃台)及 86618 (人民幣櫃台) JD Health International Inc. 京東健康股份有限公司 (於開曼群島註冊成立的有限公司)(A company incorporated in the Cayman Islands with limited liability) Interim Report 2025 中期報 告 目錄 | 2 | 公司資料 | | --- | --- | | 4 | 管理層討論與分析 | | 14 | 其他資料 | | 29 | 簡明合併財務報表的審閱報告 | | 30 | 簡明合併損益表 | | 31 | 簡明合併綜合收益表 | | 32 | 簡明合併財務狀況表 | | 34 | 簡明合併權益變動表 | | 35 | 簡明合併現金流量表 | | 36 | 簡明合併財務報表附註 | | 57 | 釋義 | 公司資料 董事會 執行董事 金恩林 (首席執行官) 非執行董事 劉強東 (主席) Qingqing Yi 獨立非執行董事 陳興 ...
上海实业环境(00807) - 2025 - 中期财报
2025-09-05 09:48
Corporate Mission SIIC Environment Holdings Ltd. aims to be a leading operator and investor in China's environmental industry, integrating finance and industry to protect the environment and natural resources while pursuing corporate development - The company's vision is to be a leading operator and investor in China's environmental industry, adhering to an integrated finance and industry development model[4](index=4&type=chunk)[5](index=5&type=chunk) - The company is committed to preserving the Earth, protecting the environment, and cherishing natural resources while developing[4](index=4&type=chunk)[5](index=5&type=chunk) Corporate Profile SIIC Environment is a leading integrated enterprise in China's water and environmental markets, with core businesses including wastewater treatment, water supply, sludge treatment, and waste-to-energy, operating across 20 provinces, municipalities, and autonomous regions in China - SIIC Environment is a top integrated enterprise in China's water and environmental markets, with businesses including wastewater treatment, water supply, sludge treatment, waste-to-energy, and other environmental-related operations[6](index=6&type=chunk)[9](index=9&type=chunk) - The company's operations cover 20 provinces, municipalities, autonomous regions, and special administrative regions in China, with over 250 projects[7](index=7&type=chunk)[10](index=10&type=chunk) - The company's controlling shareholder is Shanghai Industrial Holdings Limited, and a key strategic investor is China Energy Conservation and Environmental Protection Group Co., Ltd[6](index=6&type=chunk)[9](index=9&type=chunk) [Business Structure](index=6&type=section&id=Business%20Structure) The company's business structure primarily comprises two core segments: waste-to-energy and water treatment, supported by multiple regional divisions to manage its extensive environmental operations across China - The company's business structure primarily includes two core segments: waste-to-energy and water treatment[11](index=11&type=chunk)[12](index=12&type=chunk) - Regional business divisions include Central China (Wuhan Division), South China (Southern Division), North China (Shandong Division), Linkage (Industrial Wastewater Division), Northeast (Longjiang Division), and East China (Fudan Division)[12](index=12&type=chunk) [Project Location Map](index=7&type=section&id=Project%20Location%20Map) The project distribution map visually illustrates the company's extensive business coverage across 20 provinces, municipalities, autonomous regions, and special administrative regions in China, encompassing both waste-to-energy and water treatment projects - The company's projects are widely distributed across 20 provinces, municipalities, autonomous regions, and special administrative regions in China, covering Northeast, North China, Central China, East China, South China, and Southwest regions[13](index=13&type=chunk)[14](index=14&type=chunk) - The map indicates the geographical locations of waste-to-energy projects and various water treatment divisions (e.g., Longjiang, Wuhan, Shandong, Linkage, Southern, Fudan Divisions)[14](index=14&type=chunk) [Overview of Major Projects](index=8&type=section&id=Overview%20of%20Major%20Projects) This chapter details the Group's major wastewater treatment, water supply, waste-to-energy, and reclaimed/recycled water projects across various provinces and cities in China, demonstrating extensive geographical coverage and diverse business types - The Group operates over 250 projects across 20 provinces, municipalities, autonomous regions, and special administrative regions in China, primarily including wastewater treatment, water supply, waste-to-energy, and reclaimed/recycled water projects[7](index=7&type=chunk)[10](index=10&type=chunk) - Wastewater treatment projects are located across Jiangxi, Guangdong, Hubei, Hunan, Ningxia, Liaoning, Shandong, Shanghai, Heilongjiang, Henan, Jiangsu, and Zhejiang, with individual project daily capacities up to **400,000 tons**[15](index=15&type=chunk)[16](index=16&type=chunk)[17](index=17&type=chunk)[18](index=18&type=chunk) - Water supply projects are mainly concentrated in Hubei, Shanxi, Heilongjiang, Hunan, and Shandong, with individual project daily capacities up to **250,000 tons**[19](index=19&type=chunk) [Financial Review](index=14&type=section&id=Financial%20Review) This chapter outlines the Group's financial position for the six months ended June 30, 2025, covering capital and equity, debt, capital commitments, bank balances, and short-term investments, and details the Group's policies and status regarding capital management, currency risk, interest rate risk, and credit risk [I Financial Position of the Group](index=14&type=section&id=I%20FINANCIAL%20POSITION%20OF%20THE%20GROUP) As of June 30, 2025, equity attributable to owners of the Company increased to **RMB 10.776 billion**, total borrowings rose to **RMB 22.977 billion** with a significant increase in unsecured credit facilities, while capital expenditure decreased and bank balances and short-term investments substantially increased Equity Attributable to Owners of the Company | Metric | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Equity attributable to owners of the Company | 10,775,848 | 10,635,069 | Total Borrowings and Composition | Metric | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Total borrowings | 22,977,454 | 22,338,880 | | Unsecured credit facilities ratio | 44.8% | 36.1% | | RMB borrowings ratio | 99.7% | 99.7% | | Fixed-rate borrowings ratio | 11.0% | 22.4% | Capital Commitments and Bank Balances | Metric | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Capital expenditure | 338,892 | 546,795 | | Bank balances | 4,012,387 | 2,918,241 | | Short-term investments | 9,797 | 10,061 | [II Financial Instruments, Financial Risks and Capital Management](index=15&type=section&id=II%20FINANCIAL%20INSTRUMENTS%2C%20FINANCIAL%20RISKS%20AND%20CAPITAL%20MANAGEMENT) The Group's capital management objective is to maintain a sound capital ratio to support business development and maximize shareholder value, with regular reviews of its capital structure, while facing limited transactional currency risk and optimizing interest costs through a mix of fixed and floating rate debt - The Group's capital management objective is to maintain a sound capital ratio to support business and maximize shareholder value, regularly reviewing its capital structure using the **gearing ratio**[31](index=31&type=chunk)[33](index=33&type=chunk)[34](index=34&type=chunk) Gearing Ratio | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net debt (RMB '000) | 19,013,171 | 19,472,640 | | Equity attributable to owners of the Company (RMB '000) | 10,775,848 | 10,635,069 | | Total equity (RMB '000) | 16,402,432 | 16,082,510 | | Net debt to equity attributable to owners of the Company | 1.76 | 1.83 | | Net debt to total equity | 1.16 | 1.21 | - The Group's transactional currency risk is limited, primarily denominated in **RMB**, and currently **not hedged**[37](index=37&type=chunk)[42](index=42&type=chunk) - The Group optimizes interest costs through a mix of fixed and floating rate debt and mitigates credit risk by transacting with highly-rated counterparties[38](index=38&type=chunk)[40](index=40&type=chunk)[43](index=43&type=chunk)[44](index=44&type=chunk) [Management's Discussion and Analysis](index=17&type=section&id=Management%27s%20Discussion%20and%20Analysis) This chapter provides a detailed analysis of the Group's operating results and financial position for the six months ended June 30, 2025, highlighting increased profit despite lower revenue, driven by higher operation and maintenance income and reduced finance expenses, with net cash inflows from all activities [Overall Review](index=17&type=section&id=Overall%20Review) For the six months ended June 30, 2025, the Group's total revenue decreased by **4.4%** year-on-year, while profit for the period and profit attributable to owners of the Company increased by **8.9%** and **7.1%**, respectively Key Financial Performance | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 3,177.1 | 3,323.5 | -4.4% | | Profit for the period | 553.5 | 508.2 | +8.9% | | Profit for the period attributable to owners of the Company | 344.3 | 321.4 | +7.1% | [Revenue](index=17&type=section&id=Revenue) The Group's total revenue decreased by **4.4%**, primarily due to a **51.7%** significant reduction in construction revenue, offset by **11.2%** and **18.0%** growth in service concession arrangement operation and maintenance revenue and entrusted operation revenue, respectively, driven by new projects commencing operations Revenue Composition and Changes | Revenue Type | H1 2025 (RMB '000) | H1 2024 (RMB '000) | Change (%) | | :--- | :--- | :--- | :--- | | Construction revenue | 271,607 | 562,225 | -51.7% | | Service concession arrangement operation and maintenance revenue | 2,122,182 | 1,908,809 | +11.2% | | Service concession arrangement finance income | 527,871 | 616,762 | -14.4% | | Entrusted operation revenue | 119,594 | 101,383 | +18.0% | | Other principal activities revenue | 135,866 | 134,336 | +1.1% | | **Total** | **3,177,120** | **3,323,515** | **-4.4%** | - The decrease in construction revenue was primarily due to the substantial completion of major construction projects in FY2024, with new projects expected to commence gradually in the second half of 2025[53](index=53&type=chunk)[55](index=55&type=chunk) - Total revenue from service concession arrangements increased by **4.9%**, mainly benefiting from increased water sales due to new projects commencing operations[54](index=54&type=chunk)[56](index=56&type=chunk) [Gross Profit ("GP")/Gross Profit Margin ("GPM")](index=18&type=section&id=Gross%20Profit%20%28%22GP%22%29%2FGross%20Profit%20Margin%20%28%22GPM%22%29) For the six months ended June 30, 2025, the Group's gross profit slightly decreased by **1.6%**, primarily impacted by reduced construction revenue, while the gross profit margin improved by **1.2 percentage points** to **39.6%** due to a lower proportion of lower-margin construction revenue and reduced unit costs Gross Profit and Gross Profit Margin | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Gross Profit | 1,257.2 | 1,277.4 | -1.6% | | Gross Profit Margin | 39.6% | 38.4% | +1.2% | - The improvement in gross profit margin was primarily due to a lower proportion of lower-margin construction revenue and reduced unit costs from increased water sales[59](index=59&type=chunk)[67](index=67&type=chunk) [Other Income](index=18&type=section&id=Other%20Income) For the six months ended June 30, 2025, other income increased by **14.6%** to **RMB 49.1 million**, mainly due to increased engineering and production volumes unrelated to core operations Other Income | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Other Income | 49.1 | 42.9 | +14.6% | - The increase was primarily attributable to higher engineering and production volumes unrelated to core operations[60](index=60&type=chunk)[68](index=68&type=chunk) [Other Gains and Losses](index=18&type=section&id=Other%20Gains%20and%20Losses) For the six months ended June 30, 2025, net gains significantly increased by **117.7%** to **RMB 5.4 million**, primarily due to foreign exchange gains recorded in 2025 Other Gains and Losses | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Net Gains | 5.4 | 2.5 | +117.7% | - The change was primarily due to foreign exchange gains recorded in 2025[61](index=61&type=chunk)[69](index=69&type=chunk) [Selling and Distribution Costs](index=18&type=section&id=Selling%20and%20Distribution%20Costs) For the six months ended June 30, 2025, selling and distribution costs increased by **5.7%** to **RMB 40.1 million**, primarily due to higher repair and maintenance costs Selling and Distribution Costs | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Selling and Distribution Costs | 40.1 | 38.0 | +5.7% | - The increase was primarily due to higher repair and maintenance costs[62](index=62&type=chunk)[70](index=70&type=chunk) [Administrative Expenses](index=18&type=section&id=Administrative%20Expenses) For the six months ended June 30, 2025, administrative expenses increased by **13.2%** to **RMB 272.3 million**, primarily due to rising costs Administrative Expenses | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Administrative Expenses | 272.3 | 240.5 | +13.2% | - The increase was primarily due to rising costs[63](index=63&type=chunk)[71](index=71&type=chunk) [Finance Expenses](index=18&type=section&id=Finance%20Expenses) For the six months ended June 30, 2025, finance expenses decreased by **12.5%** to **RMB 350.1 million**, primarily benefiting from optimized financing structure, replacing higher-interest loans with lower-interest RMB loans Finance Expenses | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Finance Expenses | 350.1 | 400.1 | -12.5% | - The decrease in finance expenses was primarily due to optimized financing structure, replacing higher-interest loans with lower-interest RMB loans[64](index=64&type=chunk)[72](index=72&type=chunk) [Share of Results of Associates/Share of Results of Joint Ventures](index=19&type=section&id=Share%20of%20Results%20of%20Associates%2FShare%20of%20Results%20of%20Joint%20Ventures) For the six months ended June 30, 2025, the share of results of joint ventures increased, while the share of results of associates decreased - The share of results of joint ventures increased, primarily due to higher contributions from joint ventures[73](index=73&type=chunk)[80](index=80&type=chunk) - The share of results of associates decreased, primarily due to lower contributions from associates[74](index=74&type=chunk)[80](index=80&type=chunk) [Income Tax Expenses](index=19&type=section&id=Income%20Tax%20Expenses) For the six months ended June 30, 2025, income tax expenses decreased by **31.9%** to **RMB 97.9 million**, primarily due to the reversal of over-provided income tax and deferred tax from prior years Income Tax Expenses | Metric | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Income Tax Expenses | 97.9 | 143.7 | -31.9% | - The decrease in income tax expenses was due to the reversal of over-provided income tax and deferred tax from prior years[75](index=75&type=chunk)[81](index=81&type=chunk) [Current Assets](index=19&type=section&id=Current%20Assets) As of June 30, 2025, the Group's total current assets increased by **11.9%** to **RMB 12.06 billion**, primarily driven by an increase in cash and cash equivalents and trade receivables Total Current Assets | Metric | June 30, 2025 (RMB billion) | December 31, 2024 (RMB billion) | Change (%) | | :--- | :--- | :--- | :--- | | Total Current Assets | 12.06 | 10.78 | +11.9% | - The increase in current assets was primarily due to higher revenue-related cash and cash equivalents and trade receivables in H1 2025[76](index=76&type=chunk)[82](index=82&type=chunk) [Non-current Assets](index=19&type=section&id=Non-current%20Assets) As of June 30, 2025, the Group's total non-current assets slightly decreased by **2.6%** to **RMB 33.28 billion**, primarily due to a reduction in receivables under service concession arrangements Total Non-current Assets | Metric | June 30, 2025 (RMB billion) | December 31, 2024 (RMB billion) | Change (%) | | :--- | :--- | :--- | :--- | | Total Non-current Assets | 33.28 | 34.18 | -2.6% | - The decrease in non-current assets was primarily due to a reduction in receivables under service concession arrangements[77](index=77&type=chunk)[83](index=83&type=chunk) [Current Liabilities](index=19&type=section&id=Current%20Liabilities) As of June 30, 2025, the Group's total current liabilities decreased by **12.7%** to **RMB 8.09 billion**, primarily due to the repayment of trade and other payables and short-term borrowings Total Current Liabilities | Metric | June 30, 2025 (RMB billion) | December 31, 2024 (RMB billion) | Change (%) | | :--- | :--- | :--- | :--- | | Total Current Liabilities | 8.09 | 9.26 | -12.7% | - The decrease in current liabilities was primarily due to the repayment of trade and other payables and short-term borrowings[78](index=78&type=chunk)[84](index=84&type=chunk) [Non-current Liabilities](index=19&type=section&id=Non-current%20Liabilities) As of June 30, 2025, the Group's total non-current liabilities increased by **6.3%** to **RMB 20.84 billion**, primarily due to an increase in bank and other borrowings Total Non-current Liabilities | Metric | June 30, 2025 (RMB billion) | December 31, 2024 (RMB billion) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current Liabilities | 20.84 | 19.61 | +6.3% | - The increase in non-current liabilities was primarily due to bank and other borrowings[79](index=79&type=chunk)[85](index=85&type=chunk) [Condensed Interim Consolidated Statement of Cash Flows](index=20&type=section&id=Condensed%20Interim%20Consolidated%20Statement%20of%20Cash%20Flows) As of June 30, 2025, the Group's cash and cash equivalents increased by **37.5%** to **RMB 4.01 billion**, with operating, investing, and financing activities all generating net cash inflows, reflecting improved working capital management, gains from asset disposals, and increased net proceeds from borrowings Cash and Cash Equivalents | Metric | June 30, 2025 (RMB billion) | December 31, 2024 (RMB billion) | Change (%) | | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 4.01 | 2.92 | +37.5% | - Net cash generated from operating activities was **RMB 631.5 million**, reflecting improved working capital management[86](index=86&type=chunk)[88](index=88&type=chunk) - Net cash generated from investing activities was **RMB 255.5 million**, primarily from the disposal of intangible assets related to concession arrangements and an associate[87](index=87&type=chunk)[88](index=88&type=chunk) - Net cash generated from financing activities was **RMB 202.6 million**, primarily due to increased net proceeds from bank and other borrowings[87](index=87&type=chunk)[88](index=88&type=chunk) [Corporate Governance and Other Information](index=21&type=section&id=Corporate%20Governance%20and%20Other%20Information) This chapter discloses detailed information on the company's corporate governance, including interests of directors and substantial shareholders, employee and remuneration policies, gearing ratio, foreign exchange risk management, material investment plans, dividend policy, and compliance with corporate governance codes, along with commentary on industry trends and future outlook [Disclosure of Interests](index=21&type=section&id=Disclosure%20of%20Interests) This section discloses the interests and short positions of directors and the Chief Executive Officer, as well as substantial shareholders, in the company's shares and related shares as of June 30, 2025, with Director Zhong Ming holding **0.04%** and key shareholders holding significant stakes Interests of Directors and Chief Executive Officer | Director Name | Nature of Interest | Number of Ordinary Shares | Approximate Percentage of Interest | | :--- | :--- | :--- | :--- | | Zhong Ming | Beneficial Interest | 1,000,000 (L) | 0.04% | Interests of Substantial Shareholders | Substantial Shareholder Name | Nature of Interest | Number of Ordinary Shares | Approximate Percentage of Interest | | :--- | :--- | :--- | :--- | | S. I. Triumph Power Limited | Beneficial Interest | 986,929,551 (L) | 38.32% | | S. I. Infrastructure Holdings Limited | Beneficial Interest/Interest of Controlled Corporation | 1,152,348,026 (L) | 44.74% | | SIHL Treasury Limited | Beneficial Interest | 116,137,900 (L) | 4.51% | | Shanghai Industrial Holdings Limited | Interest of Controlled Corporation | 1,268,485,926 (L) | 49.25% | | Shanghai Investment Holdings Limited | Interest of Controlled Corporation | 1,268,485,926 (L) | 49.25% | | Shanghai Industrial Investment Treasury Company Limited | Interest of Controlled Corporation | 1,268,485,926 (L) | 49.25% | | SIIC Trading Company Limited | Beneficial Interest | 22,358,000 (L) | 0.87% | | Shanghai Industrial Investment (Holdings) Company Limited ("SIIC") | Interest of Controlled Corporation | 1,290,843,926 (L) | 50.12% | | China Energy Conservation & Environmental Protection (Hong Kong) Investment Co., Limited ("CECEPHK") | Beneficial Interest | 223,712,917 (L) | 8.69% | | China Energy Conservation and Environmental Protection Group ("CECEP") | Interest of Controlled Corporation | 223,712,917 (L) | 8.69% | | Value Partners Limited ("VPL") | Interest of Controlled Corporation | 7,524,940 (L) | 0.29% | | Value Partners Hong Kong Limited ("VPLHK") | Beneficial Interest/Interest of Controlled Corporation | 231,600,920 (L) | 8.99% | | Value Partners Group Limited ("VPGL") | Interest of Controlled Corporation | 231,600,920 (L) | 8.99% | [Employees and Remuneration Policy](index=25&type=section&id=Employees%20and%20Remuneration%20Policy) As of June 30, 2025, the Group's total number of employees was **6,360**, with total employee benefits expenses of approximately **RMB 435.6 million**, and remuneration determined based on qualifications, experience, position, and length of service, including medical, life insurance, and discretionary bonus schemes Number of Employees and Employee Benefits Expenses | Metric | June 30, 2025 | June 30, 2024 | | :--- | :--- | :--- | | Total Number of Employees | 6,360 | 6,232 | | Total Employee Benefits Expenses (RMB million) | 435.6 | 380.4 | - Remuneration policy is based on employee qualifications, experience, position, and length of service, offering medical, life insurance, and discretionary bonus schemes[104](index=104&type=chunk)[111](index=111&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=25&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) For the six months ended June 30, 2025, neither the company nor its subsidiaries purchased or sold any listed securities, nor did they hold any treasury shares - Neither the company nor its subsidiaries purchased or sold any listed securities during the reporting period[105](index=105&type=chunk)[112](index=112&type=chunk) - As of June 30, 2025, the company held no treasury shares[105](index=105&type=chunk)[112](index=112&type=chunk) [Future Plans for Material Investments and Capital Assets](index=25&type=section&id=Future%20Plans%20for%20Material%20Investments%20and%20Capital%20Assets) Other than those disclosed in this interim report, the company currently has no other material investment and capital asset plans - The company currently has no other material investment and capital asset plans[106](index=106&type=chunk)[113](index=113&type=chunk) [Gearing Ratio](index=25&type=section&id=Gearing%20Ratio) As of June 30, 2025, the Group's gearing ratio was approximately **1.16**, a decrease from **1.21** as of December 31, 2024, indicating an improvement in financial leverage Gearing Ratio | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Gearing Ratio | 1.16 | 1.21 | - The decrease in the gearing ratio indicates an improvement in financial leverage[107](index=107&type=chunk)[114](index=114&type=chunk) [Foreign Exchange Exposure](index=25&type=section&id=Foreign%20Exchange%20Exposure) The Group's transactional currency risk is limited, primarily denominated in RMB, and currently not hedged, with the Board and management continuously monitoring foreign exchange risk closely - The Group's transactional currency risk is limited, primarily denominated in **RMB**[108](index=108&type=chunk)[115](index=115&type=chunk) - No hedging is currently undertaken, but the Board and management closely monitor foreign exchange risk[108](index=108&type=chunk)[115](index=115&type=chunk) [Contingent Liabilities](index=25&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the Group had no material contingent liabilities and was not involved in any significant legal proceedings - As of June 30, 2025, the Group had no material contingent liabilities[109](index=109&type=chunk)[116](index=116&type=chunk) - The Group is not involved in any material legal proceedings, nor is it aware of any pending or potential material legal proceedings[109](index=109&type=chunk)[116](index=116&type=chunk) [Pledge of Assets](index=25&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the total carrying value of assets pledged by the Group to secure bank credit facilities, leased assets, and concession assets was **RMB 16.696 billion**, a decrease from **RMB 17.753 billion** as of December 31, 2024 Total Carrying Value of Pledged Assets | Metric | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Total Carrying Value of Pledged Assets | 16,696,393 | 17,752,631 | - Pledged assets include pledged bank deposits, intangible assets, and receivables under service concession arrangements, among others[254](index=254&type=chunk) [Significant Investments Held](index=26&type=section&id=Significant%20Investments%20Held) For the six months ended June 30, 2025, the Group held no significant equity investments in other companies, apart from investments in subsidiaries, joint ventures, and pre-project construction - The Group holds no significant equity investments in other companies, limited to investments in subsidiaries, joint ventures, and pre-project construction[118](index=118&type=chunk)[124](index=124&type=chunk) [Material Acquisitions and Disposals](index=26&type=section&id=Material%20Acquisitions%20and%20Disposals) Other than those disclosed in this interim report, the Group had no material acquisitions or disposals of subsidiaries for the six months ended June 30, 2025 - During the reporting period, the Group had no material acquisitions or disposals of subsidiaries[119](index=119&type=chunk)[125](index=125&type=chunk) [Share Capital](index=26&type=section&id=Share%20Capital) As of June 30, 2025, the company's issued and fully paid share capital comprised **2,575,665,726** ordinary shares, amounting to **RMB 6.6047 billion**, consistent with the end of 2024 Issued and Fully Paid Share Capital | Metric | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Number of Ordinary Shares | 2,575,665,726 | 2,575,665,726 | | Amount (RMB '000) | 6,604,723 | 6,604,723 | - Holders of ordinary shares are entitled to receive dividends, with one vote per share, and no par value[250](index=250&type=chunk) [Interim Dividend](index=26&type=section&id=Interim%20Dividend) The Board did not declare any interim dividend for the six months ended June 30, 2025, primarily because the company requires cash to fund its capital expenditure and project investments - The Board did not declare an interim dividend for the six months ended June 30, 2025[121](index=121&type=chunk)[127](index=127&type=chunk) - The reason for not declaring a dividend is the company's need for cash to fund capital expenditure and project investments[121](index=121&type=chunk)[127](index=127&type=chunk) [Audit Committee](index=26&type=section&id=Audit%20Committee) The company's Audit Committee, comprising three independent non-executive directors, has reviewed the unaudited condensed interim consolidated financial statements for the six months ended June 30, 2025 - The Audit Committee comprises three independent non-executive directors and has reviewed the unaudited financial statements for the current period[122](index=122&type=chunk)[128](index=128&type=chunk) [Compliance with Corporate Governance Codes](index=26&type=section&id=Compliance%20with%20Corporate%20Governance%20Codes) The Group has applied and complied with the corporate governance codes of Singapore and Hong Kong, with exceptions regarding absentia voting at general meetings, the proportion of independent directors on the Board, and the composition of the Remuneration Committee, with explanations provided for these non-compliances - The company has complied with the Singapore and Hong Kong corporate governance codes, with the following exceptions[123](index=123&type=chunk)[129](index=129&type=chunk) - The company's Articles of Association do not provide for absentia voting (by mail, fax, or email) at general meetings, as it is necessary to ensure information integrity and identity authenticity[123](index=123&type=chunk)[129](index=129&type=chunk) - Independent non-executive directors do not constitute a majority on the Board, but the company believes the current Board size and composition are appropriate and effective, with a Lead Independent Non-Executive Director appointed to address independence concerns[130](index=130&type=chunk) - The Remuneration Committee includes an executive director (Mr. Zhou Yuding), despite the code's recommendation for an entirely non-executive composition, as the company believes his extensive experience is beneficial for remuneration recommendations[130](index=130&type=chunk) [Dealing in Company's Securities](index=28&type=section&id=Dealing%20in%20Company%27s%20Securities) The company has adopted a stringent best practice guide for securities dealings, prohibiting directors, management, and executives from trading company securities during specific blackout periods and requiring compliance with insider trading regulations - The company has adopted best practices prohibiting senior officers from trading company securities during specific blackout periods[131](index=131&type=chunk)[132](index=132&type=chunk)[137](index=137&type=chunk) - Directors, management, and executives must comply with insider trading laws at all times, even during permitted trading periods, especially when possessing material non-public information[133](index=133&type=chunk)[137](index=137&type=chunk) [Share Option](index=28&type=section&id=Share%20Option) As of June 30, 2025, the company had no share option schemes - As of June 30, 2025, the company had no share option schemes[135](index=135&type=chunk)[138](index=138&type=chunk) [Subsequent Events](index=28&type=section&id=Subsequent%20Events) The Group's management has evaluated all events from the balance sheet date to the date of financial statement issuance and determined that there are no reportable subsequent events requiring disclosure - The Group's management has evaluated all subsequent events and determined that there are no reportable events requiring disclosure[136](index=136&type=chunk)[139](index=139&type=chunk) [Audit or Review of the Financial Results](index=29&type=section&id=Audit%20or%20Review%20of%20the%20Financial%20Results) The interim results for the six months ended June 30, 2025, have not been audited or reviewed by the company's auditors but have been reviewed by the Audit Committee - The interim results contained in this interim report have not been audited or reviewed by the auditors but have been reviewed by the Audit Committee[140](index=140&type=chunk)[141](index=141&type=chunk) [Commentary on Significant Trends and Competitive Conditions](index=29&type=section&id=Commentary%20on%20Significant%20Trends%20and%20Competitive%20Conditions) In H1 2025, China continued to advance the "Beautiful China" initiative, with the government work report emphasizing green transformation, pollution control, and ecological development, which the Group actively seized through project development, technological innovation, and leveraging green finance policies - The Chinese government continues to advance the "Beautiful China" initiative, emphasizing carbon reduction, pollution control, green development, and ecological civilization system reform[140](index=140&type=chunk)[141](index=141&type=chunk) - The Group actively seizes favorable industry policy opportunities, systematically promotes the construction and upgrading of existing projects, and seeks high-quality new projects[140](index=140&type=chunk)[141](index=141&type=chunk) - Shanghai has introduced a groundwater pollution prevention and control plan, proposing an additional wastewater treatment capacity of **789,000 cubic meters/day** by 2025[142](index=142&type=chunk)[144](index=144&type=chunk) - The Group will utilize new technologies to reduce carbon dioxide emissions from wastewater treatment projects, contributing to the achievement of carbon peak and carbon neutrality goals[143](index=143&type=chunk)[145](index=145&type=chunk) - Green finance policies will broaden the Group's financing channels, reduce financing costs, and enhance resource allocation efficiency, benefiting business expansion and new project construction[147](index=147&type=chunk)[150](index=150&type=chunk) - In the future, the Group will focus on its core business, optimize its lean operating model, strengthen technology-driven innovation, accelerate digital transformation, and leverage its dual-listing platform advantage in Singapore and Hong Kong to expand into domestic and international environmental markets[148](index=148&type=chunk)[150](index=150&type=chunk) [Other Disclosures](index=32&type=section&id=Other%20Disclosures) This section discloses other compliance information, including the absence of general authorization for interested person transactions, no sales, transfers, cancellations, and/or use of treasury shares or subsidiary holdings during the reporting period, and the directors' confirmation of the financial statements' truthfulness and non-misleading nature - The company has not obtained general authorization from shareholders for interested person transactions[151](index=151&type=chunk)[152](index=152&type=chunk) - There were no sales, transfers, cancellations, and/or use of treasury shares or subsidiary holdings during the reporting period[151](index=151&type=chunk)[152](index=152&type=chunk) - The directors confirm that the financial statements as of June 30, 2025, are true and not misleading in all material aspects[151](index=151&type=chunk)[152](index=152&type=chunk) [Condensed Interim Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=33&type=section&id=Condensed%20Interim%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group's revenue was **RMB 3.177 billion**, a **4.4%** year-on-year decrease, while profit for the period increased by **8.9%** to **RMB 553.5 million**, and profit attributable to owners of the Company grew by **7.1%** to **RMB 344.3 million**, with basic and diluted earnings per share at **RMB 13.37 cents** Summary of Condensed Interim Consolidated Statement of Profit or Loss | Metric | H1 2025 (RMB '000) | H1 2024 (RMB '000) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 3,177,120 | 3,323,515 | -4.4% | | Gross Profit | 1,257,151 | 1,277,387 | -1.6% | | Profit before tax | 651,369 | 651,918 | -0.1% | | Income tax expense | (97,854) | (143,701) | -31.9% | | Profit for the period | 553,515 | 508,217 | +8.9% | | Profit for the period attributable to owners of the Company | 344,258 | 321,446 | +7.1% | | Basic earnings per share (RMB cents) | 13.37 | 12.48 | +7.1% | Summary of Other Comprehensive Income Statement | Metric | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Profit for the period | 553,515 | 508,217 | | Exchange differences on translation | (36,515) | (79,278) | | Fair value changes of equity instruments investments | (10,400) | – | | Exchange differences on translation of foreign operations | – | 61,494 | | Total other comprehensive loss for the period, net of tax | (46,915) | (17,784) | | Total comprehensive income for the period | 506,600 | 490,433 | | Total comprehensive income for the period attributable to owners of the Company | 297,343 | 303,662 | [Condensed Interim Consolidated Statement of Financial Position](index=35&type=section&id=Condensed%20Interim%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets were **RMB 45.334 billion**, a slight increase from the end of 2024, with current assets growing by **11.9%** to **RMB 12.055 billion** and total equity increasing to **RMB 16.402 billion**, while non-current assets slightly decreased and total liabilities remained stable Summary of Condensed Interim Consolidated Statement of Financial Position | Metric | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | **ASSETS** | | | | Total Current Assets | 12,055,410 | 10,778,160 | | Total Non-current Assets | 33,278,916 | 34,178,338 | | **TOTAL ASSETS** | **45,334,326** | **44,956,498** | | **LIABILITIES** | | | | Total Current Liabilities | 8,087,220 | 9,264,203 | | Total Non-current Liabilities | 20,844,674 | 19,609,785 | | **TOTAL LIABILITIES** | **28,931,894** | **28,873,988** | | **EQUITY** | | | | Equity attributable to owners of the Company | 10,775,848 | 10,635,069 | | Non-controlling interests | 5,626,584 | 5,447,441 | | **TOTAL EQUITY** | **16,402,432** | **16,082,510** | - The increase in current assets was primarily driven by increased cash and cash equivalents and trade receivables[76](index=76&type=chunk)[82](index=82&type=chunk) - The decrease in non-current assets was primarily due to a reduction in receivables under service concession arrangements[77](index=77&type=chunk)[83](index=83&type=chunk) - The decrease in current liabilities was primarily due to the repayment of trade and other payables and short-term borrowings[78](index=78&type=chunk)[84](index=84&type=chunk) - The increase in non-current liabilities was primarily due to bank and other borrowings[79](index=79&type=chunk)[85](index=85&type=chunk) [Condensed Interim Consolidated Statement of Changes in Equity](index=37&type=section&id=Condensed%20Interim%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, the Group's total equity increased from **RMB 16.083 billion** to **RMB 16.402 billion**, with equity attributable to owners of the Company growing to **RMB 10.776 billion**, primarily from profit for the period, partially offset by other comprehensive losses Summary of Condensed Interim Consolidated Statement of Changes in Equity (H1 2025) | Metric | Share Capital (RMB '000) | Retained Earnings (RMB '000) | Total Other Reserves (RMB '000) | Equity Attributable to Owners of the Company (RMB '000) | Non-controlling Interests (RMB '000) | Total Equity (RMB '000) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Balance as at January 1, 2025 | 6,604,723 | 4,388,207 | (357,861) | 10,635,069 | 5,447,441 | 16,082,510 | | Profit for the period | – | 344,258 | – | 344,258 | 209,257 | 553,515 | | Other comprehensive loss for the period, net of tax | – | – | (46,915) | (46,915) | – | (46,915) | | Total comprehensive income for the period | – | 344,258 | (46,915) | 297,343 | 209,257 | 506,600 | | Dividends declared to equity holders | – | (157,479) | – | (157,479) | – | (157,479) | | Dividends declared to non-controlling interests | – | – | – | – | (2,122) | (2,122) | | Non-controlling interests after proportional capital injection into subsidiaries | – | – | – | – | 1,400 | 1,400 | | Acquisition of non-controlling interests | – | – | – | – | (22,750) | (22,750) | | Balance as at June 30, 2025 | 6,604,723 | 4,519,773 | (348,648) | 10,775,848 | 5,626,584 | 16,402,432 | Summary of Condensed Interim Consolidated Statement of Changes in Equity (H1 2024) | Metric | Share Capital (RMB '000) | Retained Earnings (RMB '000) | Total Other Reserves (RMB '000) | Equity Attributable to Owners of the Company (RMB '000) | Non-controlling Interests (RMB '000) | Total Equity (RMB '000) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Balance as at January 1, 2024 | 5,920,175 | 3,955,497 | 255,835 | 10,131,507 | 5,158,949 | 15,290,456 | | Profit for the period | – | 321,446 | – | 321,446 | 186,771 | 508,217 | | Other comprehensive loss for the period, net of tax | – | – | (17,784) | (17,784) | – | (17,784) | | Total comprehensive income for the period | – | 321,446 | (17,784) | 303,662 | 186,771 | 490,433 | | Dividends declared to equity holders | – | (82,431) | – | (82,431) | – | (82,431) | | Dividends declared to non-controlling interests | – | – | – | – | (5,010) | (5,010) | | Transfer to general reserve | – | (13,976) | 13,976 | – | – | – | | Balance as at June 30, 2024 | 5,920,175 | 4,180,536 | 252,027 | 10,352,738 | 5,340,710 | 15,693,448 | [Condensed Interim Consolidated Statement of Cash Flows](index=41&type=section&id=Condensed%20Interim%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, the Group's cash and cash equivalents increased by **RMB 1.0896 billion**, with an ending balance of **RMB 4.0124 billion**, reflecting improved working capital management, gains from asset disposals, and increased net proceeds from borrowings across operating, investing, and financing activities Summary of Condensed Interim Consolidated Statement of Cash Flows | Metric | H1 2025 (RMB '000) | H1 2024 (RMB '000) | | :--- | :--- | :--- | | Net cash generated from (used in) operating activities | 631,492 | (64,417) | | Net cash generated from (used in) investing activities | 255,494 | (384,661) | | Net cash generated from financing activities | 202,580 | 422,042 | | Net increase (decrease) in cash and cash equivalents | 1,089,566 | (27,036) | | Cash and cash equivalents at end of period | 4,012,387 | 2,852,035 | - Net cash from operating activities was **RMB 631.5 million**, reflecting improved working capital management[86](index=86&type=chunk)[88](index=88&type=chunk)[168](index=168&type=chunk) - Net cash from investing activities was **RMB 255.5 million**, primarily from the disposal of intangible assets related to concession arrangements and an associate[87](index=87&type=chunk)[88](index=88&type=chunk)[169](index=169&type=chunk) - Net cash from financing activities was **RMB 202.6 million**, primarily due to increased net proceeds from bank and other borrowings after repayments[87](index=87&type=chunk)[88](index=88&type=chunk)[170](index=170&type=chunk) [Notes to the Condensed Interim Consolidated Financial Statements](index=44&type=section&id=Notes%20to%20the%20Condensed%20Interim%20Consolidated%20Financial%20Statements) This chapter provides detailed notes to the condensed interim consolidated financial statements, covering general company information, basis of preparation, principal accounting policies, estimates, financial risk management, segment information, revenue composition, breakdown of expenses and income, earnings per share calculation, aging analysis of receivables and payables, fair value measurement of assets and liabilities, related party transactions, capital commitments, contingent liabilities, and subsequent events [General](index=44&type=section&id=General) SIIC Environment Holdings Ltd. is a public company incorporated in Singapore and dual-listed on the SGX and HKEX, with its ultimate holding company being Shanghai Industrial (Group) Co., Ltd., and financial statements presented in RMB due to the Group's principal operations in China - The company is a public limited company incorporated in Singapore, dual-listed on the SGX and HKEX[175](index=175&type=chunk)[183](index=183&type=chunk) - The ultimate holding company is Shanghai Industrial (Group) Co., Ltd., and financial statements are presented in **RMB**[176](index=176&type=chunk)[177](index=177&type=chunk)[183](index=183&type=chunk) [Basis of Preparation](index=44&type=section&id=Basis%20of%20Preparation) The unaudited condensed interim consolidated financial statements are prepared in accordance with Singapore Financial Reporting Standard (International) 34 Interim Financial Reporting and the applicable disclosure requirements of Appendix D2 of the Hong Kong Listing Rules - The financial statements are prepared in accordance with Singapore Financial Reporting Standard (International) 34 Interim Financial Reporting and Appendix D2 of the Hong Kong Listing Rules[178](index=178&type=chunk)[184](index=184&type=chunk) [Principal Accounting Policies](index=44&type=section&id=Principal%20Accounting%20Policies) The Group adopted the same accounting policies and methods of computation in its financial statements for this financial period as those applied in the audited financial statements for the year ended December 31, 2024, without early adoption of any new standards not yet effective - The same accounting policies as the 2024 audited financial statements were adopted for this period, with no early adoption of new standards[179](index=179&type=chunk)[180](index=180&type=chunk)[185](index=185&type=chunk) [Estimates](index=44&type=section&id=Estimates) The significant judgments, estimates, and assumptions made by management in preparing the condensed interim consolidated financial statements are consistent with those applied in the consolidated financial statements for the year ended December 31, 2024 - Significant judgments and estimates made by management in preparing the current period's financial statements are consistent with those in the 2024 annual statements[181](index=181&type=chunk)[182](index=182&type=chunk)[186](index=186&type=chunk) [Financial Risk Management Objectives and Policies](index=45&type=section&id=Financial%20Risk%20Management%20Objectives%20and%20Policies) The Group faces foreign currency risk, interest rate risk, liquidity risk, and credit risk, with management policies reviewed and agreed upon by the Board, and no significant changes in risk management policies since year-end - The Group faces foreign currency, interest rate, liquidity, and credit risks, with management policies set by the Board[187](index=187&type=chunk)[196](index=196&type=chunk) - There have been no changes to risk management policies since the end of 2024[189](index=189&type=chunk)[197](index=197&type=chunk) [Seasonal Operations](index=45&type=section&id=Seasonal%20Operations) The Group's operations were not significantly affected by seasonal or cyclical factors during this financial period -
华虹半导体(01347) - 2025 - 中期业绩

2025-09-05 09:42
[Announcement Overview](index=1&type=section&id=Announcement%20Overview) This section provides an overview of the supplementary announcement, detailing the interim dividend decision and board composition [Key Contents of Supplementary Announcement](index=1&type=section&id=Key%20Contents%20of%20Supplementary%20Announcement) This supplementary announcement clarifies the board's decision not to recommend an interim dividend for the period ended June 30, 2025 - Hua Hong Semiconductor Limited's board does not recommend paying an interim dividend for the period ended June 30, 2025[2](index=2&type=chunk) Interim Dividend Decision | Item | Resolution | | :--- | :--- | | Interim Dividend for the period ended June 30, 2025 | Not Recommended for Payment | [Board Members](index=2&type=section&id=Board%20Members) The company's board of directors comprises nine members, including executive, non-executive, and independent non-executive directors - The company's board of directors comprises executive, non-executive, and independent non-executive directors[3](index=3&type=chunk) Current Board Members | Position | Name | | :--- | :--- | | **Executive Directors** | | | Chairman of the Board | Tang Junjun | | President | Bai Peng | | **Non-Executive Directors** | | | | Ye Jun | | | Sun Guodong | | | Chen Bo | | | Xiong Chenyan | | **Independent Non-Executive Directors** | | | | Zhang Zutong | | | Wang Guixun, JP | | | Feng Songlin |
国联民生(01456) - 2025 - 中期财报

2025-09-05 09:40
[Company Information](index=3&type=section&id=Company%20Information) This section provides an overview of Guolian Minsheng Securities Co., Ltd.'s fundamental details, governance structure, and key operational information [Company Basic Information and Governance Structure](index=3&type=section&id=Company%20Basic%20Information%20and%20Governance%20Structure) Guolian Minsheng Securities Co., Ltd. discloses its corporate identity, leadership, board composition, and key advisors, with headquarters in Wuxi, China, and a primary business address in Hong Kong - Company's Chinese name is 国联民生证券股份有限公司, English name is **Guolian Minsheng Securities Company Limited**[6](index=6&type=chunk) - Legal representative is **Mr. Gu Wei**; Board members include Executive Director **Mr. Ge Xiaobo** (President), Non-executive Director **Mr. Gu Wei** (Chairman), and Independent Non-executive Director **Mr. Gao Wei**[6](index=6&type=chunk) - Company's H-share stock code on HKEX is **01456**, A-share stock code on SSE is **601456**[7](index=7&type=chunk) [Financial Highlights](index=4&type=section&id=Financial%20Highlights) This section summarizes the company's financial performance and key indicators, highlighting significant growth in revenue, profit, and assets for the reporting period [Key Accounting Data and Financial Indicators](index=4&type=section&id=Key%20Accounting%20Data%20and%20Financial%20Indicators) For the six months ended June 30, 2025, the company achieved substantial growth in revenue, net investment income, and profit attributable to shareholders, alongside increased assets and a reduced asset-liability ratio | Item | H1 2025 (RMB thousands) | H1 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue, Net Investment Income, and Other Income | 5,309,801 | 1,840,238 | 188.54 | | Profit Before Income Tax | 1,402,946 | 54,531 | 2,472.75 | | Profit for the Period – Attributable to Company Shareholders | 1,127,232 | 87,708 | 1,185.19 | | Net Cash Generated from Operating Activities | 47,775 | 5,401,936 | -99.12 | | Basic Earnings Per Share (RMB/share) | 0.20 | 0.03 | 566.67 | | Diluted Earnings Per Share (RMB/share) | 0.20 | 0.03 | 566.67 | | Weighted Average Return on Net Assets (%) | 2.52 | 0.48 | Increased by 2.04 percentage points | | Item | As of June 30, 2025 (RMB thousands) | As of December 31, 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Total Assets | 185,396,985 | 97,208,144 | 90.72 | | Total Liabilities | 133,810,602 | 78,260,128 | 70.98 | | Accounts Payable to Brokerage Clients | 34,495,160 | 14,565,167 | 136.83 | | Equity Attributable to Company Shareholders | 51,087,714 | 18,584,334 | 174.90 | | Share Capital (thousands of shares) | 5,680,593 | 2,831,773 | 100.60 | | Net Assets Per Share Attributable to Company Shareholders (RMB/share) | 8.99 | 6.56 | 37.04 | | Asset-Liability Ratio (%) | 65.81 | 77.07 | Decreased by 11.26 percentage points | [Illustrated Operating Performance and Scale Indicators](index=5&type=section&id=Illustrated%20Operating%20Performance%20and%20Scale%20Indicators) This section visually presents the year-on-year changes in key financial and scale indicators for the first half of 2025, including revenue, profit, and asset-liability ratios - In H1 2025, total revenue, net investment income, and other income reached **RMB 5.31 billion**, a significant increase from **RMB 1.84 billion** in H1 2024[11](index=11&type=chunk) - In H1 2025, profit attributable to company shareholders was **RMB 1.13 billion**, significantly higher than **RMB 0.09 billion** in H1 2024[13](index=13&type=chunk) - As of June 30, 2025, total assets increased to **RMB 185.40 billion**, equity attributable to company shareholders increased to **RMB 51.09 billion**, and the asset-liability ratio decreased to **65.81%**[17](index=17&type=chunk)[18](index=18&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an in-depth analysis of the company's operating environment, overall performance, and strategic outlook, covering industry trends, business segment performance, and future plans [I. Industry Overview During the Reporting Period](index=6&type=section&id=I.%20Industry%20Overview%20During%20the%20Reporting%20Period) In H1 2025, the global economy faced challenges, while China's economy showed resilience, with the securities industry undergoing policy-driven transformation and accelerated digitalization - In H1 2025, the global macro economy faced multiple challenges, with deepening trade protectionism, negative US GDP quarter-on-quarter growth, and slowing growth in major economies[19](index=19&type=chunk) - China's economy showed strong resilience, with H1 GDP growing by **5.3%** year-on-year, higher than the same period last year, and the stock market recording positive returns (Shanghai Composite Index up **2.76%**)[20](index=20&type=chunk) - The CSRC promoted the implementation of the "New Nine Guidelines" and "1+N" policies, facilitating long-term capital entry and public fund reforms, accelerating "head differentiation" and "differentiated development" in the securities industry, with digital transformation becoming key[21](index=21&type=chunk) [II. Overall Operating Performance](index=7&type=section&id=II.%20Overall%20Operating%20Performance) As of June 30, 2025, the Group achieved significant growth in total assets, shareholder equity, revenue, and net profit, with most business segments showing substantial increases | Indicator | As of June 30, 2025 (RMB billions) | Growth from December 31, 2024 (%) | | :--- | :--- | :--- | | Total Assets | 1,853.97 | 90.72 | | Equity Attributable to Company Shareholders | 510.88 | 174.90 | | Business Segment | H1 2025 Revenue (RMB billions) | Year-on-Year Growth (%) | | :--- | :--- | :--- | | Total Revenue, Net Investment Income, and Other Income | 53.10 | 188.54 | | Net Profit Attributable to Company Shareholders | 11.27 | 1,185.19 | | Brokerage and Wealth Management Business | 15.80 | 238.07 | | Investment Banking Business | 5.81 | 223.02 | | Asset Management and Investment Business | 2.99 | -8.58 | | Credit Trading Business | 4.82 | 58.69 | | Securities Investment Business | 21.87 | 515.02 | [III. Analysis of Principal Business Operations](index=7&type=section&id=III.%20Analysis%20of%20Principal%20Business%20Operations) The Group's core businesses, including brokerage, investment banking, asset management, credit trading, and securities investment, demonstrated significant growth and strategic advancements in a complex market environment - The Group's businesses are divided into five major segments: brokerage and wealth management, investment banking, asset management and investment, credit trading, and securities investment[24](index=24&type=chunk) [(I) Brokerage and Wealth Management Business](index=7&type=section&id=(I)%20Brokerage%20and%20Wealth%20Management%20Business) This segment achieved continuous growth in client base and financial product sales, maintaining industry leadership in fund advisory, while research and futures businesses expanded their market influence and service capabilities - In H1 2025, the stock trading volume in Shanghai, Shenzhen, and Beijing markets reached **RMB 162.83 trillion**, with an average daily stock and fund trading volume of **RMB 1.61 trillion** in Shanghai and Shenzhen, a year-on-year increase of **63.87%**[25](index=25&type=chunk) - The company's brokerage and wealth management business added **117,600 new clients**, with a cumulative total of **3.46 million clients**; financial product sales reached **RMB 87.02 billion**, and financial product holdings at period-end were **RMB 31.44 billion**[26](index=26&type=chunk) - Research business published **2,983 research reports**, held multiple thematic salons and forums, and deployed full industry research capabilities covering six major research areas and 34 research directions[29](index=29&type=chunk) - In H1 2025, China's futures market cumulative trading volume was **4.08 billion lots**, with a cumulative trading value of **RMB 339.73 trillion**, year-on-year increases of **17.82%** and **20.68%** respectively[31](index=31&type=chunk) - The company's futures brokerage business had an average daily client equity of **RMB 5.28 billion**, with a market share of **7.14 per mille** in trading volume[32](index=32&type=chunk) [(II) Investment Banking Business](index=11&type=section&id=(II)%20Investment%20Banking%20Business) The investment banking business demonstrated strong performance in equity and bond financing, with high rankings in underwriting and significant achievements in financial advisory, particularly in NEEQ listings - In H1 2025, A-share equity financing projects raised a total of **RMB 714.15 billion**, a significant year-on-year increase of **524.44%**[35](index=35&type=chunk) H1 Equity Underwriting Performance | Project | H1 2025 Underwriting Amount (RMB billions) | H1 2025 Issuance Volume (deals) | H1 2024 Underwriting Amount (RMB billions) | H1 2024 Issuance Volume (deals) | | :--- | :--- | :--- | :--- | :--- | | Initial Public Offerings | 1.52 | 3 | 0.0017 | 1 | | Refinancing | 1.10 | 3 | 0.0278 | 1 | | Total | 2.62 | 6 | 0.0295 | 2 | - The company's **equity underwriting volume and revenue ranked 8th and 5th** in the industry respectively[36](index=36&type=chunk) - In H1 2025, the bond market issued various bonds totaling **RMB 44.53 trillion**, a year-on-year increase of **16.74%**[40](index=40&type=chunk) H1 Bond Underwriting Performance | Project | H1 2025 Underwriting Amount (RMB billions) | H1 2025 Issuance Volume (deals) | H1 2024 Underwriting Amount (RMB billions) | H1 2024 Issuance Volume (deals) | | :--- | :--- | :--- | :--- | :--- | | Corporate Bonds | 46.28 | 181 | 18.83 | 68 | | Financial Bonds | 3.27 | 6 | 0.51 | 3 | | Local Government Bonds | 24.44 | 58 | 1.58 | 10 | | Total | 73.99 | 245 | 20.92 | 81 | - The company's financial advisory business completed **11 NEEQ listings**, **4 private placements**, and **2 M&A reorganizations**, with NEEQ listing volume ranking **2nd** in the industry[47](index=47&type=chunk) [(III) Asset Management and Investment Business](index=16&type=section&id=(III)%20Asset%20Management%20and%20Investment%20Business) This segment achieved substantial growth in securities asset management and public fund management scales, with active private equity investments and multiple industry accolades - As of the end of the reporting period, the company's securities asset management business had entrusted funds of **RMB 198.42 billion**, managing a total of **456 asset management schemes**[53](index=53&type=chunk) Asset Management Scale and Income | Category | H1 2025 Asset Management Scale (RMB billions) | H1 2024 Asset Management Scale (RMB billions) | H1 2025 Business Income (RMB ten thousands) | H1 2024 Business Income (RMB ten thousands) | | :--- | :--- | :--- | :--- | :--- | | Public Funds (including large collective) | 10.22 | 11.99 | 3,067.63 | 2,495.71 | | Collective Asset Management Schemes | 98.01 | 34.65 | 3,785.82 | 4,284.91 | | Single Asset Management Schemes | 41.30 | 42.43 | 1,677.92 | 1,757.69 | | Special Asset Management Schemes | 48.89 | 35.75 | 2,553.21 | 2,137.09 | | Total | 198.42 | 124.82 | 11,084.58 | 10,675.40 | - As of the end of June 2025, Guolian Fund's total asset management scale was **RMB 196.92 billion**, of which non-money market public fund management scale was **RMB 130.56 billion**[57](index=57&type=chunk) - The company's private equity investment business completed the fundraising and establishment of **9 funds**, with **58 existing registered funds**, a subscribed scale of **RMB 26.89 billion**, and cumulative investments of **RMB 7.94 billion**[61](index=61&type=chunk) [(IV) Credit Trading Business](index=21&type=section&id=(IV)%20Credit%20Trading%20Business) The credit trading business demonstrated steady growth in margin financing and securities lending, increasing its market share, while prudently managing its stock pledge repurchase business - As of the end of the reporting period, the total market balance of margin financing and securities lending reached **RMB 1.85 trillion**, of which margin financing balance was **RMB 1.84 trillion** and securities lending balance was **RMB 12.30 billion**, a year-on-year increase of **24.95%**[64](index=64&type=chunk) - The company's margin financing and securities lending balance reached **RMB 17.21 billion**, with market share increasing to **9.299 per mille**[65](index=65&type=chunk) - As of the end of the reporting period, the company's stock pledge repurchase business had a principal balance of **RMB 1.26 billion**, a decrease from the end of 2024[68](index=68&type=chunk) [(V) Securities Investment Business](index=23&type=section&id=(V)%20Securities%20Investment%20Business) This segment achieved high investment returns in equity securities, optimized fixed income holdings, advanced green and digital finance through derivatives, and focused alternative investments on hard technology sectors - In H1 2025, Wind All A-share index rose **5.83%**, with significant gains in large-cap styles like banking and non-ferrous metals, while small and mid-cap styles were generally active[71](index=71&type=chunk) - The company's equity securities investment business, centered on a barbell strategy, focused on sectors such as non-ferrous metals, pharmaceuticals, and military industries, achieving **high investment returns**, significantly outperforming the CSI 300 index[72](index=72&type=chunk) - Equity derivative business practiced green finance, pension finance, and digital finance, strengthening AI forward-looking research[73](index=73&type=chunk) - In H1 2025, China's VC/PE market saw **5,074 investment deals**, a year-on-year increase of **28%**; market transaction volume was **RMB 574.8 billion**, a year-on-year increase of **18%**[76](index=76&type=chunk) - Alternative investment business focused on core hard technology fields such as semiconductors, aerospace, high-end manufacturing, and biomedicine, optimizing exit mechanisms[78](index=78&type=chunk) [IV. Outlook and Future Plans](index=27&type=section&id=IV.%20Outlook%20and%20Future%20Plans) The company aims to become a top-tier modern investment bank with international influence, focusing on strategic development, wealth management transformation, and enhanced risk management, while integrating Minsheng Securities - The company's vision is to build a first-class modern investment bank, highlighting institutional business strengths, striving to enter the **top ten** in overall industry ranking, with core businesses firmly in the **first tier**[80](index=80&type=chunk) - Strategic goal is to build an "Industrial Investment Bank, Technology Investment Bank, Wealth Investment Bank," constructing a business matrix of "Big Investment Banking + Big Investment + Big Investment Research + Big Wealth + Big Asset Management"[80](index=80&type=chunk) - In the second half of the year, the company will promote the "strengthening long-boards" strategy, deepen wealth management transformation, enhance core investment research capabilities, create boutique and distinctive investment banking projects, actively apply for new business licenses, strengthen compliance and risk control, improve IT independent R&D capabilities, and steadily advance the integration with Minsheng Securities[81](index=81&type=chunk) [V. Liquidity, Financial Resources, and Capital Structure](index=28&type=section&id=V.%20Liquidity,%20Financial%20Resources,%20and%20Capital%20Structure) The company's equity and total assets significantly increased, maintaining strong asset quality and liquidity, while its asset-liability ratio and operating leverage decreased, supported by diverse debt financing - As of June 30, 2025, equity attributable to company shareholders was **RMB 51.09 billion**, an increase of **174.90%** from the end of 2024[82](index=82&type=chunk) - Total assets increased by **90.72%** from the end of last year, with asset quality and liquidity remaining good[82](index=82&type=chunk) - At the end of the reporting period, cash assets accounted for **23.31%** of total assets; financial investment assets accounted for **50.23%** of total assets; financing assets accounted for **14.91%** of total assets[82](index=82&type=chunk) - The Group's asset-liability ratio (excluding accounts payable to brokerage clients) was **65.81%**, a decrease of **11.26 percentage points** from 77.07% at the end of 2024[83](index=83&type=chunk) - The Group's operating leverage was **2.95 times**, a decrease of **1.50 times** from 4.45 times at the end of 2024[83](index=83&type=chunk) [VI. Establishment of Branch Offices](index=29&type=section&id=VI.%20Establishment%20of%20Branch%20Offices) As of the reporting period, the company and its subsidiaries maintained a network of securities and futures branches, with minor adjustments in new establishments and cancellations - As of the end of the reporting period, the company had **48 securities branches** and **125 securities business departments**[85](index=85&type=chunk) - During the reporting period, Guolian Minsheng Securities Co., Ltd. Qingdao Branch and Guolian Minsheng Securities Co., Ltd. Ningbo Caishendian South Road Securities Business Department were newly established, and **2 business departments were cancelled**[85](index=85&type=chunk) - As of the end of the reporting period, Minsheng Futures had **20 branch offices**, with Minsheng Futures Co., Ltd. Yuncheng Business Department cancelled during the period[86](index=86&type=chunk) [VII. Significant Investment and Financing Activities](index=29&type=section&id=VII.%20Significant%20Investment%20and%20Financing%20Activities) The company had no major external investments but engaged in significant financing activities, including the acquisition of Minsheng Securities through share issuance and various debt financing transactions - During the reporting period, the company had no significant external investment matters[87](index=87&type=chunk) - The company acquired control of Minsheng Securities by issuing shares to purchase assets and raising supporting funds[88](index=88&type=chunk) - In H1 2025, the company's credit debt financing cumulatively increased by **RMB 7.69 billion**, and cumulatively repaid matured debt principal of **RMB 8.92 billion**[89](index=89&type=chunk) - As of June 30, 2025, the company's outstanding debt financing principal balance was **RMB 31.70 billion**, with an additional **RMB 14.48 billion** in outstanding interbank credit borrowings[89](index=89&type=chunk) Publicly Issued Corporate Bonds | Financing Project | Amount (RMB ten thousands) | Financing Date | Maturity Date | Term (days) | | :--- | :--- | :--- | :--- | :--- | | Publicly Issued Corporate Bonds to Professional Investors | 100,000.00 | 2022/3/23 | 2027/3/23 | 1,826 | | Publicly Issued Corporate Bonds to Professional Investors | 100,000.00 | 2022/4/28 | 2027/4/28 | 1,826 | | Publicly Issued Corporate Bonds to Professional Investors | 100,000.00 | 2022/11/11 | 2025/11/11 | 1,096 | | Publicly Issued Corporate Bonds to Professional Investors | 130,000.00 | 2023/4/25 | 2026/3/18 | 1,058 | | Publicly Issued Corporate Bonds to Professional Investors | 150,000.00 | 2024/1/22 | 2027/1/22 | 1,096 | | Publicly Issued Corporate Bonds to Professional Investors | 200,000.00 | 2
国开国际投资(01062) - 2025 - 中期财报
2025-09-05 09:36
[Company Information](index=3&type=section&id=公司資料) This section provides an overview of the company's governance structure, including its board composition and key professional service providers [Board of Directors and Committee Composition](index=3&type=section&id=董事會及委員會組成) The company's Board of Directors comprises non-executive and independent non-executive directors, with established audit, remuneration, and nomination committees ensuring robust corporate governance. Mr. Li Yixuan was appointed as a non-executive director and committee member effective July 2, 2025 - The Board of Directors includes non-executive directors Mr. Lu Yanpo (Chairman) and Mr. Li Yixuan, along with independent non-executive directors Mr. Xian Ruimin, Mr. Zhang Yilin, and Ms. Fang Xuan[5](index=5&type=chunk) - Audit, Remuneration, and Nomination Committees have been established, with board members serving in these roles[5](index=5&type=chunk) - Mr. Li Yixuan was appointed as a non-executive director and a member of the Nomination, Audit, and Remuneration Committees effective July 2, 2025[6](index=6&type=chunk) [Key Professional Service Providers](index=3&type=section&id=主要專業服務提供者) The company disclosed information on its key professional service providers, including registered and head offices, share registrar, principal bankers, auditor, legal counsel, and investment manager - The Company Secretary is Ms. Zhu Yiyi[5](index=5&type=chunk) - The auditor is BDO Limited, Hong Kong[7](index=7&type=chunk) - The investment manager is Hua An Asset Management (Hong Kong) Company Limited[7](index=7&type=chunk) - The company's stock code on The Stock Exchange of Hong Kong Limited is 1062[7](index=7&type=chunk) [Management Discussion and Analysis](index=5&type=section&id=管理層討論及分析) This section provides an in-depth analysis of the group's financial performance, liquidity, capital structure, investment portfolio, and future outlook [Overall Performance](index=5&type=section&id=整體表現) The Group significantly narrowed its loss during the period, primarily due to a substantial reduction in net fair value losses on financial assets at fair value through profit or loss, despite increased general and administrative expenses Key Financial Performance Comparison for the Period | Indicator | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :--------------------------------- | :----------------------------------- | :----------------------------------- | | Loss | (11,680,000) | (124,230,000) | | Net fair value loss on financial assets at FVTPL | (4,690,000) | (124,410,000) | | General and administrative expenses | 12,260,000 | 4,060,000 | | Interest income | 5,370,000 | 960,000 | | Loss per share (HK cents) | (0.40) | (4.28) | - The Group's net assets decreased to approximately **HKD 982.44 million** (December 31, 2024: approximately HKD 994.13 million)[9](index=9&type=chunk) [Liquidity, Financial Resources, and Capital Structure](index=5&type=section&id=流動資金%2C%20財政資源及資本架構) The Group maintains a prudent financial management strategy with no borrowings at period-end, a 0% debt-to-equity ratio, and ample cash and cash equivalents, indicating a robust financial position. The revolving loan facility with CCB Asia was terminated in September 2024 - As of June 30, 2025, the Group had **no borrowings**, and its debt-to-equity ratio was **0%**[13](index=13&type=chunk) - Cash and cash equivalents amounted to approximately **HKD 312.99 million** (December 31, 2024: approximately HKD 317.28 million)[13](index=13&type=chunk) - The USD 100 million uncommitted revolving loan facility agreement with China Construction Bank (Asia) Corporation Limited was terminated on September 26, 2024[11](index=11&type=chunk) - Over half of the retained cash is denominated in USD and held in major banks in Hong Kong, resulting in minor foreign exchange fluctuation risk[13](index=13&type=chunk) [Pledged Assets, Capital Commitments, and Contingent Liabilities](index=6&type=section&id=資產抵押%2C%20資本承擔及或然負債) As of the reporting period end, the Group had no pledged assets, significant capital commitments, or contingent liabilities, nor was it involved in any material litigation or arbitration - As of June 30, 2025, the Group had **no pledged assets**, significant capital commitments, or material contingent liabilities[15](index=15&type=chunk) - The Group was **not involved in any material litigation or arbitration**, nor were there any outstanding or threatened material lawsuits or claims against it[15](index=15&type=chunk) [Significant Acquisitions and Disposals of Subsidiaries, Associates, and Joint Ventures](index=6&type=section&id=重大收購及出售附屬公司%2C%20聯營公司及合營企業) During the period, the company did not undertake any significant acquisitions or disposals of subsidiaries, associates, or joint ventures - During the period, the company had **no significant acquisitions or disposals** of subsidiaries, associates, or joint ventures[16](index=16&type=chunk) [Events After Reporting Period](index=6&type=section&id=結算日後事項) The Board found no material disclosable events occurring after the end of the period and up to the date of this report - The Directors are **unaware of any material disclosable events** occurring after the period and up to the date of this report[17](index=17&type=chunk) [Investment Portfolio Review](index=7&type=section&id=投資組合回顧) The Group's investment portfolio spans logistics infrastructure, supply chain services, advanced manufacturing, and new energy sectors, with detailed reviews of unlisted and listed investments, including market value changes and strategic developments Overview of Key Investment Portfolio (as of June 30, 2025) | Investment Item | Cost/Carrying Value (HKD) | Market Value/Carrying Value (HKD) | % of Total Group Assets (%) | Unrealized Gain/(Loss) Recognized in the Period (HKD) | | :------- | :--------------------- | :------------------- | :------------------------- | :----------------------------------- | | Bihua Ventures | 194,987,520 | 86,706,118 | 8.7 | (653,108) | | Meicai | 200,460,000 | 267,496,320 | 26.8 | (11,932,440) | | G7 Connect Inc | 195,000,000 | 222,175,980 | 22.2 | (928,980) | | J&T Express | 153,260,180 | 90,305,227 | 9.0 | 8,657,581 | | Best Inc. | – | – | 0 | 168,043 (Disposed) | [Unlisted Investment Review](index=8&type=section&id=未上市投資回顧) The Group continues to seek high-quality investment opportunities in logistics infrastructure and supply chain services, with a detailed review of Meicai and G7 Connect Inc's business development and financial performance - The company is committed to identifying and developing high-quality investment opportunities, having established an investment presence in logistics infrastructure, supply chain services, advanced manufacturing, and new energy sectors[20](index=20&type=chunk) - Meicai maintains stable development in the catering supply chain sector by optimizing business structure, improving organizational networks, and enhancing synergy, with continuously improving financial performance and achieving break-even[22](index=22&type=chunk) - G7 Connect Inc, a technology leader in China's logistics industry, is actively integrating R&D and sales teams and expanding its product portfolio to address the challenges of a slow recovery in China's logistics sector[24](index=24&type=chunk) [Listed Investment Review](index=10&type=section&id=上市投資回顧) The Group reviewed its listed investments, including J&T Express's listing performance and outlook, Best Inc.'s privatization completion, and Jinko Technology's business performance held by Bihua Ventures - J&T Express was officially listed on the Hong Kong Stock Exchange on October 27, 2023, with the Group directly holding **13,319,355 Class B ordinary shares**, representing approximately **0.15%** of its issued share capital[26](index=26&type=chunk)[27](index=27&type=chunk) - Best Inc. completed its privatization on March 10, 2025, with the Group receiving approximately **USD 0.478 million** in consideration on March 11, 2025, and no longer holding any of Best Inc.'s issued share capital[29](index=29&type=chunk)[18](index=18&type=chunk) - Bihua Ventures directly holds approximately **1.00% equity** in Jinko Power Technology Co., Ltd., whose business revenue performance is similar to the prior year, with expected performance meeting expectations in the second half[30](index=30&type=chunk) [Employees](index=12&type=section&id=僱員) The company's employee count increased, leading to higher total staff costs, with compensation determined by market levels, individual qualifications, and performance, alongside training provisions - As of June 30, 2025, the company had **9 employees** (June 30, 2024: 6 employees)[32](index=32&type=chunk) Total Staff Costs Comparison | Indicator | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :--- | :----------------------------------- | :----------------------------------- | | Total Staff Costs | 3,530,000 | 3,130,000 | - The company determines employee remuneration based on current market salary levels, individual qualifications, and performance, and provides training[32](index=32&type=chunk) [Gearing Ratio](index=12&type=section&id=資產負債比率) The Group maintains a robust financial position with no outstanding bank borrowings, a high current ratio, and a low total liabilities-to-total assets ratio - As of June 30, 2025, the Group had **no outstanding bank borrowings**[33](index=33&type=chunk) Gearing Ratio Comparison | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :------------ | :------------- | | Current Ratio | 2,427% | 2,285% | | Total Liabilities to Total Assets Ratio | 1.74% | 2.28% | [Exchange Rate Risk](index=12&type=section&id=匯兌風險) The Group faces minor exchange rate risk as over half of its retained cash is USD-denominated, currently without a foreign currency hedging policy but under close monitoring - The Group has **no significant exchange rate risk** as over half of its retained cash is denominated in USD and held in major banks in Hong Kong[34](index=34&type=chunk) - The Group currently has **no foreign currency hedging policy** for foreign currency transactions, assets, and liabilities, but closely monitors its foreign exchange risk[34](index=34&type=chunk) [Future Outlook](index=13&type=section&id=未來前景) The company will continue to seek high-quality investment opportunities, particularly in logistics, advanced manufacturing, and new energy, leveraging China Development Bank resources to enhance profitability through diversified investments and strengthened risk management - The company is committed to identifying and developing high-quality investment opportunities, having established an investment presence in logistics infrastructure, supply chain services, advanced manufacturing, and new energy sectors[35](index=35&type=chunk) - The company will actively leverage China Development Bank's resources in logistics infrastructure and credit to help investee companies continuously improve efficiency and expand business opportunities[35](index=35&type=chunk) - The Group will seek opportunities to enhance portfolio profitability through continuous diversified investments in various segments, such as logistics, information technology, advanced manufacturing, healthcare, new energy, and energy conservation and environmental protection[35](index=35&type=chunk) - Management will continue to enhance operational capabilities by strengthening communication and comprehensively reinforcing risk management to navigate the evolving global political and economic environment[36](index=36&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=14&type=section&id=簡明綜合損益及其他全面收益表) The Group's loss for the six months ended June 30, 2025, significantly narrowed, primarily due to a substantial reduction in net fair value losses on financial assets at fair value through profit or loss, despite increased general and administrative expenses Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income | Indicator | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :--------------------------------- | :----------------------------------- | :----------------------------------- | | Net fair value loss on financial assets at FVTPL | (4,688,904) | (124,407,119) | | Realized gain on disposal of financial assets at FVTPL | 129,363 | – | | General and administrative expenses | (12,257,082) | (4,062,310) | | Finance income | 5,372,132 | 958,654 | | Loss before income tax | (11,681,951) | (124,225,697) | | Loss and total comprehensive expense attributable to owners of the company for the period | (11,681,951) | (124,225,697) | | Basic and diluted loss per share (HK cents) | (0.40) | (4.28) | [Condensed Consolidated Statement of Financial Position](index=14&type=section&id=簡明綜合財務狀況表) As of June 30, 2025, the Group's total assets and total equity slightly decreased, but total liabilities remained low, indicating a stable financial position Summary of Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (HKD) | December 31, 2024 (HKD) | | :------------------- | :--------------------- | :--------------------- | | Total Assets | 999,828,909 | 1,017,339,527 | | Non-current Assets | 686,762,064 | 700,058,544 | | Current Assets | 313,066,845 | 317,280,983 | | Total Equity attributable to owners of the company | 982,444,081 | 994,126,032 | | Total Liabilities | 17,384,828 | 23,213,495 | | Non-current Liabilities | 4,486,918 | 9,327,461 | | Current Liabilities | 12,897,910 | 13,886,034 | - Financial assets at fair value through profit or loss amounted to **HKD 666,683,645** (December 31, 2024: HKD 674,968,841)[39](index=39&type=chunk) - Cash and cash equivalents were **HKD 312,985,845** (December 31, 2024: HKD 317,280,983)[39](index=39&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=16&type=section&id=簡明綜合權益變動表) The decrease in total equity during the period primarily reflects the loss attributable to owners of the company, while share capital and share premium remained unchanged Summary of Condensed Consolidated Statement of Changes in Equity | Indicator | January 1, 2025 (HKD) | Loss for the period (HKD) | June 30, 2025 (HKD) | | :--- | :------------------- | :---------------- | :------------------- | | Share Capital | 29,022,154 | – | 29,022,154 | | Share Premium | 1,043,800,995 | – | 1,043,800,995 | | Accumulated Losses | (461,848,275) | (11,681,951) | (473,530,226) | | Total | 994,126,032 | (11,681,951) | 982,444,081 | - The loss for the period was **HKD (11,681,951)**, leading to an increase in accumulated losses[42](index=42&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=18&type=section&id=簡明綜合現金流量表) The Group experienced a net decrease in cash and cash equivalents during the period, primarily due to cash outflows from operating and financing activities, partially offset by cash inflows from investing activities Summary of Condensed Consolidated Statement of Cash Flows | Cash Flow Category | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :------------- | :----------------------------------- | :----------------------------------- | | Net cash used in operating activities | (8,199,686) | (7,569,178) | | Net cash generated from investing activities | 9,097,787 | 958,654 | | Net cash used in financing activities | (5,193,239) | – | | Net decrease in cash and cash equivalents | (4,295,138) | (6,610,524) | | Cash and cash equivalents at end of period | 312,985,845 | 79,840,960 | - Net cash generated from investing activities significantly increased, primarily from interest received on bank deposits and proceeds from the disposal of financial assets at fair value through profit or loss[44](index=44&type=chunk) [Notes to the Condensed Consolidated Financial Statements](index=19&type=section&id=簡明綜合財務報表附註) This section provides detailed notes on the basis of preparation, accounting policies, financial risk management, key estimates, segment information, and other financial disclosures [General Information](index=19&type=section&id=一般資料) The company is an investment holding company incorporated in the Cayman Islands and listed on the HKEX, with China Development Bank as its ultimate controlling entity, primarily aiming for capital appreciation through investments - CDB International Investment Corporation Limited is a limited company incorporated in the Cayman Islands, with its shares listed on The Stock Exchange of Hong Kong Limited[45](index=45&type=chunk) - The company's ultimate controlling entity is China Development Bank, a state-owned policy bank established in the People's Republic of China on March 17, 1994[45](index=45&type=chunk) - The Group's principal business is to achieve medium to long-term capital appreciation of its assets primarily through investments in money market securities, and equity and debt-related securities of listed and unlisted entities globally[45](index=45&type=chunk) [Basis of Preparation](index=19&type=section&id=編製基準) The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the HKICPA, involving key accounting estimates and judgments - The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants[47](index=47&type=chunk) - The preparation of condensed consolidated financial statements requires the use of certain key accounting estimates, and management also needs to make judgments when applying the Group's accounting policies[47](index=47&type=chunk) [Accounting Policies](index=20&type=section&id=會計政策) The accounting policies applied by the Group are consistent with those used in the prior year's financial statements, and new and amended standards adopted for the first time in this interim period had no significant impact on the financial statements - The accounting policies applied are consistent with those applied in the annual financial statements for the year ended December 31, 2024[49](index=49&type=chunk) - The first-time application of HKAS 21 and HKFRS 1 (Amendments) "Lack of Exchangeability" in this interim period had no significant impact on the amounts reported and/or disclosures in the condensed consolidated financial statements[50](index=50&type=chunk) - Standards issued but not yet applied by the Group are not expected to have a significant impact on the Group's accounting policies[51](index=51&type=chunk) [Financial Risk Management](index=21&type=section&id=財務風險管理) The Group faces market, credit, and liquidity risks, with detailed disclosures on fair value estimates of financial instruments, particularly valuation techniques, unobservable inputs, and sensitivity analysis for Level 3 instruments - The Group's business activities expose it to various financial risks: market risk (including currency risk and price risk), credit risk, and liquidity risk[52](index=52&type=chunk) - Contractual undiscounted cash outflows for financial liabilities showed no significant change compared to the year-end date of December 31, 2024[54](index=54&type=chunk) Reconciliation of Changes in Fair Value Measurements for Level 3 Financial Assets | Indicator | Financial Assets at Fair Value Through Profit or Loss (HKD) | | :--------------------------------- | :----------------------------------- | | At January 1, 2024 | 832,249,286 | | Total gains or losses recognized in profit or loss (fair value changes) | (67,018,822) | | Derecognition | (152,598,500) | | At June 30, 2024 (unaudited) | 612,631,964 | | At January 1, 2025 | 589,892,946 | | Total gains or losses recognized in profit or loss (fair value changes) | (13,514,528) | | At June 30, 2025 (unaudited) | 576,378,418 | - Fair value estimates for Level 3 financial assets use discounted net asset value or option pricing models, with sensitivity analysis performed on unobservable inputs such as volatility and risk-free rates[57](index=57&type=chunk)[59](index=59&type=chunk) [Critical Accounting Estimates and Judgements](index=25&type=section&id=關鍵會計估計及判斷) The Group's valuation of financial instruments at fair value through profit or loss for financial reporting involves significant accounting estimates and judgments, with assistance from third-party qualified valuers - The Group makes estimates and assumptions about the future, and accounting estimates rarely equate to actual circumstances[65](index=65&type=chunk) - For financial reporting, the Group selects appropriate valuation techniques for financial instruments measured at fair value through profit or loss and appoints third-party qualified valuers when Level 1 inputs are unavailable[67](index=67&type=chunk) [Segment Information](index=26&type=section&id=分部資料) The Group recognizes only one operating segment, investment holding, with its principal place of business and non-current assets (excluding financial assets) located in Hong Kong - The Group recognizes only one operating segment, **investment holding**, and does not disclose separate segment information[68](index=68&type=chunk) - The Group's country of domicile is Hong Kong, which is also the location of its principal place of business[69](index=69&type=chunk) - The Group's non-current assets (excluding financial assets) are located in Hong Kong, and all revenue is derived from the Group's operations in Hong Kong[70](index=70&type=chunk) [Income Tax Expense](index=27&type=section&id=所得稅開支) No Hong Kong profits tax provision was made for the period due to no taxable profits; however, gains from disposing of investments in mainland China are subject to a 10% withholding tax - No provision for Hong Kong profits tax has been made in the condensed consolidated financial statements as the Group did not generate any assessable profits in Hong Kong during both periods[72](index=72&type=chunk) - Under the PRC Enterprise Income Tax Law, a **10% withholding tax** is payable on gains from the disposal of investments in mainland China[73](index=73&type=chunk) [Expenses by Nature](index=27&type=section&id=按性質劃分的開支) Total general and administrative expenses significantly increased during the period, primarily due to growth in depreciation of right-of-use assets, employee benefit expenses, and other expenses Comparison of Total General and Administrative Expenses | Expense Category | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :--------- | :----------------------------------- | :----------------------------------- | | Employee benefit expenses | 3,527,613 | 3,125,846 | | Depreciation of right-of-use assets | 4,959,784 | – | | Auditor's remuneration | 184,500 | 180,000 | | Investment management fees | 100,000 | 95,200 | | Legal and professional fees | 278,214 | 139,281 | | Others | 3,206,971 | 521,983 | | **Total** | **12,257,082** | **4,062,310** | [Dividends](index=28&type=section&id=股息) For the six months ended June 30, 2025, the company neither declared nor proposed any dividends - No dividends were declared or proposed for the six months ended June 30, 2025 (June 30, 2024: Nil)[76](index=76&type=chunk) [Loss Per Share](index=28&type=section&id=每股虧損) Basic and diluted loss per share for the period was HKD 0.40 cents, a significant narrowing from the prior year, with no potential dilutive ordinary shares Summary of Loss Per Share Calculation | Indicator | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :--------------------------------- | :----------------------------------- | :----------------------------------- | | Loss attributable to owners of the company | (11,681,951) | (124,225,697) | | Weighted average number of ordinary shares in issue during the period | 2,902,215,360 | 2,902,215,360 | | Basic and diluted loss per share (HK cents) | (0.40) | (4.28) | - No diluted adjustment was made to the loss per share amounts presented for the periods ended June 30, 2025, and 2024, as the Group had no potential dilutive ordinary shares during these periods[77](index=77&type=chunk) [Financial Assets at Fair Value Through Profit or Loss](index=29&type=section&id=按公平值計入損益之金融資產) The Group's total financial assets at fair value through profit or loss slightly decreased, with detailed disclosures on investments in Bihua Ventures (holding Jinko Technology), Meicai, G7 Connect Inc, and J&T Express, including fair value changes and significant business developments Total Financial Assets at Fair Value Through Profit or Loss | Indicator | June 30, 2025 (HKD) | December 31, 2024 (HKD) | | :--- | :------------------- | :--------------------- | | Total | 666,683,645 | 674,968,841 | - Bihua Ventures holds approximately **1% equity** in Jinko Technology, and approximately **HKD 208 million** was recovered during the period through the disposal of Jinko Technology shares[80](index=80&type=chunk)[18](index=18&type=chunk) - Best Inc. completed its privatization on March 10, 2025, and the Group no longer holds its shares, recording a realized gain of approximately **HKD 0.129 million**[83](index=83&type=chunk) - The Group holds **34,441,169 convertible preference shares** in Meicai, with a fair value of approximately **HKD 267.50 million**, and possesses redemption rights[84](index=84&type=chunk)[83](index=83&type=chunk) - The Group holds **1,986,008 convertible preference shares** in G7 Connect Inc, with a fair value of approximately **HKD 222.18 million**, and possesses redemption rights[85](index=85&type=chunk) - The Group directly holds **13,319,355 Class B ordinary shares** in J&T Express, with a fair value of approximately **HKD 90.31 million**[89](index=89&type=chunk) [Cash and Cash Equivalents](index=32&type=section&id=現金及現金等價物) The Group's total cash and cash equivalents slightly decreased, primarily denominated in USD and HKD, with most being bank deposits maturing within three months Composition of Cash and Cash Equivalents | Category | June 30, 2025 (HKD) | December 31, 2024 (HKD) | | :--- | :------------------- | :--------------------- | | Bank and cash on hand | 22,179,945 | 22,324,520 | | Bank deposits maturing within three months from deposit date | 290,805,900 | 294,956,463 | | **Total** | **312,985,845** | **317,280,983** | Currency Distribution of Cash and Cash Equivalents | Currency | June 30, 2025 (HKD) | December 31, 2024 (HKD) | | :--- | :------------------- | :--------------------- | | USD | 105,070,192 | 99,543,035 | | HKD | 207,902,945 | 217,725,036 | | RMB | 12,708 | 12,912 | [Leases](index=33&type=section&id=租賃) The Group's office lease contracts continue, with changes in the carrying amounts of right-of-use assets and lease liabilities, and related depreciation and interest expenses recognized in profit or loss - The Group has entered into office lease contracts, with the operating office lease commencing on October 1, 2024, and ending on November 30, 2026[91](index=91&type=chunk) Carrying Amounts of Right-of-Use Assets and Lease Liabilities | Indicator | June 30, 2025 (HKD) | December 31, 2024 (HKD) | | :--- | :------------------- | :--------------------- | | Carrying amount of right-of-use assets | 14,052,723 | 19,012,507 | | Carrying amount of lease liabilities | 14,268,703 | 19,109,246 | Amounts Recognized in Profit or Loss Related to Leases | Item | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :--- | :----------------------------------- | :----------------------------------- | | Interest on lease liabilities | 352,696 | 213,467 | | Depreciation expense of right-of-use assets | 4,959,784 | 2,479,892 | | Expense relating to short-term leases | 247,150 | 139,440 | | **Total recognized in profit or loss** | **5,559,630** | **2,832,799** | [Other Payables and Accrued Expenses](index=34&type=section&id=其他應付款項及應計費用) Other payables and accrued expenses primarily consist of accrued general and administrative expenses, which decreased during the period Other Payables and Accrued Expenses | Item | June 30, 2025 (HKD) | December 31, 2024 (HKD) | | :--- | :------------------- | :--------------------- | | Accrued general and administrative expenses | 3,116,125 | 4,104,249 | [Share Capital](index=34&type=section&id=股本) The number and par value of the company's issued and fully paid ordinary shares remained unchanged during the period Issued and Fully Paid Ordinary Shares | Indicator | Number of Shares | Par Value of Ordinary Shares (HKD) | | :--- | :--------- | :---------------- | | As of June 30, 2025 | 2,902,215,360 | 29,022,154 | [Related Party Transactions](index=34&type=section&id=關聯方交易) The Group has a loan facility agreement with its direct holding company, CDB International Holdings, which remains undrawn, and disclosed key management personnel compensation - The company entered into a term loan facility agreement with its direct holding company, CDB International Holdings, for up to **USD 100,000,000**, with no portion of the facility drawn as of June 30, 2025[95](index=95&type=chunk) Key Management Personnel Compensation | Compensation Category | For the six months ended June 30, 2025 (HKD) | For the six months ended June 30, 2024 (HKD) | | :------- | :----------------------------------- | :----------------------------------- | | Short-term benefits | 1,596,746 | 1,731,221 | | Post-employment benefits | 79,837 | 178,814 | | **Total** | **1,676,583** | **1,910,035** | [Events After Reporting Date](index=35&type=section&id=報告日後事項) The Board found no material disclosable events occurring after June 30, 2025, and up to the date of this report - The Directors are **unaware of any material disclosable events** occurring after June 30, 2025, and up to the date of this report[98](index=98&type=chunk) [Net Asset Value Per Share](index=35&type=section&id=每股資產淨值) As of June 30, 2025, the company's net asset value per share was HKD 0.34, consistent with the previous year-end Net Asset Value Per Share | Indicator | June 30, 2025 (HKD) | December 31, 2024 (HKD) | | :--- | :------------------- | :--------------------- | | Net Asset Value Per Share | 0.34 | 0.34 | - Net asset value per share is calculated based on the condensed consolidated net assets of **HKD 982,444,081** as of June 30, 2025, and **2,902,215,360 ordinary shares** in issue as of June 30, 2025[99](index=99&type=chunk) [Review Report on Interim Financial Information](index=36&type=section&id=中期財務資料審閱報告) Independent auditor BDO Limited, Hong Kong, reviewed the Group's condensed interim financial statements and found no matters indicating non-preparation in accordance with HKAS 34 - The auditor conducted the review in accordance with Hong Kong Standard on Review Engagements 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity"[102](index=102&type=chunk) - The scope of a review is substantially less than an audit conducted in accordance with Hong Kong Standards on Auditing, thus it does not enable the auditor to obtain assurance that all significant matters that might be identified in an audit will be known, and therefore no audit opinion is expressed[102](index=102&type=chunk) - Based on the review, the auditor found **no matters** that cause them to believe the condensed consolidated interim financial statements are not prepared, in all material respects, in accordance with HKAS 34[103](index=103&type=chunk) [Other Information](index=37&type=section&id=其他資料) This section covers disclosures regarding directors' and substantial shareholders' interests, share option schemes, interim dividends, committee compositions, corporate governance, and changes in director information [Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures](index=37&type=section&id=董事及最高行政人員於股份%2C%20相關股份及債券中之權益及淡倉) As of June 30, 2025, no directors, chief executive, or their associates held disclosable interests or short positions in the company's or its associated corporations' shares, underlying shares, or debentures - As of June 30, 2025, **no directors or chief executive** of the company, or their respective associates, had any interests or short positions in the shares, underlying shares, or debentures of the company or any of its associated corporations that were required to be recorded in the register kept under Section 352 of the Securities and Futures Ordinance or notified to the company and the Stock Exchange under the Model Code set out in Appendix C3 of the Listing Rules[105](index=105&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares, Underlying Shares, and Debentures](index=37&type=section&id=主要股東於股份%2C%20相關股份及債券中之權益及淡倉) The company disclosed substantial shareholders' long positions in shares and underlying shares, with China Development Bank and its subsidiaries holding approximately 66.16% interest, and Mr. Liu Tong and his wholly-owned Yuming Investment Limited holding approximately 5.64% interest Substantial Shareholders' Long Positions in the Company's Shares and Underlying Shares | Shareholder Name | Nature of Interest | Number of Issued Shares Held | Approximate Percentage of Issued Share Capital (%) | | :----------- | :------- | :----------------------- | :------------------------- | | China Development Bank | Corporate interest | 1,920,000,000 | 66.16 | | CDB Financial Co., Ltd. | Corporate interest | 1,920,000,000 | 66.16 | | CDB International Holdings | Corporate interest | 1,920,000,000 | 66.16 | | Mr. Liu Tong | Corporate interest | 163,702,560 | 5.64 | | Yuming Investment Limited | Corporate interest | 163,702,560 | 5.64 | - CDB International Holdings is a wholly-owned subsidiary of CDB Financial Co., Ltd., which is a wholly-owned subsidiary of China Development Bank; thus, China Development Bank and CDB Financial Co., Ltd. are deemed to have interests in the same percentage of shares held by CDB International Holdings[107](index=107&type=chunk) - Yuming Investment Limited is beneficially and wholly owned by Mr. Liu Tong; thus, Mr. Liu Tong is deemed to have an interest in the same percentage of shares held by Yuming[107](index=107&type=chunk) [Share Option Scheme](index=38&type=section&id=購股權計劃) The company had no share option scheme during the period, nor did any directors or chief executive possess or exercise any rights to subscribe for company securities - The company **had no share option scheme** during the period[109](index=109&type=chunk) - During the period, **no directors or chief executive** of the company, or their respective associates, had any rights to subscribe for securities of the company or its associated corporations, nor had any such rights been exercised[109](index=109&type=chunk) [Interim Dividend](index=38&type=section&id=中期股息) The Board does not recommend the payment of an interim dividend for the period - The Directors **do not recommend the payment of an interim dividend** for the period (June 30, 2024: Nil)[110](index=110&type=chunk) [Audit Committee](index=38&type=section&id=審核委員會) The Audit Committee comprises four non-executive directors, chaired by independent non-executive director Mr. Zhang Yilin, responsible for reviewing financial reporting, internal controls, and risk management, and has reviewed the interim results for the period - The Audit Committee comprises **four members**: Mr. Lu Yanpo, Mr. Zhang Yilin, Mr. Xian Ruimin, and Ms. Fang Xuan, all of whom are non-executive directors[111](index=111&type=chunk) - The Chairman of the Audit Committee is Mr. Zhang Yilin, an **independent non-executive director** of the company[111](index=111&type=chunk) - The Audit Committee has reviewed the Group's interim results announcement and interim report for the period, including the unaudited condensed consolidated interim financial information[111](index=111&type=chunk) [Remuneration Committee](index=38&type=section&id=薪酬委員會) The Remuneration Committee comprises four members, mostly independent non-executive directors, chaired by Mr. Xian Ruimin, advising the Board on remuneration policies and structures for directors and senior management - The Remuneration Committee comprises **four members**: Mr. Lu Yanpo, Mr. Xian Ruimin, Ms. Fang Xuan, and Mr. Zhang Yilin, with the majority being independent non-executive directors[112](index=112&type=chunk) - The Chairman of the Remuneration Committee is Mr. Xian Ruimin, an **independent non-executive director** of the company[112](index=112&type=chunk) - The Remuneration Committee advises the Board on the overall remuneration policy and structure for the Group's directors and senior management[112](index=112&type=chunk) [Nomination Committee](index=39&type=section&id=提名委員會) The Nomination Committee comprises three members, mostly independent non-executive directors, chaired by Board Chairman Mr. Lu Yanpo, responsible for reviewing board structure and proposing changes, and has adopted a board diversity policy - The Nomination Committee comprises **three members**: Mr. Lu Yanpo, Ms. Fang Xuan, and Mr. Zhang Yilin, with the majority being independent non-executive directors[113](index=113&type=chunk) - The Chairman of the Nomination Committee is Mr. Lu Yanpo, the **Chairman of the Board**[113](index=113&type=chunk) - The Nomination Committee reviews the structure, size, and composition (including skills, knowledge, and experience) of the Board at least annually and makes recommendations on any proposed changes to the Board to complement the company's strategy[113](index=113&type=chunk) - The Board adopted a **Board Diversity Policy** in 2013[113](index=113&type=chunk) [Purchase, Sale or Redemption of Shares](index=39&type=section&id=買賣或贖回股份) During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the period, **neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities**[114](index=114&type=chunk) [Compliance with Corporate Governance Code](index=39&type=section&id=遵守企業管治守則) The company complied with all code provisions of the Corporate Governance Code in Appendix C1 of the Listing Rules during the period, except for the absence of executive directors, for which the company is actively seeking candidates - The company has **complied with all code provisions** of the Corporate Governance Code set out in Appendix C1 of the Listing Rules throughout the period[115](index=115&type=chunk) - A deviation from Code Provision B.1 of Part 2 of the Corporate Governance Code exists as the Board has **no executive directors**, and the company is actively seeking suitable candidates to fill the vacancy[115](index=115&type=chunk) [Compliance with Model Code for Securities Transactions by Directors](index=39&type=section&id=遵守董事進行證券交易之標準守則) The company's directors confirmed compliance with the required standards set out in the Model Code throughout the period - Following specific enquiries by the company, the Directors confirmed their **compliance with the required standards** set out in the Model Code throughout the period[116](index=116&type=chunk) [Changes in Information of Directors and Chief Executive Officer under Rule 13.51B(1) of the Listing Rules](index=40&type=section&id=根據上市規則第13.51B%281%29條披露董事及行政總裁資料變動) The company disclosed the appointments of Mr. Jiang Qi as CEO and Mr. Li Yixuan as a non-executive director, along with Ms. Fang Xuan's change in role as an independent non-executive director for another company - Mr. Jiang Qi was appointed as the company's Chief Executive Officer effective June 6, 2025, possessing **over 23 years of experience** in loan management, administrative management, risk management, and investment management[118](index=118&type=chunk) - Mr. Li Yixuan was appointed as a non-executive director of the company effective July 2, 2025, and serves as a member of the Nomination, Audit, and Remuneration Committees, with **over 20 years of relevant management experience**[118](index=118&type=chunk) - Ms. Fang Xuan has served as an independent non-executive director of China Travel International Investment Hong Kong Limited since March 26, 2025[119](index=119&type=chunk) [Acknowledgements](index=41&type=section&id=致謝) The Board extends sincere gratitude to external professionals, fellow directors, company staff, and shareholders for their professional services, valuable contributions, diligence, and hard work during the period - The Board extends its sincere gratitude to external professionals for their professional services provided to the Group during the period[122](index=122&type=chunk) - The Board thanks all directors for their valuable contributions and the company's staff for their diligence and hard work during the period[122](index=122&type=chunk) - The Board expresses its sincere appreciation to the company's shareholders for their support of the Group[122](index=122&type=chunk)
开源控股(01215) - 2025 - 年度业绩
2025-09-05 09:29
[Supplementary Announcement to Annual Report](index=1&type=section&id=Supplementary%20Announcement%20to%20Annual%20Report) This announcement supplements Kai Yuan Holdings Limited's 2024 Annual Report, detailing the share option scheme's participant eligibility, consideration, acceptance period, and validity, alongside an update on board composition [Details of Share Option Scheme](index=1&type=section&id=Details%20of%20Share%20Option%20Scheme) This section elaborates on the key terms of the company's share option scheme, covering participant eligibility, offer acceptance, required consideration, and the scheme's effective and total validity dates [Eligibility of Scheme Participants](index=1&type=section&id=Eligibility%20of%20Scheme%20Participants) The share option scheme includes all employees and non-executive directors of the Group as eligible participants - Participants in the share option scheme include all employees of the Group (full-time or part-time, including executive directors) and non-executive directors (including independent non-executive directors)[4](index=4&type=chunk) [Consideration and Acceptance Period for Share Options](index=1&type=section&id=Consideration%20and%20Acceptance%20Period%20for%20Share%20Options) The share option offer has a 28-day acceptance period, requiring a HK$1.00 payment from participants - The acceptance period for the share option offer is **28 days** from the date the offer is made[5](index=5&type=chunk) - Participants accepting the offer within 28 days must pay a consideration of **HK$1.00**[5](index=5&type=chunk) [Validity Period of Share Option Scheme](index=2&type=section&id=Validity%20Period%20of%20Share%20Option%20Scheme) The share option scheme became effective on June 2, 2022, with a total validity of 10 years - The share option scheme became effective on **June 2, 2022**, with a validity period of **10 years**[6](index=6&type=chunk) - As of December 31, 2024, the scheme has a remaining validity period of approximately **7.4 years** (until June 1, 2032)[6](index=6&type=chunk) [Board of Directors Composition](index=2&type=section&id=Board%20of%20Directors%20Composition) This section lists the updated members of Kai Yuan Holdings Limited's Board of Directors and their respective positions as of the announcement date Board of Directors List | Position | Name | | :--- | :--- | | **Executive Directors** | Mr. Xue Jian | | | Mr. Luo Yongzhi | | **Independent Non-Executive Directors** | Mr. Tam San Wing | | | Mr. Wu Chi Bin | | | Mr. He Yi | | | Ms. Guo Peixia |
中煤能源(01898) - 2025 - 中期财报


2025-09-05 09:14
(於中華人民共和國註冊成立的股份有限公司) 股份代碼 : 01898 中期報告 存 以 量 提 效 與 增 量 轉 型 並 舉 高 質 量 發 展 回 饋 投 資 者 2025 中國中煤能源股份有限公司 二零二五年中期報告 1 董事長致辭 尊敬的各位股東: 2025年上半年,中煤能源堅決貫徹黨中央、國務院決策部署,深入踐行「存量提效、增量轉型」發展思路,在煤炭 市場持續下行的背景下,積極應對困難挑戰,紥實推進高質量發展,生產經營保持良好態勢。報告期內,本集團 實現收入744億元、本公司股東應佔利潤73億元,經營總體平穩;經營活動現金淨流入77億元,創現能力良好;資 產負債率45.1%,財務結構更趨穩健。積極回饋投資者,提升2024年度分紅比例並實施2025年中期分紅,優化分紅 節奏,提升投資者獲得感。 上半年,本集團科學高效組織生產,持續強化產銷協同。煤炭業務着力優化生產佈局,充分釋放礦井優質產能, 完成商品煤產量6,734萬噸,同比增加84萬噸。緊盯穩市場份額和長協合同履約,加大「兩湖一江」冶金煤市場開 拓,開闢大海則煤下水通道,完成自產商品煤銷量6,711萬噸,同比增加92萬噸。煤化工業務「安穩長滿優」運 ...
新疆新鑫矿业(03833) - 2025 - 中期财报
2025-09-05 09:14
[Company Information](index=2&type=section&id=Company%20Information) This section provides an overview of the company's governance structure, including board and committee members, and essential registration details [Board of Directors and Supervisory Board Members](index=3&type=section&id=Board%20of%20Directors%20and%20Supervisory%20Board%20Members) This section lists the company's Board of Directors and Supervisory Board members, along with changes, noting the Supervisory Board's abolition on June 27, 2025 - Executive Director Li Jiangping was appointed on **August 29, 2025**. Non-executive Director Chen Yin was appointed Chairman on **August 2, 2025**, while Qi Xinhui resigned as Chairman on the same day and as Director on **August 29, 2025**[3](index=3&type=chunk) - The company abolished the Supervisory Board and revised its Articles of Association on **June 27, 2025**, with the Board's Audit Committee assuming the Supervisory Board's functions as stipulated by the Company Law from that date[4](index=4&type=chunk)[75](index=75&type=chunk) [Committee Composition](index=3&type=section&id=Committee%20Composition) This section details the composition and key personnel changes of the company's Audit Committee, Remuneration and Appraisal Committee, Nomination Committee, and Strategy and Sustainable Development (ESG) Committee - The Audit Committee comprises Hu Benyuan (Chairman), Hu Chengye, and Li Daowei[3](index=3&type=chunk) - The Chairman of the Strategy and Sustainable Development (ESG) Committee changed from Qi Xinhui (resigned on **August 29, 2025**) to Chen Yin (appointed on **August 29, 2025**)[4](index=4&type=chunk) [Company Basic Information](index=4&type=section&id=Company%20Basic%20Information) This section provides the company's authorized representatives, registered office, principal place of business, legal counsel, auditor, H-share registrar, public relations contact, website, and stock code - Authorized representatives include Chen Yin (appointed **May 9, 2025**, resigned **August 29, 2025**), Qi Xinhui (resigned **May 9, 2025**), Li Jiangping (appointed **August 29, 2025**), Lin Zhaorong, and Li Dawei (alternates)[6](index=6&type=chunk) - The company's legal address and principal place of business in China are at No. 501 Ronghe South Road, Cooperation Zone, Economic and Technological Development Zone, Urumqi, Xinjiang, while its Hong Kong registered office is on the 9th Floor, The Center, 99 Queen's Road Central, Central, Hong Kong[6](index=6&type=chunk) - The company's stock code is **3833**, and its website is kunlun.wsfg.hk[6](index=6&type=chunk) [Company Performance](index=4&type=section&id=Company%20Performance) This section presents the unaudited consolidated operating results for the six months ended June 30, 2025, highlighting a 4.9% increase in revenue but a 50.2% decrease in net profit attributable to shareholders [Overall Performance](index=4&type=section&id=Overall%20Performance) This section reports the unaudited consolidated operating results for the six months ended June 30, 2025, showing a 4.9% year-on-year increase in revenue but a significant 50.2% decrease in net profit attributable to shareholders, mainly due to lower average selling prices of electrolytic nickel and increased production costs 2025 H1 Consolidated Operating Results Overview | Indicator | 2025 H1 (RMB million) | 2024 H1 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Consolidated Operating Revenue | 1,117.9 | 1,065.4 | +4.9% | | Net Profit Attributable to Company Shareholders | 71.6 | 144.0 | -50.2% | | Basic Earnings Per Share | 0.032 | 0.065 | -50.8% | - The significant decrease in net profit was primarily due to: (1) a year-on-year decrease of approximately **10.9%** in the average selling price of electrolytic nickel (excluding tax) (from **RMB 124,230/tonne** to **RMB 110,688/tonne**); and (2) increased production costs, mainly from using externally purchased nickel concentrate in production[7](index=7&type=chunk) [Dividend Policy and Business Combinations](index=5&type=section&id=Dividend%20Policy%20and%20Business%20Combinations) The Board does not recommend an interim dividend for 2025, and the Group completed the acquisition of Huaou Mining's equity in June 2025, which constituted a business combination under common control, leading to restatement of 2024 consolidated financial statements - The Board does not recommend an interim dividend for **2025**[9](index=9&type=chunk) - The Group completed the acquisition of Huaou Mining's equity in **June 2025**, which constituted a business combination under common control, leading to the restatement of the **2024** consolidated financial statements[9](index=9&type=chunk) [Resources and Reserves](index=5&type=section&id=Resources%20and%20Reserves) This section provides estimated resource and reserve data for the company's nickel-copper, vanadium, and fluorite mines as of June 30, 2025 [Nickel-Copper Ore Resources and Reserves](index=6&type=section&id=Nickel-Copper%20Ore%20Resources%20and%20Reserves) This section presents the estimated resource and reserve data for the company's four wholly-owned nickel-copper mines (Karatongke, Huangshandong, Huangshan, and Xiangshan) as of June 30, 2025 Nickel-Copper Ore Resources and Reserves as of June 30, 2025 | Mining Area | Ore Volume (tonnes) | Copper Grade (%) | Nickel Grade (%) | Copper Metal Volume (tonnes) | Nickel Metal Volume (tonnes) | | :--- | :--- | :--- | :--- | :--- | :--- | | **Resources** | | | | | | | Karatongke Nickel-Copper Mine | 26,421,659 | 0.98 | 0.56 | 258,023 | 147,046 | | Huangshandong, Huangshan, Xiangshan Nickel-Copper Mines | 62,291,299 | 0.29 | 0.46 | 180,521 | 287,419 | | **Total Resources** | **88,712,958** | | | **438,544** | **434,465** | | **Reserves** | | | | | | | Karatongke Nickel-Copper Mine | 16,404,590 | 1.03 | 0.62 | 169,414 | 102,510 | | Huangshandong, Huangshan, Xiangshan Nickel-Copper Mines | 24,666,007 | 0.31 | 0.50 | 77,399 | 124,312 | | **Total Reserves** | **41,070,597** | | | **246,813** | **226,822** | [Vanadium Ore Resources](index=7&type=section&id=Vanadium%20Ore%20Resources) This section presents the estimated resource data for the company's two vanadium mines (Xianghejie and Mujiahe) as of June 30, 2025, and updates on exploration permit validity Vanadium Ore Resources as of June 30, 2025 | Mining Area | Ore Volume (tonnes) | V2O5 Grade (%) | V2O5 Volume (tonnes) | | :--- | :--- | :--- | :--- | | Xianghejie Vanadium Mine | 10,159,400 | 0.95 | 96,300 | | Mujiahe Vanadium Mine | 16,410,100 | 0.89 | 146,015 | | **Total Resources** | **26,569,500** | | **242,315** | - The exploration permit for Mujiahe Vanadium Mine has been extended from **January 14, 2025**, to **January 14, 2030**; the application for Xianghejie Vanadium Mine's exploration permit is still pending[12](index=12&type=chunk) [Fluorite Ore Resources and Reserves](index=7&type=section&id=Fluorite%20Ore%20Resources%20and%20Reserves) This section presents the estimated resource and reserve data for the company's Karqiar Fluorite Mine as of June 30, 2025 Karqiar Fluorite Ore Resources and Reserves as of June 30, 2025 | Indicator | Ore Volume (tonnes) | CaF2 Grade (%) | CaF2 Volume (tonnes) | | :--- | :--- | :--- | :--- | | **Resources** | 61,936,000 | 32.95 | 20,409,000 | | **Reserves** | 24,787,000 | 28.60 | 7,094,000 | [Management Discussion and Analysis](index=7&type=section&id=Management%20Discussion%20and%20Analysis) This section provides a comprehensive review of the company's market performance, business operations, financial results, risk management, and future strategies [Market Review](index=8&type=section&id=Market%20Review) This section reviews the market price trends of major international and domestic metals (electrolytic nickel, cathode copper) during the reporting period, indicating a decrease in electrolytic nickel prices and an increase in cathode copper prices Major Metal Price Changes (Period vs. Prior Period) | Indicator | 2025 H1 | 2024 H1 | YoY Change (%) | | :--- | :--- | :--- | :--- | | LME Nickel 3-Month Futures Price (USD/tonne) | 15,574 | 17,750 | -12.3% | | LME Cathode Copper 3-Month Futures Price (USD/tonne) | 9,446 | 9,207 | +2.6% | | Shanghai Futures Exchange Average Nickel Settlement Price (RMB/tonne) | 124,596 | 136,296 | -8.6% | | Shanghai Spot Nickel Average Price (RMB/tonne) | 126,015 | 137,660 | -8.5% | | Shanghai Futures Exchange Average Copper Settlement Price (RMB/tonne) | 77,514 | 74,539 | +4.0% | | Shanghai Spot Copper Average Price (RMB/tonne) | 77,718 | 74,569 | +4.2% | - During the period, domestic price trends for electrolytic nickel and cathode copper were largely consistent with international markets[16](index=16&type=chunk) [Business Review](index=8&type=section&id=Business%20Review) This section reviews the Group's operating revenue, net profit, production and sales volumes of major products (electrolytic nickel, cathode copper), and average selling prices during the reporting period, noting revenue growth but a decline in net profit and electrolytic nickel selling prices 2025 H1 Key Operating Data | Indicator | 2025 H1 | 2024 H1 | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue (RMB million) | 1,117.9 | 1,065.4 | +4.9% | | Net Profit (RMB million) | 68.0 | 130.1 | -47.8% | | Net Profit Attributable to Company Shareholders (RMB million) | 71.6 | 144.0 | -50.2% | | Electrolytic Nickel Production (tonnes) | 6,030 | 4,757 | +26.7% | | Cathode Copper Production (tonnes) | 3,815 | 4,102 | -7.0% | | Electrolytic Nickel Sales (tonnes) | 5,672 | 4,378 | +29.6% | | Cathode Copper Sales (tonnes) | 4,559 | 3,008 | +51.6% | | Electrolytic Nickel Average Selling Price (RMB/tonne, excl. tax) | 110,688 | 124,230 | -10.9% | | Cathode Copper Average Selling Price (RMB/tonne, excl. tax) | 69,243 | 69,407 | -0.2% | [Outlook and Strategies](index=9&type=section&id=Outlook%20and%20Strategies) The company plans to increase production in H2 2025, setting targets for electrolytic nickel and cathode copper, while strengthening market research, implementing flexible marketing strategies, and upgrading production processes to adapt to industry changes and enhance economic efficiency - In **H2 2025**, the Group plans to produce **12,000 tonnes** of electrolytic nickel and **9,900 tonnes** of cathode copper[18](index=18&type=chunk) - The Group will strengthen analysis of international and domestic price trends for electrolytic nickel and cathode copper, implementing more flexible and proactive marketing strategies to achieve higher product selling prices[18](index=18&type=chunk) - The Group is committed to upgrading major production processes, tapping internal potential, striving to increase production and revenue, strictly controlling non-production expenses, further reducing production costs and expenses, and continuously improving the Group's economic efficiency, management level, and overall operational efficiency[18](index=18&type=chunk) [Mineral Exploration, Mining Development, and Ore Extraction Activities](index=9&type=section&id=Mineral%20Exploration%2C%20Mining%20Development%2C%20and%20Ore%20Extraction%20Activities) This section details the company's specific activities and related expenditures in mineral exploration, mining development, and ore extraction during the reporting period - During the period, the Group's expenditures on mineral exploration activities totaled approximately **RMB 4.1 million**[19](index=19&type=chunk) - During the period, the Group's expenditures on mining development activities totaled approximately **RMB 31.1 million**[20](index=20&type=chunk) - During the period, Karatongke Mining produced **570,133 tonnes** of ore, and Xinjiang Yakesi and Hami Jubao produced **667,412 tonnes** of ore, with total ore extraction business expenses of approximately **RMB 88.3 million**[22](index=22&type=chunk) [Financial Review and Analysis](index=10&type=section&id=Financial%20Review%20and%20Analysis) This section provides a detailed analysis of the Group's turnover, gross profit, expenses, investment income, financial position, liquidity, and financial resources, noting increased turnover but decreased gross profit and margin, increased net finance costs and investment income, a stable balance sheet, but significantly higher net debt and gearing ratio due to increased borrowings Sales Details by Product (Six Months Ended June 30, 2025) | Product Name | Sales Volume (tonnes) | Amount (RMB thousand) | % of Main Business Revenue | | :--- | :--- | :--- | :--- | | Electrolytic Nickel | 5,672 | 627,861 | 57.1 | | Cathode Copper | 4,559 | 315,691 | 28.7 | | Copper Concentrate | 3,764 | 67,951 | 6.2 | | Other Products | – | 88,955 | 8.0 | | **Total Main Business Revenue** | – | **1,100,458** | **100** | | Fair Value Change Gain/Loss | – | (3,247) | – | | Main Business Cost | – | (866,677) | 78.8 | | **Gross Profit/Gross Profit Margin** | – | **230,534 / 21.0%** | | - Main business gross profit was **RMB 230.5 million**, a decrease of approximately **RMB 92.8 million** from the prior period; the main business gross profit margin was approximately **21.0%**, a decrease of approximately **9.2 percentage points** from the prior period[25](index=25&type=chunk) Liquidity and Financial Resources Overview | Indicator | June 30, 2025 (RMB million) | December 31, 2024 (RMB million) | | :--- | :--- | :--- | | Total Cash and Cash Equivalents | 547.0 | 582.4 | | Total Borrowings | 1,966.2 | 764.0 | | Net Debt | 1,419.2 | 181.6 | | Gearing Ratio | 18.6% | 2.5% | [Risk Management](index=13&type=section&id=Risk%20Management) This section outlines the company's main risks, including commodity price fluctuations, exchange rate volatility, environmental policy changes, and interest rate risk, along with strategies adopted to mitigate them - The Group's product prices are affected by international and domestic market prices, global supply and demand changes, economic cycles, and currency market fluctuations, which may significantly impact turnover and comprehensive income[34](index=34&type=chunk) - Fluctuations in the RMB against a basket of currencies may affect international and domestic commodity prices and adversely impact net assets, profits, and dividends when converted or translated into HKD[35](index=35&type=chunk) - Interest rate risk primarily arises from bank borrowings; as of **June 30, 2025**, the Group's interest-bearing debt mainly consisted of RMB-denominated floating-rate borrowings, totaling **RMB 1,965.3 million**[38](index=38&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=14&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[39](index=39&type=chunk) [Pledge of Assets](index=14&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group had no pledged or charged assets - As of **June 30, 2025**, the Group had no pledged or charged assets[40](index=40&type=chunk) [Contingent Liabilities](index=14&type=section&id=Contingent%20Liabilities) Except for specific matters disclosed in the notes to the financial statements, the Group had no other significant contingent liabilities as of June 30, 2025 - Except for those disclosed in Notes X, 2(4) and XIII to the Group's unaudited consolidated interim financial statements, the Group had no other significant contingent liabilities as of **June 30, 2025**[41](index=41&type=chunk) [Major Acquisitions and Disposals](index=14&type=section&id=Major%20Acquisitions%20and%20Disposals) During the reporting period, the company completed the acquisition of a 51% equity interest in Huaou Mining, making it a non-wholly-owned subsidiary, with no other major acquisitions or disposals by the Group - On **February 14, 2025**, the company entered into an equity transfer agreement with Nonferrous Group and Huaou Mining to acquire a **51%** equity interest in Huaou Mining for approximately **RMB 1,098.08 million**[42](index=42&type=chunk) - The transaction was completed on **June 12, 2025**, and Huaou Mining became a non-wholly-owned subsidiary of the company[42](index=42&type=chunk) - Apart from the aforementioned acquisition, the Group had no other major acquisitions or disposals[43](index=43&type=chunk) [Events After the Balance Sheet Date](index=14&type=section&id=Events%20After%20the%20Balance%20Sheet%20Date) After the balance sheet date, the company signed an agreement with Sichuan Aokai to acquire a 2.4167% equity interest in Zhongxin Mining for zero consideration, making it a wholly-owned subsidiary - On **June 26, 2025**, the Group signed an agreement with Sichuan Aokai Investment Development Co., Ltd., agreeing to transfer Sichuan Aokai's **2.4167%** equity interest in Xinjiang Zhongxin Mining Co., Ltd. to the Group for zero consideration[44](index=44&type=chunk) - The industrial and commercial change registration for this transaction was completed on **August 14, 2025**, making Zhongxin Mining a wholly-owned subsidiary of the Group[44](index=44&type=chunk) [Historical Capital Expenditures](index=15&type=section&id=Historical%20Capital%20Expenditures) This section presents the Group's capital expenditures by business segment during the reporting period, with Huaou Mining's mining and beneficiation construction projects, beneficiation, and related businesses accounting for 73.9% of the total Capital Expenditures for the Six Months Ended June 30, 2025 | Business Segment | Amount (RMB thousand) | % of Total | | :--- | :--- | :--- | | Karatongke Mining's mining, beneficiation, smelting, and related businesses | 31,218 | 6.4% | | Fukang Smelter's refining and related businesses | 60,260 | 12.3% | | Xinjiang Yakesi's mining and beneficiation businesses | 36,467 | 7.4% | | Huaou Mining's mining and beneficiation construction projects, beneficiation, and related businesses | 362,678 | 73.9% | | **Total** | **490,623** | **100%** | [Group's Plans for Major Investments or Capital Asset Acquisitions in H2 2025](index=15&type=section&id=Group%27s%20Plans%20for%20Major%20Investments%20or%20Capital%20Asset%20Acquisitions%20in%20H2%202025) The company plans multiple investments in H2 2025 for Karatongke Mining, Fukang Smelter, Xinjiang Yakesi, and Huaou Mining to enhance production capacity, improve automation, and advance construction projects, with a total planned investment of approximately RMB 547.3 million - Karatongke Mining plans to invest approximately **RMB 123.2 million** to improve its daily mining capacity of **3,400 tonnes**, daily beneficiation capacity of **3,000 tonnes**, annual production of water-quenched metallized high-grade nickel matte with **8,000 tonnes** of nickel metal, and automation, process optimization, and production capacity enhancement projects[47](index=47&type=chunk) - Fukang Smelter plans to invest approximately **RMB 137.9 million** to improve supporting facilities for electrolytic nickel and cathode copper refining capacity, as well as automation, process optimization, and production capacity enhancement projects[47](index=47&type=chunk) - Huaou Mining's mining and beneficiation construction projects, beneficiation, and related projects plan to invest approximately **RMB 237.3 million**; all planned funds will be financed by the Group's internal operating capital[49](index=49&type=chunk)[51](index=51&type=chunk) [Commitments](index=15&type=section&id=Commitments) The Group's commitments as of June 30, 2025, are disclosed in Note XIII to the unaudited consolidated interim financial statements - The Group's commitments as of **June 30, 2025**, are disclosed in Note XIII to the unaudited consolidated interim financial statements[53](index=53&type=chunk) [Directors' Interests](index=15&type=section&id=Directors%27%20Interests) This section details the contractual interests of directors and supervisors, their interests and short positions in shares, underlying shares, and debentures, and the share appreciation rights incentive scheme [Directors' and Supervisors' Contractual Interests](index=16&type=section&id=Directors%27%20and%20Supervisors%27%20Contractual%20Interests) As of June 30, 2025, no director or supervisor of the company had any direct or indirect material interest in any contract significant to the Group's business entered into by the company, its holding company, its subsidiaries, or any fellow subsidiaries during the period - As of **June 30, 2025**, no director or supervisor of the company had any direct or indirect material interest in any contract significant to the Group's business entered into by the company, its holding company, its subsidiaries, or any fellow subsidiaries during the period[55](index=55&type=chunk) [Directors' and Supervisors' Interests and Short Positions in Shares, Underlying Shares and Debentures](index=16&type=section&id=Directors%27%20and%20Supervisors%27%20Interests%20and%20Short%20Positions%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures) This section discloses the long positions held by Mr. Zhou Chuanyou, a director, in the company's shares and underlying shares as of June 30, 2025 Director Zhou Chuanyou's Long Positions in Company Shares or Underlying Shares as of June 30, 2025 | Director/Supervisor | Personal Interest | Corporate Interest | Total Interest | Share Class | % of Relevant Share Class | % of Total Share Capital | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Zhou Chuanyou | | 480,924,000 | 345,924,000 | Domestic Shares | 27.47% | 15.65% | | | | | 135,000,000 | H Shares | 14.20% | 6.11% | - Mr. Zhou Chuanyou beneficially owns all equity or share capital interests in Shanghai Yilian Mining Energy Industrial Co., Ltd. and Zhongjin Investment (Group) Co., Ltd[56](index=56&type=chunk)[57](index=57&type=chunk) [Share Appreciation Rights Incentive Scheme](index=17&type=section&id=Share%20Appreciation%20Rights%20Incentive%20Scheme) The company adopted a Share Appreciation Rights Incentive Scheme on October 29, 2021, granting 63,500,000 share appreciation rights to 150 grantees; as of June 30, 2025, the number of grantees was adjusted to 96, with 34,685,000 effective rights, and an exercise price of HKD 1.31 per right - On **October 29, 2021**, the company adopted the "Xinjiang Xinxin Mining Co., Ltd. 2021 H-share Share Appreciation Rights Incentive Scheme," granting **63,500,000** share appreciation rights to **150** senior and middle management personnel and other core employees, with an exercise price of **HKD 1.58 per right**[59](index=59&type=chunk) - As of **June 30, 2025**, the number of grantees under the incentive scheme was adjusted from **118** to **96**, and the number of effective rights was adjusted from **43,955,000** to **34,685,000**[61](index=61&type=chunk) - The adjusted exercise price is **HKD 1.31 per right**, and the remaining term of the share appreciation rights contract is until **October 29, 2026**[61](index=61&type=chunk) [Rights of Directors and Supervisors to Purchase Shares or Debentures](index=18&type=section&id=Rights%20of%20Directors%20and%20Supervisors%20to%20Purchase%20Shares%20or%20Debentures) Except as disclosed, no director or supervisor of the company, or their respective spouses or minor children, were granted or exercised any rights to acquire benefits by acquiring shares or debentures of the company during the period - Except as disclosed above, no director or supervisor of the company, or their respective spouses or minor children, were granted or exercised any rights to acquire benefits by acquiring shares or debentures of the company during the period[64](index=64&type=chunk) [Share Capital and Dividends](index=19&type=section&id=Share%20Capital%20and%20Dividends) This section outlines the company's share capital structure, including domestic and H-shares, and its dividend policy [Share Capital](index=19&type=section&id=Share%20Capital) This section discloses the company's share capital structure as of June 30, 2025, including the number of issued domestic and H-shares, their percentage of total share capital, and par value Share Capital Structure as of June 30, 2025 | Share Class | Number of Issued Shares | % of Share Capital | Par Value (RMB thousand) | | :--- | :--- | :--- | :--- | | Domestic Shares of RMB 0.25 each | 1,259,420,000 | 56.99 | 314,855 | | H Shares of RMB 0.25 each | 950,580,000 | 43.01 | 237,645 | | **Total** | **2,210,000,000** | **100.00** | **552,500** | - The company's par value per share is **RMB 0.25**, with a total share capital of **RMB 552,500,000.00**; there was no increase or decrease in the company's share capital as of **June 30, 2025**[65](index=65&type=chunk)[121](index=121&type=chunk) [Share Interests of Substantial Shareholders and Other Persons](index=19&type=section&id=Share%20Interests%20of%20Substantial%20Shareholders%20and%20Other%20Persons) This section lists the share interests held by substantial shareholders and other persons in the company's shares or underlying shares as of June 30, 2025 Share Interests of Substantial Shareholders as of June 30, 2025 | Name | Number of Shares Held | Share Class | Approximate % of Relevant Share Class | Approximate % of Total Share Capital | | :--- | :--- | :--- | :--- | :--- | | Xinjiang Nonferrous Metals Industry (Group) Co., Ltd. | 885,204,000 (L) | Domestic Shares | 70.29 | 40.06 | | Shanghai Yilian | 282,896,000 (L) | Domestic Shares | 22.46 | 12.80 | | Zhongjin Investment | 63,028,000 (L) | Domestic Shares | 5.00 | 2.85 | | Zhongjin Investment | 135,000,000 (L) | H Shares | 14.20 | 6.11 | | Zijin Mining Group Co., Ltd. | 59,444,000 (L) | H Shares | 6.25 | 2.69 | | Zijin Mining Group (Xiamen) Investment Co., Ltd. | 56,580,000 (L) | H Shares | 5.95 | 2.56 | - Mr. Zhou Chuanyou beneficially owns all equity or share capital interests in Shanghai Yilian and Zhongjin Investment; Zijin Mining beneficially owns all equity or share capital interests in Zijin Mining (Xiamen) and Jinshan (Hong Kong) International Mining Co., Ltd[68](index=68&type=chunk) [Dividends](index=20&type=section&id=Dividends) The Board does not recommend the payment of any interim dividend for 2025 - The Board does not recommend the payment of any interim dividend for **2025** (no interim dividend was paid in **2024**)[69](index=69&type=chunk) [Employees and Benefits](index=20&type=section&id=Employees%20and%20Benefits) This section provides an overview of the Group's employee headcount, functional distribution, remuneration, and social insurance contributions [Employee Headcount and Functional Distribution](index=20&type=section&id=Employee%20Headcount%20and%20Functional%20Distribution) As of June 30, 2025, the Group had a total of 1,730 employees, primarily distributed across production, maintenance, engineering technology, and management administration departments Employee Headcount and Functional Distribution as of June 30, 2025 | Department | Employee Headcount | % of Total Headcount | | :--- | :--- | :--- | | Management and Administration | 149 | 8.61% | | Engineering Technicians | 170 | 9.83% | | Production Personnel | 1,133 | 65.49% | | Maintenance and Repair | 209 | 12.08% | | Inspection | 60 | 3.47% | | Sales | 9 | 0.52% | | **Total Headcount** | **1,730** | **100%** | [Employee Remuneration and Social Insurance](index=21&type=section&id=Employee%20Remuneration%20and%20Social%20Insurance) The company provides employees with a remuneration package including wages, bonuses, and allowances, and participates in local government social insurance contribution schemes in China, paying various social insurance premiums monthly for employees - The Group's employee remuneration package includes wages, bonuses, and allowances; the Group participates in social insurance contribution schemes implemented by local governments in China[70](index=70&type=chunk) - The Group is required to pay monthly social insurance premiums for employees, including endowment insurance (**16%**), medical insurance (**6.5% to 8%**), unemployment insurance (**0.5%**), housing provident fund (**12%**), enterprise annuity (**8%**), and work-related injury insurance (**1.04% to 2.85%**)[70](index=70&type=chunk) [Corporate Governance](index=21&type=section&id=Corporate%20Governance) This section outlines the company's commitment to high corporate governance standards, compliance with the Corporate Governance Code, and the operations of its Board of Directors, Supervisory Board, and Audit Committee [Compliance with Corporate Governance Code](index=22&type=section&id=Compliance%20with%20Corporate%20Governance%20Code) The company is committed to achieving and maintaining high corporate governance standards and fully complied with all code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules during the period - The company fully complied with all code provisions of the Corporate Governance Code ("Corporate Governance Code") set out in Appendix C1 of the Listing Rules during the period[73](index=73&type=chunk) [Board of Directors and Supervisory Board Operations](index=22&type=section&id=Board%20of%20Directors%20and%20Supervisory%20Board%20Operations) The Board of Directors, comprising nine directors, held 3 meetings during the period, while the Supervisory Board, comprising five supervisors, held 2 meetings; effective June 27, 2025, the company's Board Audit Committee assumed the functions of the Supervisory Board as stipulated by the Company Law, and the Supervisory Board was abolished - The Board of Directors currently comprises nine directors, including one executive director, four non-executive directors, three independent non-executive directors, and one employee representative director; the Board held **3** meetings during the period (attendance rate **89%**)[74](index=74&type=chunk) - The company's Supervisory Board comprised five supervisors and held **2** meetings during the period (attendance rate **100%**)[75](index=75&type=chunk) - Approved by the company's **2024** Annual General Meeting, effective **June 27, 2025**, the company's Board Audit Committee assumed the functions of the Supervisory Board as stipulated by the Company Law, and the company no longer established a Supervisory Board or supervisors[75](index=75&type=chunk) [Standard Securities Dealing Code for Directors of Listed Issuers](index=22&type=section&id=Standard%20Securities%20Dealing%20Code%20for%20Directors%20of%20Listed%20Issuers) The company has adopted the Standard Code as the standard for securities transactions by its directors, supervisors, and senior management, and has complied with it throughout the period - The company has adopted the Standard Code as the standard for securities transactions by its directors, supervisors, and senior management; following specific inquiries to all directors, supervisors, and senior management, all of them have complied with the provisions of the Standard Code throughout the period[76](index=76&type=chunk) [Audit Committee](index=22&type=section&id=Audit%20Committee) The Audit Committee serves as a crucial communication bridge for the Board and the Group's auditors, reviewing the effectiveness of external audits and internal controls, assessing risks, and providing advice and recommendations to the Board; the committee has reviewed the Group's unaudited financial results and interim report for the period - The Audit Committee comprises Mr. Hu Chengye, a non-executive director, and Mr. Hu Benyuan and Mr. Li Dawei, two independent non-executive directors, with Mr. Hu Benyuan serving as Chairman[77](index=77&type=chunk) - The Audit Committee has reviewed the Group's unaudited financial results and interim report for the period and believes that they comply with relevant accounting standards and that the company has made appropriate disclosures in this report[77](index=77&type=chunk) [Consolidated and Company Balance Sheets (Unaudited)](index=22&type=section&id=Consolidated%20and%20Company%20Balance%20Sheets%20%28Unaudited%29) Unaudited consolidated and company balance sheets as of June 30, 2025, showing total assets of **RMB 9.88 billion** and total shareholders' equity of **RMB 6.20 billion** Consolidated Balance Sheet Key Data (As of June 30, 2025) | Item | Amount (RMB) | | :--- | :--- | | Total Current Assets | 2,181,457,938.81 | | Total Non-current Assets | 7,699,205,837.00 | | **Total Assets** | **9,880,663,775.81** | | Total Current Liabilities | 1,520,328,340.23 | | Total Non-current Liabilities | 2,162,603,268.85 | | **Total Liabilities** | **3,682,931,609.08** | | Total Equity Attributable to Parent Company Shareholders | 5,443,701,386.15 | | Non-controlling Interests | 754,030,780.58 | | **Total Shareholders' Equity** | **6,197,732,166.73** | - Compared to **December 31, 2024**, total consolidated assets increased from **RMB 9,644,157,242.55** to **RMB 9,880,663,775.81**, total liabilities increased from **RMB 2,423,330,479.10** to **RMB 3,682,931,609.08**, and total shareholders' equity decreased from **RMB 7,220,826,763.45** to **RMB 6,197,732,166.73**[78](index=78&type=chunk)[81](index=81&type=chunk) [Consolidated and Company Income Statements (Unaudited)](index=25&type=section&id=Consolidated%20and%20Company%20Income%20Statements%20%28Unaudited%29) Unaudited consolidated and company income statements for H1 2025, showing total operating revenue of **RMB 1.12 billion** and net profit of **RMB 68.0 million** Consolidated Income Statement Key Data (Six Months Ended June 30, 2025) | Item | 2025 H1 (RMB) | 2024 H1 (RMB, Restated) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Total Operating Revenue | 1,117,897,502.64 | 1,065,356,736.99 | +4.93% | | Total Operating Costs | 1,052,091,981.21 | 891,959,207.75 | +17.95% | | Operating Profit | 84,012,161.70 | 172,935,606.86 | -51.42% | | Total Profit | 83,787,970.16 | 173,928,612.29 | -51.82% | | Income Tax Expense | 15,821,324.70 | 43,805,800.26 | -63.88% | | **Net Profit** | **67,966,645.46** | **130,122,812.03** | **-47.77%** | | Net Profit Attributable to Parent Company Owners | 71,646,188.34 | 143,957,457.02 | -50.23% | | Basic Earnings Per Share (RMB/share) | 0.032 | 0.065 | -50.77% | - This period involved a business combination under common control, with the acquired entity incurring a net loss of **RMB 2,837,715.47** before the combination[84](index=84&type=chunk) [Consolidated and Company Cash Flow Statements (Unaudited)](index=27&type=section&id=Consolidated%20and%20Company%20Cash%20Flow%20Statements%20%28Unaudited%29) Unaudited consolidated and company cash flow statements for H1 2025, detailing net cash flows from operating, investing, and financing activities Consolidated Cash Flow Statement Key Data (Six Months Ended June 30, 2025) | Item | 2025 H1 (RMB) | 2024 H1 (RMB, Restated) | Change (RMB) | | :--- | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 194,249,027.21 | 158,390,443.47 | +35,858,583.74 | | Net Cash Flow from Investing Activities | (324,067,216.94) | (130,006,212.75) | -194,061,004.19 | | Net Cash Flow from Financing Activities | 94,448,895.33 | (13,919,851.11) | +108,368,746.44 | | Net Increase in Cash and Cash Equivalents | (35,369,294.40) | 14,464,379.61 | -49,833,674.01 | | Cash and Cash Equivalents at End of Period | 547,036,529.43 | 498,167,148.99 | +48,869,380.44 | - Net cash inflow from operating activities increased, primarily due to higher sales volumes of the Group's main products, electrolytic nickel and cathode copper, and increased sales revenue compared to the prior period[31](index=31&type=chunk) - Net cash outflow from investing activities increased, mainly due to the Group's cash outflow of **RMB 321.7 million** for the acquisition of fixed assets and long-term assets during the period[31](index=31&type=chunk) [Consolidated Statement of Changes in Shareholders' Equity (Unaudited)](index=29&type=section&id=Consolidated%20Statement%20of%20Changes%20in%20Shareholders%27%20Equity%20%28Unaudited%29) Unaudited consolidated statement of changes in shareholders' equity for H1 2025, showing a decrease in total equity to **RMB 6.20 billion** Consolidated Shareholders' Equity Changes Key Data (Six Months Ended June 30, 2025) | Item | January 1, 2025 (Restated) (RMB) | June 30, 2025 (RMB) | Change (RMB) | | :--- | :--- | :--- | :--- | | Share Capital | 552,500,000.00 | 552,500,000.00 | 0 | | Capital Reserve | 5,144,151,097.76 | 4,046,388,370.77 | -1,097,762,726.99 | | Special Reserve | 1,300,130.31 | 9,522,925.71 | +8,222,795.40 | | Surplus Reserve | 276,250,000.00 | 276,250,000.00 | 0 | | Retained Earnings | 488,915,211.92 | 559,040,089.67 | +70,124,877.75 | | Total Equity Attributable to Parent Company Shareholders | 6,463,116,439.99 | 5,443,701,386.15 | -1,019,415,053.84 | | Non-controlling Interests | 757,710,323.46 | 754,030,780.58 | -3,679,542.88 | | **Total Shareholders' Equity** | **7,220,826,763.45** | **6,197,732,166.73** | **-1,023,094,596.72** | - Total comprehensive income attributable to parent company shareholders was **RMB 71,646,188.34**[90](index=90&type=chunk) - The decrease in capital reserve was mainly due to the impact of a business combination under common control[90](index=90&type=chunk)[121](index=121&type=chunk)[122](index=122&type=chunk) [Company Statement of Changes in Shareholders' Equity (Unaudited)](index=30&type=section&id=Company%20Statement%20of%20Changes%20in%20Shareholders%27%20Equity%20%28Unaudited%29) Unaudited company statement of changes in shareholders' equity for H1 2025, showing a net profit of **RMB 37.48 million** and decreased total equity Company Shareholders' Equity Changes Key Data (Six Months Ended June 30, 2025) | Item | January 1, 2025 (RMB) | June 30, 2025 (RMB) | Change (RMB) | | :--- | :--- | :--- | :--- | | Share Capital | 552,500,000.00 | 552,500,000.00 | 0 | | Capital Reserve | 4,254,754,857.49 | 4,042,573,230.50 | -212,181,626.99 | | Special Reserve | 1,300,130.31 | 2,959,621.10 | +1,659,490.79 | | Surplus Reserve | 276,250,000.00 | 276,250,000.00 | 0 | | Retained Earnings | 345,807,792.74 | 383,289,176.36 | +37,481,383.62 | | **Total Shareholders' Equity** | **5,430,612,780.54** | **5,257,572,027.96** | **-173,040,752.58** | - The company's net profit was **RMB 37,481,383.62**[91](index=91&type=chunk) - The decrease in capital reserve was mainly due to the impact of a business combination under common control[91](index=91&type=chunk)[122](index=122&type=chunk) [Notes to the Financial Statements (Unaudited)](index=31&type=section&id=Notes%20to%20the%20Financial%20Statements%20%28Unaudited%29) This section provides detailed notes to the unaudited financial statements, covering the company's basic information, basis of preparation, significant accounting policies, taxation, major items of consolidated and company financial statements, interests in other entities, financial instruments and risks, fair value disclosure, capital management, related parties and transactions, share-based payments, segment information, commitments and contingencies, and events after the balance sheet date [I. Basic Information of the Company](index=32&type=section&id=I.%20Basic%20Information%20of%20the%20Company) This section introduces the establishment background, share capital changes, registered address, headquarters, holding company, and main business scope of Xinjiang Xinxin Mining Co., Ltd - Xinjiang Xinxin Mining Co., Ltd. was jointly established on **September 1, 2005**, by Xinjiang Nonferrous Metals Industry (Group) Co., Ltd. and six other companies, with Xinjiang Nonferrous Metals Industry (Group) Co., Ltd. being the company's holding company[92](index=92&type=chunk) - The company's total share capital is **RMB 552,500,000.00**, with a par value of **RMB 0.25 per share**[93](index=93&type=chunk)[94](index=94&type=chunk) - The Group's business scope primarily includes the mining, beneficiation, and smelting of copper, nickel, and vanadium ores, as well as the processing and sale of copper, nickel, and other non-ferrous metals[94](index=94&type=chunk) [II. Basis of Preparation of Financial Statements](index=33&type=section&id=II.%20Basis%20of%20Preparation%20of%20Financial%20Statements) This section states that the company's financial statements are prepared in accordance with Chinese Enterprise Accounting Standards and relevant disclosure requirements, on a going concern basis - The Group's financial statements are prepared in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance, their application guidelines, interpretations, and other relevant regulations, as well as the disclosure requirements of the China Securities Regulatory Commission's "Reporting Rules for Information Disclosure by Companies Issuing Securities to the Public No. 15 – General Provisions for Financial Reporting" (Revised 2023)[96](index=96&type=chunk) - These financial statements are prepared on a going concern basis[98](index=98&type=chunk) [III. Significant Accounting Policies and Accounting Estimates](index=33&type=section&id=III.%20Significant%20Accounting%20Policies%20and%20Accounting%20Estimates) This section elaborates on the significant accounting policies and estimates followed in preparing the financial statements, including specific treatment methods for financial instruments, inventories, fixed assets, intangible assets, revenue recognition, employee compensation, deferred income tax, and key assumptions in accounting estimates and judgments - The company's **2025** interim financial statements comply with the requirements of Enterprise Accounting Standards, accurately and completely reflecting the consolidated and company financial position as of **June 30, 2025**, and the consolidated and company operating results and cash flows for the **2025** interim period[100](index=100&type=chunk) - Financial assets are classified into three categories based on the business model for managing them and their contractual cash flow characteristics: measured at amortized cost, measured at fair value through other comprehensive income, and measured at fair value through profit or loss[111](index=111&type=chunk) - The acquisition of Xinjiang Huaou Mining Co., Ltd. in this period constituted a business combination under common control, and the **2024** consolidated financial statements were restated accordingly[211](index=211&type=chunk) [IV. Taxation](index=71&type=section&id=IV.%20Taxation) This section lists the main types of taxes and their rates applicable to the Group, including VAT, resource tax, urban maintenance and construction tax, education surcharge, local education surcharge, property tax, land use tax, environmental protection tax, and corporate income tax, detailing the corporate income tax preferential policies for each subsidiary - The company and Xinjiang Yakesi, Hami Jubao, Karatongke Mining, and Xinjiang Huaou Mining Co., Ltd. all enjoy a **15%** corporate income tax preferential rate, as they are high-tech enterprises or fall within the encouraged industry catalog[215](index=215&type=chunk)[216](index=216&type=chunk)[219](index=219&type=chunk) - The applicable VAT output tax rates for the Group's main product sales and leasing businesses are **13%** and **9%**, respectively, with a simplified levy rate of **5%**[218](index=218&type=chunk) - Karatongke Mining pays resource tax at **4%** of the deemed sales amount for taxable products consumed as mixed concentrate, and **8%** for special rich ore[220](index=220&type=chunk) [V. Notes to Major Items of Consolidated Financial Statements](index=75&type=section&id=V.%20Notes%20to%20Major%20Items%20of%20Consolidated%20Financial%20Statements) This section provides detailed notes to the major items of the consolidated financial statements, including monetary funds, notes receivable, accounts receivable, inventories, fixed assets, intangible assets, borrowings, payables, employee compensation, taxes and fees, revenue and costs, various expenses, investment income, and cash flows, providing a basis for understanding the specific composition and changes in the consolidated financial statements - As of **June 30, 2025**, the carrying value of accounts receivable was **RMB 277,614,607.74**, a significant decrease from **RMB 426,307,912.49** as of **December 31, 2024**[233](index=233&type=chunk) - As of **June 30, 2025**, the carrying value of construction in progress was **RMB 1,188,694,727.52**, a significant increase from **RMB 730,737,155.40** as of **December 31, 2024**[278](index=278&type=chunk)[280](index=280&type=chunk) - As of **June 30, 2025**, long-term borrowings were **RMB 1,419,796,776.23**, a significant increase from **RMB 96,000,000.00** as of **December 31, 2024**[316](index=316&type=chunk) [VI. Interests in Other Entities](index=140&type=section&id=VI.%20Interests%20in%20Other%20Entities) This section discloses the Group's interests in subsidiaries and joint ventures, including registration information and shareholding percentages for each subsidiary, key financial information for significant non-wholly-owned subsidiaries, and key financial information for significant joint ventures - The Group owns subsidiaries including Xinjiang Yakesi Resource Development Co., Ltd., Hami Jubao Resource Development Co., Ltd., Xinjiang Zhongxin Mining Co., Ltd., Xinjiang Karatongke Mining Co., Ltd., Shaanxi Xinxin Mining Co., Ltd., Beijing Xinding Shunze High-Tech Co., Ltd., and Xinjiang Huaou Mining Co., Ltd[363](index=363&type=chunk) - Xinjiang Mengxi Mining Co., Ltd. was deregistered in **April 2025**[363](index=363&type=chunk)[364](index=364&type=chunk) - The Group's significant joint venture is Hami Hexin Mining Co., Ltd., with a **50.00%** shareholding, accounted for using the equity method, and incurred a net loss of **RMB 10,021,463.19** in **H1 2025**[369](index=369&type=chunk)[371](index=371&type=chunk) [VII. Financial Instruments and Their Risks](index=145&type=section&id=VII.%20Financial%20Instruments%20and%20Their%20Risks) This section describes the market risks (foreign exchange risk, interest rate risk, concentration risk), credit risk, and liquidity risk faced by the Group, along with the policies and measures adopted to manage these risks - The Group's main business is settled in RMB, holds no foreign currency financial assets or liabilities, and has not entered into forward foreign exchange contracts or currency swap agreements[373](index=373&type=chunk) - Interest rate risk primarily arises from bank borrowings; as of **June 30, 2025**, interest-bearing debt totaled **RMB 1,965,296,776.23**[374](index=374&type=chunk) - The Group's revenue mainly comes from the sale of electrolytic nickel, cathode copper, and other tailings, with **71.98%** of sales revenue from the top three customers, indicating customer concentration risk[375](index=375&type=chunk) [VIII. Disclosure of Fair Value](index=150&type=section&id=VIII.%20Disclosure%20of%20Fair%20Value) This section discloses the Group's assets and liabilities measured at fair value on a recurring basis, and explains the fair value measurement hierarchy and valuation techniques Assets and Liabilities Measured at Fair Value on a Recurring Basis as of June 30, 2025 | Item | Level 1 (RMB) | Level 2 (RMB) | Level 3 (RMB) | Total (RMB) | | :--- | :--- | :--- | :--- | :--- | | Receivables Financing – Notes Receivable | – | 106,418,104.33 | – | 106,418,104.33 | | **Total Financial Assets** | – | **106,418,104.33** | – | **106,418,104.33** | | Financial Liabilities at Fair Value Through Profit or Loss | 224,737.71 | – | – | 224,737.71 | | **Total Financial Liabilities** | **224,737.71** | – | – | **224,737.71** | - There were no transfers between Level 1 and Level 2 during this period; for financial instruments not traded in an active market, valuation techniques such as the discounted cash flow model are used to determine fair value[386](index=386&type=chunk)[387](index=387&type=chunk) [IX. Capital Management](index=154&type=section&id=IX.%20Capital%20Management) This section outlines the Group's capital management policy objectives: ensuring continuous operation and providing returns to shareholders, while maintaining an optimal capital structure to minimize capital costs; the company monitors its capital through the gearing ratio, setting a target range of 2% to 30% - The Group's capital management policy aims to ensure continuous operation, provide returns to shareholders, and maintain an optimal capital structure to minimize capital costs[391](index=391&type=chunk) Gearing Ratio (As of June 30, 2025) | Item | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Total Borrowings | 1,966,187,401.20 | 763,999,147.22 | | Less: Cash and Cash Equivalents | 547,036,529.43 | 582,405,823.83 | | **Net Debt (a)** | **1,419,150,871.77** | **181,593,323.39** | | Shareholders' Equity (b) | 6,197,732,166.73 | 7,220,826,763.45 | | **Total Capital (c)=(a)+(b)** | **7,616,883,038.50** | **7,402,420,086.84** | | **Gearing Ratio (a)/(c)** | **18.63%** | **2.45%** | - For the six months ended **June 30, 2025**, the Group's strategy was to maintain the gearing ratio between **2%** and **30%**[391](index=391&type=chunk) [X. Related Parties and Related Party Transactions](index=155&type=section&id=X.%20Related%20Parties%20and%20Related%20Party%20Transactions) This section details the Group's related party relationships, related party transactions (including purchases and sales of goods, provision and acceptance of services, related party leases, related party guarantees), and key management personnel compensation - The company's parent company is Xinjiang Nonferrous Metals Industry (Group) Co., Ltd., with a **40.06%** shareholding, and is the ultimate controlling party[392](index=392&type=chunk) - In **H1 2025**, total purchases of goods from related parties amounted to **RMB 57,014,984.14**, of which **RMB 32,110,408.75** was for nickel concentrate purchased from Hexin Mining[398](index=398&type=chunk) - The Group provided a guarantee of **RMB 25,000,000.00** for Hexin Mining, with a guarantee start date of **May 10, 2025**, and an expiry date of **May 10, 2026**[404](index=404&type=chunk) [XI. Share-based Payments](index=173&type=section&id=XI.%20Share-based%20Payments) This section outlines the company's share appreciation rights incentive scheme, including adjustments to grantees, number of rights, and exercise price, as well as the fair value determination method for cash-settled share-based payments - On **October 29, 2021**, the company adopted a share appreciation rights incentive scheme, granting **63,500,000** share appreciation rights to **150** grantees, with an exercise price of **HKD 1.58 per right**[422](index=422&type=chunk) - As of **June 30, 2025**, the number of grantees was adjusted to **96**, with **34,685,000** effective rights, and an exercise price adjusted to **HKD 1.31 per right**[423](index=423&type=chunk) - The fair value of the company's cash-settled share-based payment liabilities is determined using the Black-Scholes-Merton (BSM) model, with key parameters including risk-free interest rate, volatility, and dividend yield[425](index=425&type=chunk) [XII. Segment Information](index=174&type=section&id=XII.%20Segment%20Information) The Group considers its entire operation as a single operating segment, with all sales, assets, and liabilities located within China; this section also discloses the sales revenue contribution from the top three customers - The Group operates as a single operating segment[426](index=426&type=chunk) - For the six months ended **June 30, 2025**, all of the Group's sales operations were conducted within China, and all of the Group's assets and liabilities were located in China[426](index=426&type=chunk) - For the six months ended **June 30, 2025**, the top three customers accounted for **28%**, **25%**, and **19%** of the Group's sales revenue, respectively[426](index=426&type=chunk) [XIII. Commitments and Contingencies](index=175&type=section&id=XIII.%20Commitments%20and%20Contingencies) This section discloses the Group's capital expenditure commitments and contingent matters, including environmental contingencies, insurance coverage, and external guarantees provided - As of **June 30, 2025**, capital expenditure commitments for houses, buildings, shafts and structures, machinery and equipment, and construction projects amounted to **RMB 342,443,036.62**[427](index=427&type=chunk) - The Group has not incurred significant environmental expenditures in the past and is not currently involved in any environmental incidents, but future changes in environmental remediation regulations could have a significant impact[428](index=428&type=chunk) - The Group purchases commercial personal accident insurance for underground employees and commercial insurance for underground mining equipment, but this may not be sufficient to cover potential future losses[429](index=429&type=chunk) [XIV. Events After the Balance Sheet Date](index=176&type=section&id=XIV.%20Events%20After%20the%20Balance%20Sheet%20Date) After the balance sheet date, the company completed the acquisition of the remaining 2.4167% equity interest in Zhongxin Mining, making it a wholly-owned subsidiary - On **June 26, 2025**, the Group signed an agreement with Sichuan Aokai to acquire a **2.4167%** equity interest in Zhongxin Mining for zero consideration[431](index=431&type=chunk) - The industrial and commercial change registration for this transaction was completed on **August 14, 2025**, making Zhongxin Mining a wholly-owned subsidiary of the Group[431](index=431&type=chunk) [XV. Other Significant Matters](index=176&type=section&id=XV.%20Other%20Significant%20Matters) As of the balance sheet date, the Group had no other significant transactions or important commitments requiring disclosure that would affect investor decisions - As of the balance sheet date, the Group had no other significant transactions or important commitments requiring disclosure that would affect investor decisions[432](index=432&type=chunk) [XVI. Notes to Major Items of Company Financial Statements](index=176&type=section&id=XVI.%20Notes%20to%20Major%20Items%20of%20Company%20Financial%20Statements) This section provides detailed notes to the major items of the parent company's financial statements, including accounts receivable, other receivables, long-term equity investments, operating revenue, operating costs, and investment income - As of **June 30, 2025**, the carrying value of the parent company's accounts receivable was **RMB 270,457,700.66**, a significant decrease from **RMB 418,862,429.02** as of **December 31, 2024**[433](index=433&type=chunk) - As of **June 30, 2025**, the carrying value of the parent company's long-term equity investments was **RMB 3,391,951,929.26**, a significant increase from **RMB 2,521,260,287.85** as of **December 31, 2024**, mainly due to an increase in investment in Xinjiang Huaou Mining Co., Ltd. of **RMB 885,581,100.00** during the period[453](index=453&type=chunk)[454](index=454&type=chunk) Parent Company Operating Revenue and Operating Costs (Six Months Ended June 30, 2025) | Item | Revenue (RMB) | Costs (RMB) | | :--- | :--- | :--- | | Main Business | 1,001,002,867.77 | 906,624,714.76 | | Other Businesses | 631,955.12 | 87,677.11 | | **Total** | **1,001,634,822.89** | **906,712,391.87** | [Supplementary Information to Financial Statements (Unaudited)](index=188&type=section&id=Supplementary%20Information%20to%20Financial%20Statements%20%28Unaudited%29) This section provides supplementary unaudited financial information, including details of non-recurring gains and losses and return on net assets and earnings per share [1. Details of Non-recurring Gains and Losses for the Period](index=189&type=section&id=1.%20Details%20of%20Non-recurring%20Gains%20and%20Losses%20for%20the%20Period) This section provides a detailed statement of non-recurring gains and losses for the six months ended June 30, 2025, totaling **RMB 5,177,950.17**, a decrease from the prior period Details of Non-recurring Gains and Losses for the Six Months Ended June 30, 2025 | Item | 2025 H1 (RMB) | 2024 H1 (RMB) | | :--- | :--- | :--- | | Investment income from disposal of financial assets held for trading | – | 117,926.03 | | Government grants recognized in profit or loss | 6,462,846.39 | 12,138,433.75 | | Gains and losses from debt restructuring | – | 161,263.33 | | Other non-operating income and expenses apart from the above | (224,191.54) | 993,005.43 | | Subtotal | 6,238,654.85 | 13,410,628.54 | | Less: Income tax impact | 935,493.63 | 2,017,490.58 | | Impact of non-controlling interests (after tax) | 125,211.05 | 47,707.29 | | **Total** | **5,177,950.17** | **11,345,430.67** | [2. Return on Net Assets and Earnings Per Share](index=189&type=section&id=2.%20Return%20on%20Net%20Assets%20and%20Earnings%20Per%20Share) This section provides data on return on net assets and earnings per share for the six months ended June 30, 2025, showing a weighted average return on net assets attributable to ordinary shareholders of the parent company of 1.32% and basic earnings per share of **RMB 0.032/share** Return on Net Assets and Earnings Per Share (Six Months Ended June 30, 2025) | Indicator | 2025 H1 | 2024 H1 | | :--- | :--- | :--- | | Weighted average return on net assets attributable to ordinary shareholders of the parent company | 1.32% | 2.23% | | Weighted average return on net assets attributable to ordinary shareholders of the parent company after deducting non-recurring gains and losses | 1.22% | 2.05% | | Basic earnings per share attributable to ordinary shareholders of the parent company (RMB/share) | 0.032 | 0.065 | | Basic earnings per share attributable to ordinary shareholders of the parent company after deducting non-recurring gains and losses (RMB/share) | 0.030 | 0.060 |
新城市建设发展(00456) - 2025 - 中期财报
2025-09-05 09:12
[Financial Statements](index=3&type=section&id=Financial%20Statements) This section presents the unaudited condensed consolidated financial statements of New City Construction Development Group Limited for the six months ended June 30, 2025, providing an overview of the Group's financial performance and position. [Condensed Consolidated Income Statement](index=3&type=section&id=Condensed%20Consolidated%20Income%20Statement) For the six months ended June 30, 2025, the Group's revenue significantly decreased year-on-year, leading to reduced gross profit and an expanded operating loss and loss for the period. Performance Highlights (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 28,312 | 56,461 | -49.85% | | Gross profit | 25,562 | 34,104 | -25.05% | | Other income | 435 | 4,643 | -90.64% | | Net other gains and losses | (7,546) | 1,735 | Shifted from profit to loss | | Administrative expenses and other operating expenses | (31,467) | (46,861) | -32.85% | | Operating loss | (13,016) | (6,379) | +103.9% | | Finance costs | (2,254) | (5,361) | -57.9% | | Loss before tax | (15,270) | (11,740) | +30.07% | | Loss for the period | (15,270) | (11,740) | +30.07% | | Loss attributable to owners of the Company | (5,409) | (10,727) | -49.58% | | Basic loss per share (HK cents) | (3.97) | (9.15) | -56.5% | [Condensed Consolidated Statement of Comprehensive Income](index=4&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group recorded a total comprehensive loss of 53,073 thousand HKD, a narrowing from the prior year, primarily due to exchange differences. Comprehensive Income Summary (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Loss for the period | (15,270) | (11,740) | | Exchange differences on translation of overseas operations | (37,803) | (49,835) | | Total comprehensive loss for the period | (53,073) | (61,575) | | Attributable to owners of the Company | (45,726) | (45,199) | | Attributable to non-controlling interests | (7,347) | (16,376) | [Condensed Consolidated Statement of Financial Position](index=5&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets slightly increased, but total liabilities grew more significantly, resulting in a decrease in net assets, with a notable shift in the structure of current liabilities. Financial Position Summary (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | Change | | :--- | :--- | :--- | :--- | | **Assets** | | | | | Non-current assets | 733,074 | 723,694 | +1.29% | | Current assets | 920,070 | 886,103 | +3.83% | | **Liabilities** | | | | | Current liabilities | 338,448 | 666,974 | -49.27% | | Non-current liabilities | 1,087,535 | 669,415 | +62.46% | | **Equity** | | | | | Net assets | 227,161 | 273,408 | -16.91% | | Total equity | 227,161 | 273,408 | -16.91% | - Current portion of borrowings significantly decreased from **420,878 thousand HKD** at December 31, 2024, to **21,821 thousand HKD** at June 30, 2025, while non-current borrowings substantially increased from **253,173 thousand HKD** to **662,462 thousand HKD**, indicating a shift in borrowing structure towards long-term[5](index=5&type=chunk)[6](index=6&type=chunk) [Condensed Consolidated Statement of Changes in Equity](index=7&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) For the six months ended June 30, 2025, total equity decreased from 273,408 thousand HKD to 227,161 thousand HKD, mainly due to the total comprehensive loss for the period and exchange adjustments, despite new share issuance. Equity Movement (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | January 1, 2024 (thousand HKD) | | :--- | :--- | :--- | | Share capital | 30,274 | 23,449 | | Share premium | 600,011 | 600,011 | | Exchange fluctuation reserve | (131,412) | (112,134) | | Retained profits | (233,191) | (100,371) | | Total attributable to owners of the Company | 289,039 | 406,060 | | Non-controlling interests | (61,880) | (34,334) | | Total equity | 227,161 | 371,726 | - Net proceeds of approximately **6,825 thousand HKD** from new share issuance during the period were used for general working capital[7](index=7&type=chunk)[39](index=39&type=chunk) [Condensed Consolidated Cash Flow Statement](index=8&type=section&id=Condensed%20Consolidated%20Cash%20Flow%20Statement) For the six months ended June 30, 2025, net cash from operating activities significantly decreased, net cash used in investing activities slightly increased, and net cash used in financing activities substantially reduced. Cash Flow Summary (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | YoY Change | | :--- | :--- | :--- | :--- | | Net cash generated from operating activities | 9,167 | 57,842 | -84.14% | | Net cash used in investing activities | (654) | (466) | +40.34% | | Net cash used in financing activities | (2,727) | (19,436) | -85.97% | | Net increase in cash and cash equivalents | 5,786 | 37,939 | -84.76% | | Cash and cash equivalents at June 30 | 10,105 | 9,518 | +6.17% | [Notes to the Unaudited Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) This section details the notes to the Group's unaudited condensed consolidated financial statements for the six months ended June 30, 2025, covering company information, accounting standards, segment information, and asset/liability details. [1. Company Information](index=9&type=section&id=1.%20Company%20Information) New City Construction Development Group Limited is incorporated in the Cayman Islands, primarily engaged in property development and investment, and retail and consumer-related businesses in China. - The Company was incorporated in the Cayman Islands on August 10, 1998, with principal activities including property development and investment in China, and retail and consumer-related businesses[9](index=9&type=chunk) [2. Basis of Preparation](index=9&type=section&id=2.%20Basis%20of%20Preparation) The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the applicable disclosure requirements of the Hong Kong Stock Exchange Listing Rules. - The financial statements are prepared in accordance with HKAS 34 "Interim Financial Reporting" and the HKEX Listing Rules[10](index=10&type=chunk) [3. Adoption of New and Revised HKFRSs](index=10&type=section&id=3.%20Adoption%20of%20New%20and%20Revised%20HKFRSs) During the period, the Group first applied amendments to HKAS 21 "Lack of Exchangeability," which had no significant impact on the financial position or performance for the current or prior periods. - The Group first applied amendments to HKAS 21 "Lack of Exchangeability," with no significant impact on financial position or performance[11](index=11&type=chunk) [4. Operating Segment Information](index=10&type=section&id=4.%20Operating%20Segment%20Information) The Group has two reportable segments: property development and investment, and retail and consumer-related businesses, with the former contributing all revenue and segment profit for the period. - The Group has two reportable segments: property development and investment, and retail and consumer-related businesses[12](index=12&type=chunk) Segment Performance (thousand HKD) | Segment | June 30, 2025 Revenue (thousand HKD) | June 30, 2024 Revenue (thousand HKD) | June 30, 2025 Segment Profit (thousand HKD) | June 30, 2024 Segment Profit (thousand HKD) | | :--- | :--- | :--- | :--- | :--- | | Property development and investment | 28,312 | 30,065 | 25,562 | 15,732 | | Retail and consumer-related business | – | 26,396 | – | 18,372 | | **Total** | **28,312** | **56,461** | **25,562** | **34,104** | - All the Group's revenue from external customers is derived from China, and over **90%** of non-current assets are located in China[16](index=16&type=chunk) [5. Revenue](index=14&type=section&id=5.%20Revenue) For the six months ended June 30, 2025, the Group's revenue was 28,312 thousand HKD, a 49.85% year-on-year decrease, primarily due to zero sales from retail and consumer-related businesses. Revenue Sources (thousand HKD) | Revenue Source | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Rental income and related management service income | 28,312 | 30,065 | | Retail and consumer-related business sales | – | 26,396 | | **Total** | **28,312** | **56,461** | [6. Other Income](index=14&type=section&id=6.%20Other%20Income) For the six months ended June 30, 2025, other income significantly decreased to 435 thousand HKD, primarily consisting of interest income, compared to a large "other" income in the prior year. Other Income Details (thousand HKD) | Income Source | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Interest income | 435 | 19 | | Other | – | 4,624 | | **Total** | **435** | **4,643** | [7. Net Other Gains and Losses](index=15&type=section&id=7.%20Net%20Other%20Gains%20and%20Losses) For the six months ended June 30, 2025, the Group recorded net other gains and losses of 7,546 thousand HKD loss, primarily due to fair value losses on financial assets, compared to a gain in the prior year. Net Other Gains and Losses Breakdown (thousand HKD) | Item | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Fair value (loss)/gain on financial assets | (12,709) | 3,235 | | Net foreign exchange gains/(losses) | 5,163 | (1,500) | | **Total** | **(7,546)** | **1,735** | [8. Finance Costs](index=15&type=section&id=8.%20Finance%20Costs) For the six months ended June 30, 2025, finance costs were 2,254 thousand HKD, a significant 57.9% year-on-year decrease, mainly due to reduced interest on bank borrowings. Finance Costs Breakdown (thousand HKD) | Item | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Interest on bank borrowings | 2,252 | 5,356 | | Interest on lease liabilities | 2 | 5 | | **Total** | **2,254** | **5,361** | [9. Income Tax Expense](index=16&type=section&id=9.%20Income%20Tax%20Expense) For the six months ended June 30, 2025, the Group incurred no assessable profits in Hong Kong or China, resulting in zero income tax expense. - The Group had no assessable profits in Hong Kong or China, resulting in zero income tax expense[22](index=22&type=chunk) [10. Loss for the Period](index=16&type=section&id=10.%20Loss%20for%20the%20Period) For the six months ended June 30, 2025, the Group's loss for the period was 15,270 thousand HKD, primarily after deducting depreciation of property, plant and equipment of 2,114 thousand HKD. Loss for the Period Adjustments (thousand HKD) | Item | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 2,114 | 1,833 | | Depreciation of right-of-use assets | – | 3,141 | [11. Dividends](index=16&type=section&id=11.%20Dividends) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025. - The Board does not recommend the payment of an interim dividend for the period (2024: nil)[24](index=24&type=chunk) [12. Loss Per Share](index=17&type=section&id=12.%20Loss%20Per%20Share) For the six months ended June 30, 2025, basic loss per share was 3.97 HK cents, an improvement from 9.15 HK cents in the prior year, mainly due to a reduction in loss attributable to owners of the Company. Loss Per Share (HK cents) | Indicator | June 30, 2025 (HK cents) | June 30, 2024 (HK cents) | | :--- | :--- | :--- | | Basic loss per share | (3.97) | (9.15) | - The weighted average number of ordinary shares used for calculating basic loss per share was **138,245,044** shares (2024: **117,245,044** shares)[26](index=26&type=chunk) [(a) Basic Loss Per Share](index=17&type=section&id=%28a%29%20Basic%20Loss%20Per%20Share) The loss attributable to owners of the Company was 5,409 thousand HKD, and the weighted average number of ordinary shares used for calculating basic loss per share was 138,245,044 shares. Loss Attributable to Owners (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | June 30, 2024 (thousand HKD) | | :--- | :--- | :--- | | Loss attributable to owners of the Company | (5,409) | (10,727) | [(b) Diluted Loss Per Share](index=17&type=section&id=%28b%29%20Diluted%20Loss%20Per%20Share) For the six months ended June 30, 2025, basic loss per share was not diluted as there were no potential dilutive events. - For the six months ended June 30, 2025, basic loss per share was not diluted due to the absence of potential dilutive events[27](index=27&type=chunk) [13. Property, Plant and Equipment](index=17&type=section&id=13.%20Property%2C%20Plant%20and%20Equipment) For the six months ended June 30, 2025, the Group added approximately 16,250 HKD in property, plant and equipment, a significant decrease from the prior year. Additions to Property, Plant and Equipment (HKD) | Item | June 30, 2025 (HKD) | June 30, 2024 (HKD) | | :--- | :--- | :--- | | Additions to property, plant and equipment | 16,250 | 476,898 | [14. Investment Properties](index=18&type=section&id=14.%20Investment%20Properties) As of June 30, 2025, the Group's total carrying amount of investment properties increased to 664,567 thousand HKD, primarily including properties in Guangzhou and Luoyang. Investment Properties Carrying Amount (thousand HKD) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Investment properties in Guangzhou (fair value) | 596,819 | 585,362 | | Investment properties in Luoyang (cost) | 67,748 | 66,447 | | **Total Carrying Amount** | **664,567** | **651,809** | [(a) Guangzhou Property I](index=19&type=section&id=%28a%29%20Guangzhou%20Property%20I) Guangzhou Property I, measured at fair value with a carrying amount of approximately 537,310 thousand HKD, is pledged for bank borrowings and is part of a government acquisition plan. - Guangzhou Property I, with a carrying amount of approximately **537,310 thousand HKD**, is pledged for bank borrowings and is part of a government acquisition plan, with compensation negotiations ongoing[30](index=30&type=chunk) [(b) Guangzhou Property II](index=19&type=section&id=%28b%29%20Guangzhou%20Property%20II) Guangzhou Property II, measured at fair value with a carrying amount of approximately 59,509 thousand HKD, is pledged for bank borrowings. - Guangzhou Property II, with a carrying amount of approximately **59,509 thousand HKD**, is pledged for bank borrowings[30](index=30&type=chunk) [(c) Luoyang Investment Property](index=19&type=section&id=%28c%29%20Luoyang%20Investment%20Property) Luoyang Property, with a carrying amount of approximately 67,748 thousand HKD, is pledged for bank borrowings, and the Group is actively seeking to change its land use. - Luoyang Property, with a carrying amount of approximately **67,748 thousand HKD**, is pledged for bank borrowings[31](index=31&type=chunk) - The Group is actively communicating with local government to apply for a change in land use for Luoyang Property to commercial and residential mixed-use, and is awaiting necessary official approvals for the project[30](index=30&type=chunk)[31](index=31&type=chunk) [15. Financial Assets at Fair Value Through Profit or Loss](index=20&type=section&id=15.%20Financial%20Assets%20at%20Fair%20Value%20Through%20Profit%20or%20Loss) As of June 30, 2025, financial assets at fair value through profit or loss primarily consisted of listed equity investments, with market value decreasing from 61,866 thousand HKD to 52,994 thousand HKD. Financial Assets at FVTPL (thousand HKD) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Listed equity investments (Taiwan) | 52,994 | 61,866 | [16. Prepayments, Deposits and Other Receivables](index=21&type=section&id=16.%20Prepayments%2C%20Deposits%20and%20Other%20Receivables) As of June 30, 2025, total prepayments, deposits, and other receivables increased to 398,213 thousand HKD, mainly due to prepayments for Luoyang and Zhuhai properties, and an increase in other receivables. Prepayments, Deposits and Other Receivables (thousand HKD) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Prepayments | 334,763 | 331,542 | | Deposits | 20,995 | 20,993 | | Other receivables (net of impairment allowance) | 63,450 | 35,559 | | **Total Current Portion** | **398,213** | **367,101** | [(a) Prepayments for Luoyang Property](index=22&type=section&id=%28a%29%20Prepayments%20for%20Luoyang%20Property) As of June 30, 2025, the Group had prepaid approximately 6,905 thousand HKD for Luoyang property construction. Luoyang Property Prepayments (thousand HKD) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Prepayments for Luoyang Property | 6,905 | 6,773 | [(b) Prepayments for Zhuhai Property](index=22&type=section&id=%28b%29%20Prepayments%20for%20Zhuhai%20Property) As of June 30, 2025, the Group had prepaid approximately 315,161 thousand HKD for Zhuhai property construction. Zhuhai Property Prepayments (thousand HKD) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Prepayments for Zhuhai Property | 315,161 | 309,111 | [(c) Deposit to New Century International Trade (Beijing) Co., Ltd.](index=22&type=section&id=%28c%29%20Deposit%20to%20New%20Century%20International%20Trade%20%28Beijing%29%20Co.%2C%20Ltd.) The Group paid a deposit of 20,000 thousand HKD to New Century International Trade (Beijing) Co., Ltd. for due diligence on future project investment opportunities. - A deposit of **20,000 thousand HKD** was paid for due diligence on future project investment opportunities[34](index=34&type=chunk) [(d) Other Receivables](index=22&type=section&id=%28d%29%20Other%20Receivables) Other receivables (net of impairment allowance) increased from 35,559 thousand HKD at December 31, 2024, to 63,450 thousand HKD at June 30, 2025. Other Receivables (thousand HKD) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Other receivables (net of impairment allowance) | 63,450 | 35,559 | [17. Borrowings](index=23&type=section&id=17.%20Borrowings) As of June 30, 2025, total borrowings increased to 684,283 thousand HKD, with a significant shift towards long-term debt due to extended maturity dates for several bank loans. Borrowings Breakdown (thousand HKD) | Item | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Bank Loan I | 397,206 | 391,947 | | Bank Loan II | 28,839 | 28,286 | | Bank Loan III | 258,238 | 253,818 | | **Total** | **684,283** | **674,051** | | Repayable within one year or on demand | 21,821 | 420,878 | | Repayable in the second to fifth year | 662,462 | 123,037 | | Repayable after five years | – | 130,136 | [(a) Bank Loan I](index=24&type=section&id=%28a%29%20Bank%20Loan%20I) Bank Loan I, totaling approximately 397,206 thousand HKD, had its maturity date extended to November 20, 2026, and is secured by Luoyang Property, Zhuhai Property, and shares of related companies. - Bank Loan I's maturity date has been extended to **November 20, 2026**[36](index=36&type=chunk)[37](index=37&type=chunk) - The loan is secured by Luoyang Property, Zhuhai Property, and shares of related companies, and guaranteed by the Company and individuals[36](index=36&type=chunk) [(b) Bank Loan II](index=25&type=section&id=%28b%29%20Bank%20Loan%20II) Bank Loan II, totaling approximately 28,839 thousand HKD, had its maturity date advanced to December 20, 2027, and is secured by Guangzhou Property II and shares of a subsidiary. - Bank Loan II's maturity date has been advanced to **December 20, 2027**[38](index=38&type=chunk) - The loan is secured by Guangzhou Property II and shares of a subsidiary, and guaranteed by the Company and individuals[38](index=38&type=chunk) [(c) Bank Loan III](index=25&type=section&id=%28c%29%20Bank%20Loan%20III) Bank Loan III, totaling approximately 258,238 thousand HKD, had its maturity date advanced to May 20, 2027, and is secured by property of Guangdong Changliu, with a personal guarantee from Mr. Han. - Bank Loan III's maturity date has been advanced to **May 20, 2027**[38](index=38&type=chunk) - The loan is secured by property of Guangdong Changliu and personally guaranteed by Mr. Han[38](index=38&type=chunk) [18. Share Capital](index=26&type=section&id=18.%20Share%20Capital) As of June 30, 2025, the Company's issued share capital increased to 30,274 thousand HKD, primarily due to the issuance of 21,000,000 new shares, raising net proceeds for general working capital. Share Capital Movement (thousand HKD) | Item | Number of Shares | Amount (thousand HKD) | | :--- | :--- | :--- | | Ordinary shares in issue at January 1, 2025 | 117,245,044 | 23,449 | | Issue of new shares | 21,000,000 | 6,825 | | **Ordinary shares in issue at June 30, 2025** | **138,245,044** | **30,274** | - On January 17, 2025, the Company issued **21,000,000** new shares, raising net proceeds of approximately **6,825 thousand HKD** for general working capital[39](index=39&type=chunk) [19. Contingent Liabilities](index=27&type=section&id=19.%20Contingent%20Liabilities) A Group subsidiary is involved in two legal proceedings, ordered to pay approximately RMB 57 million and additional overdue payments of approximately RMB 24 million, with the Group seeking to appeal. - A Group subsidiary is involved in two legal proceedings, ordered to pay approximately **RMB 57 million** and additional overdue payments of approximately **RMB 24 million**[40](index=40&type=chunk) - The Group has sought legal advice in China and believes there are sufficient grounds to apply for a retrial at the Higher People's Court in China[40](index=40&type=chunk) [Management Discussion and Analysis](index=28&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the Group's business performance for the six months ended June 30, 2025, outlines future business development themes, operational status and strategic outlook for each business segment, and a plan for the acquisition of concrete mixer trucks. [Business Review](index=28&type=section&id=Business%20Review) For the six months ended June 30, 2025, the Group recorded revenue of approximately 28,312 thousand HKD and a loss after tax of approximately 15,270 thousand HKD. Performance Summary (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | | :--- | :--- | | Revenue | 28,312 | | Loss after tax | 15,270 | [Continuing Connected Transactions](index=28&type=section&id=Continuing%20Connected%20Transactions) The Group entered into new office property and staff dormitory lease agreements with a connected party, constituting continuing connected transactions under the Listing Rules. - The Group entered into new office property and staff dormitory lease agreements with a connected party, constituting continuing connected transactions[42](index=42&type=chunk) [Outlook and Prospects](index=28&type=section&id=Outlook%20and%20Prospects) The Group adopts "New Life, New City Every Day" as its future business development theme, aiming to integrate property management, retail and consumer-related businesses, investment properties, and property development to meet daily needs. - The Group adopts "New Life, New City Every Day" as its future business development theme, integrating various businesses to meet daily needs[43](index=43&type=chunk) [Business Operations](index=28&type=section&id=Business%20Operations) This section details the operational status and future strategies for the Group's core business segments, including leasing and property management in Guangzhou, retail and consumer-related businesses in Mainland China, investment properties in Luoyang, and property development in Zhuhai. [Leasing and Property Management Business in Guangzhou](index=28&type=section&id=Leasing%20and%20Property%20Management%20Business%20in%20Guangzhou) The profit from rental and related management services of Changliu, a wholly-owned subsidiary of the Group, slightly decreased year-on-year but remains one of the Group's main commercial activities. - Profit from Guangzhou leasing and property management business slightly decreased but remains a primary commercial activity for the Group[44](index=44&type=chunk) [Retail and Consumer-related Business in Mainland China](index=29&type=section&id=Retail%20and%20Consumer-related%20Business%20in%20Mainland%20China) The Group restructured its retail and consumer-related businesses in Mainland China at the end of 2024 and plans to steadily expand into more promising business models starting from the second half of 2025. - Retail and consumer-related businesses in Mainland China were restructured at the end of 2024, with plans to expand into new business models from the second half of 2025[45](index=45&type=chunk) [Investment Properties in Luoyang](index=29&type=section&id=Investment%20Properties%20in%20Luoyang) The Luoyang investment property project has been delayed due to changes in land policy and construction plan modifications, with the Group actively seeking to change its land use and awaiting official approvals. - Luoyang property project has been delayed due to changes in land policy and construction plan modifications[46](index=46&type=chunk) - The Group is actively communicating with the government to apply for a change in land use to commercial and residential mixed-use and is awaiting necessary official approvals for the project[47](index=47&type=chunk)[48](index=48&type=chunk) [Property Development in Zhuhai](index=29&type=section&id=Property%20Development%20in%20Zhuhai) The Group is closely monitoring the Chinese real estate market environment and will determine the next steps for the Zhuhai property project based on market development speed, maintaining an optimistic long-term market outlook. - The Group is closely monitoring the Chinese real estate market and will determine the next steps for the Zhuhai property project based on market development speed[49](index=49&type=chunk) - The Group maintains an optimistic long-term outlook on the Chinese real estate market but will monitor market dynamics[49](index=49&type=chunk) [Acquisition of Concrete Mixer Trucks](index=30&type=section&id=Acquisition%20of%20Concrete%20Mixer%20Trucks) The Group plans to acquire 70 concrete mixer trucks for a total consideration of RMB 12,011,520.00 to expand its concrete logistics and transportation services, with the payment deadline extended to December 31, 2025. - The Group plans to acquire **70** concrete mixer trucks for a total consideration of **RMB 12,011,520.00** to expand its concrete logistics and transportation services and diversify its business[50](index=50&type=chunk)[51](index=51&type=chunk) - The payment deadline for the concrete mixer trucks has been extended to **December 31, 2025**[51](index=51&type=chunk) [Financial Review](index=31&type=section&id=Financial%20Review) This section summarizes the Group's financial performance for the six months ended June 30, 2025, including revenue, loss, loss per share, liquidity, gearing ratio, exchange rate risk, capital structure, and asset pledges. [Performance Overview](index=31&type=section&id=Performance%20Overview) For the six months ended June 30, 2025, the Group's revenue was 28,312 thousand HKD, loss for the period was 15,270 thousand HKD, and basic loss per share was 3.97 HK cents, showing an improvement from the prior year. Key Financial Performance (thousand HKD/HK cents) | Indicator | June 30, 2025 (thousand HKD/HK cents) | June 30, 2024 (thousand HKD/HK cents) | | :--- | :--- | :--- | | Revenue | 28,312 | 56,461 | | Loss for the period | 15,270 | 11,740 | | Basic loss per share | 3.97 HK cents | 9.15 HK cents | [Dividend Policy](index=31&type=section&id=Dividend%20Policy) The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025. - The Board does not recommend the payment of an interim dividend[53](index=53&type=chunk) [Liquidity, Financial Resources and Capital Commitments](index=31&type=section&id=Liquidity%2C%20Financial%20Resources%20and%20Capital%20Commitments) As of June 30, 2025, the Group's total assets and total liabilities both increased, cash and bank balances increased, and the current ratio significantly improved to 2.72. Liquidity and Financial Resources (thousand HKD) | Indicator | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Total Assets | 1,653,144 | 1,609,797 | | Total Liabilities | 1,425,984 | 1,336,389 | | Cash and bank balances | 10,105 | 8,459 | | Current Ratio | 2.72 | 1.33 | [Gearing Ratio](index=31&type=section&id=Gearing%20Ratio) As of June 30, 2025, the Group's gearing ratio (debt-to-equity) slightly increased to 81%. Gearing Ratio | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Gearing Ratio (Liabilities/Equity) | 81% | 78% | [Exchange Rate Risk](index=31&type=section&id=Exchange%20Rate%20Risk) The Group's principal operations are in China and Hong Kong, with primary operating currencies being HKD and RMB, and it is closely monitoring RMB exchange rate fluctuations and assessing exchange rate risk. - The Group's primary operating currencies are HKD and RMB, and it is closely monitoring RMB exchange rate fluctuations and assessing exchange rate risk[56](index=56&type=chunk) [Capital Structure](index=31&type=section&id=Capital%20Structure) There was no change in the Company's capital structure for the six months ended June 30, 2025. - There was no change in the Company's capital structure[57](index=57&type=chunk) [Pledge of Assets](index=31&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group pledged investment properties and properties under development for sale in Guangzhou, Luoyang, and Zhuhai as security for bank borrowings. - The Group pledged investment properties and properties under development for sale in Guangzhou, Luoyang, and Zhuhai as security for bank borrowings[58](index=58&type=chunk) [Other Information](index=32&type=section&id=Other%20Information) This section provides other important information for the Group for the six months ended June 30, 2025, including material investments, transactions in listed securities, contingent liabilities, corporate governance practices, employee information, and directors' and substantial shareholders' equity disclosures. [Material Investments, Major Acquisitions and Disposals, and Future Plans for Material Investments or Capital Assets](index=32&type=section&id=Material%20Investments%2C%20Major%20Acquisitions%20and%20Disposals%2C%20and%20Future%20Plans%20for%20Material%20Investments%20or%20Capital%20Assets) Apart from the disclosed plan to acquire concrete mixer trucks, the Company had no other material investments or major acquisitions and disposals during the reporting period. - Apart from the disclosed plan to acquire concrete mixer trucks, there were no other material investments or major acquisitions and disposals during the reporting period[59](index=59&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=32&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) For the six months ended June 30, 2025, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed shares. - During the reporting period, neither the Company nor its subsidiaries purchased, sold, or redeemed any of the Company's listed shares[60](index=60&type=chunk) [Contingent Liabilities](index=32&type=section&id=Contingent%20Liabilities) Details of contingent liabilities, involving two legal proceedings, are disclosed in Note 19 to the financial statements. - Details of contingent liabilities are disclosed in Note 19 to the financial statements[61](index=61&type=chunk) [Commitments](index=32&type=section&id=Commitments) As of June 30, 2025, the Group had no commitments. - As of June 30, 2025, the Group had no commitments[62](index=62&type=chunk) [Corporate Governance](index=33&type=section&id=Corporate%20Governance) The Company complied with the Corporate Governance Code in Appendix 14 of the Listing Rules during the reporting period, but there were deviations regarding the Chairman also serving as Chief Executive, non-executive directors having no fixed terms, and the Chairman not being subject to rotation by retirement. - The Company complied with the Corporate Governance Code, but deviations exist where the Chairman also serves as Chief Executive, non-executive directors have no fixed terms, and the Chairman is not subject to rotation by retirement[63](index=63&type=chunk)[64](index=64&type=chunk) [Employees](index=34&type=section&id=Employees) As of June 30, 2025, the Group employed approximately 46 staff in Hong Kong and China, offering a competitive remuneration package reviewed annually. - The Group employed approximately **46** staff in Hong Kong and China, offering a competitive remuneration package reviewed annually[65](index=65&type=chunk) [Directors' Interests and Short Positions in Shares, Underlying Shares and Debentures](index=34&type=section&id=Directors%27%20Interests%20and%20Short%20Positions%20in%20Shares%2C%20Underlying%20Shares%20and%20Debentures) As of June 30, 2025, Executive Director Mr. Han Junran held long positions in the Company's shares, including interests in controlled corporations and beneficially owned shares, totaling 50.81% of the issued share capital. Directors' Interests in Shares | Director's Name | Capacity/Nature of Interest | Number of Shares and Underlying Shares Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Han Junran | Interest in controlled corporation | 37,733,255 | 27.29% | | | Beneficial owner | 32,521,754 | 23.52% | | **Total** | | **70,255,009** | **50.81%** | [Substantial Shareholders' and Other Persons' Interests in Shares and Underlying Shares](index=36&type=section&id=Substantial%20Shareholders%27%20and%20Other%20Persons%27%20Interests%20in%20Shares%20and%20Underlying%20Shares) As of June 30, 2025, Junyi Investment Limited and Qilu International Funds SPC (acting for Zhongtai Dingfeng Classified Fund SP) were substantial shareholders of the Company, holding 27.29% and 50.82% equity interests, respectively. Substantial Shareholders' Interests | Name | Capacity | Number of Shares and Underlying Shares Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Junyi Investment Limited | Beneficial owner | 37,733,255 | 27.29% | | Qilu International Funds SPC (acting for Zhongtai Dingfeng Classified Fund SP) | Holder of security interest | 70,255,009 | 50.82% | | Zhongtai International Asset Management Limited | Investment manager | 70,255,009 | 50.82% | [Standard Code for Securities Transactions by Directors](index=37&type=section&id=Standard%20Code%20for%20Securities%20Transactions%20by%20Directors) The Company has adopted the Standard Code for Securities Transactions by Directors as set out in Appendix 10 of the Listing Rules, and all Directors have confirmed compliance with the Code during the reporting period. - The Company adopted the Standard Code for Securities Transactions by Directors, and all Directors confirmed compliance[70](index=70&type=chunk) [Audit Committee](index=37&type=section&id=Audit%20Committee) The Audit Committee, comprising three independent non-executive directors, has reviewed the Group's accounting principles, internal controls, and condensed consolidated financial statements. - The Audit Committee, composed of three independent non-executive directors, reviewed the Group's accounting principles, internal controls, and condensed consolidated financial statements[71](index=71&type=chunk)
华津国际控股(02738) - 2025 - 年度业绩
2025-09-05 09:12
[Supplementary Announcement Overview](index=1&type=section&id=Supplementary%20Announcement%20Overview) This section outlines the purpose and background of the supplementary announcement, providing additional details for the 2024 annual report [Purpose and Background of the Announcement](index=1&type=section&id=Purpose%20and%20Background%20of%20the%20Announcement) This supplementary announcement provides additional details on the company's share option scheme for the 2024 annual report, as per Listing Rules - This announcement supplements Huajin International Holdings Limited's 2024 annual report, providing additional information on the share option scheme[2](index=2&type=chunk)[3](index=3&type=chunk) - The supplementary information is provided in accordance with Rules 17.07 and 17.09 of the Listing Rules[3](index=3&type=chunk) [Share Option Scheme Update](index=2&type=section&id=Share%20Option%20Scheme%20Update) This section details the status and changes of unexercised share options for directors, employees, and consultants, along with the scheme's overall validity [Changes in Unexercised Share Options](index=2&type=section&id=Changes%20in%20Unexercised%20Share%20Options) Unexercised share options for directors, employees, and consultants remained unchanged for the year ended December 31, 2024, with no grants, lapses, or exercises [Directors' Share Options](index=2&type=section&id=Directors'%20Share%20Options) Four directors collectively held 7,272,724 unexercised share options as of December 31, 2024, with no changes during the year Directors' Unexercised Share Options (As of December 31, 2024) | Director Name | Unexercised as of Jan 1, 2024 (options) | Lapsed During Year (options) | Granted During Year (options) | Exercised During Year (options) | Unexercised as of Dec 31, 2024 (options) | | :--- | :--- | :--- | :--- | :--- | :--- | | Mr. Xu Songqing | 2,727,272 | – | – | – | 2,727,272 | | Mr. Xu Jianhong | 2,727,272 | – | – | – | 2,727,272 | | Mr. Luo Canwen | 2,727,272 | – | – | – | 2,727,272 | | Mr. Xu Songman | 2,727,272 | – | – | – | 2,727,272 | | **Subtotal** | **7,272,724** | **–** | **–** | **–** | **7,272,724** | [Employees' Share Options](index=3&type=section&id=Employees'%20Share%20Options) Employees held 17,478,257 unexercised share options as of December 31, 2024, showing no change from the beginning of the year Employees' Unexercised Share Options (As of December 31, 2024) | Category | Unexercised as of Jan 1, 2024 (options) | Lapsed During Year (options) | Granted During Year (options) | Exercised During Year (options) | Unexercised as of Dec 31, 2024 (options) | | :--- | :--- | :--- | :--- | :--- | :--- | | Employees | 17,478,257 | – | – | – | 17,478,257 | [Consultants' Share Options](index=3&type=section&id=Consultants'%20Share%20Options) Consultant Mr. Lao Henghuang held 521,739 unexercised share options as of December 31, 2024, unchanged, granted to support business development Consultants' Unexercised Share Options (As of December 31, 2024) | Category | Unexercised as of Jan 1, 2024 (options) | Lapsed During Year (options) | Granted During Year (options) | Exercised During Year (options) | Unexercised as of Dec 31, 2024 (options) | | :--- | :--- | :--- | :--- | :--- | :--- | | Consultants | 521,739 | – | – | – | 521,739 | - Consultant Mr. Lao Henghuang was granted share options for his extensive experience in corporate finance, M&A, regulatory, and compliance, aiming to support the group's business development and expansion[6](index=6&type=chunk) [Overall Share Option Scheme Status](index=3&type=section&id=Overall%20Share%20Option%20Scheme%20Status) The total unexercised share options under the scheme remained at 25,272,720 as of December 31, 2024, with no changes during the year Total Unexercised Share Options (As of December 31, 2024) | Category | Unexercised as of Jan 1, 2024 (options) | Lapsed During Year (options) | Granted During Year (options) | Exercised During Year (options) | Unexercised as of Dec 31, 2024 (options) | | :--- | :--- | :--- | :--- | :--- | :--- | | **Total** | **25,272,720** | **–** | **–** | **–** | **25,272,720** | - For the year ended December 31, 2024, the company neither granted nor cancelled any share options[6](index=6&type=chunk) - All share options have an exercise price of **HK$2.75** and were granted on **June 2, 2021**[4](index=4&type=chunk)[5](index=5&type=chunk) - The company's closing share price immediately prior to the grant date (June 1, 2021) was **HK$2.70**[6](index=6&type=chunk) [Total Number of Issuable Share Options](index=4&type=section&id=Total%20Number%20of%20Issuable%20Share%20Options) The total number of share options available for grant remained at 34,727,280 as of December 31, 2024, due to no activity during the year Total Shares Available for Share Option Grant | Date | Number of Share Options Available for Grant (options) | | :--- | :--- | | Jan 1, 2024 | 34,727,280 | | Dec 31, 2024 | 34,727,280 | - No share options were granted, exercised, or lapsed during the year, thus the number of options available for grant remained unchanged[7](index=7&type=chunk) [Share Option Scheme Validity Period](index=4&type=section&id=Share%20Option%20Scheme%20Validity%20Period) The share option scheme, effective March 22, 2016, has a 10-year validity, with approximately 0.98 years remaining as of the report date - The share option scheme became effective on **March 22, 2016**, with a validity period of **10 years**[8](index=8&type=chunk) - As of the reporting date of the 2024 annual report, the share option scheme's remaining validity period is approximately **0.98 years**[8](index=8&type=chunk) [Other Information](index=4&type=section&id=Other%20Information) This section confirms that the supplementary information does not impact other annual report content and lists the current board members [Board Members](index=4&type=section&id=Board%20Members) This supplementary information does not alter other 2024 annual report content and includes a list of current board members - This supplementary information does not affect other details contained in the 2024 annual report; all other information in the annual report remains unchanged except for the disclosed content[9](index=9&type=chunk) - The board members include Executive Directors Mr. Xu Songqing (Chairman), Mr. Luo Canwen (Chief Executive Officer), and Mr. Xu Songman; Non-executive Director Mr. Xu Jianhong; and Independent Non-executive Directors Mr. Chan Oi Fat, Mr. Au Kai Yuen, and Ms. Yip Nga Ting[9](index=9&type=chunk)