Financial Performance - FWD Group reported a new high in interim results for the six months ended June 30, 2025, with new business sales increasing by 38% year-on-year to $1,246 million[6]. - The operating profit after tax grew by 9% to $251 million, with significant contributions from regions including Hong Kong, Macau, Thailand, Cambodia, and Japan[6]. - Net profit reached $47 million, marking a new high since the adoption of IFRS 17[6]. - The intrinsic value of the group rose by 8% to $6,380 million, reflecting value creation for shareholders[6]. - Comprehensive tangible equity increased by 8% to $8,150 million, while the group's intrinsic value rose by 8% to $6,380 million[15]. - The net investment performance for the first half of 2025 was $135 million, a decrease of $30 million compared to the previous year, primarily due to changes in asset allocation[41]. - The company reported a significant increase in net profit after tax to $47 million for the six months ended June 30, 2025, compared to $3 million in the same period of 2024[49]. - The total comprehensive income for the period was a loss of $607 million, reflecting a significant decrease compared to previous periods[185]. - The company reported a net loss attributable to shareholders of $1.615 billion, highlighting challenges in maintaining profitability[185]. Capital and Solvency - The solvency ratio remained strong at 283%, with generated basic free surplus increasing by over 115% to $417 million, indicating robust capital position[6]. - The leverage ratio was reported at 23.7% as of June 30, 2025, with a long-term target of 15% to 20%[27]. - The local capital solvency ratio (prescribed capital requirement basis) improved to 283% as of June 30, 2025, compared to 260% on December 31, 2024[76]. - The Tier 1 capital coverage ratio (minimum capital requirement basis) increased from 282% on December 31, 2024, to 340% as of June 30, 2025[77]. - The total free surplus increased to $1,454 million, up from $668 million as of December 31, 2024, representing a growth of 118%[73]. Business Growth and Strategy - The company launched a new yen-denominated annuity product in Japan, marking its entry into the savings and retirement market[7]. - FWD Group's multi-channel distribution strategy continues to drive product innovation, including the development of index-linked universal life insurance products[5]. - The company launched 25 new products in the first half of 2025 to meet changing customer demands[14]. - Southeast Asia accounted for over 40% of new business sales, with seven out of ten markets located in this region[14]. - The company plans to enhance digital capabilities and distribution channels to expand its customer base in the rapidly growing Asian insurance market[18]. - The company aims to leverage partnerships with banks and insurance brokers to provide tailored product solutions for high-net-worth individuals and affluent customers[100]. Customer Satisfaction and Market Position - Customer satisfaction metrics remain high, with 92% of customers rating their insurance experience as "good" or "very good"[8]. - The net promoter score for claims service was +63, indicating strong customer satisfaction with service quality[12]. - The company maintains a leading position in the Thai market through its exclusive bancassurance partnership with Kasikorn Bank[7]. - The market share of new business sales in Thailand reached 15% as of June 30, 2025, indicating a strong position in the market[104]. Investment and Financial Management - The company’s total investment return was $974 million for the six months ended June 30, 2025, slightly down from $997 million in the same period of 2024[46]. - The fair value change of debt securities amounted to $1,141 million, offset by net financial expenses of $973 million related to insurance and reinsurance contracts[60]. - The company incurred listing expenses of $7 million during the reporting period, with $6 million recognized in the income statement[196]. - The company received $649 million in interest income, slightly up from $630 million in the same period last year[189]. IPO and Future Plans - FWD Group completed its IPO in July 2025, raising a total of HKD 3,611 million (approximately $466 million)[6]. - The company has committed to using the net proceeds from the IPO as disclosed in the prospectus, with no plans to deviate from the stated uses[94]. - The company has not declared any interim dividends for the six months ended June 30, 2025[93]. - The company plans to focus on expanding its market presence and enhancing product offerings in the upcoming quarters[185]. Employee and Organizational Development - The group employed 6,859 employees as of June 30, 2025, with a focus on employee development and training[82]. - The company has established a Talent Marketplace to enhance internal job mobility and promotion opportunities[83]. - The company launched a GenAI Hub to support employees in enhancing key skills and knowledge related to generative artificial intelligence[83]. Regulatory and Compliance - The independent review report confirms that the interim financial information complies with International Accounting Standard 34[176]. - The review did not identify any matters that would lead to a belief that the interim financial information was not prepared in accordance with International Accounting Standard 34[176].

Financial Performance - Revenue for the six months ended June 30, 2025, decreased by 38.8% to RMB119.5 million from RMB195.1 million for the same period in 2024[28]. - Gross profit for the same period fell by 50.5% to RMB61.7 million compared to RMB124.7 million in the prior year[29]. - The profit attributable to owners of the Company turned into a loss of RMB28.9 million, down from a profit of RMB5.1 million in the previous year[30]. - Basic and diluted earnings per share for the six months ended June 30, 2025, amounted to a loss of RMB0.23[30]. - The Group achieved operating revenue of RMB119.5 million during the Reporting Period, a decline from RMB195.1 million in the same period of 2024, with a loss attributable to owners of RMB28.9 million compared to a profit of RMB5.1 million in 2024[34]. - The Company experienced a decline in operating results during the Reporting Period due to market conditions and management transitions, but believes this will benefit long-term sustainability[54][56]. - For the first six months of 2025, the Group's total revenue was RMB119.5 million, a decrease of RMB75.6 million (38.8%) compared to RMB195.1 million in the same period of 2024[61]. - The gross profit for the first six months of 2025 was RMB61.7 million, representing a decrease of RMB63.0 million (50.5%) from RMB124.7 million in the same period of 2024, with a gross profit margin of 51.6%, down 12.3% from 63.9%[68]. - Operating profit turned negative at RMB (10,310,000) compared to a profit of RMB 10,707,000 in the previous year[199]. - Profit for the period was RMB (28,883,000), a significant decline from RMB 4,414,000 in 2024[199]. Operational Strategies - The management discussion and analysis section will cover key operational strategies and market conditions[5]. - Management adjustments during the reporting period led to transitional challenges and resource allocation for evaluating and adjusting operational strategies[32]. - The Company is actively optimizing its business operations and service architecture to enhance operational efficiency and market responsiveness[38]. - The product exchange is part of the Company's strategy to adapt to the slow recovery of the consumer market and operational challenges faced by offline stores[43]. - The Company aims to transform exchanged-in products into cost-effective consumer products through product planning, design, and packaging[43]. - The growth in KA channel sales is attributed to the unique sales model and increased brand awareness, enhancing the Company's sales capabilities[46]. - The Company aims to enhance its online channel strategies to promote high-quality development amidst fierce competition in the e-commerce sector[49][51]. Financial Position - Cash and cash equivalents decreased significantly from RMB65.4 million as of December 31, 2024, to RMB22.6 million as of June 30, 2025, attributed to a slow recovery in the end consumer market affecting offline store operations and sales[97]. - The Group's borrowings increased from RMB326.0 million as of December 31, 2024, to RMB374.4 million as of June 30, 2025, indicating an increase in the scale of borrowings[98]. - The gearing ratio rose from 32.6% as of December 31, 2024, to 36.8% as of June 30, 2025, primarily due to the increase in borrowings[99]. - Current assets decreased by RMB69.7 million from RMB1,113.1 million as of December 31, 2024, to RMB1,043.4 million as of June 30, 2025, primarily due to decreases in trade and other receivables and cash and cash equivalents[96]. - Total assets decreased to RMB1,250,819,000 as of June 30, 2025, down from RMB1,341,679,000 at the end of 2024[200]. - Total equity attributable to owners of the Company was RMB642,688,000, a decrease from RMB671,865,000 in the previous year[200]. Governance and Compliance - The audit committee is chaired by an independent non-executive director, ensuring compliance and governance[10]. - The Company has adopted the principles and code provisions of the Corporate Governance Code to enhance accountability and transparency[139]. - The Audit Committee reviewed the unaudited consolidated interim results for the six months ended June 30, 2025, confirming compliance with applicable accounting standards[156]. - The company confirmed that all Directors and Supervisors complied with the Model Code for the six months ended June 30, 2025, with no known violations by employees[153]. Shareholder Information - The Company has issued a total of 126,000,000 shares, comprising 94,500,000 Domestic Shares and 31,500,000 H Shares[1]. - A total of 19,944,899 Domestic Shares, representing approximately 15.83% of the total issued shares, were pledged by controlling shareholders, breaching the Model Code[145]. - Ms. Wang Juan holds 12,492,899 domestic shares, representing approximately 13.22% of the relevant class and 9.92% of the total issued share capital[173]. - The voting rights of 5,786,306 Domestic Shares held by Ms. Shi Ailing are controlled by Ms. Du Chunyi due to family arrangements[165]. - The Company has not disclosed any new products, technologies, or market expansion strategies in the provided content[167]. - There are no updates on mergers or acquisitions mentioned in the provided content[167].

績 報告 日 期 ni 5 Chinasoft International Limited 中軟國際有限公司* 於開曼群島註冊成立之有限公司 股份代碼: 0354 * 僅供識別 内 容 1 頁碼 | 概要 | 2 | | --- | --- | | 主席報告 . | 3 | | 近期業務發展 | 10 | | 管理層討論與分析 . | 47 | | 中期業績 | | | --綜合全面收益表(未經審核). | 61 | | ー綜合財務狀況表(未經審核). . | 62 | | －綜合權益變動表(未經審核). . | 64 | | ー綜合現金流量表(未經審核). . | 65 | | －未經審核綜合財務報表附註 | 66 | | 其他資料 ... | 76 | 中軟國際有限公司 3二五年中期業績報告 概 要 2 | 截至二零二五年上半年業績 | 截至六月三十日止六個月 | | | | --- | --- | --- | --- | | | 二零二五年 | 二零二四年 | | | 損益表概要 | （未經審核） | （未經審核） | 變化 | | | 人民幣千元 | 人民幣千元 | % | | 收入 | 8,506, ...

[Company Information](index=4&type=section&id=Company%20Information) This section details the company's governance structure, including board composition and administrative contact information [Board of Directors and Committee Composition](index=4&type=section&id=Board%20of%20Directors%20and%20Committee%20Composition) The company's board comprises executive, non-executive, and independent non-executive directors, with changes in audit, remuneration, and nomination committee members and chairpersons effective January 6, 2025 - The Board of Directors includes Mr. He Dingding (CEO), Mr. Lu Tianshun (Executive Director), Mr. Zhao Gongzhi, Mr. Huang Junxiong (Chairman), Mr. Gao Zhaoyuan, Mr. Yuan Liqian (Non-Executive Directors), and Ms. Chen Huiqi, Mr. He Shengwei, Mr. Deng Zhaoming (Independent Non-Executive Directors)[4](index=4&type=chunk) - Changes in the Audit Committee, Remuneration Committee, and Nomination and Corporate Governance Committee members and chairpersons occurred on January 6, 2025, with Mr. Deng Zhaoming appointed as Audit Committee Chairman[4](index=4&type=chunk) [Company Contact and Administrative Information](index=5&type=section&id=Company%20Contact%20and%20Administrative%20Information) The company is registered in the Cayman Islands with its principal place of business in Hong Kong, detailing share registrars, principal bankers, auditors, stock code, and website - The registered office is in the Cayman Islands, with the head office and principal place of business in Hong Kong[5](index=5&type=chunk) - The Hong Kong share registrar is Tricor Investor Services Limited, and the principal banker is DBS Bank Limited[5](index=5&type=chunk) - The company's stock code is 8237, and its website is www.irasia.com/listco/hk/linkholdings[5](index=5&type=chunk) [Financial Highlights](index=6&type=section&id=Financial%20Highlights) This section provides a summary of the company's key financial performance indicators [Overview of Operating Results](index=6&type=section&id=Overview%20of%20Operating%20Results) For the six months ended June 30, 2025, the Group's hotel operating revenue significantly decreased by 38.4% year-on-year, leading to a 21.5% increase in loss attributable to owners of the company and an expanded basic loss per share 2025 Half-Year Operating Results Overview | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Hotel operating revenue | 13,590 | 22,067 | -38.4% | | Loss attributable to owners of the company | (42,206) | (34,736) | +21.5% | | Basic loss per share (HK cents) | (24.86) | (20.74) | +20.06% | [Condensed Consolidated Statement of Comprehensive Income](index=7&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) This section presents the Group's financial performance, including revenue, expenses, and total comprehensive expense [Profit and Loss Performance](index=7&type=section&id=Profit%20and%20Loss%20Performance) The Group experienced a significant decline in revenue and gross profit in the first half of 2025, coupled with increased administrative expenses and finance costs, resulting in an expanded loss for the period and higher total comprehensive expense Condensed Consolidated Statement of Comprehensive Income Key Data | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 13,590 | 22,067 | -38.42% | | Cost of sales | (11,739) | (11,316) | +3.74% | | Gross profit | 1,851 | 10,751 | -82.78% | | Administrative expenses | (21,480) | (18,761) | +14.49% | | Finance costs | (21,470) | (25,087) | -14.38% | | Loss before income tax | (41,192) | (33,267) | +23.82% | | Loss for the period | (42,226) | (34,799) | +21.34% | | Exchange differences on translation of foreign operations | (20,856) | (13,496) | +54.53% | | Total comprehensive expense for the period | (63,082) | (48,295) | +30.62% | Loss for the Period and Total Comprehensive Expense Attributable To | Attributable To | 2025 Loss for the Period (HK$ thousand) | 2024 Loss for the Period (HK$ thousand) | 2025 Total Comprehensive Expense (HK$ thousand) | 2024 Total Comprehensive Expense (HK$ thousand) | | :--- | :--- | :--- | :--- | :--- | | Owners of the Company | (42,206) | (34,736) | (63,031) | (48,154) | | Non-controlling interests | (20) | (63) | (51) | (141) | | **Total** | **(42,226)** | **(34,799)** | **(63,082)** | **(48,295)** | Loss Per Share | Indicator | 2025 (HK cents) | 2024 (HK cents) | | :--- | :--- | :--- | | Basic loss per share | (24.86) | (20.74) | | Diluted loss per share | (24.86) | (20.74) | [Condensed Consolidated Statement of Financial Position](index=9&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) This section outlines the Group's financial position, including assets, liabilities, and equity [Assets and Liabilities Position](index=9&type=section&id=Assets%20and%20Liabilities%20Position) As of June 30, 2025, the Group's non-current assets increased, but current assets decreased, and current liabilities significantly rose, leading to a substantial expansion in net current liabilities and total deficit Condensed Consolidated Statement of Financial Position Key Data | Indicator | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total non-current assets | 480,809 | 457,304 | +5.14% | | Total current assets | 29,973 | 39,226 | -23.60% | | Total current liabilities | 609,836 | 538,826 | +13.18% | | Net current liabilities | (579,863) | (499,600) | +16.07% | | Total assets less current liabilities | (99,054) | (42,296) | +134.22% | | Total non-current liabilities | 41,371 | 38,988 | +6.11% | | Net liabilities | (140,425) | (81,284) | +72.77% | | Total deficit | (140,425) | (81,284) | +72.77% | [Condensed Consolidated Statement of Changes in Equity](index=11&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) This section details the changes in the Group's equity over the reporting period [Analysis of Changes in Equity](index=11&type=section&id=Analysis%20of%20Changes%20in%20Equity) The Group's total equity deficit expanded from HK$81,284 thousand at the beginning of 2025 to HK$140,425 thousand at period-end, primarily due to the loss for the period and negative exchange differences from foreign operations, partially offset by shares issued from a placing event Key Data on Changes in Equity | Indicator | January 1, 2025 (HK$ thousand) | June 30, 2025 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Share capital | 4,188 | 5,026 | +838 | | Share premium | 363,352 | 366,455 | +3,103 | | Translation reserve | (84,951) | (105,776) | -20,825 | | Accumulated losses | (437,178) | (478,735) | -41,557 | | Equity attributable to owners of the Company | (78,270) | (137,360) | -59,090 | | Total deficit | (81,284) | (140,425) | -59,141 | - The loss for the period was **HK$42,206 thousand**, and exchange differences on translation of foreign operations were **HK$20,825 thousand**, resulting in a total comprehensive expense of **HK$63,031 thousand**[12](index=12&type=chunk) - Net proceeds of **HK$3,941 thousand** from the issue of shares for the placing event increased share capital and share premium[12](index=12&type=chunk) [Condensed Consolidated Statement of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) This section presents the Group's cash inflows and outflows from operating, investing, and financing activities [Cash Flow Analysis](index=13&type=section&id=Cash%20Flow%20Analysis) In the first half of 2025, the Group experienced significant cash outflows from operating activities, and despite some cash inflows from financing activities, overall cash and cash equivalents substantially decreased Condensed Consolidated Statement of Cash Flows Key Data | Indicator | 2025 (HK$ thousand) | 2024 (HK$ thousand) | Change (HK$ thousand) | | :--- | :--- | :--- | :--- | | Net cash used in operating activities | (22,258) | (20,686) | -1,572 | | Net cash used in investing activities | (10) | (540) | +530 | | Net cash from financing activities | 7,468 | 18,505 | -11,037 | | Net decrease in cash and cash equivalents | (14,800) | (2,721) | -12,079 | | Cash and cash equivalents at end of period | 5,825 | 22,400 | -16,575 | [Notes to the Condensed Consolidated Interim Financial Statements](index=14&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated interim financial statements [Company Information](index=14&type=section&id=Company%20Information) The company is incorporated in the Cayman Islands, primarily engaged in investment holding, with its subsidiaries involved in hotel services, non-performing debt asset management, and property investment - The Company was incorporated as an exempted company in the Cayman Islands on May 15, 2012[15](index=15&type=chunk) - Its principal business is investment holding, with subsidiaries primarily engaged in hotel ownership, hotel services, non-performing debt asset management, and property investment[15](index=15&type=chunk) [Basis of Preparation and Principal Accounting Policies](index=14&type=section&id=Basis%20of%20Preparation%20and%20Principal%20Accounting%20Policies) The interim financial statements are prepared in accordance with International Financial Reporting Standards and GEM Listing Rules, using the same accounting policies as the 2024 audited consolidated financial statements, with no significant impact from newly adopted standards - The interim financial statements have been prepared in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board and the applicable disclosure requirements of the GEM Listing Rules[16](index=16&type=chunk) - The accounting policies and methods of computation used in the preparation of the interim financial statements are the same as those adopted in the 2024 audited consolidated financial statements[16](index=16&type=chunk) - The Group has adopted all new and revised standards, but they have no significant impact on accounting policies and reported amounts[17](index=17&type=chunk) [Income and Loss from Non-Performing Debt Assets at Amortized Cost](index=16&type=section&id=Income%20and%20Loss%20from%20Non-Performing%20Debt%20Assets%20at%20Amortized%20Cost) The Group's revenue primarily stems from hotel operations, with hotel room revenue being the largest component but significantly declining, while no loss was recorded from non-performing debt assets this period Hotel Operating Revenue Analysis | Revenue Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Hotel room | 8,756 | 16,117 | | Food and beverage | 2,696 | 3,213 | | Rental income from hotel properties | 1,465 | 2,364 | | Others | 673 | 373 | | **Total** | **13,590** | **22,067** | Hotel Business Revenue by Geographical Segment | Principal Geographical Market | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Singapore | 8,937 | 15,967 | | Japan | 4,653 | 6,100 | | **Total** | **13,590** | **22,067** | - For non-performing debt assets, no impairment loss was recorded in 2025, compared to **HK$19 thousand** in 2024[18](index=18&type=chunk) [Loss Before Income Tax Expense](index=17&type=section&id=Loss%20Before%20Income%20Tax%20Expense) Key factors contributing to the loss before income tax expense include staff costs, depreciation of property, plant and equipment, depreciation of right-of-use assets, and Singapore property tax Components of Loss Before Income Tax Expense | Item | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Staff costs | 6,189 | 6,365 | | Depreciation of property, plant and equipment | 5,584 | 4,767 | | Depreciation of right-of-use assets | 1,298 | 1,292 | | Singapore property tax | 962 | 1,668 | [Income Tax Expense](index=18&type=section&id=Income%20Tax%20Expense) The Group's income tax expense primarily originates from Singapore, taxed at 17%, while entities in other regions are subject to local tax rates or corporate income tax exemptions Income Tax Expense Components for the Period | Tax Category | 2025 (HK$ thousand) | 2024 (HK$ thousand) | | :--- | :--- | :--- | | Singapore corporate income tax | 1,034 | 1,532 | - The Group incurred no assessable profits in Hong Kong, thus no Hong Kong profits tax provision was made[21](index=21&type=chunk) - Entities in the Cayman Islands and British Virgin Islands are exempt from corporate income tax; Indonesian subsidiaries are subject to a 25% income tax rate; Chinese subsidiaries are subject to a 25% corporate income tax rate; Japanese subsidiaries are subject to an effective statutory income tax rate of approximately 33.59% for Japanese profits tax[22](index=22&type=chunk) [Loss Per Share](index=19&type=section&id=Loss%20Per%20Share) Both basic and diluted loss per share attributable to owners of the company were 24.86 HK cents, an increase from the prior year, with potential dilutive ordinary shares having an anti-dilutive effect on basic loss per share Loss Per Share Calculation Data | Indicator | 2025 (HK$ thousand/thousand shares) | 2024 (HK$ thousand/thousand shares) | | :--- | :--- | :--- | | Loss used for basic and diluted loss per share | (42,206) | (34,736) | | Weighted average number of ordinary shares for basic loss per share | 169,741 | 167,520 | | Weighted average number of ordinary shares for diluted loss per share | 169,741 | 167,520 | - For the six months ended June 30, 2025 and 2024, the diluted loss per share was the same as the basic loss per share, due to the anti-dilutive effect of potential dilutive ordinary shares on basic loss per share[25](index=25&type=chunk) [Dividends](index=20&type=section&id=Dividends) The Board of Directors does not recommend the payment of any dividends for the six months ended June 30, 2025 - The Directors do not recommend the payment of any dividends for the six months ended June 30, 2025 (2024: nil)[26](index=26&type=chunk) [Trade and Other Receivables](index=20&type=section&id=Trade%20and%20Other%20Receivables) The Group's trade receivables significantly decreased, with a typical credit period of 30 days, and strict control over uncollected amounts, posing no significant credit concentration risk Ageing Analysis of Trade Receivables | Ageing | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current to 30 days | 749 | 1,881 | | 31 to 60 days | 55 | 668 | | 61 to 90 days | – | 7 | | Over 90 days | 5 | 13 | | **Total** | **809** | **2,569** | - Trade receivables generally have a **30-day credit period** and are recognized and recorded at their original invoice amounts less impairment[27](index=27&type=chunk) - The Group maintains strict control over uncollected receivables and has no significant credit concentration risk[27](index=27&type=chunk) [Trade and Other Payables](index=21&type=section&id=Trade%20and%20Other%20Payables) The Group's trade payables increased, typically enjoying a credit period of up to 30 days, while other payables include a substantial amount of construction payables Ageing Analysis of Trade Payables | Ageing | June 30, 2025 (HK$ thousand) | December 31, 2024 (HK$ thousand) | | :--- | :--- | :--- | | Current to 30 days | 1,118 | 473 | | 31 to 60 days | 220 | 246 | | 61 to 90 days | 124 | 146 | | Over 90 days | 95 | 92 | | **Total** | **1,557** | **957** | - The Group typically obtains a credit period of up to **30 days** from its suppliers, and trade payables are interest-free[29](index=29&type=chunk) - Other payables include construction payables, with a current portion of approximately **HK$42,118 thousand** and a non-current portion of approximately **HK$7,601 thousand**[29](index=29&type=chunk) [Management Discussion and Analysis](index=22&type=section&id=Management%20Discussion%20and%20Analysis) This section provides an overview of the Group's business operations, financial performance, and future outlook [Business Review](index=22&type=section&id=Business%20Review) The Group continues to focus on hotel operations in Singapore and Japan, but the Singapore Hotel G was impacted by expanded renovation works, the Japan Hanatsubaki Ryokan underperformed due to financial strain and earthquake damage, and the Bintan resort development remains suspended - The Group primarily operates Hotel G in Singapore and Hanatsubaki Ryokan in Japan, and commenced non-performing debt asset management business in 2017[30](index=30&type=chunk) - The scope of renovation and maintenance works at Hotel G Singapore expanded, further impacting its business, with completion expected by the end of 2025[30](index=30&type=chunk) - Hanatsubaki Ryokan in Japan underperformed due to financial and human resource constraints and earthquake damage in early 2024, prompting the Group to consider exploring options like disposal to alleviate liquidity pressure[30](index=30&type=chunk) - The development of the Bintan resort hotel in Indonesia has been suspended since the outbreak of the COVID-19 pandemic in early 2020, and the Group is considering seeking potential investors for capital injection[30](index=30&type=chunk) [Financial Review](index=22&type=section&id=Financial%20Review) The Group's total hotel operating revenue decreased by 38.4% year-on-year, leading to a 21.5% increase in loss attributable to owners of the company and an expanded basic loss per share, primarily due to a reduction in available rooms at Hotel G due to renovation - The Group's total hotel operating revenue was approximately **HK$13,590 thousand** (2024: approximately HK$22,067 thousand), a decrease of approximately **38.4%** compared to the same period last year[31](index=31&type=chunk) - Loss attributable to owners of the company was approximately **HK$42,206 thousand** (2024: approximately HK$34,736 thousand), an increase in loss of approximately **HK$7,470 thousand** or approximately **21.5%** compared to the same period last year[32](index=32&type=chunk) - The increase in loss was primarily due to the expanded scope of renovation and maintenance works at Hotel G, leading to a further reduction in the total number of available rooms and thus decreased revenue from the Singapore hotel business[32](index=32&type=chunk) - Basic loss per share was approximately **24.86 HK cents** (2024: approximately 20.74 HK cents (restated))[32](index=32&type=chunk) [Hotel Operations](index=23&type=section&id=Hotel%20Operations) Room revenue accounted for 64.4% of total hotel operating revenue but declined due to Hotel G's renovation, which reduced total available room nights, average room rate, and revenue per available room, despite an increase in occupancy rate; food and beverage and rental income also decreased - Room revenue was approximately **HK$8,756 thousand** (2024: approximately HK$16,117 thousand), accounting for approximately **64.4%** of the Group's total hotel operating revenue[33](index=33&type=chunk) Hotel G Operating Metrics | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Total available room nights | 16,290 | 26,754 | | Occupancy rate | 57% | 47% | | Average room rate (HK$) | 619.5 | 835.3 | | Revenue per available room (HK$) | 354.7 | 391.2 | - Food and beverage revenue was approximately **HK$2,696 thousand** (2024: approximately HK$3,213 thousand), accounting for approximately **19.8%** of total hotel operating revenue[33](index=33&type=chunk) - Rental income from hotel tenants was approximately **HK$1,465 thousand** (2024: approximately HK$2,364 thousand), accounting for approximately **10.8%** of total hotel business revenue[34](index=34&type=chunk) [Bintan Assets](index=24&type=section&id=Bintan%20Assets) The Bintan development plan has been delayed due to tightened financial resources and the COVID-19 pandemic, and the Group is considering seeking potential investors to complete or acquire the asset outright - The first phase of the Bintan development plan's construction contract was signed in September 2016, but project progress has been delayed since 2020 due to tightened financial resources and the COVID-19 pandemic[35](index=35&type=chunk) - The Group is currently considering seeking potential investors for capital injection to complete or acquire the Bintan assets outright[35](index=35&type=chunk) [Non-Performing Debt Asset Management Business](index=24&type=section&id=Non-Performing%20Debt%20Asset%20Management%20Business) No loss was recorded from the non-performing debt asset management business during the period, and management found no issues regarding the ownership and recoverability of related assets - During the review period, the Group recorded no loss from non-performing debt assets (net of impairment loss) (2024: loss of approximately **HK$19 thousand**)[36](index=36&type=chunk) - As of the date of this interim report, management has not identified any issues regarding the ownership and recoverability of non-performing debt assets[36](index=36&type=chunk) [Liquidity, Financial Resources, and Capital Structure](index=24&type=section&id=Liquidity%2C%20Financial%20Resources%2C%20and%20Capital%20Structure) The Group faces liquidity pressure with significantly increased net current liabilities and short-term interest-bearing borrowings; to address this, the Group completed a placing to raise funds for general working capital and is actively monitoring and managing its capital - As of June 30, 2025, the Group recorded net current liabilities of approximately **HK$579,863 thousand** (2024: approximately HK$499,600 thousand)[37](index=37&type=chunk) - Short-term interest-bearing bank and other borrowings amounted to approximately **HK$489,076 thousand** (2024: approximately HK$427,857 thousand)[37](index=37&type=chunk) - The Company completed a placing on June 18, 2025, issuing **33,504,000 shares** with net proceeds of approximately **HK$3,824 thousand**, intended for the Group's general working capital[38](index=38&type=chunk)[39](index=39&type=chunk) - The Board believes the placing is the best fundraising method to strengthen the financial position, provide working capital, broaden the shareholder base, and enhance the capital base, superior to debt financing, bank borrowings, rights issues, or open offers[40](index=40&type=chunk) [Measures to Address Going Concern Issues](index=26&type=section&id=Measures%20to%20Address%20Going%20Concern%20Issues) To resolve going concern uncertainties, the Group is implementing several measures, including advancing Hotel G renovations, utilizing placing proceeds, actively seeking new financing, negotiating debt restructuring with existing lenders, and implementing cost control and asset disposals - The scope of renovation and maintenance works at Hotel G has expanded to include the annex building and main building, with completion expected by the end of 2025[42](index=42&type=chunk) - The placing was completed on June 18, 2025, with net proceeds of approximately **HK$3,824 thousand**, of which approximately **HK$2,900 thousand** has been used for the Group's general working capital[43](index=43&type=chunk) - The Group is committed to obtaining new financing sources at reasonable costs and actively negotiating with existing lenders for extensions, refinancing, or restructuring of existing borrowings, as well as reducing interest rates and/or deferring principal and interest payments[44](index=44&type=chunk) - The Group continues to seek suitable opportunities to dispose of its assets to increase cash inflow while implementing cost control measures to streamline administrative expenses[44](index=44&type=chunk) [Material Investments](index=26&type=section&id=Material%20Investments) During the review period, the Group did not acquire or hold any material investments - During the review period, the Group did not acquire or hold any material investments (2024: nil)[45](index=45&type=chunk) [Material Acquisitions and Disposals](index=27&type=section&id=Material%20Acquisitions%20and%20Disposals) During the review period, the Group had no material acquisitions or disposals of subsidiaries, associates, and joint ventures - During the review period, the Group had no material acquisitions or disposals of subsidiaries, associates, and joint ventures[46](index=46&type=chunk) [Future Plans for Material Investments and Capital Assets](index=27&type=section&id=Future%20Plans%20for%20Material%20Investments%20and%20Capital%20Assets) As of the date of this interim report, the Group has no plans for material investments and capital assets other than those disclosed herein - Other than those disclosed in this report, as of the date of this interim report, the Group has no plans for material investments and capital assets[47](index=47&type=chunk) [Gearing Ratio](index=27&type=section&id=Gearing%20Ratio) The gearing ratio is not applicable as the Group recorded a deficit attributable to owners of the company as of June 30, 2025 - As of June 30, 2025, the Group recorded total debt of approximately **HK$546,056 thousand** and a total deficit of approximately **HK$140,425 thousand**, making the gearing ratio not applicable (June 30, 2024: approximately 1,811.1%)[48](index=48&type=chunk) [Contingent Liabilities](index=27&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the Group's management is not aware of any significant claims against the Group - As of June 30, 2025, the Group's management is not aware of any significant claims against the Group (December 31, 2024: nil)[49](index=49&type=chunk) [Share Consolidation and Change in Board Lot Size](index=27&type=section&id=Share%20Consolidation%20and%20Change%20in%20Board%20Lot%20Size) The company completed a share consolidation (25 shares into 1) and changed the board lot size to enhance share value and market liquidity - Every twenty-five (25) issued and unissued ordinary shares of HK$0.001 each in the Company's existing share capital have been consolidated into one (1) ordinary share of HK$0.025 each, effective March 5, 2025[50](index=50&type=chunk) - The board lot size for trading on the Stock Exchange has been changed from **2,000 existing shares** to **6,000 consolidated shares**, effective March 19, 2025[50](index=50&type=chunk) - As of the date of this report, the Company's authorized share capital is **HK$50,000,000**, divided into **2,000,000,000 consolidated shares** of HK$0.025 each, of which **201,024,000 shares** are issued and fully paid or credited as fully paid[50](index=50&type=chunk) [Employees and Remuneration Policy](index=27&type=section&id=Employees%20and%20Remuneration%20Policy) The Group's employee count and total staff costs decreased, with remuneration policies aligned with market practices, determined by performance and experience, and including retirement benefits and training - As of June 30, 2025, the Group employed a total of **53 employees** (December 31, 2024: 60 employees)[51](index=51&type=chunk) - Total staff costs (including directors' emoluments) for the review period were approximately **HK$6,189 thousand** (2024: approximately HK$6,365 thousand)[51](index=51&type=chunk) - The Group's remuneration policy aligns with prevailing market practices and is determined based on individual employee performance and experience, also providing retirement benefits and training[51](index=51&type=chunk)[52](index=52&type=chunk)[54](index=54&type=chunk) [Share Option Scheme](index=28&type=section&id=Share%20Option%20Scheme) The company's 2014 share option scheme has expired, with all granted options lapsed; a new 2024 scheme was adopted to incentivize and retain talent, detailing participant eligibility, grant conditions, exercise price, vesting period, and share number limits, though no options have been granted to date - The 2014 Share Option Scheme expired on June 19, 2024, with all **52,350,000 share options** granted during its tenure having lapsed, primarily due to employee resignations[55](index=55&type=chunk)[64](index=64&type=chunk)[70](index=70&type=chunk) - The Company adopted a new 2024 Share Option Scheme, effective for **10 years** from May 31, 2024, aimed at rewarding, attracting, and retaining eligible participants who contribute to the Group's long-term development[56](index=56&type=chunk)[63](index=63&type=chunk) - Participants in the 2024 Share Option Scheme include the Group's directors and employees, associated entity participants, and service providers, with the exercise price being the higher of the closing price on the grant date, the average closing price for the preceding five business days, and the nominal value of the shares[57](index=57&type=chunk)[58](index=58&type=chunk) - Share options typically require a minimum **12-month holding period** before exercise, with the scheme's authorized limit set at **10%** of the total issued shares on the adoption date, and a **1%** sub-limit for service providers[59](index=59&type=chunk) - Due to the share consolidation, as of June 30, 2025, the total number of shares available for issue under the scheme authorization and service provider sub-limit was **16,752,000 shares** and **1,675,200 shares**, respectively[66](index=66&type=chunk) - No share options have been granted under the 2024 Share Option Scheme since its adoption[67](index=67&type=chunk) [Foreign Exchange Risk](index=34&type=section&id=Foreign%20Exchange%20Risk) The Group's transactions in Singapore, Indonesia, Japan, and China are primarily settled in local functional currencies, resulting in minimal transactional foreign exchange risk, but translation risk exists when converting these functional currencies to HKD, with no financial instruments used for hedging - The vast majority of transactions by the Group's subsidiaries in Singapore, Indonesia, Japan, and China are settled in Singapore Dollars, Indonesian Rupiah, Japanese Yen, and Renminbi, respectively, resulting in minimal foreign exchange risk[68](index=68&type=chunk) - The translation of the functional currencies of these subsidiaries into the presentation currency of HKD may be subject to foreign exchange risk[68](index=68&type=chunk) - During the review period, the Group did not use any financial instruments to hedge foreign exchange risk[68](index=68&type=chunk) [Pledge of Group Assets](index=34&type=section&id=Pledge%20of%20Group%20Assets) The Group has pledged certain property, plant, and equipment to secure bank financing - As of June 30, 2025, certain property, plant and equipment with a net book value of approximately **HK$138,119 thousand** (December 31, 2024: approximately HK$121,870 thousand) were pledged to secure bank financing[69](index=69&type=chunk) [Dividends](index=35&type=section&id=Dividends) The Board of Directors does not recommend the payment of any dividends for the review period - The Board of Directors does not recommend the payment of any dividends for the review period (2024: nil)[71](index=71&type=chunk) [Financing Agreement and Specific Performance Deed by Controlling Shareholder](index=35&type=section&id=Financing%20Agreement%20and%20Specific%20Performance%20Deed%20by%20Controlling%20Shareholder) The Group secured a SGD75,000,000 term loan facility in December 2024 but defaulted on accrued interest payments in June 2025; the Group is actively negotiating with the lender for a waiver and exploring refinancing options - The Company's subsidiary HHI entered into a financing agreement with an independent third-party lender on October 30, 2024, securing a **SGD75,000,000** term loan facility[72](index=72&type=chunk) - The loan facility was drawn down on December 6, 2024, to repay old debts, fund working capital, and cover financing costs[73](index=73&type=chunk) - The loan facility is secured by HHI's operating accounts, a legal mortgage executed by HHI over Hotel G, a fixed and floating charge over all assets and undertakings of HHI, and a charge executed by Silverine over HHI shares[72](index=72&type=chunk) - The Group failed to pay accrued interest when due in June 2025 under the terms of the financing agreement, resulting in an event of default[75](index=75&type=chunk) - The Group is actively negotiating with the lender for a waiver of the default and exploring options for extension, refinancing, or restructuring of existing borrowings, as well as reducing interest rates and/or deferring principal and interest payments[77](index=77&type=chunk) - As of the date of this report, the lender has not demanded immediate repayment of the loan facility, and the total outstanding principal remains **SGD75,000,000**[75](index=75&type=chunk)[77](index=77&type=chunk) [Outlook](index=37&type=section&id=Outlook) The company maintains cautious optimism for future prospects, contingent on timely refinancing, and will continue to evaluate its hotel portfolio, seek special asset investment opportunities, and actively address liquidity challenges; Singapore hotels show a positive outlook, while Japanese hotels may be considered for sale due to difficulties, and the Bintan resort development awaits refinancing - The Company maintains cautious optimism for its future prospects, anticipating recovery from the COVID-19 pandemic, provided timely refinancing is secured[78](index=78&type=chunk) - The Company will continue to evaluate its existing investment portfolio and seek suitable special asset investment and restructuring opportunities[78](index=78&type=chunk) - Singapore hotels have a positive outlook with timely refinancing, and management remains keen to seek business partners to enhance overall performance[78](index=78&type=chunk) - Hanatsubaki Ryokan in Japan is currently underperforming, and the Group may consider exploring possible options (including but not limited to disposal of Hanatsubaki Ryokan) to alleviate liquidity pressure, subject to timely refinancing[79](index=79&type=chunk) - The Bintan resort development project presents a good opportunity to expand regional presence, but its sustainability requires careful evaluation and successful, timely refinancing[80](index=80&type=chunk) - The Company acknowledges the severity of its current liquidity challenges and is actively seeking refinancing to stabilize its financial position[80](index=80&type=chunk) [Audit Committee](index=38&type=section&id=Audit%20Committee) The Audit Committee is responsible for reviewing and overseeing the Group's financial reporting process, risk management, and internal control systems; its composition changed on January 6, 2025, and it has reviewed the unaudited consolidated results for the period, confirming compliance with applicable accounting standards and GEM Listing Rules - The Audit Committee is responsible for reviewing and overseeing the Group's financial reporting process, risk management, and internal control systems, and providing recommendations to the Board[81](index=81&type=chunk) - The composition of the Audit Committee changed on January 6, 2025, with Mr. Deng Zhaoming appointed as Chairman[81](index=81&type=chunk) - The Audit Committee has reviewed the Group's unaudited consolidated results for the review period and this report, deeming them compliant with applicable accounting standards, GEM Listing Rules, and other relevant legal requirements[81](index=81&type=chunk) [Remuneration Committee](index=39&type=section&id=Remuneration%20Committee) The Remuneration Committee is responsible for reviewing and recommending to the Board the remuneration policy and structure for directors and senior management; its composition changed on January 6, 2025, with Ms. Chen Huiqi remaining as Chairperson - The Remuneration Committee is responsible for reviewing and recommending to the Board the policy and structure for all remuneration of the Company's directors and senior management[82](index=82&type=chunk) - The composition of the Remuneration Committee changed on January 6, 2025, with Ms. Chen Huiqi remaining as Chairperson of the Remuneration Committee[82](index=82&type=chunk) [Nomination and Corporate Governance Committee](index=39&type=section&id=Nomination%20and%20Corporate%20Governance%20Committee) The Nomination and Corporate Governance Committee is responsible for reviewing the board structure, identifying director candidates, and formulating corporate governance policies; its composition changed on January 6, 2025, with Mr. Huang Junxiong remaining as Chairman - The Nomination and Corporate Governance Committee is responsible for reviewing the Board's structure, size, composition, and diversity, identifying suitable candidates for Board membership, and formulating and reviewing the Company's corporate governance policies and practices[83](index=83&type=chunk) - The composition of the Nomination and Corporate Governance Committee changed on January 6, 2025, with Mr. Huang Junxiong remaining as Chairman[83](index=83&type=chunk) [Other Information](index=40&type=section&id=Other%20Information) This section includes additional disclosures regarding corporate governance, directors' securities transactions, competing interests, and shareholdings [Corporate Governance Code](index=40&type=section&id=Corporate%20Governance%20Code) The Group has complied with the code provisions of the Corporate Governance Code set out in Part 2 of Appendix C1 to the GEM Listing Rules during the review period - For the six months ended June 30, 2025, the Group has complied with the code provisions of the Corporate Governance Code set out in Part 2 of Appendix C1 to the GEM Listing Rules[85](index=85&type=chunk) [Code for Securities Transactions by Directors](index=40&type=section&id=Code%20for%20Securities%20Transactions%20by%20Directors) The company has adopted the required standard of dealings under the GEM Listing Rules as its code for directors' securities transactions, and all directors have confirmed compliance with this code - The Company has adopted the required standard of dealings set out in Rules 5.48 to 5.67 of the GEM Listing Rules as its code for securities transactions by directors[86](index=86&type=chunk) - Following specific enquiries made to all Directors, all Directors confirmed that they have complied with the required standard of dealings and the code for securities transactions by Directors throughout the review period[86](index=86&type=chunk) [Competing Interests](index=40&type=section&id=Competing%20Interests) During the review period and up to the date of this report, all directors or controlling shareholders and their respective close associates confirmed that they had no business or interests in any company that competes or may compete with the Group's business - During the review period and up to the date of this report, each Director or controlling shareholder and their respective close associates confirmed that they had no business or interests in any company that constitutes or may constitute a competition with the Group's business, nor any other conflicts of interest with the Group[87](index=87&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=40&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company%27s%20Listed%20Securities) During the review period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the review period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[88](index=88&type=chunk) [Directors' and Chief Executive's Interests in Shares and Underlying Shares of the Company and Associated Corporations](index=41&type=section&id=Directors%27%20and%20Chief%20Executive%27s%20Interests%20in%20Shares%20and%20Underlying%20Shares%20of%20the%20Company%20and%20Associated%20Corporations) As of June 30, 2025, Mr. Lu Tianshun, Mr. Huang Junxiong, and Mr. Yuan Liqian held significant interests in the company's shares through controlled corporations, representing 48.61% of the total issued shares Directors' and Chief Executive's Long Positions in the Company's Shares | Name | Capacity | Total Number of Shares Held | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Lu Tianshun | Interest in controlled corporation | 97,725,600 | 48.61% | | Mr. Huang Junxiong | Interest in controlled corporation | 97,725,600 | 48.61% | | Mr. Yuan Liqian | Interest in controlled corporation | 97,725,600 | 48.61% | - These interests are primarily held through Ace Kingdom Enterprises Corporation, which is owned by Boomerang Investment Limited (36%), Mr. Guo Erche (35%), Billion Supreme Holdings Limited (20%), and Mr. Yuan Liqian (9%)[93](index=93&type=chunk) - As of June 30, 2025, the total number of issued shares of the Company was **201,024,000 shares**[92](index=92&type=chunk) [Substantial Shareholders' Interests and Short Positions in Shares and Underlying Shares of the Company](index=43&type=section&id=Substantial%20Shareholders%27%20Interests%20and%20Short%20Positions%20in%20Shares%20and%20Underlying%20Shares%20of%20the%20Company) As of June 30, 2025, Ace Kingdom Enterprises Corporation and its associates, CMI Financial Holding Company Limited and its associates, and China Orient Asset Management Co. were the company's substantial shareholders, holding significant proportions of shares Substantial Shareholders' Long Positions in Shares | Shareholder Name/Name | Capacity | Number of Shares | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Ace Kingdom Enterprises Corporation | Beneficial owner | 97,725,600 | 48.61% | | Boomerang Investment Limited | Interest in controlled corporation | 97,725,600 | 48.61% | | Mr. Guo Erche | Interest in controlled corporation | 97,725,600 | 48.61% | | Billion Supreme Holdings Limited | Interest in controlled corporation | 97,725,600 | 48.61% | | CMI Financial Holding Company Limited | Beneficial owner | 27,600,000 | 13.73% | | China Minsheng Investment Corp., Ltd. | Interest in controlled corporation | 27,600,000 | 13.73% | | China Orient Asset Management Co. | Beneficial owner | 12,400,000 | 6.17% | - Ace Kingdom is owned by Boomerang Investment Limited (36%), Mr. Guo Erche (35%), Billion Supreme Holdings Limited (20%), and Mr. Yuan Liqian (9%)[96](index=96&type=chunk) - CMI Financial Holding Company Limited is wholly owned by CMIG Asia Asset Management Limited, which is wholly owned by China Minsheng Investment Corp., Ltd[96](index=96&type=chunk) - China Orient Asset Management Co. has a deemed interest in **12,400,000 shares** held by its controlled corporation, adjusted for the share consolidation[96](index=96&type=chunk)

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其 準確性或完整性亦不發表任何聲明，並明確表示概不就因本公告全部或任何部分內容而 產生或因倚賴該等內容而引致的任何損失承擔任何責任。 天津津燃公用事業股份有限公司 TIANJIN JINRAN PUBLIC UTILITIES COMPANY LIMITED （於中華人民共和國註冊成立之股份有限公司） （股份代號：01265） 2025年中期業績公告 天津津燃公用事業股份有限公司（「本公司」）董事（「董事」）會（「董事會」）提呈本公司及其 附屬公司（統稱「本集團」）截至2025年6月30日止六個月（「呈報期」或「 2025年上半年」）的未 經審核合併業績，連同截至2024年6月30日止六個月（「 2024年上半年」）的未經審核比較數 字如下： 1 合併資產負債表 2025年6月30日 （金額單位：人民幣元） | | | 2025年 | 2024年 | | --- | --- | --- | --- | | | 附註四 | 6月30日 | 12月31日 | | | | （未經審計） | （經審計） | | 資產 | | | | | 流動資 ...

Financial Highlights 財務概覽 Six months ended 30 June 截至六月三十日止六個月 | | 2025 | 2024 | | --- | --- | --- | | | 二零二五年 | 二零二四年 | | | RMB'000 | RMB'000 | | | 人民幣千元 | 人民幣千元 | | | (Unaudited) | (Unaudited) | | | （未經審核） | （未經審核） | | Profitability data 盈利能力數據 | | | | Revenue 收益 | 59,695 | 56,141 | | Gross profit 毛利 | 7,454 | 6,737 | | Profit (loss) and total comprehensive income (expense) for | | | | the period attributable to owners of the Company | | | | 本公司擁有人應佔期內溢利（虧損）及全面收益（開支）總額 | 62 | (260,872) | | Earnings (loss) ...

[Company Information](index=4&type=section&id=公司資料) [Board of Directors](index=4&type=section&id=董事會) The Board of Directors comprises executive and independent non-executive directors, with details on the composition of audit, remuneration, nomination, and investment management committees - The Board of Directors comprises **three executive directors** and **three independent non-executive directors**, Chairman is **Mr. Zhang Hongjun**, CEO is **Mr. Li Jing**[10](index=10&type=chunk) - Audit, Remuneration, Nomination, and Investment Management Committees are established, ensuring **robust corporate governance**[10](index=10&type=chunk) [Company Information](index=5&type=section&id=公司信息) Key company information includes auditor, legal advisor, principal bankers, share registrar, registered office, principal place of business, website, stock code, and listing date - Auditor is **Zhonghui Anda Certified Public Accountants Limited**, Hong Kong legal advisor is **Lo & Lo Solicitors LLP**[11](index=11&type=chunk) - The company's stock code is **9986**, listed on the Stock Exchange on **July 15, 2020**[12](index=12&type=chunk) [Management Discussion and Analysis](index=6&type=section&id=管理層討論與分析) [Business Review](index=6&type=section&id=業務回顧) The Group provides after-school personal quality courses, overseas education consulting, and diversified consulting services, expanding into brand operation and management for beauty and health products - The Group's principal businesses include **after-school personal quality courses**, **overseas education consulting services**, and **diversified consulting services**[14](index=14&type=chunk) - During the reporting period, overseas education consulting services cover cities including **Zhengzhou, Shenzhen, Hangzhou, Wuhan, and Xi'an**, with after-school personal quality courses having dance teaching centers in **Zhengzhou and Beijing**[15](index=15&type=chunk) - Brand operation and management consulting services expanded into **beauty and health products**, adding **two new brands**[15](index=15&type=chunk) [Future Outlook](index=7&type=section&id=未來展望) The Group will adapt to regulatory changes, explore business opportunities to expand its international education ecosystem, and enhance brand operation and management through technology and potential acquisitions - The Group will closely monitor the regulatory environment, adjust business plans, and actively explore opportunities to **expand business breadth and depth**[16](index=16&type=chunk) - Committed to building an **international education ecosystem**, providing **high-quality, diversified integrated services**, and expanding into **language training, cultural exchange, profile enhancement, and academic guidance**[16](index=16&type=chunk) - Will actively expand **diversified consulting services**, especially **brand operation and management**, planning collaborations with **high-quality beauty and health brands**, leveraging technology to **reconstruct the brand value chain**, and exploring **acquisition opportunities**[17](index=17&type=chunk) [Financial Review](index=8&type=section&id=財務回顧) Revenue decreased and loss for the period significantly increased due to share-based payment expenses, despite an improved gross margin, while net other gains turned into losses [Revenue](index=8&type=section&id=收益) Total revenue decreased by 12.6% to RMB41.5 million, with declines in existing segments partially offset by new brand operation and management revenue of RMB5.7 million Revenue Overview (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | **Total Revenue** | **41.5** | **47.5** | **-12.6%** | | After-school Courses Segment | 13.3 | 16.6 | -19.9% | | Overseas Education Segment | 19.3 | 22.5 | -14.2% | | Training and Consulting Segment | 3.0 | 7.9 | -62.0% | | Other Segment | 0.2 | 0.5 | -60.0% | | Brand Operation and Management Segment | 5.7 | - | New | [Cost of Sales and Services](index=8&type=section&id=銷售及提供服務成本) Cost of sales and services decreased by RMB4.4 million to RMB24.2 million, aligning with the reduction in revenue Cost of Sales and Services (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | YoY Change (RMB million) | | :--- | :--- | :--- | :--- | | Cost of Sales and Services | 24.2 | 28.6 | -4.4 | [Gross Profit and Gross Margin](index=8&type=section&id=毛利及毛利率) Gross profit decreased by RMB1.6 million to RMB17.3 million, while the gross margin improved from 39.9% to 41.7% Gross Profit and Gross Margin (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | YoY Change (RMB million) | | :--- | :--- | :--- | :--- | | Gross Profit | 17.3 | 18.9 | -1.6 | | Gross Margin | 41.7% | 39.9% | +1.8% | [Other Income](index=8&type=section&id=其他收入) Other income decreased by RMB0.1 million to RMB0.4 million for the period Other Income (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | YoY Change (RMB million) | | :--- | :--- | :--- | :--- | | Other Income | 0.4 | 0.5 | -0.1 | [Net Other Gains and Losses](index=8&type=section&id=其他收益及虧損淨額) Net other gains and losses turned into a RMB1.0 million loss from a RMB6.0 million gain, primarily due to the absence of software disposal gains and reduced fair value losses on financial assets Net Other Gains and Losses (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Net Other Gains and Losses | (1.0) | 6.0 | -7.0 (Turned from gain to loss) | | Gain on Disposal of Software Under Development | - | 10.0 | -10.0 | | Fair Value Loss on Financial Assets at Fair Value Through Profit or Loss | (0.1) | (5.6) | +5.5 (Loss reduced) | [Selling and Marketing Expenses](index=9&type=section&id=銷售及營銷開支) Selling and marketing expenses increased by RMB0.6 million to RMB6.6 million, driven by expanded business operations Selling and Marketing Expenses (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | YoY Change (RMB million) | | :--- | :--- | :--- | :--- | | Selling and Marketing Expenses | 6.6 | 6.0 | +0.6 | [Administrative Expenses](index=9&type=section&id=行政開支) Administrative expenses significantly increased by RMB29.5 million to RMB54.9 million, primarily due to share-based payment expenses recognized Administrative Expenses (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | YoY Change (RMB million) | | :--- | :--- | :--- | :--- | | Administrative Expenses | 54.9 | 25.4 | +29.5 | [Finance Costs](index=9&type=section&id=融資成本) Finance costs increased to RMB389 thousand from RMB239 thousand in the prior period Finance Costs (For the Six Months Ended 30 June) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | YoY Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Finance Costs | 389 | 239 | +150 | [Taxation](index=9&type=section&id=稅項) Income tax credit for the period was RMB273 thousand, compared to RMB509 thousand in the prior period Income Tax Credit (For the Six Months Ended 30 June) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | YoY Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Income Tax Credit | 273 | 509 | -236 | [Loss for the Period](index=9&type=section&id=期內虧損) Loss for the period widened to RMB45.9 million, an increase of RMB37.1 million, primarily due to the recognition of share-based payment expenses Loss for the Period (For the Six Months Ended 30 June) | Indicator | 2025 (RMB million) | 2024 (RMB million) | YoY Change (RMB million) | | :--- | :--- | :--- | :--- | | Loss for the Period | (45.9) | (8.8) | -37.1 | [Loss Per Share](index=9&type=section&id=每股虧損) Basic and diluted loss per share was RMB5.66 cents, compared to RMB1.29 cents in the prior period Loss Per Share (For the Six Months Ended 30 June) | Indicator | 2025 (RMB cents) | 2024 (RMB cents) | YoY Change (RMB cents) | | :--- | :--- | :--- | :--- | | Basic and Diluted Loss Per Share | (5.66) | (1.29) | -4.37 | [Non-HKFRS Measures](index=10&type=section&id=非香港財務報告準則計量) The company presents adjusted loss for the period as a non-HKFRS measure to exclude equity-settled share option and award expenses, facilitating period-over-period operational performance comparison Adjusted Loss for the Period (For the Six Months Ended 30 June) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss for the Period | (45,905) | (8,810) | | Add: Equity-settled Share Option and Share Award Expenses | 29,914 | – | | **Adjusted Loss for the Period** | **(15,991)** | **(8,810)** | [Financial Position](index=10&type=section&id=財務狀況) As of June 30, 2025, the Group's net current liabilities increased, bank balances and cash significantly decreased, gearing ratio rose, and both trade receivables and payables increased with new inventories [Liquidity](index=10&type=section&id=流動資金) Net current liabilities increased by approximately 40.6% to RMB57.5 million as of June 30, 2025, primarily due to a decrease in bank balances and cash Net Current Liabilities (As of 30 June) | Indicator | 30 June 2025 (RMB million) | 31 December 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Net Current Liabilities | 57.5 | 40.9 | +40.6% | [Bank Balances and Cash](index=10&type=section&id=銀行結餘及現金) Bank balances and cash decreased by approximately 62.9% to RMB19.3 million as of June 30, 2025, from RMB52.0 million at December 31, 2024 Bank Balances and Cash (As of 30 June) | Indicator | 30 June 2025 (RMB million) | 31 December 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Bank Balances and Cash | 19.3 | 52.0 | -62.9% | [Borrowings](index=11&type=section&id=借款) Total borrowings significantly increased to RMB7.2 million as of June 30, 2025, from RMB2.3 million at December 31, 2024 Total Borrowings (As of 30 June) | Indicator | 30 June 2025 (RMB million) | 31 December 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Total Borrowings | 7.2 | 2.3 | +4.9 | [Contingent Liabilities](index=11&type=section&id=或然負債) As of June 30, 2025, the Group had no material contingent liabilities - As of June 30, 2025, the Group had **no material contingent liabilities**[33](index=33&type=chunk) [Gearing Ratio](index=11&type=section&id=資本負債比率) The gearing ratio increased to approximately 57.8% as of June 30, 2025, from approximately 38.5% at December 31, 2024 Gearing Ratio (As of 30 June) | Indicator | 30 June 2025 | 31 December 2024 | Change | | :--- | :--- | :--- | :--- | | Gearing Ratio | 57.8% | 38.5% | +19.3% | [Working Capital](index=11&type=section&id=營運資金) Working capital saw significant increases in both trade receivables and payables, alongside the introduction of inventories [Trade Receivables](index=11&type=section&id=貿易應收款項) Trade receivables increased by approximately 46.2% to RMB1.9 million as of June 30, 2025 Trade Receivables (As of 30 June) | Indicator | 30 June 2025 (RMB million) | 31 December 2024 (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | | Trade Receivables | 1.9 | 1.3 | +46.2% | [Trade Payables](index=11&type=section&id=貿易應付款項) Trade payables significantly increased to RMB5.1 million as of June 30, 2025, from RMB0.1 million at December 31, 2024 Trade Payables (As of 30 June) | Indicator | 30 June 2025 (RMB million) | 31 December 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Trade Payables | 5.1 | 0.1 | +5.0 | [Inventories](index=11&type=section&id=存貨) Inventories amounted to RMB5.7 million as of June 30, 2025, with no inventories reported at December 31, 2024 Inventories (As of 30 June) | Indicator | 30 June 2025 (RMB million) | 31 December 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Inventories | 5.7 | 0 | +5.7 | [Capital Expenditure and Capital Commitments](index=11&type=section&id=資本開支及資本承擔) Capital expenditure for the period was RMB1,674 thousand, primarily for property, plant, and equipment additions, significantly increasing from the prior period, with no material capital commitments at period-end Capital Expenditure (For the Six Months Ended 30 June) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Capital Expenditure | 1,674 | 96 | +1,578 | - As of June 30, 2025, the Group had **no capital commitments** for additions to property, plant, and equipment[39](index=39&type=chunk) [Pledge of Assets and Charges](index=12&type=section&id=資產押記及資產抵押) As of June 30, 2025, the Group had no pledges or charges on its assets - As of June 30, 2025, the Group had **no pledges or charges on its assets**[40](index=40&type=chunk) [Interest Rate Risk](index=12&type=section&id=利率風險) The Group faces cash flow interest rate risk from variable-rate bank balances and fair value interest rate risk from fixed-rate borrowings, currently not hedged but monitored for future action - The Group faces **cash flow interest rate risk** (from variable-rate bank balances) and **fair value interest rate risk** (from fixed-rate borrowings)[41](index=41&type=chunk) - Interest rate risk is currently **unhedged**, but will be monitored, and hedging considered if necessary[41](index=41&type=chunk) [Foreign Exchange Risk](index=12&type=section&id=外匯風險) Most of the Group's revenue, expenses, and bank balances are denominated in RMB or HKD, with foreign exchange risk currently unhedged but monitored for potential future hedging - The Group's operations are primarily denominated in **RMB and HKD**, with foreign exchange risk currently **unhedged**[42](index=42&type=chunk) - Foreign exchange risk will be monitored, and hedging considered if necessary[42](index=42&type=chunk) [Interim Dividend](index=12&type=section&id=中期股息) The Board of Directors resolved not to declare an interim dividend for the reporting period - The Board of Directors resolved **not to declare an interim dividend**[43](index=43&type=chunk) [Material Investments Held](index=12&type=section&id=所持重大投資) As of June 30, 2025, the Group had no material investments other than those disclosed in the interim report - As of June 30, 2025, the Group had **no other material investments**[43](index=43&type=chunk) [Future Plans for Material Investments and Capital Assets](index=12&type=section&id=有關重大投資及資本資產的未來計劃) As of June 30, 2025, the Group had no immediate plans for material investments and capital assets - As of June 30, 2025, the Group had **no immediate plans for material investments and capital assets**[44](index=44&type=chunk) [Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=12&type=section&id=重大收購及出售附屬公司、聯營公司及合營企業) During the reporting period, the Group had no material acquisitions or disposals of subsidiaries, associates, or joint ventures beyond those disclosed in the interim report - During the reporting period, the Group had **no other material acquisitions or disposals of subsidiaries, associates, or joint ventures**[45](index=45&type=chunk) [Corporate Governance and Other Information](index=13&type=section&id=企業管治及其他資料) [Use of Proceeds from Listing](index=13&type=section&id=上市所得款項用途) The company's 2020 listing generated HKD204.0 million in net proceeds, with the Board reallocating unutilized funds in 2022 for overseas education expansion, strategic acquisitions, and internal growth, with HKD4.4 million remaining to be utilized by end-2025 - Net proceeds from listing were approximately **HKD204.0 million**[47](index=47&type=chunk) - On August 29, 2022, the Board resolved to reallocate unutilized net proceeds, primarily for **expanding overseas education business**, **strategic acquisitions of education-related services**, and **after-school personal quality courses**[47](index=47&type=chunk) Use of Net Proceeds from Listing (As of 30 June 2025) | Intended Use | Original Allocation (HKD million) | Utilized as of 29 Aug 2022 (HKD million) | Unutilized as of 29 Aug 2022 (HKD million) | Revised Allocation (HKD million) | Utilized from 29 Aug 2022 to 31 Dec 2024 (HKD million) | Utilized during Period (HKD million) | Unutilized as of 30 Jun 2025 (HKD million) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Expand after-school academic education services for primary and secondary students and self-operated teaching center network | 122.4 | 52.4 | 70.0 | – | – | – | – | | Strategic acquisitions or establishment of joint ventures to expand geographical presence in China and scale of after-school academic education services for primary and secondary students | 61.2 | 6.1 | 55.1 | – | – | – | – | | Expand education business outside China | – | – | – | 60.0 | 58.6 | 0.6 | 0.8 | | Strategic acquisitions or establishment of joint ventures to expand education-related services, after-school personal quality courses, and vocational education | – | – | – | 50.0 | 50.0 | – | – | | Expand education-related services, after-school personal quality courses, and vocational education through internal growth | – | – | – | 15.1 | 11.0 | 0.5 | 3.6 | | Working capital purposes | 20.4 | 14.4 | 6.0 | 6.0 | 6.0 | – | – | | **Total** | **204.0** | **72.9** | **131.1** | **131.1** | **125.6** | **1.1** | **4.4** | - The estimated utilization period for unutilized net proceeds has been extended to **end-2025**[49](index=49&type=chunk) [Equity Fund Raising Activities or Disposal of Treasury Shares for Cash and Use of Proceeds](index=15&type=section&id=股本集資活動或出售庫存股換取現金及所得款項用途) During the reporting period, the company did not engage in any equity fundraising activities or dispose of treasury shares for cash - During the reporting period, the company did **not engage in equity fundraising activities or dispose of treasury shares**[50](index=50&type=chunk) [Changes in Directors and Directors' Information](index=15&type=section&id=董事變動及董事資料變更) No disclosable changes in directors or their information occurred during the reporting period or up to the interim report date - There were **no changes in directors or their information** during the reporting period[51](index=51&type=chunk) [Directors' Service Contracts](index=15&type=section&id=董事服務合約) Service contracts or appointment letters for executive and independent non-executive directors are for three-year terms, terminable according to their respective provisions - Directors' service contracts or appointment letters are for **three-year terms**, terminable according to their provisions[52](index=52&type=chunk) [Employees and Remuneration Policy](index=15&type=section&id=僱員及薪酬政策) As of June 30, 2025, the Group had 319 employees with total staff costs of approximately RMB28.6 million, offering comprehensive remuneration including wages, bonuses, retirement, medical benefits, and share-based incentive schemes Number of Employees and Staff Costs (As of 30 June) | Indicator | 30 June 2025 | 31 December 2024 | | :--- | :--- | :--- | | Number of Employees | 319 | 429 | | Total Staff Costs (For the Six Months Ended 30 June, RMB million) | 28.6 | 28.8 | - Remuneration policy is based on qualifications, experience, position, and performance, offering **wages, performance bonuses, retirement benefits, and medical benefits**[53](index=53&type=chunk) - Share option and share award schemes are in place to **incentivize employees**[53](index=53&type=chunk) [Share Option Scheme](index=16&type=section&id=購股權計劃) As of June 30, 2025, 80,000,000 share options remained unexercised under the share option scheme, with no grants, exercises, cancellations, or lapses during the period Movements in Share Option Scheme (As of 30 June 2025) | Grant Date | Participant | Exercise Price (HKD) | Unexercised as of 1 Jan 2025 | Granted during Period | Exercised during Period | Lapsed/Cancelled during Period | Unexercised as of 30 Jun 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 14 November 2024 | Employee | 3.88 | 60,000,000 | – | – | – | 60,000,000 | | 30 December 2024 | Employee | 2.41 | 20,000,000 | – | – | – | 20,000,000 | | **Total** | | | **80,000,000** | **–** | **–** | **–** | **80,000,000** | - The number of vested share options will be determined based on the **grantee's individual performance rating** during the vesting period[56](index=56&type=chunk) [Share Award Scheme](index=17&type=section&id=股份獎勵計劃) As of June 30, 2025, 75,000,000 award shares were available for grant under the share award scheme, with 5,000,000 granted but unvested, and no grants, exercises, cancellations, or lapses during the period Movements in Share Award Scheme (As of 30 June 2025) | Eligible Person | Grant Date | Unvested as of 1 Jan 2025 | Granted during Period | Vested during Period | Cancelled during Period | Lapsed during Period | Unvested as of 30 Jun 2025 | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Employee | 30 December 2024 | 5,000,000 | – | – | – | – | 5,000,000 | | **Total** | | **5,000,000** | **–** | **–** | **–** | **–** | **5,000,000** | - Award shares will vest on the **first anniversary of the grant date (December 30, 2025)**, with the number of vested shares determined by the **grantee's individual performance rating** during the vesting period[59](index=59&type=chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=18&type=section&id=購買、出售或贖回本公司的上市證券) During the reporting period, neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the reporting period, neither the company nor its subsidiaries **purchased, sold, or redeemed any listed securities**[60](index=60&type=chunk) [Corporate Governance](index=18&type=section&id=企業管治) The Group is committed to maintaining high corporate governance standards and complied with all applicable provisions of the Corporate Governance Code in Appendix C1 of the Listing Rules during the reporting period - The Group is committed to maintaining **high corporate governance standards** and complied with **all applicable provisions of the Corporate Governance Code** in Appendix C1 of the Listing Rules[61](index=61&type=chunk) [Standard Code for Securities Transactions by Directors](index=18&type=section&id=董事進行證券交易的標準守則) The company adopted the Standard Code set out in Appendix C3 of the Listing Rules, with all directors confirming compliance during the reporting period - All directors confirmed compliance with the **Standard Code** set out in Appendix C3 of the Listing Rules during the reporting period[62](index=62&type=chunk) [Competition and Conflicts of Interest](index=18&type=section&id=競爭及利益衝突) As of the interim report date, no director held direct or indirect interests in businesses competing with the Group or had other conflicts of interest - As of the report date, **no directors had significant competing interests or conflicts of interest** with the Group's business[63](index=63&type=chunk) [Directors' and Chief Executive's Interests and Short Positions in Securities](index=19&type=section&id=董事及主要行政人員於證券之權益及淡倉) As of June 30, 2025, Mr. Zhang Hongjun held a 7.75% equity interest in the company through a controlled corporation and significant shareholder rights in associate Dashan Training, where Mr. Shan Jingchao also held a minor interest [Interests in Shares and Underlying Shares of the Company](index=19&type=section&id=於本公司股份及相關股份的權益) Mr. Zhang Hongjun held 62,000,000 shares, representing approximately 7.75% of the issued share capital, through his controlled corporation, Baitai Directors' Interests in Shares and Underlying Shares of the Company (As of 30 June 2025) | Director Name | Capacity of Interest Held | Number of Shares Held (L) | Approximate % of Issued Share Capital (%) | | :--- | :--- | :--- | :--- | | Zhang Hongjun | Interest in controlled corporation (Baitai) | 62,000,000 | 7.75 | [Interests in Ordinary Shares of Associated Corporations of the Company](index=20&type=section&id=於本公司相聯法團普通股中的權益) Mr. Zhang Hongjun held 13,562,500 shares (42.04%) as a nominee shareholder and 13,750,000 shares (42.62%) through Houde Education in Dashan Training, where Mr. Shan Jingchao held 125,000 shares (0.39%) as a nominee shareholder Directors' Interests in Ordinary Shares of Associated Corporations of the Company (As of 30 June 2025) | Director Name | Associated Corporation Name | Capacity of Interest Held | Number of Shares Held | Approximate % of Issued Share Capital (%) | | :--- | :--- | :--- | :--- | | Zhang Hongjun | Dashan Training | Nominee Shareholder | 13,562,500 | 42.04 | | | Dashan Training | Interest in controlled corporation (Houde Education) | 13,750,000 | 42.62 | | Shan Jingchao | Dashan Training | Nominee Shareholder | 125,000 | 0.39 | [Substantial Shareholders' Interests and Short Positions in Securities](index=21&type=section&id=主要股東於證券的權益和淡倉) As of June 30, 2025, major shareholders included INFINITE APEX ENTERPRISES LIMITED (26.31%), Ruitian International Limited (26.23%), and Baitai (7.75%), with their respective controlling entities [Interests in Shares and Underlying Shares of the Company](index=21&type=section&id=於本公司股份及相關股份的權益) INFINITE APEX ENTERPRISES LIMITED and its controller Xi Wang held 210,510,800 shares (26.31%), Ruitian International Limited and its controllers Giga Talent Investment Limited and Ms. Liu Bing Tian held 209,872,000 shares (26.23%), and Baitai and its controller Mr. Zhang Hongjun held 62,000,000 shares (7.75%) Substantial Shareholders' Interests in Shares and Underlying Shares of the Company (As of 30 June 2025) | Name | Capacity of Interest Held | Number of Shares Held (L) | Approximate % of Issued Share Capital (%) | | :--- | :--- | :--- | :--- | | INFINITE APEX ENTERPRISES LIMITED | Beneficial Owner | 210,510,800 | 26.31 | | Xi Wang | Interest in controlled corporation | 210,510,800 | 26.31 | | Ruitian International Limited | Beneficial Owner | 209,872,000 | 26.23 | | Giga Talent Investment Limited | Interest in controlled corporation | 209,872,000 | 26.23 | | Liu Bing Tian | Interest in controlled corporation | 209,872,000 | 26.23 | | Baitai | Beneficial Owner | 62,000,000 | 7.75 | [Audit Committee](index=22&type=section&id=審核委員會) The Audit Committee, comprising three independent non-executive directors, reviews and oversees financial reporting, risk management, and internal control systems, having reviewed the unaudited condensed consolidated financial statements - Reviewed the **unaudited condensed consolidated financial statements** of this interim report[74](index=74&type=chunk) - The committee comprises **three independent non-executive directors**, with **Dr. Xie Xiangbing as Chairman**[74](index=74&type=chunk) [Material Litigation](index=22&type=section&id=重大法律訴訟) During the reporting period and up to the interim report date, the Group was not involved in any material legal proceedings or arbitration - There were **no material legal proceedings or arbitration** during the reporting period[75](index=75&type=chunk) [Publication of Interim Report on HKEX and Company Website](index=22&type=section&id=於聯交所及本公司網站刊發中期報告) This interim report will be dispatched to shareholders upon request and is available on the HKEX and company websites - The interim report is available on the **HKEX website and the company website**[76](index=76&type=chunk) [Acknowledgement](index=22&type=section&id=致謝) The Board expresses gratitude to management, all employees, shareholders, business partners, students and their families, clients, and the auditor for their support - The Board thanks **management, employees, shareholders, partners, clients, and the auditor** for their support[77](index=77&type=chunk) [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=23&type=section&id=簡明綜合損益及其他全面收益表) For the six months ended June 30, 2025, the Group's loss widened significantly to RMB45.9 million from RMB8.8 million, driven by decreased revenue, reduced gross profit, and increased administrative expenses due to share-based payments Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the Six Months Ended 30 June) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Revenue | 41,452 | 47,504 | | Cost of Sales and Services | (24,232) | (28,562) | | Gross Profit | 17,220 | 18,942 | | Other Income | 433 | 484 | | Net Other Gains and Losses | (975) | 6,028 | | Selling and Marketing Expenses | (6,621) | (6,031) | | Administrative Expenses | (54,895) | (25,391) | | Share of Results of Associates | (951) | (3,112) | | Finance Costs | (389) | (239) | | Loss Before Tax | (46,178) | (9,319) | | Income Tax Credit | 273 | 509 | | **Loss for the Period** | **(45,905)** | **(8,810)** | | Total Comprehensive Expense for the Period | (45,838) | (8,818) | | Basic and Diluted Loss Per Share (RMB cents) | (5.66) | (1.29) | [Condensed Consolidated Statement of Financial Position](index=24&type=section&id=簡明綜合財務狀況表) As of June 30, 2025, total assets less current liabilities decreased to RMB57.4 million from RMB81.9 million, with net assets at RMB43.8 million, reflecting increased net current liabilities and reduced bank balances and cash Condensed Consolidated Statement of Financial Position (As of 30 June) | Indicator | 30 June 2025 (RMB thousand) | 31 December 2024 (RMB thousand) | | :--- | :--- | :--- | | **Non-current Assets** | **114,933** | **122,802** | | Property, Plant and Equipment | 38,759 | 44,949 | | Interests in Associates | 40,984 | 41,866 | | **Current Assets** | **57,805** | **72,004** | | Inventories | 5,652 | – | | Bank Balances and Cash | 19,250 | 52,019 | | **Current Liabilities** | **115,308** | **112,904** | | Contract Liabilities | 83,386 | 86,257 | | **Net Current Liabilities** | **(57,503)** | **(40,900)** | | **Total Assets Less Current Liabilities** | **57,430** | **81,902** | | **Non-current Liabilities** | **13,601** | **14,043** | | **Net Assets** | **43,829** | **67,859** | | **Total Equity** | **43,829** | **67,859** | [Condensed Consolidated Statement of Changes in Equity](index=26&type=section&id=簡明綜合權益變動表) For the six months ended June 30, 2025, total equity attributable to owners decreased from RMB99.4 million to RMB77.1 million, primarily due to the loss for the period and share repurchases for the share award scheme, while share-based payment reserves significantly increased Condensed Consolidated Statement of Changes in Equity (For the Six Months Ended 30 June 2025) | Indicator | 1 January 2025 (RMB thousand) | Total Comprehensive Expense for the Period (RMB thousand) | Equity-settled Share-based Payments Recognized (RMB thousand) | Shares Repurchased under Share Award Scheme (RMB thousand) | 30 June 2025 (RMB thousand) | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Attributable to Owners of the Company | 99,424 | (43,158) | 29,914 | (9,120) | 77,127 | | Non-controlling Interests | (31

MBV International Limited 目 錄 | 公司資料 | 2 | | --- | --- | | 財務摘要 | 4 | | 管理層討論與分析 | 5 | | 其他資料 | 8 | | 簡明綜合損益及其他全面收益表 | 14 | | 簡明綜合財務狀況表 | 15 | | 簡明綜合權益變動表 | 16 | | 簡明綜合現金流量表 | 17 | | 簡明綜合財務報表附註 | 19 | 公司資料 執行董事 拿督Tan Meng Seng （主席） 拿督Tan Mein Kwang （首席執行官） Tan Beng Sen先生 侯豔麗女士 拿汀Kong Siew Peng 獨立非執行董事 徐倩珩女士 區永源先生 余致力先生 公司秘書 林海琪女士 （HKICPA） 審核委員會 徐倩珩女士 （主席） 區永源先生 余致力先生 薪酬委員會 區永源先生 （主席） 徐倩珩女士 余致力先生 提名委員會 余致力先生 （主席） 徐倩珩女士 區永源先生 授權代表 拿督Tan Meng Seng 林海琪女士 註冊辦事處 Windward 3, Regatta Office Park PO Box 1350 Grand C ...

簡明綜合財務報表 REF Holdings Limited（「本公司」）董事會（分別為「董事」及「董事會」）宣布，本公司及其 附屬公司（統稱「本集團」）截至二零二五年六月三十日止六個月的未經審核簡明綜合業 績連同相關比較數字如下： 簡明綜合損益及其他全面收益表 截至二零二五年六月三十日止六個月 | | | 截至六月三十日止六個月 | | | --- | --- | --- | --- | | | | 二零二五年 | 二零二四年 | | | | 千港元 | 千港元 | | | 附註 | （未經審核） | （未經審核） | | 收益 | 4 | 53,346 | 63,221 | | 服務成本 | | (24,889) | (28,868) | | 毛利 | | 28,457 | 34,353 | | 其他收益及虧損淨額 | 6 | 563 | 921 | | 貿易應收款項預期信貸虧損撥備計提淨額 | | (1,521) | (3,060) | | 銷售及分銷開支 | | (6,022) | (6,108) | | 行政開支 | | (15,424) | (19,371) | | 財務成本 | 7 | (829) ...

[2025 Interim Results Announcement](index=1&type=section&id=2025%20Interim%20Results%20Announcement) This report details Zhejiang Sanhua Intelligent Controls Co., Ltd.'s unaudited condensed consolidated interim results for H1 2025 [2025 Interim Results Highlights](index=1&type=section&id=2025%20Interim%20Results%20Highlights) The company reported unaudited interim results for H1 2025, with revenue up **18.9%**, profit attributable to owners up **39.3%**, and EPS up **42.5%** 2025 Interim Results Highlights | Indicator | Six Months Ended June 30, 2025 (RMB million) | Year-on-Year Growth Rate | | :--- | :--- | :--- | | Revenue | 16,262.8 | 18.9% | | Profit attributable to owners of the Company | 2,109.9 | 39.3% | | Basic and diluted earnings per share | 0.57 RMB | 42.5% | [Condensed Consolidated Interim Financial Statements](index=2&type=section&id=Condensed%20Consolidated%20Interim%20Financial%20Statements) This section provides an overview of the company's unaudited condensed consolidated interim statements of profit or loss, comprehensive income, and financial position - The financial statements, including the statement of profit or loss, comprehensive income, and financial position, are all unaudited[5](index=5&type=chunk)[6](index=6&type=chunk)[8](index=8&type=chunk) [Condensed Consolidated Interim Statement of Profit or Loss](index=2&type=section&id=Condensed%20Consolidated%20Interim%20Statement%20of%20Profit%20or%20Loss) For H1 2025, the company reported revenue of **RMB 16.26 billion**, operating profit of **RMB 2.58 billion**, and profit attributable to owners of **RMB 2.11 billion** Condensed Consolidated Interim Statement of Profit or Loss | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Revenue | 16,262,787 | 13,676,072 | | Cost of sales | (11,740,637) | (9,963,304) | | Gross profit | 4,522,150 | 3,712,768 | | Operating profit | 2,580,349 | 1,886,904 | | Profit for the period | 2,138,111 | 1,521,665 | | Profit attributable to owners of the Company | 2,109,940 | 1,514,515 | | Basic and diluted earnings per share | 0.57 | 0.40 | [Condensed Consolidated Interim Statement of Comprehensive Income](index=3&type=section&id=Condensed%20Consolidated%20Interim%20Statement%20of%20Comprehensive%20Income) For H1 2025, total comprehensive income was **RMB 2.29 billion**, driven by profit for the period and foreign currency translation differences Condensed Consolidated Interim Statement of Comprehensive Income | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Profit for the period | 2,138,111 | 1,521,665 | | Foreign currency translation differences for overseas operations | 153,225 | (170,920) | | Total comprehensive income for the period | 2,291,336 | 1,350,745 | | Attributable to owners of the Company | 2,263,165 | 1,343,595 | [Condensed Consolidated Interim Statement of Financial Position](index=4&type=section&id=Condensed%20Consolidated%20Interim%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets were **RMB 46.38 billion**, total liabilities **RMB 17.07 billion**, and total equity **RMB 29.31 billion**, driven by increased cash and receivables Condensed Consolidated Interim Statement of Financial Position | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Total assets | 46,382,832 | 36,354,749 | | Total non-current assets | 14,881,039 | 14,053,586 | | Total current assets | 31,501,793 | 22,301,163 | | Total liabilities | 17,071,175 | 16,835,105 | | Total equity | 29,311,657 | 19,519,644 | [Notes to the Unaudited Condensed Consolidated Interim Financial Statements](index=6&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Interim%20Financial%20Statements) This section provides detailed notes on general information, accounting policies, operating segments, income tax, dividends, EPS, PPE, receivables, payables, and borrowings - The Group primarily engages in the research, development, production, and sale of refrigeration and air conditioning components and automotive components, widely used in refrigeration, air conditioning, and automotive markets, including new energy vehicles[11](index=11&type=chunk) - The condensed consolidated interim financial statements are prepared in accordance with International Accounting Standard 34 and Appendix D2 of the Listing Rules, and measured on a historical cost basis[12](index=12&type=chunk) [General Information](index=6&type=section&id=General%20Information) Zhejiang Sanhua Intelligent Controls Co., Ltd., incorporated in China, specializes in R&D, manufacturing, and sales of refrigeration and automotive components, listed on Shenzhen and Hong Kong stock exchanges - The company's predecessor was established in 1994, converted into a joint-stock company in 2001, and listed in Shenzhen in 2005 and Hong Kong in 2025[10](index=10&type=chunk) - Its main businesses cover the research, development, production, and sales of refrigeration and air conditioning components, and automotive components (including new energy vehicles and traditional fuel vehicles)[11](index=11&type=chunk) [Basis of Preparation and Presentation](index=6&type=section&id=Basis%20of%20Preparation%20and%20Presentation) Interim financial statements are prepared under IAS 34 and HKEX Listing Rules Appendix D2, using historical cost, with accounting policies consistent with the prospectus - The basis of preparation follows International Accounting Standard 34 issued by the International Accounting Standards Board and Appendix D2 of the Listing Rules[12](index=12&type=chunk) - The initial adoption of amendments to International Accounting Standard 21 "Lack of Exchangeability" has no significant impact on the consolidated financial position and performance for the current and prior periods[14](index=14&type=chunk) - International Financial Reporting Standard 18 "Presentation and Disclosure in Financial Statements" will replace International Accounting Standard 1, introducing new presentation and disclosure requirements for the statement of profit or loss and future financial statements[15](index=15&type=chunk) [Operating Segment Information](index=8&type=section&id=Operating%20Segment%20Information) The company's main operating segments are refrigeration and automotive components, with H1 2025 revenues of **RMB 10.38 billion** and **RMB 5.87 billion** respectively - The chief operating decision-maker assesses the performance of each operating segment based on segment revenue and gross profit[17](index=17&type=chunk) 2025 H1 Segment Revenue | Segment | Revenue (RMB thousand) | | :--- | :--- | | Refrigeration and Air Conditioning Components | 10,382,763 | | Automotive Components | 5,871,026 | 2025 H1 Contract Revenue by Region | Region | Revenue (RMB thousand) | | :--- | :--- | | Mainland China | 9,051,921 | | Other Countries or Regions | 7,210,866 | - The increase in contract liabilities is mainly due to cash received before satisfying performance obligations, while the decrease is mainly due to revenue recognized after satisfying performance obligations[24](index=24&type=chunk) - The unfulfilled performance obligations of **RMB 64,221 thousand** as of June 30, 2025, are expected to be recognized as revenue within the next 12 months[25](index=25&type=chunk) [Income Tax Expense](index=11&type=section&id=Income%20Tax%20Expense) Income tax expense for H1 2025 was **RMB 398.377 million**, primarily current income tax, with the company operating under various tax regimes globally Income Tax Expense Composition | Type | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Current income tax | 377,861 | 334,408 | | Deferred income tax | 20,516 | (2,112) | | Total | 398,377 | 332,296 | - Chinese high-tech enterprises enjoy a **15%** preferential tax rate, and R&D expenses are eligible for a **200%** super deduction[27](index=27&type=chunk) - US subsidiaries are subject to state tax rates ranging from **0% to 10%** and a federal tax rate of **21%**[28](index=28&type=chunk) - The Group expects to benefit from the transitional country-by-country reporting safe harbor in all Pillar Two jurisdictions enacted in 2024, incurring no additional tax[31](index=31&type=chunk) [Dividends](index=12&type=section&id=Dividends) The company declared and paid a final dividend of **RMB 932.42 million** for the previous year, and proposed an interim dividend of **RMB 1.20 per 10 ordinary shares** for H1 2025 Declared and Paid Dividends | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Final dividend declared and paid for the previous year during the period | 932,420 | 926,626 | - On August 28, 2025, the Board proposed an interim dividend of **RMB 1.20 per 10 ordinary shares** (tax inclusive) for the six months ended June 30, 2025, compared to **RMB 1.00** for the same period in 2024[32](index=32&type=chunk) [Earnings Per Share](index=13&type=section&id=Earnings%20Per%20Share) Basic and diluted earnings per share for H1 2025 were **RMB 0.57**, an increase from **RMB 0.40** in the prior period, driven by higher profit attributable to ordinary shareholders Basic Earnings Per Share | Indicator | 2025 (RMB thousand/share) | 2024 (RMB thousand/share) | | :--- | :--- | :--- | | Profit attributable to ordinary shareholders of the Company used to calculate basic earnings per share | 2,102,085 | 1,511,458 | | Weighted average number of ordinary shares issued (thousand shares) | 3,717,672 | 3,746,287 | | Basic earnings per share (RMB) | 0.57 | 0.40 | Diluted Earnings Per Share | Indicator | 2025 (RMB thousand/share) | 2024 (RMB thousand/share) | | :--- | :--- | :--- | | Adjusted profit attributable to owners of the Company used to calculate diluted earnings per share | 2,109,940 | 1,514,515 | | Weighted average number of ordinary shares used to calculate diluted earnings per share (thousand shares) | 3,733,170 | 3,746,287 | | Diluted earnings per share (RMB) | 0.57 | 0.40 | [Property, Plant and Equipment](index=14&type=section&id=Property%2C%20Plant%20and%20Equipment) Total property, plant and equipment increased to **RMB 13.08 billion** as of June 30, 2025, primarily due to additions in machinery and equipment and buildings Property, Plant and Equipment Composition | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Buildings | 4,151,397 | 4,086,238 | | Machinery and equipment | 6,198,759 | 5,540,560 | | Construction in progress | 2,044,147 | 2,171,985 | | Total | 13,081,817 | 12,274,558 | - For the six months ended June 30, 2025, additions to property, plant and equipment amounted to **RMB 1,290,134 thousand**[35](index=35&type=chunk) Depreciation and Amortization | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Cost of sales | 398,297 | 262,024 | | General and administrative expenses | 80,207 | 75,464 | | Research and development expenses | 26,178 | 18,304 | | Total | 505,679 | 356,106 | [Trade and Bills Receivables](index=15&type=section&id=Trade%20and%20Bills%20Receivables) Total trade and bills receivables significantly increased to **RMB 12.21 billion** as of June 30, 2025, with most trade receivables due within one year Trade and Bills Receivables | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Bills receivables | 2,999,421 | 2,685,890 | | Trade receivables | 9,723,003 | 7,317,720 | | Less: Provision for credit losses | (510,217) | (375,273) | | Total | 12,212,207 | 9,628,337 | Ageing Analysis of Trade Receivables | Ageing | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 1 year | 9,696,087 | 7,281,933 | | 1 to 2 years | 20,994 | 26,881 | | 2 to 3 years | 3,584 | 8,523 | | Over 3 years | 2,338 | 383 | - As of June 30, 2025, bills receivables of **RMB 1,187,899 thousand** were pledged for bank acceptance bills[37](index=37&type=chunk) [Borrowings](index=16&type=section&id=Borrowings) Total borrowings were **RMB 4.28 billion** as of June 30, 2025, with a significant portion being short-term, and interest rates ranging from **1.95% to 5.17%** Borrowings Composition | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Secured bank loans | 1,068,385 | 918,745 | | Unsecured bank loans | 3,205,000 | 3,174,000 | | Less: Current portion of long-term borrowings | (1,068,026) | (500,420) | | Less: Short-term borrowings | (1,704,685) | (1,553,346) | | Total long-term borrowings | 1,509,000 | 2,045,773 | Borrowings Repayment Schedule | Term | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within one year | 2,772,711 | 2,053,766 | | One to two years | 1,394,000 | 1,396,236 | | Two to five years | 115,000 | 649,537 | | Total | 4,281,711 | 4,099,539 | - Short-term borrowings carry annual interest rates ranging from **2.11% to 5.17%**, while long-term borrowings range from **1.95% to 2.80%**[38](index=38&type=chunk) [Trade and Bills Payables](index=17&type=section&id=Trade%20and%20Bills%20Payables) Total trade and bills payables amounted to **RMB 10.03 billion** as of June 30, 2025, with the majority of trade payables due within one year Trade and Bills Payables Composition | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Trade payables | 5,995,838 | 5,985,427 | | Bills payables | 4,034,843 | 3,791,835 | | Total | 10,030,681 | 9,777,262 | Ageing Analysis of Trade Payables | Ageing | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within one year | 5,788,640 | 5,879,227 | | Over one year | 207,198 | 106,200 | [Principal Businesses During the Reporting Period](index=18&type=section&id=Principal%20Businesses%20During%20the%20Reporting%20Period) The company focuses on R&D and application of thermal management technology, covering refrigeration, automotive components, and emerging fields like bionic robot actuators, holding leading global market positions - The company's core strategy revolves around heat pump technology and thermal management systems, providing environmental thermal management solutions for efficient heat exchange and intelligent temperature control[43](index=43&type=chunk) - Its businesses span two major segments: refrigeration and air conditioning components, and automotive components, with expansion into emerging fields such as bionic robot electromechanical actuators[43](index=43&type=chunk) [Overview of Principal Businesses](index=18&type=section&id=Overview%20of%20Principal%20Businesses) The company's principal businesses include refrigeration and automotive components, and strategic emerging industries like bionic robot actuators, providing comprehensive thermal management solutions - The refrigeration and air conditioning components business is a key global supplier for household/commercial air conditioning, refrigeration, and small appliance markets, offering products like electronic expansion valves, four-way reversing valves, and micro-channel heat exchangers[43](index=43&type=chunk) - The automotive components business is a pioneer in the new energy vehicle thermal management market, providing integrated thermal management control solutions, including automotive valves, pumps, heat exchangers, and integrated assemblies[43](index=43&type=chunk)[44](index=44&type=chunk) - In strategic emerging industries, the company has successfully entered the bionic robot electromechanical actuator manufacturing field, leveraging its motor manufacturing expertise and cost control capabilities[44](index=44&type=chunk) [Key Performance Drivers](index=19&type=section&id=Key%20Performance%20Drivers) Performance is driven by global low-carbon policies, extreme weather, EV growth, and AI advancements, boosting demand for refrigeration, automotive thermal management, and bionic robot actuators - Drivers for the refrigeration and air conditioning components industry include global low-carbon energy-saving policies, expanding overseas market demand, surging air conditioning demand due to extreme weather, and rapid growth in cold chain logistics and data center industries[45](index=45&type=chunk)[46](index=46&type=chunk) - Drivers for the automotive components industry include global automotive decarbonization targets, advancements in new energy vehicle technology, high-voltage fast charging and battery technology driving demand for efficient thermal management systems, and the integrated and modular development of automotive thermal management technology[46](index=46&type=chunk) - Drivers for strategic emerging industries (bionic robot electromechanical actuators) include an aging population, rising labor costs, Chinese government policy support, and advancements in artificial intelligence and sensing technologies[46](index=46&type=chunk)[47](index=47&type=chunk) [Industry Position](index=21&type=section&id=Industry%20Position) The company is the world's largest manufacturer of refrigeration control components and a leading automotive thermal management system supplier, with many products ranking first globally - The company is the world's largest manufacturer of refrigeration control components and a global leader in automotive thermal management system components[48](index=48&type=chunk) - In refrigeration and air conditioning components, products such as four-way reversing valves, electronic expansion valves, and micro-channel heat exchangers rank first in the global market[48](index=48&type=chunk) - In automotive components, products like automotive electronic expansion valves and integrated assemblies rank first in the global market[48](index=48&type=chunk) [Core Competitiveness Analysis](index=21&type=section&id=Core%20Competitiveness%20Analysis) The company's core competitiveness stems from strong R&D, lean manufacturing, comprehensive quality management, global presence, long-term client partnerships, and an experienced management team - The company possesses six R&D centers and **4,387 domestic and international patents**, including **2,404 invention patents**, demonstrating strong R&D capabilities and rapid product iteration and upgrade abilities[50](index=50&type=chunk) - It has established **8 production bases globally**, achieving cost advantages and quick response to local customer needs through economies of scale and global layout[51](index=51&type=chunk) - The company has implemented comprehensive quality standards and control systems, obtaining international certifications such as ISO 9001 and IATF 16949, ensuring high product quality[53](index=53&type=chunk) - Its products are sold in over **80 countries and regions worldwide**, with strategic partnerships with international renowned companies like Daikin, Ford, and Volkswagen, and overseas production bases in Mexico, Poland, Vietnam, and Thailand[55](index=55&type=chunk) - Long-term cooperative relationships have been established with industry-leading clients such as Carrier, Gree, Midea, Mercedes-Benz, BMW, and BYD, becoming the exclusive supplier of thermal management products for multiple automotive platforms[56](index=56&type=chunk) - The management team is deeply knowledgeable in the thermal management industry, possessing rich industry expertise, clear market insights, and strong management capabilities[57](index=57&type=chunk) [Principal Business Analysis](index=24&type=section&id=Principal%20Business%20Analysis) In H1 2025, revenue grew **18.9%** to **RMB 16.26 billion** and net profit attributable to owners rose **39.3%** to **RMB 2.11 billion**, with both refrigeration and automotive segments contributing to growth - The company's operating revenue reached **RMB 16.26 billion**, a year-on-year increase of **18.9%**; net profit attributable to owners of the Company was **RMB 2.11 billion**, a year-on-year increase of **39.3%**[58](index=58&type=chunk) Principal Business Revenue Growth | Business Segment | 2025 H1 Revenue (RMB million) | Year-on-Year Growth Rate | | :--- | :--- | :--- | | Refrigeration and Air Conditioning Components | 10,388.7 | 25.5% | | Automotive Components | 5,874.1 | 8.8% | - The refrigeration and air conditioning components business steadily increased its market share by adjusting market strategies, strengthening overseas presence, enhancing market share of leading products, and implementing cost reduction and efficiency improvement measures[59](index=59&type=chunk) - The automotive components business focused on intensive cultivation, promoting internal cost reduction and efficiency improvement, organizational optimization, enhancing self-R&D capabilities, and actively applying digital intelligence and AI tools to boost efficiency[59](index=59&type=chunk) - The strategic emerging business (bionic robot electromechanical actuators) focused on technical improvements for key product models, collaborating with clients on full-series product R&D, trial production, iteration, and sampling, achieving overall product capability enhancement[59](index=59&type=chunk) [Outlook and Strategies](index=26&type=section&id=Outlook%20and%20Strategies) The company adheres to a 'focus on leadership, innovate beyond' strategy, centering on heat pump and thermal management systems, aiming to transition to 'technology leadership' and become a global leader in climate intelligent control systems - The company's development strategy is "focus on leadership, innovate beyond," with R&D and application of heat pump technology and thermal management system products at its core[60](index=60&type=chunk) - The strategic transformation aims to shift from "cost leadership" to "technology leadership" and upgrade from "mechanical component development" to "electronic control integrated system control technology solution development"[60](index=60&type=chunk) [2025 Operating Plan](index=26&type=section&id=2025%20Operating%20Plan) For 2025, the company plans to strengthen product capabilities, expand global capacity, and develop data center business in refrigeration, while focusing on technology and client collaboration in automotive, and R&D in bionic robotics - The refrigeration and air conditioning components business plans to strengthen product capabilities, expand business scale, seize the three elements of "cost, efficiency, and quality," and proactively deploy global manufacturing base capacity coordination plans[61](index=61&type=chunk) - The automotive components business plans to build product capabilities for integrated assemblies, valves, pumps, and heat exchangers based on general technology development, and strengthen cooperation with strategic clients[62](index=62&type=chunk) - The bionic robot business plans to focus on R&D, trial production, iteration, and sampling of electromechanical actuators, increase efforts in key component development, and actively expand overseas production and R&D teams[62](index=62&type=chunk) [Financial Review](index=27&type=section&id=Financial%20Review) The group achieved significant revenue and profit growth, driven by increased sales in refrigeration and automotive components and effective cost control, maintaining a robust financial position and ample liquidity - The Group's revenue increased by **18.9%** compared to H1 2024, and profit attributable to owners of the Company increased by **39.3%**, primarily driven by sales growth and effective cost control[63](index=63&type=chunk) - Non-current assets increased mainly due to additions to property, plant, and equipment; current assets increased mainly due to higher cash and cash equivalents and trade and bills receivables, with the increase in cash attributable to H-share issuance proceeds[80](index=80&type=chunk) - The gearing ratio decreased from **21.0%** as of December 31, 2024, to **14.6%** as of June 30, 2025, primarily due to the inflow of funds from the H-share listing[85](index=85&type=chunk) [Revenue](index=27&type=section&id=Revenue) Total revenue increased by **18.9%** to **RMB 16.26 billion**, with refrigeration components growing **25.5%** and automotive components **8.8%**, driven by higher sales and market demand Revenue by Product Category | Product Category | June 30, 2025 (RMB thousand) | % of Total | June 30, 2024 (RMB thousand) | % of Total | | :--- | :--- | :--- | :--- | :--- | | Refrigeration and Air Conditioning Components | 10,388,693 | 63.9 | 8,278,700 | 60.5 | | Automotive Components | 5,874,094 | 36.1 | 5,397,372 | 39.5 | | Total | 16,262,787 | 100.0 | 13,676,072 | 100.0 | - Revenue from refrigeration and air conditioning components increased by **25.5%**, mainly due to low energy consumption policies, "trade-in" policies for home appliances, and product upgrades in air conditioning[66](index=66&type=chunk) - Revenue from automotive components increased by **8.8%**, mainly due to strong performance in the new energy vehicle market and increased demand for thermal management systems[67](index=67&type=chunk) Revenue by Sales Region | Sales Region | June 30, 2025 (RMB thousand) | % of Total | June 30, 2024 (RMB thousand) | % of Total | | :--- | :--- | :--- | :--- | :--- | | Mainland China | 9,051,921 | 55.7 | 7,826,338 | 57.2 | | Other Countries or Regions | 7,210,866 | 44.3 | 5,849,734 | 42.8 | | Total | 16,262,787 | 100.0 | 13,676,072 | 100.0 | [Cost of Sales](index=29&type=section&id=Cost%20of%20Sales) Cost of sales increased in line with revenue growth, with both refrigeration and automotive component segments experiencing higher costs - For the six months ended June 30, 2025, the Group's cost of sales increased in line with revenue growth[69](index=69&type=chunk) Cost of Sales by Product Category | Product Category | June 30, 2025 (RMB thousand) | % of Total | June 30, 2024 (RMB thousand) | % of Total | | :--- | :--- | :--- | :--- | :--- | | Refrigeration and Air Conditioning Components | 7,461,833 | 63.6 | 6,033,836 | 60.6 | | Automotive Components | 4,278,804 | 36.4 | 3,929,468 | 39.4 | | Total | 11,740,637 | 100.0 | 9,963,304 | 100.0 | [Gross Profit and Gross Margin](index=29&type=section&id=Gross%20Profit%20and%20Gross%20Margin) Gross margin remained stable at **27.8%**, a **0.7%** increase from the prior period, with refrigeration components contributing the majority of gross profit - The Group's gross margin was **27.8%**, an increase of **0.7%** from **27.1%** in the prior period, indicating stable gross margin[71](index=71&type=chunk) Gross Profit by Product Category | Product Category | June 30, 2025 (RMB thousand) | % of Total | June 30, 2024 (RMB thousand) | % of Total | | :--- | :--- | :--- | :--- | :--- | | Refrigeration and Air Conditioning Components | 2,926,860 | 64.7 | 2,244,864 | 60.5 | | Automotive Components | 1,595,290 | 35.3 | 1,467,904 | 39.5 | | Total | 4,522,150 | 100.0 | 3,712,768 | 100.0 | [General and Administrative Expenses](index=29&type=section&id=General%20and%20Administrative%20Expenses) General and administrative expenses increased by **2.8%** to **RMB 1.002 billion**, primarily due to higher staff costs from business expansion General and Administrative Expenses | Indicator | 2025 (RMB million) | 2024 (RMB million) | Growth Rate | | :--- | :--- | :--- | :--- | | General and administrative expenses | 1,002.2 | 975.2 | 2.8% | - The increase was primarily due to higher staff costs for administrative personnel as the company's business expanded during the reporting period[73](index=73&type=chunk) [Selling and Marketing Expenses](index=29&type=section&id=Selling%20and%20Marketing%20Expenses) Selling and marketing expenses rose by **3.7%** to **RMB 308.1 million**, mainly attributable to increased share-based compensation for sales personnel Selling and Marketing Expenses | Indicator | 2025 (RMB million) | 2024 (RMB million) | Growth Rate | | :--- | :--- | :--- | :--- | | Selling and marketing expenses | 308.1 | 297.0 | 3.7% | - The increase was primarily due to higher share-based compensation for sales personnel during the reporting period[74](index=74&type=chunk) [Research and Development Expenses](index=30&type=section&id=Research%20and%20Development%20Expenses) R&D expenses increased by **11.4%** to **RMB 705.0 million**, representing **4.3%** of revenue, primarily due to higher staff costs for R&D personnel Research and Development Expenses | Indicator | 2025 (RMB million) | 2024 (RMB million) | Growth Rate | | :--- | :--- | :--- | :--- | | Research and development expenses | 705.0 | 632.6 | 11.4% | - R&D expenses accounted for **4.3%** of the Group's revenue for the six months ended June 30, 2025[75](index=75&type=chunk) - The increase was primarily due to higher staff costs for R&D personnel during the reporting period[75](index=75&type=chunk) [Net Impairment Loss on Financial Assets](index=30&type=section&id=Net%20Impairment%20Loss%20on%20Financial%20Assets) Net impairment loss on financial assets increased by **68.0%** to **RMB 129.0 million**, mainly due to a higher increase in trade receivables driven by sales growth Net Impairment Loss on Financial Assets | Indicator | 2025 (RMB million) | 2024 (RMB million) | Growth Rate | | :--- | :--- | :--- | :--- | | Net impairment loss on financial assets | 129.0 | 76.8 | 68.0% | - The increase was primarily due to sales revenue growth during the reporting period, leading to a higher increase in trade receivables at the end of the period compared to the prior period[76](index=76&type=chunk) [Other Income](index=30&type=section&id=Other%20Income) Other income increased by **RMB 12.8 million** to **RMB 178.5 million**, primarily due to higher VAT super deduction Other Income | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Other income | 178.5 | 165.7 | 12.8 | - The increase was primarily due to higher VAT super deduction during the reporting period[77](index=77&type=chunk) [Other Gains/(Losses) - Net](index=30&type=section&id=Other%20Gains%2F(Losses)%20-%20Net) The group recorded net other gains of **RMB 23.9 million**, a positive shift from a net loss of **RMB 10.0 million** in the prior period, mainly due to fair value changes in derivative financial instruments Other Gains/(Losses) - Net | Indicator | 2025 (RMB million) | 2024 (RMB million) | | :--- | :--- | :--- | | Other gains/(losses) - net | 23.9 | (10.0) | - The year-on-year change was primarily due to fair value changes in derivative financial instruments during the reporting period[78](index=78&type=chunk) [Income Tax Expense (Financial Review)](index=30&type=section&id=Income%20Tax%20Expense%20(Financial%20Review)) Income tax expense increased by **RMB 66.1 million** to **RMB 398.4 million**, primarily driven by higher profit before tax Income Tax Expense | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Income tax expense | 398.4 | 332.3 | 66.1 | - The increase was primarily driven by higher profit before tax during the reporting period[79](index=79&type=chunk) [Financial Position](index=31&type=section&id=Financial%20Position) Both non-current and current assets increased, with current assets significantly boosted by H-share issuance proceeds, leading to substantial growth in net current assets and net assets - Non-current assets increased by **RMB 827.4 million** to **RMB 14.88 billion**, primarily due to an increase in property, plant, and equipment[80](index=80&type=chunk) - Current assets increased by **RMB 9.20 billion** to **RMB 31.50 billion**, mainly due to increases in cash and cash equivalents and trade and bills receivables, with the increase in cash attributable to H-share issuance proceeds[80](index=80&type=chunk) - Non-current liabilities decreased by **RMB 516.7 million** to **RMB 2.69 billion**, primarily due to the reclassification of some long-term borrowings to current liabilities[80](index=80&type=chunk) - Current liabilities increased by **RMB 752.7 million** to **RMB 14.39 billion**, mainly due to increases in trade and bills payables and borrowings due within one year[81](index=81&type=chunk) Net Current Assets and Cash and Cash Equivalents | Indicator | June 30, 2025 (RMB million) | December 31, 2024 (RMB million) | | :--- | :--- | :--- | | Net current assets | 17,115.7 | 8,667.9 | | Net assets | 29,311.7 | 19,519.6 | | Cash and cash equivalents | 11,329.5 | 3,443.5 | [Liquidity and Financial Resources](index=31&type=section&id=Liquidity%20and%20Financial%20Resources) Operating cash inflow increased by **RMB 161.6 million** to **RMB 1.20 billion**, driven by expanded revenue and improved sales collection, ensuring ample liquidity for daily operations Operating Cash Inflow | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Operating cash inflow | 1,202.5 | 1,040.9 | 161.6 | - Bank and cash balances (including pledged and restricted bank deposits) were approximately **RMB 13.20 billion**, a significant increase from **RMB 5.25 billion** at the end of 2024[82](index=82&type=chunk) - Total borrowings were approximately **RMB 4.28 billion**, of which approximately **RMB 2.77 billion** is repayable within one year[82](index=82&type=chunk) [Capital Structure](index=32&type=section&id=Capital%20Structure) Borrowings are primarily RMB-denominated, while cash is held in multiple currencies; the gearing ratio decreased to **14.6%** due to H-share IPO proceeds, enhancing financial stability - The Group's borrowings are primarily denominated in RMB, while cash and cash equivalents are mainly held in RMB, Euro, USD, and HKD[84](index=84&type=chunk) - Approximately **49.8%** of outstanding loans bear fixed interest rates, with the remainder bearing floating interest rates[84](index=84&type=chunk) Gearing Ratio | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Gearing ratio | 14.6% | 21.0% | - The decrease in the gearing ratio was primarily due to the inflow of funds from the company's H-share listing, maintaining financial stability[85](index=85&type=chunk) [Capital Expenditure](index=32&type=section&id=Capital%20Expenditure) Capital expenditure decreased by **RMB 120.1 million** to **RMB 1.48 billion**, primarily for property, land, equipment, and intangible assets, funded by operating cash flow, bank loans, and share issuance Capital Expenditure | Indicator | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | | :--- | :--- | :--- | :--- | | Capital expenditure | 1,475.9 | 1,596.0 | (120.1) | - Capital expenditure primarily includes expenses incurred for the purchase of property, land, and equipment (including right-of-use assets) and intangible assets[86](index=86&type=chunk) - Funding sources include cash flow from operating activities, bank borrowings, and proceeds from share issuance[86](index=86&type=chunk) [Capital Commitments](index=32&type=section&id=Capital%20Commitments) Contractual commitments decreased to **RMB 1.00 billion** for factory and R&D center construction, while authorized but uncontracted commitments increased to **RMB 5.62 billion** for automotive component factories Capital Commitments | Type | June 30, 2025 (RMB million) | December 31, 2024 (RMB million) | | :--- | :--- | :--- | | Contractual commitments | 1,004.3 | 1,525.9 | | Authorized but uncontracted commitments | 5,622.4 | 5,458.0 | - The decrease in contractual commitments primarily reflects the company's ongoing construction of production factories and R&D centers in Zhongshan, Hangzhou, and overseas locations[87](index=87&type=chunk) - The increase in authorized but uncontracted commitments primarily reflects the company's planned construction of automotive component (especially new energy vehicle) production factories in Shaoxing, Zhongshan, and Mexico[87](index=87&type=chunk) [Pledge of Assets](index=32&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, assets with a carrying value of **RMB 1.18 billion**, mainly bills receivables, were pledged to secure bank loans and other credit facilities - As of June 30, 2025, the Group had assets with a total carrying value of **RMB 1,179.0 million** pledged to secure bank loans and other bank credit facilities[88](index=88&type=chunk) - These assets primarily include bills receivables of **RMB 1,179.0 million** pledged for daily payment of goods[88](index=88&type=chunk) [Foreign Exchange Risk](index=33&type=section&id=Foreign%20Exchange%20Risk) The company faces significant foreign exchange risk due to substantial Euro and USD denominated transactions and employs various hedging strategies, including timely settlement and forward contracts - The company's production bases and sales markets are distributed across major developed and developing countries and regions, with a significant proportion of business settled in Euro and USD, exposing it to considerable foreign exchange risk[89](index=89&type_chunk) - The company manages foreign exchange risk through measures such as timely or delayed settlement based on exchange rate trend forecasts, overseas financing via domestic guarantees to hedge foreign currency monetary assets, and engaging in forward foreign exchange and currency swap transactions[89](index=89&type_chunk) [Contingent Liabilities](index=33&type=section&id=Contingent%20Liabilities) As of June 30, 2025, the group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[90](index=90&type=chunk) [Material Investments Held](index=33&type=section&id=Material%20Investments%20Held) As of June 30, 2025, the group held no material investments, defined as **5%** or more of total assets in an investee company - As of June 30, 2025, the Group held no material investments (investment amount accounting for **5%** or more of the Group's total assets)[91](index=91&type=chunk) [Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures](index=33&type=section&id=Material%20Acquisitions%20and%20Disposals%20of%20Subsidiaries%2C%20Associates%20and%20Joint%20Ventures) For the six months ended June 30, 2025, the group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures - For the six months ended June 30, 2025, the Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures[92](index=92&type=chunk) [Future Plans for Material Investments or Acquisitions of Capital Assets and Expected Funding Sources](index=33&type=section&id=Future%20Plans%20for%20Material%20Investments%20or%20Acquisitions%20of%20Capital%20Assets%20and%20Expected%20Funding%20Sources) As of June 30, 2025, the group had no other significant plans for material investments or acquisitions of capital assets - As of June 30, 2025, the Group had no other significant plans for material investments or acquisitions of capital assets[93](index=93&type=chunk) [Other Information](index=34&type=section&id=Other%20Information) This section covers employment, corporate governance, securities trading, share repurchases, use of proceeds, interim dividends, audit committee review, and post-reporting period events - The Group accrued total staff remuneration and benefits of **RMB 2.16 billion** and is committed to building a multi-level, multi-series talent development system[94](index=94&type_chunk) - The company complies with the Corporate Governance Code, although the roles of Chairman and CEO are combined by Mr. Zhang Yabo, an arrangement the Board believes ensures consistent internal leadership and efficient decision-making[95](index=95&type_chunk)[96](index=96&type_chunk) - The company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules and confirms that directors and supervisors have fully complied with it[97](index=97&type_chunk) [Purchase, Sale or Redemption of the Company's Listed Securities](index=35&type=section&id=Purchase%2C%20Sale%20or%20Redemption%20of%20the%20Company's%20Listed%20Securities) The company approved an A-share repurchase plan in December 2024, with a maximum price of **RMB 35.75/share** and total funds between **RMB 30 million** and **RMB 60 million**, having repurchased **1,506,800 A-shares** by June 30, 2025 - The company approved an A-share repurchase plan on December 30, 2024, with the repurchase price cap adjusted to **RMB 35.75/share** and total repurchase funds not less than **RMB 30 million** and not exceeding **RMB 60 million**[99](index=99&type_chunk) - As of June 30, 2025, the company held a total of **2,707,721 treasury A-shares**[99](index=99&type_chunk) A-share Repurchase Status | Repurchase Month | Repurchased Quantity (shares) | Lowest Transaction Price per Share (RMB) | Highest Transaction Price per Share (RMB) | Total Funds (excluding transaction fees, RMB) | | :--- | :--- | :--- | :--- | :--- | | March 2025 | 191,300 | 30.13 | 31.00 | 5,811,903.86 | | April 2025 | 1,315,500 | 22.69 | 31.00 | 30,159,622.00 | | Total | 1,506,800 | - | - | 35,971,525.86 | [Use of Proceeds](index=36&type=section&id=Use%20of%20Proceeds) Net proceeds from H-share IPO (**HKD 10.58 billion**) are allocated to global R&D, factory expansion, overseas capacity, digital infrastructure, and working capital, while A-share convertible bond proceeds (**RMB 2.99 billion**) fund commercial refrigeration and energy-efficient component projects - The net proceeds from the H-share listing (after exercising the over-allotment option) are approximately **HKD 10.58 billion**[103](index=103&type_chunk) Planned Use of H-share IPO Net Proceeds (as of July 23, 2025, after exercising over-allotment option) | Project | Percentage of Net Proceeds | Planned Net Proceeds (HKD million) | | :--- | :--- | :--- | | Continuous global R&D and innovation of product portfolio | 30% | 3,174.6 | | Expansion and new construction of factories in China and enhancement of production automation | 30% | 3,174.6 | | Expansion of overseas production capacity and deepening of global layout | 25% | 2,645.5 | | Strengthening digital intelligent infrastructure | 5% | 529.1 | | Working capital and general corporate purposes | 10% | 1,058.2 | | Total | 100% | 10,582.0 | - The net proceeds from the A-share convertible bonds amounted to **RMB 2.99 billion**[104](index=104&type_chunk) Use of A-share Convertible Bond Proceeds (as of June 30, 2025) | Project | Total Planned Use (RMB million) | Amount Used as of June 30, 2025 (RMB million) | Balance as of June 30, 2025 (RMB million) | | :--- | :--- | :--- | :--- | | Annual production of 65 million sets of commercial refrigeration and air conditioning intelligent control components construction project | 1,487.0 | 1,247.0 | 309.4 | | Annual production of 50.5 million sets of high-efficiency and energy-saving refrigeration and air conditioning control components technical transformation project | 698.0 | 454.1 | 301.3 | | Replenishment of working capital | 815.0 | 812.7 | - | | Total | 3,000.0 | 2,513.8 | 610.7 | [Interim Dividend](index=38&type=section&id=Interim%20Dividend) The proposed 2025 interim dividend is **RMB 1.20 per 10 shares** (tax inclusive), totaling approximately **RMB 504.7 million**, representing **23.9%** of H1 2025 net profit attributable to owners, subject to shareholder approval - The company's 2025 interim profit distribution plan proposes a cash dividend of **RMB 1.20 per 10 shares** (tax inclusive)[105](index=105&type_chunk) - The total cash dividend is estimated to be approximately **RMB 504.7 million**, representing **23.9%** of the consolidated net profit attributable to owners of the parent company for H1 2025[105](index=105&type_chunk) - The proposed interim dividend will be denominated and declared in RMB, payable in RMB to A-share shareholders and in HKD to H-share shareholders[106](index=106&type_chunk) [Events After Reporting Period](index=39&type=section&id=Events%20After%20Reporting%20Period) Post-reporting period events include the full exercise of the over-allotment option for H-shares, repurchase and cancellation of restricted A-shares, and amendments to the company's articles of association - On July 18, 2025, the over-allotment option was fully exercised, resulting in the issuance of **62,156,900 H-shares** and net proceeds of approximately **HKD 1.39 billion**[108](index=108&type_chunk) - With shareholder approval, **912,000 A-shares** of restricted stock, granted but not yet vested, held by incentive recipients who no longer met eligibility criteria, were repurchased and cancelled[109](index=109&type_chunk) - The company's articles of association have been revised to reflect the total share capital increasing to **4,208,925,935 shares** after the H-share listing, subsequently decreasing to **4,208,013,935 shares** due to the repurchase and cancellation of restricted shares, along with changes in the business scope[110](index=110&type_chunk)