[Section I Definitions](index=3&type=section&id=第一節%20釋義) [Definitions of Common Terms](index=3&type=section&id=常用詞語釋義) This section defines common terms used in the report, including names of the company and its subsidiaries, controlling shareholders, associated companies, project names, and important financial and securities market terminology, ensuring clear understanding of the report content - The Company refers to Jiangsu Ning沪 Expressway Co., Ltd., and the Group refers to the Company and its subsidiaries[6](index=6&type=chunk) - The controlling shareholder is Jiangsu Communications Holding Co., Ltd[6](index=6&type=chunk) - The reporting period refers to January 1, 2025 to June 30, 2025[15](index=15&type=chunk) [Section II Company Profile and Key Financial Indicators](index=10&type=section&id=第二節%20公司簡介和主要財務指標) [I. Company Information](index=10&type=section&id=一.%20公司信息) This section provides the company's basic information, including its Chinese name, abbreviation, and legal representative - The company's Chinese name is Jiangsu Ning沪 Expressway Co., Ltd., abbreviated as Ning沪 Expressway[16](index=16&type=chunk)[17](index=17&type=chunk) - The company's legal representative is Chen Yunjiang[16](index=16&type=chunk) [II. Contact Persons and Information](index=10&type=section&id=二.%20聯繫人和聯繫方式) This section provides contact information for the company's Board Secretary, Joint Company Secretary, and Securities Affairs Representative, including names, addresses, phone numbers, faxes, and email addresses - The Board Secretary is Chen Jinjia, contact number 8625-84362700-301838, email jsnh@jsexpwy.com[16](index=16&type=chunk) [III. Brief Introduction to Changes in Basic Information](index=10&type=section&id=三.%20基本情況變更簡介) This section briefly outlines the postal code and website of the company's registered and office addresses, noting no changes in basic information during the reporting period - The company's registered and office addresses are both at No. 6 Xianlin Avenue, Nanjing, Jiangsu Province, China, postal code 210049[18](index=18&type=chunk) - The company's website is http://www.jsexpressway.com[18](index=18&type=chunk) [IV. Brief Introduction to Changes in Information Disclosure and Document Storage Locations](index=11&type=section&id=四.%20信息披露及備置地點變更情況簡介) This section lists the company's selected newspapers for information disclosure, website addresses for semi-annual reports, and document storage locations, noting no changes during the reporting period - The newspapers selected by the company for information disclosure include China Securities Journal, Shanghai Securities News, and Securities Times[20](index=20&type=chunk) - The websites for semi-annual reports include www.sse.com.cn, www.hkexnews.hk, and www.jsexpressway.com[20](index=20&type=chunk) [V. Company Stock Overview](index=11&type=section&id=五.%20公司股票簡況) This section provides an overview of the company's stock listing, including the exchanges, stock abbreviations, and codes for A-shares, H-shares, and ADRs - The company's A-shares are listed on the Shanghai Stock Exchange, stock abbreviation Ning沪 Expressway, code 600377[21](index=21&type=chunk) - The company's H-shares are listed on The Stock Exchange of Hong Kong Limited, stock abbreviation Jiangsu Ning沪 Expressway, code 00177[21](index=21&type=chunk) - The company's ADRs are traded on the US OTC market, code JEXYY[21](index=21&type=chunk) [VII. Key Accounting Data and Financial Indicators](index=12&type=section&id=七.%20公司主要會計數據和財務指標) During the reporting period, the company's operating revenue decreased by 5.56% year-on-year, or 0.99% excluding construction revenue. Total profit, net profit attributable to shareholders, and earnings per share all decreased year-on-year, mainly due to reduced investment income from associates and a change in Jiangsu Bank's dividend cycle. Net cash flow from operating activities increased by 6.47% year-on-year, driven by higher toll revenue and cost reduction measures Key Accounting Data (January-June 2025 vs. Prior Year Period) | 主要会计数据 | Current Period (Jan-Jun) (yuan) | Prior Year Period (yuan) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 9,405,722,179.55 | 9,959,934,057.30 | -5.56 | | Total Profit | 3,145,806,373.03 | 3,494,290,323.90 | -9.97 | | Net Profit Attributable to Shareholders of Listed Company | 2,423,880,435.76 | 2,748,469,162.00 | -11.81 | | Net Profit Attributable to Shareholders of Listed Company After Deducting Non-Recurring Gains and Losses | 2,406,583,027.32 | 2,601,312,832.55 | -7.49 | | Net Cash Flow from Operating Activities | 3,277,309,995.91 | 3,078,071,689.81 | 6.47 | | Net Assets Attributable to Shareholders of Listed Company (Period-end) | 40,143,752,833.93 | 38,596,795,651.66 | 4.01 | | Total Assets (Period-end) | 96,134,096,284.84 | 89,886,075,247.13 | 6.95 | Key Financial Indicators (January-June 2025 vs. Prior Year Period) | 主要财务指标 | Current Period (Jan-Jun) | Prior Year Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | 0.4811 | 0.5456 | -11.81 | | Diluted Earnings Per Share (yuan/share) | 0.4811 | 0.5456 | -11.81 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses (yuan/share) | 0.4777 | 0.5164 | -7.49 | | Weighted Average Return on Net Assets (%) | 5.97 | 7.72 | Decreased by 1.75 percentage points | | Weighted Average Return on Net Assets After Deducting Non-Recurring Gains and Losses (%) | 5.93 | 7.32 | Decreased by 1.39 percentage points | - Operating revenue decreased by **5.56%** year-on-year; excluding the impact of construction revenue, the company's operating revenue decreased by approximately **0.99%** year-on-year[26](index=26&type=chunk) - Total profit, net profit attributable to shareholders of the listed company, and earnings per share decreased year-on-year, mainly due to reduced investment income from associates and changes in Jiangsu Bank's dividend cycle[27](index=27&type=chunk) - Jiangsu Bank's dividend cycle was adjusted, with dividends of approximately **168 million yuan** in the current reporting period, compared to **368 million yuan** in the prior year period, a year-on-year decrease of **54.38%**[27](index=27&type=chunk) - After deducting the impact of Jiangsu Bank's dividends, the net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses was approximately **2.239 billion yuan**, a slight year-on-year increase[27](index=27&type=chunk) - Net cash flow from operating activities increased year-on-year, mainly due to increased toll revenue and cost reduction and efficiency improvement measures[28](index=28&type=chunk) [IX. Non-Recurring Gains and Losses Items and Amounts](index=14&type=section&id=九.%20非經常性損益項目和金額) This section lists the non-recurring gains and losses items and their amounts for the reporting period, totaling **17,297,408.44 yuan** Non-Recurring Gains and Losses Items and Amounts | Non-Recurring Gains and Losses Item | Amount (yuan) | Notes (if applicable) | | :--- | :--- | :--- | | Gains and losses on disposal of non-current assets | -1,270,886.30 | Mainly asset disposal gains recognized from the cessation of toll collection on Luma First-Class Highway in the prior year period | | Government subsidies recognized in current profit or loss | 3,207,939.90 | | | Fair value changes and disposal gains/losses of financial assets and liabilities held by non-financial enterprises, excluding effective hedge accounting related to normal business operations | -488,183.43 | Mainly fair value change gains of approximately -55,262 thousand yuan recognized from other non-current financial assets such as Guochuang Kaiyuan Phase II Fund held by subsidiaries, dividend income of approximately 30,823 thousand yuan from Guochuang Kaiyuan Phase II Fund, and income of approximately 23,951 thousand yuan from short-term bank wealth management products | | Custody fee income from entrusted operations | 29,295,318.19 | | | Other non-operating income and expenses apart from the above | -15,918,289.95 | Mainly road asset damage repair expenses incurred in the current reporting period | | Less: Income tax impact | -3,999,225.39 | | | Impact on minority interests (after tax) | 1,527,715.36 | | | Total | 17,297,408.44 | | [Section III Management Discussion and Analysis](index=16&type=section&id=第三節%20管理層討論與分析) [I. Description of the Company's Industry and Main Business During the Reporting Period](index=16&type=section&id=一.%20報告期內公司所屬行業及主營業務情況說明) As Jiangsu Province's sole listed road and bridge investment and operation company, the company's main business involves investing, constructing, operating, and managing toll roads and bridges within Jiangsu, while also expanding into service area operations and clean energy. As of the end of the reporting period, the company controlled and participated in road and bridge projects totaling approximately **1,000 kilometers**, with total assets of approximately **96.134 billion yuan** and net assets attributable to shareholders of approximately **40.144 billion yuan** - The company was registered and established in Jiangsu Province on August 1, 1992, and is Jiangsu Province's sole listed road and bridge investment and operation company[35](index=35&type=chunk) - Its main business involves the investment, construction, operation, and management of toll roads and bridges within Jiangsu Province, and the development of ancillary service area operations along expressways[35](index=35&type=chunk) - As of the end of the reporting period, the company controlled 12 operational road and bridge projects, 3 new road and bridge projects, and participated in 4 road and bridge projects, with a total mileage of approximately **1,000 kilometers**[35](index=35&type=chunk) - The company's operating area is located in the Yangtze River Delta region, with its core asset, the Jiangsu section of the Shanghai-Nanjing Expressway, connecting 6 major cities: Shanghai, Suzhou, Wuxi, Changzhou, Zhenjiang, and Nanjing[36](index=36&type=chunk) - The company actively explores and develops 'Transportation+' and clean energy businesses to expand profit margins and achieve sustainable development[36](index=36&type=chunk) Company Asset Status (As of June 2025) | Indicator | Amount (yuan) | | :--- | :--- | | Total Assets | 96.134 billion yuan | | Net Assets Attributable to Shareholders of Listed Company | 40.144 billion yuan | [II. Discussion and Analysis of Operations](index=19&type=section&id=二.%20經營情況的討論與分析) During the reporting period, the company focused on its core road and bridge business, deepened intelligent transformation, cultivated new growth drivers in "Transportation+" and clean energy, and improved operational efficiency through cost reduction. Road and bridge investments continued, smart transportation achieved significant results, and toll revenue increased by 1.65% year-on-year. Ancillary services revenue slightly decreased but gross margin improved. Clean energy electricity sales revenue slightly declined due to wind resource impacts. Real estate performance significantly decreased due to lower delivery scale. Investment income from associates decreased, mainly due to Jiangsu Bank's dividend cycle adjustment - The company is committed to the primary task of high-quality development, forging new competitive advantages through innovation, focusing on its core road and bridge business, cultivating new growth poles in 'Transportation+', and realizing potential through cost reduction and efficiency improvement[44](index=44&type=chunk) Company Key Operating Data (January-June 2025) | Indicator | Amount (yuan) | YoY Change | | :--- | :--- | :--- | | Operating Revenue | 9.406 billion yuan | Decreased by 5.56% | | Operating Revenue Excluding Construction Revenue | 5.883 billion yuan | Decreased by 0.99% | | Total Profit | 3.146 billion yuan | Decreased by 9.97% | | Net Profit Attributable to Shareholders of Listed Company | 2.424 billion yuan | Decreased by 11.81% | | Earnings Per Share | 0.4811 yuan | | | Net Operating Cash Flow | 3.277 billion yuan | | | Weighted Average Return on Net Assets | 5.97% | | [1. Road and Bridge Core Business](index=20&type=section&id=1.%20路橋主業) In the road and bridge core business, multiple new and expansion projects, including the Ningyang Yangtze River Bridge North Connection, Xiyi Expressway South Section Expansion, Xitai Project, Danjin Project, and Guangjing North Section Expansion, continued to advance with significant cumulative construction investment. In operations and maintenance, the company deepened smart transportation, upgraded smart expansion model algorithms, strengthened emergency rescue capabilities, and innovated a "low-altitude + transportation" management model, enhancing road traffic efficiency and safety. Operationally, toll revenue increased by **1.65%** year-on-year, with Ning沪 Expressway's average daily toll revenue growing by **8.18%**, though some road sections experienced reduced traffic and revenue due to construction - The Ningyang Yangtze River Bridge North Connection project has accumulated construction investment of approximately **4.217 billion yuan**, accounting for **60.37%** of the total investment, and is expected to open fully by the end of 2025[45](index=45&type=chunk) - The Xiyi Expressway South Section Expansion project has accumulated construction investment of approximately **3.852 billion yuan**, accounting for **49.67%** of the total investment, and is expected to be completed and open to traffic by the end of June 2026[45](index=45&type=chunk) - The company upgraded its smart expansion model algorithms to enhance road capacity, with the Wuxi section of Ning沪 Expressway reaching a single-day cross-section traffic volume of **284,100 vehicles** during the May Day holiday, setting a new historical record[47](index=47&type=chunk) - Emergency rescue deployment was strengthened, increasing regular clearance stations to **71**, reducing average rescue arrival time by **23.81%** to **8 minutes**, and average handling time by **27.87%** to **17.75 minutes**[47](index=47&type=chunk) - A 'drone real-time data + human experience' integrated decision-making model was established, creating the nation's first standardized integrated dispatch and clearance operation process with drone participation on expressways, improving accident scene traffic efficiency by **30%**[47](index=47&type=chunk) Road and Bridge Core Business Operating Data (January-June 2025) | Indicator | Reporting Period | Prior Year Period | YoY Change | | :--- | :--- | :--- | :--- | | Toll Revenue | 4.604 billion yuan | | Increased by 1.65% | | Ning沪 Expressway Average Daily Toll Revenue | 14.711 million yuan | 13.599 million yuan | Increased by 8.18% | | Total Weighted Average Traffic Volume of Company-Controlled Road Network | 71,253 vehicles/day | 73,323 vehicles/day | -2.82% | | Total Traffic Volume of Ning沪 Expressway | 120,539 vehicles/day | 116,703 vehicles/day | 3.29% | - Toll revenue for some road sections, such as Yanjiang Expressway, Ningchang Expressway, Zhenli Expressway, Xiyi Expressway, Changyi Expressway, Guangjing Expressway, and Xicheng Expressway, decreased year-on-year due to renovation and expansion construction[55](index=55&type=chunk) [2. Ancillary Services Business](index=26&type=section&id=2.%20配套服務業務) During the reporting period, ancillary services revenue decreased by **2.15%** year-on-year, primarily due to lower oil product sales prices, though oil product sales volume increased. Service area leasing and other business revenue grew by **21.15%** year-on-year, benefiting from a new round of commercial leasing. The gross margin for ancillary services increased by **2.12 percentage points** year-on-year. The company actively deployed new energy charging facilities, adding **202** charging spaces, and innovated service area operating models by creating integrated complexes and distinctive renovation projects Ancillary Services Business Revenue and Gross Margin (January-June 2025) | Indicator | Amount (thousand yuan) | YoY Change | | :--- | :--- | :--- | | Ancillary Services Business Revenue | 827,919 | Decreased by 2.15% | | Oil Product Sales Revenue | 719,449 | Decreased by 4.80% | | Service Area Leasing and Other Business Revenue | 103,851 | Increased by 21.15% | | Ancillary Services Business Gross Margin | | Increased by 2.12 percentage points | | Ancillary Services Business Gross Margin Excluding Clearance Services | 12.39% | Increased by 2.25 percentage points | - During the reporting period, a total of **202** new charging spaces were added, bringing the total to **412**, significantly enhancing the new energy charging service capacity in service areas[57](index=57&type=chunk) - The Xianrenshan Service Area's 'wind-solar-storage-charging-swapping' integrated project received CQC zero-carbon certification, capable of reducing carbon emissions by **2,756.32 tons** annually[57](index=57&type=chunk) - The first 'service area + logistics + RV camp' complex was built in Gehu Service Area, and Maoshan Service Area underwent a 'lake view ecological' special renovation, both showing increased traffic and revenue[57](index=57&type=chunk) [3. Clean Energy Business](index=27&type=section&id=3.%20清潔能源業務) The clean energy business, operated by subsidiary Yunshan Qingneng Company, had a total grid-connected installed capacity of **652 megawatts** as of the end of the reporting period, producing **469 million kWh** of clean energy. Electricity sales revenue decreased by **3.70%** year-on-year, mainly due to wind resource impacts. The company actively promoted integrated transportation-energy projects, with total installed capacity exceeding **100 megawatts**, and developed a digital management platform, while the Rudong offshore wind power project successfully passed CCER project registration and review - As of the end of the reporting period, Yunshan Qingneng Company's grid-connected projects had a total installed capacity of **652 megawatts** (including equity-based installed capacity)[59](index=59&type=chunk) Clean Energy Business Data (January-June 2025) | Indicator | Amount/Quantity | | :--- | :--- | | Clean Energy Electricity Production | 469 million kWh | | Electricity Sales Revenue | 335.22 million yuan | - Electricity sales revenue decreased by **3.70%** year-on-year, mainly due to the impact of wind resources, with reduced grid-connected electricity generation from the Rudong offshore wind power project[59](index=59&type=chunk) - Successfully completed **9** integrated transportation-energy projects, achieving full capacity grid-connected power generation at **18** sites with a scale of nearly **50 megawatts**, bringing the total installed capacity of integrated transportation-energy to over **100 megawatts**[60](index=60&type=chunk) - Successfully developed digital products such as the Yunshan Oasis (Yoasis) integrated transportation-energy management platform and microgrid EIS smart gateway devices[60](index=60&type=chunk) - The Rudong offshore wind power project successfully passed the review by the national certified voluntary emission reduction (CCER) project registration authority[60](index=60&type=chunk) [4. Real Estate Business](index=28&type=section&id=4.%20地產業務) Real estate performance, operated by subsidiaries Ning沪 Real Estate Company and Hanwei Company, saw real estate sales revenue of approximately **19.032 million yuan** recognized during the reporting period, a significant year-on-year decrease of **84.93%**, primarily due to a smaller scale of real estate project deliveries compared to the prior year. The company continued to promote the destocking of existing projects and, using its own commercial real estate as a platform, established a smart transportation industry collaborative innovation center, attracting several well-known enterprises Real Estate Sales Revenue (January-June 2025) | Indicator | Amount (thousand yuan) | YoY Change | | :--- | :--- | :--- | | Real Estate Sales Revenue | 19,032 | Decreased by 84.93% | - The significant decrease in real estate sales revenue was mainly due to a smaller scale of real estate project deliveries compared to the prior year period[61](index=61&type=chunk) - The company revitalized existing assets through innovative sales models and established a smart transportation industry collaborative innovation center, attracting several well-known enterprises such as Huashe Design Group, Sujiaoke Group, and Wanbang Digital Energy[61](index=61&type=chunk) [5. Other Businesses](index=28&type=section&id=5.%20其他業務) During the reporting period, investment income from associate and joint venture road and bridge companies was approximately **274.485 million yuan**, a year-on-year decrease of **26.56%**. Investment income from associate and joint venture financial companies was approximately **50.403 million yuan**, a slight year-on-year increase of **0.43%**. The Group received dividends of approximately **321.799 million yuan** from Jiangsu Bank, Jiangsu Leasing, and Guochuang Kaiyuan Phase II Fund, a year-on-year decrease of **37.75%**, primarily due to Jiangsu Bank's dividend cycle adjustment. Revenue from subsidiaries' advertising operations and management services increased by **5.20%** year-on-year Other Business Investment Income and Dividend Distribution (January-June 2025) | Indicator | Amount (thousand yuan) | YoY Change | | :--- | :--- | :--- | | Investment Income from Associate and Joint Venture Road and Bridge Companies | 274,485 | Decreased by 26.56% | | Investment Income from Associate and Joint Venture Financial Companies | 50,403 | Increased by 0.43% | | Dividends Received from Jiangsu Bank, Jiangsu Leasing, and Guochuang Kaiyuan Phase II Fund | 321,799 | Decreased by 37.75% | | Revenue from Subsidiaries' Advertising Operations and Management Services | 96,190 | Increased by 5.20% | - The decrease in traffic volume on the Yanjiang Expressway due to renovation and expansion led to a year-on-year decline in its contribution to investment income[62](index=62&type=chunk) - The adjustment of Jiangsu Bank's dividend cycle, resulting in a significant reduction in dividends compared to the prior year period, was the main reason for the decrease in the Group's total dividends received[62](index=62&type=chunk) [III. Analysis of Core Competitiveness During the Reporting Period](index=29&type=section&id=三.%20報告期內核心競爭力分析) The company's core competitiveness stems from its unique geographical advantage, high-quality road and bridge assets, leading operational philosophy, professional management team, comprehensive risk management, and robust financing platform. Operating in the core Yangtze River Delta region, the company possesses excellent road and bridge assets and extensive operational management experience, actively building digital expressways and smart transportation. A professional management team and sound risk management system ensure stable development, while dual-listing and high credit ratings provide smooth financing channels - The company's operating area is located in China's most dynamic Yangtze River Delta region, and its controlled or participated road and bridge projects are core components of the land transportation corridors in Jiangsu's southern riverside and Shanghai-Nanjing industrial belts[65](index=65&type=chunk) - The Group's core road and bridge assets are all central arteries of Jiangsu Province's expressway network, with excellent asset quality and demonstrated synergistic benefits, laying the foundation for stable performance growth[65](index=65&type=chunk) - The Group is committed to highway operations, having accumulated rich experience, and the performance growth of the Jiangsu section of Ning沪 Expressway demonstrates its competitive advantage in highway operation and management, with efforts focused on building digital expressways and smart transportation[66](index=66&type=chunk) - The Group possesses a professional and experienced operation and management team that optimizes its asset portfolio through capital operations, effectively reducing operating costs and risks[66](index=66&type=chunk) - The Group has established a risk-oriented comprehensive risk control system to enhance risk governance capabilities and achieve stable development[67](index=67&type=chunk) - The Group is dual-listed and trades in three locations, with stable operations, high credit ratings, and smooth financing channels, which helps optimize its financing structure and reduce financing costs[67](index=67&type=chunk) [IV. Key Operating Performance During the Reporting Period](index=31&type=section&id=四.%20報告期內主要經營情況) During the reporting period, the company's operating revenue and costs both decreased due to reduced investment in road and bridge projects. Selling expenses decreased, while administrative expenses increased, and financial expenses decreased due to lower LPR and effective financing measures. Net cash flow from operating activities increased, net cash flow from investing activities decreased, and net cash flow from financing activities declined. Fair value change gains and investment income both significantly decreased, mainly affected by the conversion of financial assets into shares and Jiangsu Bank's dividend adjustment. The asset-liability structure remained reasonable, but both total asset-liability ratio and net asset-liability ratio increased. The company continued to advance road and bridge project construction investments and actively expanded financing channels to reduce financing costs [(I) Analysis of Main Business](index=31&type=section&id=（一）%20主營業務分析) During the reporting period, the company's operating revenue decreased by **5.56%** year-on-year, and operating costs decreased by **9.80%** year-on-year, mainly due to reduced investment in road and bridge projects. The gross margin increased to **33.17%**. The gross margin of the toll road business grew, and that of ancillary services increased due to higher service area leasing income, but oil product sales revenue declined. Real estate sales revenue significantly decreased, and the gross margin of electricity sales decreased due to wind resource impacts Analysis of Changes in Financial Statement Items (January-June 2025 vs. Prior Year Period) | Item | Current Period Amount (yuan) | Prior Year Period Amount (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 9,405,722,179.55 | 9,959,934,057.30 | -5.56 | | Operating Cost | 6,286,265,783.44 | 6,969,424,373.38 | -9.80 | | Selling Expenses | 2,781,383.79 | 3,089,120.38 | -9.96 | | Administrative Expenses | 111,165,157.76 | 106,929,283.20 | 3.96 | | Financial Expenses | 438,174,476.39 | 474,594,731.87 | -7.67 | | Net Cash Flow from Operating Activities | 3,277,309,995.91 | 3,078,071,689.81 | 6.47 | | Net Cash Flow from Investing Activities | -5,382,175,611.35 | -5,522,119,761.32 | -2.53 | | Net Cash Flow from Financing Activities | 1,968,143,425.63 | 2,290,936,316.02 | -14.09 | | Fair Value Change Gains | -55,262,309.57 | 38,913,161.37 | -242.01 | | Investment Income | 700,460,481.47 | 1,049,155,694.96 | -33.24 | | Asset Disposal Gains | -1,270,886.30 | 54,946,241.84 | -102.31 | | Credit Impairment Losses | -16,206,468.46 | -108,514.99 | 14,834.77 | | Net Amount of Other Comprehensive Income After Tax | 1,631,726,343.82 | 496,879,246.91 | 228.39 | - Changes in operating revenue and operating costs were mainly due to a year-on-year decrease in construction investment in road and bridge projects during the current reporting period, with a corresponding reduction in construction period revenue and costs[71](index=71&type=chunk) - The decrease in financial expenses was mainly due to the decline in the domestic Loan Prime Rate (LPR) and the company's proactive and effective financing measures, leading to a reduction in the comprehensive borrowing interest rate for interest-bearing debt[72](index=72&type=chunk) - The change in fair value change gains was mainly due to the conversion of Jiangsu Leasing convertible bonds held in the prior year period into shares, which were subsequently measured under other equity instruments[76](index=76&type=chunk) - The decrease in investment income was mainly due to the adjustment of Jiangsu Bank's dividend cycle, resulting in a significant reduction in dividends, and a year-on-year decrease in investment income contributed by associates[76](index=76&type=chunk) Main Business by Industry Segment (January-June 2025) | Industry Segment | Operating Revenue (yuan) | Operating Cost (yuan) | Gross Margin (%) | YoY Change in Operating Revenue (%) | YoY Change in Operating Cost (%) | YoY Change in Gross Margin (percentage points) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Toll Roads | 4,604,312,011.87 | 1,694,033,128.91 | 63.21 | 1.65 | -4.84 | Increased by 2.51 | | Ancillary Services | 827,919,422.11 | 797,455,512.60 | 3.68 | -2.15 | -4.26 | Increased by 2.12 | | Real Estate Sales | 19,031,630.60 | 18,116,846.68 | 4.81 | -84.93 | -78.55 | Decreased by 28.29 | | Electricity Sales | 335,220,319.45 | 177,662,011.99 | 47.00 | -3.70 | 1.62 | Decreased by 2.77 | | Construction Period Revenue/Cost | 3,523,049,104.99 | 3,523,049,104.99 | 0.00 | -12.33 | -12.33 | – | | Other Businesses | 96,189,690.53 | 75,949,178.27 | 21.04 | 5.20 | -3.41 | Increased by 7.04 | | Total | 9,405,722,179.55 | 6,286,265,783.44 | 33.17 | -5.56 | -9.80 | Increased by 3.14 | - The overall gross margin level of the toll road business increased year-on-year, mainly due to increased toll revenue and reduced maintenance expenses[87](index=87&type=chunk) - The gross margin of ancillary services business increased year-on-year, mainly due to increased service area leasing income, but the net difference for clearance services was **-71.52 million yuan**[87](index=87&type=chunk) - The gross margin of electricity sales business decreased year-on-year, affected by wind resources and other factors, leading to reduced grid-connected electricity generation from offshore wind power projects[87](index=87&type=chunk) Analysis of Operating Cost Composition (January-June 2025) | Industry Segment | Cost Component Item | Current Period Amount (yuan) | Current Period Share of Total Cost (%) | Prior Year Period Amount (yuan) | Prior Year Period Share of Total Cost (%) | YoY Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Toll Roads | Depreciation and Amortization | 1,059,589,378.75 | 16.85 | 1,041,303,576.87 | 14.94 | 1.76 | | | | Maintenance Costs | 114,286,406.37 | 1.82 | 215,341,580.66 | 3.09 | -46.93 | Partial road sections under jurisdiction closed for construction, reduced scale of centralized road surface maintenance | | Ancillary Services | Raw Materials | 598,281,816.98 | 9.52 | 632,046,431.10 | 9.07 | -5.34 | Decreased unit price of oil product sales, corresponding decrease in procurement costs | | Real Estate Sales | – | 18,116,846.68 | 0.29 | 84,471,749.65 | 1.21 | -78.55 | Real estate project delivery scale smaller than prior year period | | Construction Period Costs | – | 3,523,049,104.99 | 56.04 | 4,018,362,207.04 | 57.66 | -12.33 | Year-on-year decrease in construction investment in road and bridge projects | [(III) Analysis of Assets and Liabilities](index=39&type=section&id=（三）%20資產、負債情況分析) As of the end of the reporting period, the company's total assets were approximately **96.134 billion yuan**, a year-on-year increase of **6.95%**. Accounts receivable increased by **10.93%**, mainly due to higher national subsidies receivable for grid-connected power stations. Inventory decreased by **3.53%**, primarily due to real estate project deliveries. Trading financial assets increased by **39.11%**, mainly due to an increase in wealth management products. Bonds payable increased by **349.96%**, mainly due to the issuance of **4.5 billion yuan** in corporate bonds and medium-term notes. Both the total asset-liability ratio and net asset-liability ratio increased, but management believes the financial leverage ratio is at a safe level. Investment expenditures during the reporting period were approximately **4.427 billion yuan**, a year-on-year increase of **7.64%**, mainly for road and bridge project construction Changes in Assets and Liabilities (As of June 2025 vs. End of Prior Year) | Item Name | Current Period-end Amount (yuan) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | | Accounts Receivable | 2,066,983,203.86 | 10.93 | Mainly due to an increase in national subsidies receivable for grid-connected power stations at the end of the current reporting period compared to the beginning of the period | | Inventory | 1,928,964,304.87 | -3.53 | Mainly due to the delivery and transfer of real estate projects by subsidiaries during the reporting period and reclassification to investment properties | | Long-term Equity Investments | 13,179,281,738.45 | 3.31 | The increase is mainly due to investment income contributed by associates in the current reporting period | | Trading Financial Assets | 4,342,810,000.20 | 39.11 | Mainly due to an increase in wealth management products held by the Group at the end of the current reporting period compared to the beginning of the period | | Prepayments | 16,798,791.48 | 93.32 | Mainly due to an increase in prepaid guarantees and other items in the current reporting period compared to the beginning of the period | | Notes Payable | 87,300,000.00 | -68.74 | Mainly due to a decrease in bank acceptance bills issued by subsidiaries at the end of the current reporting period compared to the beginning of the period | | Other Current Liabilities | 1,357,430,518.01 | -67.15 | Mainly due to the repayment of maturing ultra-short-term financing bonds in the current reporting period, resulting in a decrease in the balance compared to the beginning of the period | | Bonds Payable | 4,496,461,700.84 | 349.96 | Mainly due to the issuance of 4.5 billion yuan in corporate bonds and medium-term notes in the current reporting period | | Special Reserves | 6,412,058.67 | 84.76 | Mainly safety production fees accrued by subsidiaries in the current reporting period | | Total Assets | 96,134,096,284.84 | 6.95 | | | Total Asset-Liability Ratio | 45.79% | Increased by 1.12 percentage points | | | Net Asset-Liability Ratio | 84.46% | Increased by 3.73 percentage points | | - Overseas assets amounted to **72,290.84 USD**, accounting for **0.0005383%** of total assets[107](index=107&type=chunk) Major Restricted Assets (As of June 2025) | Item | Book Value at Period-end (yuan) | Reason for Restriction | | :--- | :--- | :--- | | Bank Deposits | 4,365,000.00 | Bill deposits, etc. | | Intangible Assets | 30,232,352,184.05 | Pledge of expressway toll operating rights | | Accounts Receivable | 1,381,231,483.54 | Pledge of electricity bill collection rights | | Total | 31,617,948,667.59 | | - During the reporting period, the Group implemented planned investment expenditures of approximately **4.427 billion yuan**, an increase of **7.64%** compared to the prior year period, mainly due to increased investment in road and bridge project construction[120](index=120&type=chunk) Major Capital Expenditure Projects (January-June 2025) | Investment Project Name | Amount (yuan) | | :--- | :--- | | Ningyang Yangtze River Bridge and North Connection Project | 473,251,245.71 | | Xiyi Expressway South Section Expansion Project | 1,705,108,419.61 | | Guangjing North Section Expansion Project | 400,015,190.00 | | Xitai Expressway Construction Project | 433,000,000.00 | | Danjin Expressway Construction Project | 784,670,000.00 | | Wufengshan Bridge Project Scope Adjustment and Capital Increase Project | 396,650,000.00 | | Service Area and Toll Station Renovation and Expansion | 11,074,536.83 | | Three Major Systems and Informatization Construction Project | 36,178,154.31 | | Yunshan Qingneng Company Investment in Integrated Transportation-Energy Projects | 100,241,689.84 | | Yunshan Qingneng Company Investment in Market-Oriented Clean Energy Equity Projects | 16,439,878.07 | | Investment in Three Gorges Yunshan Taizhou Hailing Power Generation Co., Ltd. | 14,850,000.00 | | Other Capital Expenditures of the Group | 55,938,835.52 | | Total | 4,427,417,949.89 | - As of the end of the reporting period, the principal balance of interest-bearing debt was approximately **34.678 billion yuan**, an increase of approximately **1.272 billion yuan** from the beginning of the period, with short-term interest-bearing debt accounting for approximately **5.05%** and long-term interest-bearing debt for approximately **94.95%**[123](index=123&type=chunk) - The Group's comprehensive borrowing cost for existing interest-bearing debt was approximately **2.68%**, a year-on-year decrease of approximately **0.46 percentage points**, and approximately **0.77 percentage points** lower than the current Loan Prime Rate (LPR)[123](index=123&type=chunk) - Subsidiary Ning沪 Real Estate Company provides joint and several liability guarantees for mortgage loans of commercial housing purchasers; as of June 30, 2025, the outstanding guaranteed amount was approximately **130.17 million yuan**[127](index=127&type=chunk) - The Group's main operating businesses are all in China, with operating income and major capital expenditures settled in RMB, thus there are no significant foreign exchange risks[128](index=128&type=chunk) [(IV) Analysis of Investment Status](index=49&type=section&id=（四）%20投資狀況分析) During the reporting period, the company continued to efficiently advance road and bridge project construction investments, including the Ningyang Yangtze River Bridge North Connection, Xiyi Expressway South Section Expansion, Xitai Project, Danjin Project, and Guangjing North Section Expansion. In financial assets, the company held private equity funds, stocks, and other wealth management products, with Jiangsu Bank and Jiangsu Leasing stocks designated as financial assets measured at fair value through other comprehensive income. Private equity fund investments included Guochuang Kaiyuan Phase II Fund, Zhongbei Zhiyuan Fund, and Luode Huizhi Fund, whose fair values decreased during the reporting period - The Ningyang Yangtze River Bridge North Connection project invested approximately **114 million yuan** in construction funds during the reporting period, with a cumulative investment of approximately **4.217 billion yuan**, accounting for **60.37%** of the total investment[130](index=130&type=chunk) - The Xiyi Expressway South Section Expansion project invested approximately **1.705 billion yuan** in construction funds during the reporting period, with a cumulative investment of approximately **3.852 billion yuan**, accounting for **49.67%** of the total investment[130](index=130&type=chunk) Financial Assets Measured at Fair Value (As of June 2025) | Asset Category | Period-end Amount (million yuan) | | :--- | :--- | | Private Equity Funds | 1,913.2216 | | Stocks | 12,111.0280 | | Others (Wealth Management Products, etc.) | 4,342.8100 | | Total | 18,367.0596 | - The company holds **782.8708 million shares** (4.27% equity) of Jiangsu Bank, with a market value of approximately **9.183 billion yuan**, accounting for approximately **9.55%** of the Group's total assets[138](index=138&type=chunk) - During the reporting period, the fair value of Guochuang Kaiyuan Phase II Fund decreased by approximately **58.352 million yuan**, Zhongbei Zhiyuan Fund decreased by approximately **268 thousand yuan**, and Luode Huizhi Fund decreased by approximately **561 thousand yuan**[141](index=141&type=chunk)[142](index=142&type=chunk) [(VI) Analysis of Major Controlled and Associate Companies](index=54&type=section&id=（六）%20主要控股參股公司分析) This section presents financial information for the company's major controlled subsidiaries and associate companies. Controlled subsidiaries such as Guangjing Xicheng Company, Zhendan Company, Ning沪 Real Estate Company, Hanwei Company, and Yunshan Qingneng Company experienced fluctuations in operating performance due to construction impacts or wind resources. Wufengshan Bridge Company saw significant performance growth benefiting from increased traffic volume. Ning沪 Investment Company's net profit declined due to a decrease in the fair value of other non-current financial assets. Associate companies contributed approximately **354.71 million yuan** in investment income, with Yanjiang Company's investment income decreasing Major Controlled Subsidiaries Financial Data (January-June 2025) | Company Name | Operating Revenue (yuan) | Net Profit (yuan) | | :--- | :--- | :--- | | Guangjing Xicheng Company | 2,845,337,150.70 | 356,930,829.68 | | Zhendan Company | 52,547,894.54 | -16,535,791.13 | | Wufengshan Bridge Company | 573,879,506.12 | 241,557,871.29 | | Ning沪 Real Estate Company | 77,691,860.27 | 2,234,051.68 | | Ning沪 Investment Company | 12,789,372.16 | -36,160,835.09 | | Hanwei Company | 9,216,963.14 | -4,008,567.45 | | Yunshan Qingneng Company | 336,147,856.72 | 93,400,642.46 | | Xitai Company | 433,000,000.00 | 649,532.59 | | Danjin Company | 784,670,000.00 | 298.92 | - Guangjing Xicheng Company's toll revenue decreased year-on-year, and its operating performance declined year-on-year, affected by the renovation and expansion construction of Huning Expressway and Beijing-Shanghai Expressway[148](index=148&type=chunk) - Wufengshan Bridge Company benefited from increased traffic volume on its operating road network, with a corresponding increase in road and bridge core business operating revenue, leading to a significant year-on-year increase in operating performance[149](index=149&type=chunk) - Ning沪 Investment Company's net profit decreased year-on-year, mainly due to a decrease in the fair value of other non-current financial assets held[150](index=150&type=chunk) - Yunshan Qingneng Company's operating performance decreased year-on-year, affected by wind resources and other factors, with a year-on-year decrease in grid-connected electricity generation from offshore wind power projects[152](index=152&type=chunk) Investment Income Contributed by Associate and Joint Venture Companies (January-June 2025) | Company Name | Investment Income Contributed (yuan) | Share of Net Profit Attributable to Shareholders of the Listed Company (%) | | :--- | :--- | :--- | | Suzhou Expressway Company | 65,911,034.93 | 2.72 | | Yangtze Bridge Company | 182,315,402.68 | 7.52 | | Yanjiang Company | 26,258,505.35 | 1.08 | | Zijin Trust Company | 38,880,000.00 | 1.60 | | Total | Approximately 354.71 million yuan | | - The investment income contributed by Yanjiang Company decreased year-on-year, mainly due to a decline in Yanjiang Company's operating performance caused by renovation and expansion construction[154](index=154&type=chunk) [V. Other Disclosure Matters](index=57&type=section&id=五.%20其他披露事項) The company faces risks from industry policies, competitive landscape changes, project investments, and real estate destocking, and has formulated corresponding countermeasures. Capital expenditures for the second half of 2025 are estimated at approximately **4.946 billion yuan**, mainly for road and bridge project construction. The company has ample financing plans, with registered quotas for ultra-short-term financing bonds and corporate bonds, and bank credit lines. The company continues to deepen its "quality improvement, efficiency enhancement, and return focus" initiative, maintains a high cash dividend payout ratio, and strengthens investor relations management to enhance company value [(I) Potential Risks](index=57&type=section&id=（一）%20可能面對的風險) The company primarily faces risks related to industry policies, changes in the competitive landscape, project investments, and slower-than-expected real estate destocking. To address these, the company closely monitors policy trends, enhances service quality, optimizes investment decisions, and intensifies efforts to destock real estate projects - Industry policy risk: Toll revenue is the main source, and policy adjustments will directly or indirectly affect business revenue. Countermeasures include closely monitoring policy trends, exploring new profit growth points, and building diversified profit models[158](index=158&type=chunk) - Risk of changes in competitive landscape: The improvement of the expressway network and the extension of the railway network may reduce market share. Countermeasures include creating high-quality road conditions, enhancing service quality, promoting the construction of 'smart expressways', and promptly formulating response strategies[159](index=159&type=chunk) - Project investment risk: Under-construction and new road and bridge projects carry the risk of lower-than-expected returns, and investments in financial and quasi-financial products carry market fluctuation risks. Countermeasures include enhancing project research capabilities, establishing scientific investment decision-making procedures, and strengthening post-investment management[160](index=160&type=chunk) - Risk of real estate destocking falling short of expectations: Influenced by market environment and policies, sales cycles may be prolonged. Countermeasures include establishing a risk management system, strengthening policy analysis, transforming operating ideas, and adopting effective preventive measures[161](index=161&type=chunk) [(II) Other Disclosure Matters](index=59&type=section&id=（二）%20其他披露事項) The company's estimated capital expenditures for the second half of 2025 are approximately **4.946 billion yuan**, primarily for road and bridge project construction. The company has smooth financing channels, with registered quotas for ultra-short-term financing bonds and corporate bonds, and bank credit lines, ensuring ample financing. The company actively implements its "quality improvement, efficiency enhancement, and return focus" initiative, has consistently paid cash dividends annually since its listing, with cumulative cash dividends totaling approximately **38.668 billion yuan**, and strengthens investor relations management to enhance company value Estimated Major Capital Expenditure Projects for H2 2025 | Investment Project Name | Amount (yuan) | | :--- | :--- | | Ningyang Yangtze River Bridge and North Connection Project | 26,748,754.29 | | Xiyi Expressway South Section Expansion Project | 729,891,580.39 | | Guangjing North Section Expansion Project | 854,984,810.00 | | Xitai Expressway Construction Project | 1,367,000,000.00 | | Danjin Expressway Construction Project | 465,330,000.00 | | Wufengshan Project Scope Adjustment and Capital Increase Project | 23,959,400.00 | | Service Area and Toll Station Renovation and Expansion | 28,071,463.17 | | Three Major Systems and Informatization Construction Project | 429,899,345.69 | | Yunshan Qingneng Company Investment in Integrated Transportation-Energy Projects | 245,818,310.16 | | Yunshan Qingneng Company Investment in Market-Oriented Clean Energy Equity Projects | 486,510,121.93 | | Investment in Three Gorges Yunshan Taizhou Hailing Power Generation Co., Ltd. | 216,520,000.00 | | Other Capital Expenditures of the Group | 71,300,664.48 | | Total | 4,946,034,450.11 | - As of the end of the reporting period, the company had registered but unissued ultra-short-term financing bonds totaling approximately **2.65 billion yuan**, corporate bonds totaling **7.5 billion yuan**, and bank credit lines of no less than **10 billion yuan**[167](index=167&type=chunk) - The company plans to register a batch of ultra-short-term financing bonds with an issuance size not exceeding **4 billion yuan** and medium-term notes with a size not exceeding **4 billion yuan** in 2025[167](index=167&type=chunk) - Since its listing, the company has consistently paid cash dividends annually, with cumulative cash dividends totaling approximately **38.668 billion yuan** as of the end of the reporting period[170](index=170&type=chunk) - In July 2025, the company implemented its 2024 annual cash dividend, distributing a cash dividend of **0.49 yuan per share** (tax inclusive), totaling **2.468 billion yuan**, an increase of **4.26%** compared to the prior year[170](index=170&type=chunk) - The company highly values investor relations management, organizing domestic and international earnings briefings during the reporting period, actively participating in over **30** investor institutional research and exchange activities, and answering nearly **100** investor hotline inquiries[170](index=170&type=chunk) [Section IV Corporate Governance, Environment, and Society](index=63&type=section&id=第四節%20公司治理、環境和社會) [I. Changes in Directors, Supervisors, and Senior Management](index=63&type=section&id=一.%20公司董事、監事、高級管理人員變動情況) During the reporting period, the company's Board of Directors appointed Mr. Zhu Yuanjun as Deputy General Manager, with no other changes to directors, supervisors, or senior management - On April 28, 2025, the company's Eleventh Board of Directors' Eleventh Meeting appointed Mr. Zhu Yuanjun as Deputy General Manager of the company[173](index=173&type=chunk) [II. Profit Distribution or Capital Reserve Conversion Plan](index=63&type=section&id=二.%20利潤分配或資本公積金轉增預案) The company did not propose a profit distribution plan or a capital reserve conversion to share capital plan for this semi-annual period - The proposed profit distribution plan or capital reserve conversion to share capital plan for this semi-annual period is 'No', with 0 bonus shares, dividends, and conversion shares per 10 shares[174](index=174&type=chunk) [V. Specifics of Consolidating Poverty Alleviation Achievements and Rural Revitalization Efforts](index=65&type=section&id=五.%20鞏固拓展脫貧攻堅成果、鄉村振興等工作具體情況) The company actively fulfills its social responsibilities as a state-owned enterprise, contributing to comprehensive rural revitalization through multi-dimensional measures such as toll fee reductions, financial support, volunteer services, agricultural promotion, and consumption assistance. During the reporting period, the company implemented toll fee reduction policies, donated **500,000 yuan** in special funds to Ganyu District, Lianyungang City, organized agricultural assistance volunteer activities, innovated an "agricultural product + culture" integrated model, and ensured smooth and efficient transportation channels for agricultural production - The company promptly releases toll fee policy information through channels such as toll station entrance display boards and the 96777 consultation platform, enhancing information transparency[178](index=178&type=chunk) Toll Fee Reduction Status in H1 2025 | Reduction Details | Amount (10,000 yuan) | | :--- | :--- | | Green Priority | 7,386.07 | | Combine Harvesters | 96.73 | | Ports | 361.82 | - During the reporting period, the company donated **500,000 yuan** in special funds to Ganyu District, Lianyungang City, specifically supporting local rural revitalization construction projects[179](index=179&type=chunk) - The company organized agricultural assistance volunteer activities, such as the Ningchang Management Office organizing rice transplanting during spring plowing and building a social practice platform for returning college students[180](index=180&type=chunk) - The company explored a new model of integrated 'agricultural product + culture' development, creating a 'highway service station + agricultural assistance platform' service model to enhance the cultural added value of agricultural products[181](index=181&type=chunk) - The company actively built a production-sales matching platform, assisting agricultural product sales through consumption support, such as organizing charity sales of strawberries at Douzhuang Service Area and setting up a 'Maoshan Local Products' display area at Maoshan Toll Station[182](index=182&type=chunk) - The company fully ensured smooth and efficient transportation channels for agricultural production, ensuring unimpeded passage for spring plowing materials and combine harvester transport vehicles during spring plowing and 'Sanxia' busy farming seasons[183](index=183&type=chunk) [Section V Significant Matters](index=67&type=section&id=第五節%20重要事項) [X. Major Related Party Transactions / Connected Transactions](index=68&type=section&id=十.%20重大關聯交易╱關連交易) This section details the company's major related party transactions during and continuing into the reporting period, including those with controlling shareholders and their associates for promotional production, advertising operations, office and land/rooftop leasing, electricity purchase/sale, maintenance technical services, entrusted operation management, official vehicle leasing, service area operating rights leasing, cloud toll technical services, electromechanical system maintenance, road network technical services, training and consulting, labor outsourcing, gas station leasing, goods and services procurement, factoring business, de-icing agent procurement, clean energy power supply engineering operation and maintenance, photovoltaic power station construction and electricity sales, and asphalt and new material procurement. Additionally, it discloses financial services (deposits, loans, credit lines) with the finance company and intercompany borrowings with the controlling shareholder [(I) Related Party Transactions / Continuing Connected Transactions Related to Daily Operations](index=68&type=section&id=（一）%20與日常經營相關的關聯交易╱持續關連交易) The company has multiple daily related party transactions with its controlling shareholder and its associates, covering promotional production, advertising, office and site leasing, electricity purchase and sale, maintenance technical services, entrusted operation management of expressways, official vehicle leasing, service area operating rights leasing, various information technology and technical services, training and consulting, labor outsourcing, gas station leasing, procurement of goods and services, factoring business, de-icing agent procurement, clean energy power supply engineering operation and maintenance, photovoltaic power station construction and electricity sales, and asphalt and new material procurement. These transactions have been disclosed in interim announcements, with some having subsequent progress - The company signed agreements with Jiaotong Media Company for entrusted promotional production services and advertising operation and publishing cooperation. Ning沪 Investment Company's advertising operation and publishing cooperation with Jiaotong Media Company is from May 1, 2022 to April 30, 2025, with the 2025 amount not exceeding **14 million yuan**[187](index=187&type=chunk) - Yunshan Qingneng Company signed a leasing agreement with Jiaokong Commercial Operations Company to lease office space and parking, with a transaction amount not exceeding **2.1227 million yuan** from January 1, 2025 to September 30, 2025[187](index=187&type=chunk) - Several associates of Jiangsu Jiaokong provide land and rooftop leases to Yunshan Qingneng Company for the construction and operation of photovoltaic power generation businesses, with agreement terms typically **20 years**[191](index=191&type=chunk) - The company signed a leasing agreement with Modern Testing Company for the Maqun Engineering Management Center, with a term from January 1, 2023 to April 30, 2025, and total rent of approximately **5.0946 million yuan**[191](index=191&type=chunk) - Sujiaokong Qingneng Jiangsu Company signed land use right leasing contracts with Jiangsu Eastern Expressway Management Co., Ltd. and Ningjingsalt Company for distributed photovoltaic power generation projects, with a contract term of **20 years**[191](index=191&type=chunk)[193](index=193&type=chunk) - The company signed an electricity purchase and sale agreement with Nantong Tiandian Company, with a term from January 1, 2023 to December 31, 2025, and an annual transaction amount not exceeding **38.5 million yuan**[193](index=193&type=chunk) - Sujiaokong Qingneng Jiangsu Company signed an energy management contract with Jing沪 Company, leasing the Fanshui Service Area site for photovoltaic power station construction, offering a **15%** discount on local grid electricity prices for the same period[195](index=195&type=chunk) - The company signed an annual framework agreement with Maintenance Technology Company to provide comprehensive maintenance technical services, including a research service project on mechanical behavior and performance degradation of asphalt pavements with an agreement term until December 31, 2025, and a 2025 amount not exceeding **1.08 million yuan**[196](index=196&type=chunk) - The company signed an annual framework agreement with Jiaotong Media Company to provide entrusted promotional production services, advertising operation and publishing, etc., involving Zhendan Company, Wufengshan Bridge Company, Ning沪 Investment Company, and others[200](index=200&type=chunk) - Yangtze River Management Company signed entrusted operation and management agreements with Yangtze Bridge Company, Guangjing Xicheng Company, Hutong Bridge Company, etc., with terms until December 31, 2026, involving significant amounts[204](index=204&type=chunk) - The company signed an annual framework agreement with Kuailu Company to provide official vehicle leasing and property leasing services; the 2025 official vehicle leasing service agreement term is until April 30, 2024, and the property leasing service agreement term is until March 31, 2026, with the 2025 amount not exceeding **1.5777 million yuan**[207](index=207&type=chunk) - The company signed a contract with Jiaokong Commercial Operations Company to lease part of the operating rights of Ning沪 Expressway Douzhuang Service Area to Jiaokong Commercial Operations Company for a three-year term, with the 2025 amount not exceeding **13 million yuan**[207](index=207&type=chunk) - The company signed a renewal agreement with Yichang Company, where Yichang Company leases the Zhangzhu Service Area gas station to the company for operation and management, with an agreement term until April 30, 2025, and an amount not exceeding **2 million yuan** from January 1, 2025 to April 30, 2025[207](index=207&type=chunk) - The company signed entrusted operation and management agreements with Wufengshan Bridge Company and Susichang Southern Expressway Company, with terms until April 30, 2026, and 2025 amounts not exceeding **55 million yuan** and **58.3 million yuan**, respectively[209](index=209&type=chunk) - The company signed a related party transaction agreement with Tongxingbao Company to provide cloud toll robot services, with the company's 2025 agreement amount not exceeding **1.02 million yuan**[209](index=209&type=chunk) - The company signed a related party transaction agreement with Gandong Technology Company to provide cloud toll FFT2.0 empowerment platform services, with the company's 2025 agreement amount not exceeding **125,000 yuan**[212](index=212&type=chunk) - The company signed an agreement with Gaosu Information Company to provide service area checkpoint upgrade and renovation, operational data upload, and passenger flow recognition leasing services, with an agreement term until December 31, 2026, and a 2025 amount not exceeding **1.6 million yuan**[212](index=212&type=chunk) - The company signed a contract with Jiaokong Commercial Operations Company for Jiaokong Commercial Operations Company to supply goods to Maoshan Service Area supermarket, with a contract term until April 30, 2025, and a 2025 amount not exceeding **1.78 million yuan**[216](index=216&type=chunk) - The company signed a supplementary property leasing agreement with Modern Testing Company, adjusting the rent to **1.69 million yuan/year**, with a leasing term until April 30, 2025[216](index=216&type=chunk) - Sujiaokong Qingneng Jiangsu Company invested in and constructed distributed photovoltaic projects at Yanjiang Expressway Pingwang Service Area, Ningjingsalt Expressway Guocun Service Area, and Jinfeng Service Area + Hutong Bridge Management Office, and signed energy management contracts with relevant companies, offering electricity bill discounts in lieu of site rent[218](index=218&type=chunk)[221](index=221&type=chunk) - The company signed an annual framework agreement with Gandong Technology Company to provide cloud check-in services, expressway management and monitoring system cloud services, status list services, insurance claim collection services for clearance and rescue fees, toll lane FFT2.0 cloud empowerment services, etc., involving multiple subsidiaries and projects[224](index=224&type=chunk)[229](index=229&type=chunk) - The company signed an annual framework agreement with Gaosu Information Company to provide electromechanical system maintenance, service area smart management platform maintenance projects, service area informatization platform promotion and improvement projects, service area cashier audit construction services, provincial network toll system optimization services, etc.[232](index=232&type=chunk) - The company signed an annual framework agreement with Tongxingbao Company to provide cloud dispatch technical services and SD-WAN technical services for network systems, road network technical services, ETC customer service outlet leasing, ETC refueling aggregated payment technical services, service area charging station construction, cloud toll equipment procurement and subsequent network services projects, Longtan Bridge opening related toll equipment procurement and network services projects, etc.[235](index=235&type=chunk)[238](index=238&type=chunk) - The company signed an annual framework agreement with Modern Road and Bridge Company to provide asphalt pavement major and medium repair and maintenance projects, routine maintenance projects, traffic safety facility refinement and upgrade construction projects, expansion joint replacement projects, company headquarters building renovation projects, service area fire pipeline repair projects, and routine maintenance projects for controlled subsidiaries[241](index=241&type=chunk)[242](index=242&type=chunk) - The company signed an annual framework agreement with Modern Testing Company to provide road and bridge inspection and testing services[245](index=245&type=chunk) - The company signed an annual framework agreement with Jiaokong Commercial Operations Company to provide property service outsourcing, material procurement, office space leasing, etc.[246](index=246&type=chunk) - The

新希望服務控股有限公司 NEW HOPE SERVICE HOLDINGS LIMITED （於開曼群島註冊成立的有限公司） 股份代號: 3658 中期報告 2025 新希望服務控股有限公司 2025 (Incorporated in the Cayman Islands with limited liability) Stock Code: 3658 NEW HOPE SERVICE HOLDINGS LIMITED INTERIM REPORT NEW HOPE SERVICE HOLDINGS LIMITED 新希望服務控股有限公司 INTERIM REPORT 非執行董事 姜孟軍先生 （主席） 劉栩先生 （於2025年9月10日由執行董事調任） 李巍女士 張薇女士 2025 中期報告 目錄 | 公司資料 | 2 | | --- | --- | | 管理層討論與分析 | 4 | | 企業管治及其他資料 | 19 | | 審閱報告 | 23 | | 綜合損益及其他全面收入表 | 24 | | 綜合財務狀況表 | 25 | | 綜合權益變動表 | 27 | | 簡明綜合現金流量表 | 29 | | 未經審核 ...

CONTENTS 目錄 | Corporate Information | 公司資料 | 2 | | --- | --- | --- | | Management Discussion and Analysis | 管理層討論及分析 | 6 | | Corporate Governance and Other Information | 企業管治及其他資料 | 49 | | Interim Condensed Consolidated Statement of | 中期簡明綜合損益及其他全面收入表 | 57 | | Profit or Loss and Other Comprehensive Income | | | | Interim Condensed Consolidated Statement of | 中期簡明綜合財務狀況表 | 58 | | Financial Position | | | | Interim Condensed Consolidated Statement of | 中期簡明綜合權益變動表 | 60 | | Changes in Equity | | | | Interim Co ...

���� 中期報告 INTERIM REPORT STOCK CODE 股份代號: 01918.HK 融創中國控股有限公司 SUNAC CHINA HOLDINGS LIMITED INTERIM REPORT 2025 中期報告 Sunac China Holdings Limited (the "Company" and, together with its subsidiaries, the "Group") is a company incorporated in the Cayman Islands with limited liability, whose shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") from 2010. With the brand philosophy of "passion for perfection", the Group is committed to providing wonderful living env ...

Stock Code 股份代號 : 00544 (Incorporated in Bermuda and its members' liability is limited) （在百慕達成立為法團，而其成員的法律責任是有限度的） 2025 INTERIM REPORT 中期報告 光 輝 凍 倉 Brilliant Cold Storage 目錄 | | 頁次 | | --- | --- | | 公司資料 | 2 | | 管理層討論與分析 | 3 | | 簡明綜合損益及其他全面收益報表 | 11 | | 簡明綜合財務狀況表 | 13 | | 簡明綜合權益變動表 | 15 | | 簡明綜合現金流量表 | 17 | | 簡明綜合財務報表附註 | 18 | | 其他資料 | 50 | 公司資料 董事會 執行董事 賀新喻先生 （於二零二五年八月八日獲委任） 馮柏基先生 （行政總裁） （於二零二五年九月八日辭任） 何漢忠先生 （署理行政總裁） （於二零二五年五月三十日辭任） 非執行董事 關雅頌女士 歐達威先生 （於二零二五年五月三十日辭任） 馮華高先生 （於二零二五年五月三十日辭任） 獨立非執行董事 梁志雄先生 （於二零 ...

Beijing Airdoc Technology Co., Ltd. (A joint stock company incorporated in the People's Republic of China with limited liability) （於中華人民共和國註冊成立的股份有限公司） Stock Code 股份代號：2251 Interim Report 中 期 報 告 2025 2025 CONTENTS 目 錄 2 Corporate Information 公司資料 6 Financial Summary 財務概要 7 Management Discussion and Analysis 管理層討論與分析 44 Other Information 其他資料 65 Independent Review Report 獨立審閱報告 67 Interim Condensed Consolidated Statement of Profit or Loss 中期簡明綜合損益表 68 Interim Condensed Consolidated Statement of Comprehensiv ...

[China XLX Culture](index=2&type=section&id=China%20XLX%20Culture) The company adheres to an integrity-driven culture and a spirit of self-reliance, aiming to create maximum societal value with minimal resources, focusing on proactivity and results - The company adheres to a culture of **integrity** and the spirit of "striving hard to meet others' needs"[8](index=8&type=chunk) - Committed to creating the **greatest value for society with the fewest resources**[8](index=8&type=chunk) - Corporate culture emphasizes self-accountability, proactivity, and **results over process**[9](index=9&type=chunk) [Company Profile](index=4&type=section&id=Company%20Profile) China XLX Fertiliser aims to be China's most respected fertilizer group, pursuing efficient, high-end, and lean development through "fertilizer-based, high-quality growth" and "low-cost differentiation" strategies, guided by six core principles - Corporate Vision: Committed to becoming **China's most respected fertilizer enterprise group**[14](index=14&type=chunk) - Core Mission: Achieve **efficient, high-end, and lean development** for the group[14](index=14&type=chunk) - Adheres to two major development and operating strategies: "**fertilizer as foundation, high-quality development**" and "**low-cost differentiation**"[15](index=15&type=chunk) - Six development principles include strategic direction, pursuit of excellence, pragmatic and efficient management, key capability enhancement, development risk control, and **customer orientation**[16](index=16&type=chunk)[17](index=17&type=chunk)[18](index=18&type=chunk)[19](index=19&type=chunk)[20](index=20&type=chunk)[21](index=21&type=chunk) [Corporate Information](index=6&type=section&id=Corporate%20Information) This section details China XLX Fertiliser's key corporate information, including board members, committees, senior management, stock code, and company website - Board members include Executive Directors Liu Xingxu (Chairman), Zhang Qingjin, Yan Yunhua, and Independent Non-executive Directors Wang Jianyuan, Li Shengxiao, Wang Weiren, Li Hongxing[22](index=22&type=chunk) - Established Audit Committee, Remuneration Committee, and Nomination Committee, each chaired by an **Independent Non-executive Director**[22](index=22&type=chunk) - Chief Executive Officer is Song Wanlei, and Chief Financial Officer and Data Protection Officer is Wang Yonghong[24](index=24&type=chunk) - Company stock code is **1866**, and the company website is **www.chinaxlx.com.hk**[27](index=27&type=chunk) [Management Discussion and Analysis](index=9&type=section&id=Management%20Discussion%20and%20Analysis) This report covers China XLX Fertiliser's H1 2025 performance, showing 5% revenue growth despite a 19% net profit decline due to lower gross profit, with strategic projects advancing [Business Review](index=9&type=section&id=(I)%20BUSINESS%20REVIEW) H1 2025 saw product prices rebound in Q2, driving a **5% revenue increase to RMB12.666 billion**, but overall gross profit fell **13%** and net profit **13%** (9% ex-non-recurring items), despite strong Q2 performance 2025年上半年简明综合全面收入表关键数据 | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Comprehensive Revenue | 12,666,000 | 12,061,000 | +5% | | Overall Gross Profit | - | - | -13% | | Net Profit Attributable to Owners | 88,000 (Decrease) | - | -13% | | Net Profit Attributable to Owners (Excluding Non-recurring Items) | - | - | -9% | | Q2 Net Profit Quarter-on-Quarter Growth | 259,000 | - | +104% | - **Urea product gross profit decreased by nearly 44%** year-on-year, primarily contributing to the decline in the group's overall gross profit[30](index=30&type=chunk) - Q2 urea and melamine average selling prices increased by **10% and 11%** quarter-on-quarter, respectively[31](index=31&type=chunk) - Q2 compound fertilizer and melamine sales volumes increased by **29% and 20%** quarter-on-quarter, respectively[31](index=31&type=chunk) [Fertiliser Segment](index=10&type=section&id=FERTILISER%20SEGMENT) The fertiliser segment saw mixed H1 2025 results: urea revenue fell **16%** (price down **19%**, volume up **4%**, gross margin down **10pp**), while compound fertilizer revenue grew **5%** (volume up **8%**, gross margin down **2pp**) [Urea](index=10&type=section&id=UREA) H1 2025 urea sales revenue fell **16% to RMB3.225 billion** (price down **19%**, volume up **4%**), with gross margin dropping from **31% to 21%**, partially offset by cost optimization | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 3,225,000 | 3,834,000 | -16% | | Average Selling Price | - | - | -19% | | Sales Volume | - | - | +4% | | Export Volume | - | - | +47,000 tonnes | | Gross Margin | 21% | 31% | -10 percentage points | - Urea prices increased by **10%** quarter-on-quarter in Q2[35](index=35&type=chunk) - Dual-coal blending technology reduced front-end coal gasification production costs by **1%**; coal prices decreased by **20%** year-on-year, leading to a **7% reduction in average production costs**[36](index=36&type=chunk) [Compound Fertilisers](index=10&type=section&id=COMPOUND%20FERTILISERS) H1 2025 compound fertilizer sales revenue grew **5% to RMB3.566 billion** (volume up **8%**), but gross margin fell **2 percentage points** due to rising raw material costs | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 3,566,000 | 3,410,000 | +5% | | Sales Volume | - | - | +8% | | High-efficiency Fertilizer Sales Volume | - | - | +11% | | Gross Margin | 16% | 18% | -2 percentage points | - The Guangxi production base successfully commenced operations, serving market demand in Guangdong, Guangxi, and Hainan[37](index=37&type=chunk) - Prices of key compound fertilizer raw materials, potash and phosphate, continued to rise by **24% and 6%** year-on-year, respectively, leading to a **1% increase in production costs**[40](index=40&type=chunk) [Chemical Segment](index=11&type=section&id=CHEMICAL%20SEGMENT) H1 2025 chemical segment performance varied: methanol revenue up **27%** (volume up **28%**); liquid ammonia revenue down **20%** (gross margin up **2pp**); melamine revenue down **5%** (gross margin up **1pp**); and DMF revenue down **1%** (gross margin up **5pp**) [Methanol](index=11&type=section&id=METHANOL) H1 2025 methanol sales revenue grew **27% to RMB1.642 billion** (volume up **28%**), with gross margin stable at **8%**, supported by strategic supplier agreements and increased exports | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 1,642,000 | 1,291,472 | +27% | | Sales Volume | - | - | +28% | | Gross Margin | 8% | 8% | Flat | - Stabilized selling prices and increased methanol export volumes through **strategic long-term agreements with upstream suppliers**[41](index=41&type=chunk) [Liquid Ammonia](index=11&type=section&id=LIQUID%20AMMONIA) H1 2025 liquid ammonia sales revenue fell **20% to RMB533 million** (volume down **6%**, price down **15%**), but gross margin rose **2 percentage points to 13%** due to a **16% average cost reduction** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 533,000 | 668,000 | -20% | | Sales Volume | - | - | -6% | | Selling Price | - | - | -15% | | Gross Margin | 13% | 11% | +2 percentage points | - The Xinxiang base implemented a flexible "methanol-up, ammonia-down" adjustment strategy, leading to a **6% year-on-year decrease in self-produced liquid ammonia volume**[43](index=43&type=chunk) - Liquid ammonia trade volume increased by **2%** year-on-year, compensating for the reduction in self-produced external sales[43](index=43&type=chunk) - Average costs decreased by **16%** year-on-year, with raw coal procurement costs down **14%** and total ammonia steam consumption down **2%**[47](index=47&type=chunk) [Melamine](index=12&type=section&id=MELAMINE) H1 2025 melamine sales revenue fell **5% to RMB378 million** (price down **9%**, volume up **5%**), with gross margin rising **1 percentage point to 31%** due to overseas market expansion and **10% average cost reduction** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 378,000 | 397,466 | -5% | | Average Selling Price | - | - | -9% | | Sales Volume | - | - | +5% | | Gross Margin | 31% | 30% | +1 percentage point | - Actively adjusted domestic and international trade marketing proportions, vigorously expanded overseas markets, adding new markets such as **Germany, Poland, and Spain**[48](index=48&type=chunk) - The Xinjiang base effectively reduced production costs by **5%** through multi-coal blending technology, leading to a **10% year-on-year decrease in average costs**[49](index=49&type=chunk) [DMF](index=13&type=section&id=DMF) H1 2025 DMF sales revenue slightly fell **1% to RMB587 million** (price down **9%**, volume up **9%**), but gross margin significantly rose **5 percentage points to 18%** due to a **15% average cost reduction** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 587,000 | 595,295 | -1% | | Selling Price | - | - | -9% | | Sales Volume | - | - | +9% | | Gross Margin | 18% | 13% | +5 percentage points | - Achieved strategic cooperation with leading downstream pesticide enterprises and actively built stable export channels and cooperation systems[52](index=52&type=chunk) - Average costs decreased by **15%** year-on-year, with raw coal procurement prices down **15%** and steam consumption per tonne down **25%**[53](index=53&type=chunk) [Other Income and Expenses](index=13&type=section&id=Other%20Income%20and%20Expenses) H1 2025 saw net other income surge **79% to RMB200 million**, selling and distribution expenses up **4%**, G&A expenses down **0.3%** (5% ex-share-based compensation), finance costs down **14%**, and income tax down **13%**, leading to a **19% overall profit decline** [Other Income, Net](index=13&type=section&id=OTHER%20INCOME%2C%20NET) H1 2025 net other income reached **RMB200 million**, up **79%**, driven by **RMB45 million in government grants**, **RMB34 million from byproduct sales**, and **RMB7 million reduced loss from asset disposals** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Other Income, Net | 200,000 | 112,000 | +79% | | Government Grants | - | - | +45,000 | | Net Profit from Byproduct Sales | - | - | +34,000 | | Reduced Loss from Fixed Asset Disposal | - | - | +7,000 | [Selling and Distribution Expenses](index=14&type=section&id=SELLING%20AND%20DISTRIBUTION%20EXPENSES) H1 2025 selling and distribution expenses rose **4% to RMB392 million**, driven by new marketing models, expanded channels, increased sales volumes, and greater overseas market development, leading to a **RMB14 million increase in service fees** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Selling and Distribution Expenses | 392,000 | 378,000 | +4% | | Increase in Service Fees | - | - | +14,000 | - Promotion of new marketing models, further expansion of terminal channels, and **significant increase in sales volume** across all products[57](index=57&type=chunk) - Continuously increased efforts in overseas market development, leading to **growth in export volumes**[57](index=57&type=chunk) [General and Administrative Expenses](index=14&type=section&id=GENERAL%20AND%20ADMINISTRATIVE%20EXPENSES) H1 2025 G&A expenses slightly fell **0.3% to RMB700 million** (5% ex-share-based compensation), driven by **RMB27 million in salary savings**, **RMB6 million in reduced repair costs**, and **RMB4 million in lower testing fees** from efficiency improvements | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | General and Administrative Expenses | 700,000 | 702,000 | -0.3% | | Share-based Compensation Management Expenses | 35,000 | - | - | | Actual Management Expenses (Excluding Share-based Compensation) | - | - | -5% | | Reduction in Management Personnel Salary Expenses | 27,000 | - | - | | Reduction in Repair Expenses | 6,000 | - | - | | Reduction in Testing and Inspection Expenses | 4,000 | - | - | - Streamlined organizational structure and management personnel allocation, deploying managers to front-line production, sales, and service roles[59](index=59&type=chunk) - Implemented digital monitoring and preventive maintenance for key equipment, reducing the frequency of abnormal shutdowns for inspection and repair[59](index=59&type=chunk) [Finance Costs](index=15&type=section&id=FINANCE%20COSTS) H1 2025 finance costs decreased **14% to RMB230 million**, driven by debt structure optimization, diversified financing, and replacing high-interest loans, reducing the average loan interest rate by **0.8 percentage points** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Finance Costs | 230,000 | 266,000 | -14% | | Average Loan Interest Rate | - | - | -0.8 percentage points | - Continuously optimized debt structure, diversified financing channels, and actively communicated with financial institutions[60](index=60&type=chunk) - Fully capitalized on interest rate reduction opportunities to advance the replacement of high-interest loans[60](index=60&type=chunk) [Income Tax Expenses](index=15&type=section&id=INCOME%20TAX%20EXPENSES) H1 2025 income tax expenses decreased **13% to RMB161 million**, mainly due to lower profitability | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Income Tax Expenses | 161,000 | 184,000 | -13% | | Primary Influencing Factor | Decline in profitability | - | - | [Profit During the Period](index=15&type=section&id=PROFIT%20DURING%20THE%20PERIOD) H1 2025 profit for the period fell **19% to RMB757 million**, mainly due to a **RMB316 million gross profit reduction**, partially offset by **RMB88 million higher other income** and **RMB24 million expense savings** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Profit for the Period | 757,000 | 938,000 | -19% | | Gross Profit Reduction | 316,000 | - | - | | Increase in Other Income | 88,000 | - | - | | Savings in Three Major Expenses | 24,000 | - | - | [Prospects](index=16&type=section&id=(II)%20PROSPECTS) H2 outlook: stable urea prices with potential coal-driven fluctuations, positive chemical industry, and rising demand for high-efficiency fertilizers. The group will focus on advanced R&D, low-cost operations, and differentiated products, with key projects in Jiangxi (Q3 2025) and Xinxiang (Q1 2026) set to boost cash flow and long-term value by 2027 - Domestic nitrogen fertilizer market urea prices are expected to remain stable in H2, but a rebound in coal prices may support **periodic upward fluctuations**[66](index=66&type=chunk) - The supply-demand pattern in the chemical industry is expected to improve, with the industry's prosperity likely to show a **stable upward trend**[66](index=66&type=chunk) - Accelerated agricultural modernization and continuous expansion of grain planting areas are driving **increasing rigid demand for high-efficiency fertilizers**[66](index=66&type=chunk) - Focused on R&D and application of technologies such as slow-release, controlled-release, and water-fertilizer integration, promoting planting models that **save water and fertilizer, and increase yield and efficiency**[67](index=67&type=chunk) - Centered on humic acid as a core product, building differentiated product and service competition, providing **full-chain services for large farmers**[69](index=69&type=chunk) - Jiangxi Base Phase II project is scheduled for commissioning in **Q3 2025**, and the Xinxiang Base chemical new materials project in **Q1 2026**[70](index=70&type=chunk) - By **2027**, all the group's under-construction capacities are expected to be fully released, with cash flow significantly exceeding capital expenditure, forming a positive cycle of "investment, output, and development"[70](index=70&type=chunk) [Directors' and Chief Executive's Interests in Shares](index=18&type=section&id=(III)%20DIRECTORS'%20AND%20CHIEF%20EXECUTIVE'S%20INTERESTS%20IN%20SHARES) As of June 30, 2025, directors and chief executives held long positions in company shares, with Mr. Liu Xingxu holding **34.25%**, Ms. Yan Yunhua **20.12%**, and Mr. Zhang Qingjin **0.24%**, reflecting strong alignment with company interests | Name of Director/Chief Executive | Total Interests (Shares) | Approximate % of the Company's Issued Share Capital | | :--- | :--- | :--- | | Mr. Liu Xingxu | 439,565,999 | 34.25% | | Mr. Zhang Qingjin | 3,045,000 | 0.24% | | Ms. Yan Yunhua | 258,220,000 | 20.12% | | Mr. Wang Jianyuan | 100,000 | 0.01% | - Mr. Liu Xingxu beneficially owns **42% equity in Pioneer Top** and has full discretionary voting rights over Pioneer Top[79](index=79&type=chunk) - Ms. Yan Yunhua holds **100% interest in Rosy Top Limited** and, as trustee of the employee trust, has full discretionary voting rights over Mirth Power's shares in the company[79](index=79&type=chunk) - Equity derivatives represent interests in **restricted shares granted under the company's share award scheme (but not yet vested)**[79](index=79&type=chunk) [Substantial Shareholders' Interests in Shares](index=20&type=section&id=(IV)%20SUBSTANTIAL%20SHAREHOLDERS'%20INTERESTS%20IN%20SHARES) As of June 30, 2025, substantial shareholders include Pioneer Top (controlled by Mr. Liu Xingxu) and Mirth Power (an employee trust controlled by Ms. Yan Yunhua), holding 5% or more of issued shares | Name of Substantial Shareholder | Capacity | Number of Issued Ordinary Shares in which Interests are Held | Approximate % of the Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Pioneer Top | Beneficial Owner | 435,313,999 | 33.92% | | Teeroy Limited | Trustee | 247,484,848 | 19.28% | | Mirth Power | Beneficial Owner | 211,939,848 | 16.52% | | Clever Sunshine | Beneficial Owner | 35,545,000 | 2.76% | - Pioneer Top is beneficially owned by Mr. Liu Xingxu with **42% equity** and he has full discretionary voting rights[89](index=89&type=chunk) - Mirth Power is a trust holding shares for **1,245 group employees**, with Ms. Yan Yunhua as the trustee, who has full discretionary voting rights over Mirth Power's shares[89](index=89&type=chunk) [Supplementary Information](index=22&type=section&id=(V)%20SUPPLEMENTARY%20INFORMATION) This section provides supplementary details on operational and financial risks, contingent liabilities, litigation, asset charges, investments, future plans, share award scheme, governance, share repurchases, and employee policies [1. Operational and Financial Risks](index=22&type=section&id=1.%20OPERATIONAL%20AND%20FINANCIAL%20RISKS) The group faces market, commodity, interest rate, limited FX, inflation, liquidity (**31.28% debt due within one year**), and debt-to-asset ratio risks (up **2pp to 63.5%**), with Jiangxi Phase II project expected to stabilize H2 cash flow and the ratio - Key market risks include changes in average selling prices of major products, changes in raw material (primarily coal) costs, and **fluctuations in interest and exchange rates**[90](index=90&type=chunk) - Regarding liquidity risk, as of June 30, 2025, approximately **RMB4.859 billion (31.28%) of debt is due within one year**, and the company is adjusting its loan structure and securing sufficient long-term bank credit[96](index=96&type=chunk)[98](index=98&type=chunk) Debt-to-Asset Ratio | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Debt-to-Asset Ratio | 63.5% | 61.5% | +2 percentage points | - The increase in the debt-to-asset ratio was mainly due to **new loans of approximately RMB2.67 billion**, all of which were medium-to-long-term loans, optimizing the overall debt structure[227](index=227&type=chunk) - The Jiangxi Phase II project is progressing as planned and is expected to commence production in **Q3**, providing strong support for H2 cash flow and ensuring the debt-to-asset ratio remains reasonable and stable[228](index=228&type=chunk) [2. Contingent Liabilities](index=24&type=section&id=2.%20CONTINGENT%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**[100](index=100&type=chunk) [3. Material Litigation and Arbitration](index=24&type=section&id=3.%20MATERIAL%20LITIGATION%20AND%20ARBITRATION) As of June 30, 2025, the group was not involved in any material litigation or arbitration - As of **June 30, 2025**, the group was **not involved in any material litigation or arbitration**[101](index=101&type=chunk) [4. Charge on the Group's Assets](index=24&type=section&id=4.%20CHARGE%20ON%20THE%20GROUP'S%20ASSETS) As of June 30, 2025, the group had no other charges on its assets beyond those disclosed in this report - As of **June 30, 2025**, the group had **no other charges on its assets** beyond those disclosed in this report[102](index=102&type=chunk) [5. Significant Investments](index=24&type=section&id=5.%20SIGNIFICANT%20INVESTMENTS) The group made no significant investments during the six months ended June 30, 2025 - The group made **no significant investments** during the six months ended **June 30, 2025**[103](index=103&type=chunk) [6. Future Plans for Material Investments or Capital Assets](index=24&type=section&id=6.%20FUTURE%20PLANS%20FOR%20MATERIAL%20INVESTMENTS%20OR%20CAPITAL%20ASSETS) As of June 30, 2025, the group had no other plans for material investments or capital assets - As of **June 30, 2025**, the group had **no other plans for material investments or capital assets**[104](index=104&type=chunk) [7. Share Award Scheme](index=25&type=section&id=7.%20SHARE%20AWARD%20SCHEME) Adopted on May 17, 2024, the share award scheme incentivizes talent with **HK$1.5 per share** awards, vesting based on 2024/2025 performance, with a **10% issued share limit**. **35,245,000 shares** partially vested, and **51,386,300 shares** (approx. **4.01%**) remain available - The Share Award Scheme was adopted on **May 17, 2024**, with a **10-year validity**, aiming to recognize contributions, incentivize retention, and attract talent[106](index=106&type=chunk)[107](index=107&type=chunk)[114](index=114&type=chunk) - The award price was **HK$1.5 per share**, equivalent to **46.43% of the closing price on February 5, 2024**, designed to provide sufficient incentive[112](index=112&type=chunk)[114](index=114&type=chunk) - Vesting conditions include company performance targets (**2024 revenue growth no less than 2% or net profit no less than RMB1.65 billion; 2025 revenue growth no less than 4% or net profit no less than RMB1.8 billion**) and individual performance assessment targets[116](index=116&type=chunk)[117](index=117&type=chunk) Vesting Schedule for Awarded Shares | Performance Period | Vesting Period | Percentage of Awarded Shares Available for Vesting | | :--- | :--- | :--- | | Year Ended December 31, 2024 | First Vesting Period | 50% of Awarded Shares for Relevant Individual Selected Participants | | Year Ended December 31, 2025 | Second Vesting Period | Remaining 50% of Awarded Shares for Relevant Individual Selected Participants | - The scheme's authorized limit is **10% of the total issued shares** on the adoption date (i.e., **121,876,300 shares**)[121](index=121&type=chunk) Summary of Share Awards | Category of Participants | Unvested as at January 1, 2025 (Shares) | Vested during the Reporting Period (Shares) | Unvested as at June 30, 2025 (Shares) | | :--- | :--- | :--- | :--- | | Directors, Chief Executives or Substantial Shareholders and their Associates | 3,750,000 | 1,875,000 | 1,875,000 | | Other Connected Persons | 15,540,000 | 7,770,000 | 7,770,000 | | Other Selected Participants (468 persons) | 51,140,000 | 25,420,000 | 25,420,000 | | **Total** | **70,790,000** | **35,245,000** | **35,245,000** | - As of the reporting date, the total number of shares available for issue under the Share Award Scheme is **51,386,300 shares**, representing approximately **4.01% of the company's issued shares**[126](index=126&type=chunk) [8. Audit Committee](index=33&type=section&id=8.%20AUDIT%20COMMITTEE) The Audit Committee reviewed the group's accounting principles, internal controls, and H1 2025 interim results, which are not yet externally audited - The Audit Committee has reviewed the group's adopted accounting principles and standards, and discussed and reviewed internal controls and reporting matters[134](index=134&type=chunk) - The Audit Committee has reviewed the interim results for the six months ended **June 30, 2025**, but these results have **not yet been reviewed or audited by the company's external auditors**[134](index=134&type=chunk) [9. Compliance with the Corporate Governance Code](index=33&type=section&id=9.%20COMPLIANCE%20WITH%20THE%20CORPORATE%20GOVERNANCE%20CODE) The company is committed to good corporate governance practices and has complied with all code provisions in Appendix C1 Part 2 of the Listing Rules for the six months ended June 30, 2025 - The company has complied with **all code provisions** set out in Appendix C1 Part 2 of the Listing Rules for the six months ended **June 30, 2025**[135](index=135&type=chunk) [10. Compliance with the Model Code for Securities Transactions by Directors of Listed Issuers](index=34&type=section&id=10.%20COMPLIANCE%20WITH%20THE%20MODEL%20CODE%20FOR%20SECURITIES%20TRANSACTIONS%20BY%20DIRECTORS%20OF%20LISTED%20ISSUERS) The Board has adopted the Model Code in Appendix C3 of the Listing Rules as its standard for directors' securities transactions, and all directors confirmed compliance for the six months ended June 30, 2025 - The Board has adopted the **Model Code** set out in Appendix C3 of the Listing Rules as its standard for directors' securities transactions[139](index=139&type=chunk) - All directors of the company have complied with the standards prescribed by the Model Code for the six months ended **June 30, 2025**[139](index=139&type=chunk) [11. Purchase, Sales or Redemption of the Company's Securities](index=34&type=section&id=11.%20PURCHASE%2C%20SALES%20OR%20REDEMPTION%20OF%20THE%20COMPANY'S%20SECURITIES) For H1 2025, the company repurchased **1,006,000 shares** for **HK$5.318 million** (0.078% of issued shares), aiming to boost shareholder returns and optimize capital structure, with these shares held as treasury stock for future incentive plans Share Repurchases | Month of Repurchase | Number of Shares Repurchased | Highest Price Paid (HK$) | Lowest Price Paid (HK$) | Total Consideration Paid (HK$) | | :--- | :--- | :--- | :--- | :--- | | June | 1,006,000 | 5.44 | 5.19 | 5,318,363 | - Repurchased shares accounted for approximately **0.078% of the issued shares** as of **June 30, 2025**[140](index=140&type=chunk) - The share repurchases were based on the company's confidence in its long-term business prospects and potential growth, aiming to **optimize capital structure, enhance earnings per share, net asset value per share, and overall shareholder returns**[140](index=140&type=chunk) - As of **June 30, 2025**, the company held **1,006,000 treasury shares**, intended for employee share incentive plans and other corporate purposes[143](index=143&type=chunk)[144](index=144&type=chunk) [13. Employees and Remuneration Policy](index=36&type=section&id=13.%20EMPLOYEES%20AND%20REMUNERATION%20POLICY) As of June 30, 2025, the group had **11,945 employees**; remuneration is market and performance-based, with benefits, training, and incentive plans to enhance skills and reward performance Employee Headcount | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Total Employees | 11,945 | 11,787 | +158 | - Employee remuneration is determined considering market conditions and individual performance, with benefits such as medical and life insurance, and sales personnel receiving **commissions and bonuses based on sales performance**[145](index=145&type=chunk) - Provides continuous training for all employees (including directors and senior management) to **enhance professional skills and work performance**[145](index=145&type=chunk) - An employee incentive plan has been implemented to **reward outstanding employees**[145](index=145&type=chunk) [14. Significant Events After the Period](index=36&type=section&id=14.%20SIGNIFICANT%20EVENTS%20AFTER%20THE%20PERIOD) No significant events affecting the group occurred from the end of H1 2025 to the date of this report - **No significant events** affecting the group occurred from the end of H1 2025 to the date of this report[146](index=146&type=chunk) [15. Disclosure on the Websites of the SEHK and the Company](index=36&type=section&id=15.%20DISCLOSURE%20ON%20THE%20WEBSITES%20OF%20THE%20SEHK%20AND%20THE%20COMPANY) This report has been published on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the company (www.chinaxlx.com.hk) - This report is published on the **SEHK website (http://www.hkexnews.hk)** and the **company website (http://www.chinaxlx.com.hk)**[147](index=147&type=chunk) [16. Corporate Communications](index=37&type=section&id=16.%20CORPORATE%20COMMUNICATIONS) The company confirmed shareholder preferences for corporate communication language and receipt method, allowing changes and free printed copies, with this interim report available in both Chinese and English - The company has confirmed shareholders' preferences for the language version (i.e., English and/or Chinese) and method of receipt (i.e., printed copy or via the company website) of corporate communications[149](index=149&type=chunk) - Shareholders have the right to change their choices for the language version and method of receipt of corporate communications at any time, and may request **free printed copies**[149](index=149&type=chunk)[150](index=150&type=chunk) - Both Chinese and English versions of this interim report are printed in the same booklet, and shareholders will receive both versions simultaneously[152](index=152&type=chunk) [Condensed Consolidated Statement of Comprehensive Income](index=39&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) H1 2025 condensed consolidated comprehensive income shows revenue up **5% to RMB12.666 billion**, but gross profit fell **13.4%**, and profit for the period decreased **19.3% to RMB757 million**, with basic EPS down **8.7%** H1 2025 Condensed Consolidated Statement of Comprehensive Income Key Data | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Change (RMB'000) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 12,665,749 | 12,060,957 | +604,792 | +5.0% | | Cost of Sales | (10,625,565) | (9,705,237) | (920,328) | +9.5% | | Gross Profit | 2,040,184 | 2,355,720 | (315,536) | -13.4% | | Other Income, Net | 200,104 | 112,462 | +87,642 | +78.0% | | Selling and Distribution Expenses | (391,594) | (377,726) | (13,868) | +3.7% | | General and Administrative Expenses | (700,460) | (701,849) | +1,389 | -0.2% | | Finance Costs | (229,716) | (265,997) | +36,281 | -13.6% | | Profit Before Tax | 918,518 | 1,122,610 | (204,092) | -18.2% | | Income Tax Expense | (161,402) | (184,124) | +22,722 | -12.3% | | Profit for the Period | 757,116 | 938,486 | (181,370) | -19.3% | | Profit Attributable to Owners of the Company | 599,295 | 686,996 | (87,701) | -12.8% | | Basic Earnings Per Share (RMB cents) | 51.50 | 56.4 | (4.9) | -8.7% | | Diluted Earnings Per Share (RMB cents) | 50.93 | 56.3 | (5.37) | -9.5% | [Condensed Consolidated Statement of Financial Position](index=40&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets grew to **RMB36.041 billion** and net assets to **RMB13.142 billion**, with significant increases in property, plant, and equipment, cash, receivables, and inventories, while total liabilities rose, notably non-current interest-bearing borrowings by **40.7%** June 30, 2025 Condensed Consolidated Statement of Financial Position Key Data | Indicator | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change (RMB'000) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | **Assets** | | | | | | Property, Plant and Equipment | 25,192,472 | 22,981,051 | +2,211,421 | +9.6% | | Inventories | 1,889,737 | 1,710,320 | +179,417 | +10.5% | | Trade and Bills Receivables | 1,425,684 | 974,669 | +451,015 | +46.3% | | Cash and Cash Equivalents | 2,357,938 | 887,226 | +1,470,712 | +165.8% | | **Liabilities** | | | | | | Interest-bearing Bank and Other Borrowings (Current) | 4,858,594 | 5,267,226 | (408,632) | -7.8% | | Interest-bearing Bank and Other Borrowings (Non-current) | 10,673,109 | 7,588,086 | +3,085,023 | +40.7% | | Trade Payables | 1,883,340 | 1,581,482 | +301,858 | +19.1% | | **Equity** | | | | | | Net Assets | 13,142,126 | 12,521,788 | +620,338 | +5.0% | | Total Assets | 36,041,315 | 32,518,244 | +3,523,071 | +10.8% | | Total Liabilities | 22,899,189 | 19,996,456 | +2,902,733 | +14.5% | [Condensed Consolidated Statement of Changes in Equity](index=43&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) H1 2025 total equity grew **5% to RMB13.142 billion**, with **RMB757 million profit** partially offset by **RMB122 million dividends to non-controlling shareholders** and net share repurchases, reflecting capital structure adjustments H1 2025 Condensed Consolidated Statement of Changes in Equity Key Data | Indicator | January 1, 2025 (RMB'000) | June 30, 2025 (RMB'000) | Change (RMB'000) | | :--- | :--- | :--- | :--- | | Total Equity | 12,521,788 | 13,142,126 | +620,338 | | Equity Attributable to Owners of the Company | 8,961,167 | 9,554,168 | +593,001 | | Non-controlling Interests | 3,560,621 | 3,587,958 | +27,337 | | Profit for the Period | - | 757,116 | +757,116 | | Dividends Paid to Non-controlling Shareholders | - | (122,078) | (122,078) | | Repurchase of Shares (Net) | (98,433) | (54,266) | +44,167 | | Acquisition of Non-controlling Interests | - | (9,858) | (9,858) | [Condensed Consolidated Statement of Cash Flows](index=44&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) H1 2025 condensed consolidated cash flows show net cash from operations down **39.9% to RMB1.247 billion**, net cash used in investing up **66.3% to RMB2.073 billion**, and net cash from financing up **9873% to RMB2.297 billion**, with period-end cash up **17.1% to RMB2.358 billion** H1 2025 Condensed Consolidated Statement of Cash Flows Key Data | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Change (RMB'000) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 1,246,933 | 2,075,084 | (828,151) | -39.9% | | Net Cash Used in Investing Activities | (2,072,769) | (1,246,595) | (826,174) | +66.3% | | Net Cash Generated from Financing Activities | 2,296,549 | 23,029 | +2,273,520 | +9872.9% | | Net Increase in Cash and Cash Equivalents | 1,470,713 | 851,517 | +619,196 | +72.7% | | Cash and Cash Equivalents at End of Period | 2,357,939 | 2,014,075 | +343,864 | +17.1% | - Expenditure for the acquisition of property, plant, and equipment was **RMB2.556 billion**, with proceeds from disposal amounting to **RMB5.686 million**[162](index=162&type=chunk) - Proceeds from loans and borrowings were **RMB7.461 billion**, and repayment of loans and borrowings was **RMB4.782 billion**[162](index=162&type=chunk) [Notes to the Condensed Consolidated Interim Financial Information](index=46&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Information) These notes explain H1 2025 condensed consolidated interim financial information, covering corporate details, accounting policies, product performance, income/expenses, finance costs, profit, tax, dividends, EPS, investments, cash, prepayments, inventories, receivables/payables, PPE, borrowings, and debt-to-asset ratio [1. Corporate Information](index=46&type=section&id=1.%20CORPORATE%20INFORMATION) China XLX Fertiliser, incorporated in Singapore on July 17, 2006, and listed on the HKEX, primarily engages in investment holding, with subsidiaries focused on R&D, production, and trading of differentiated products like urea, compound fertilizers, methanol, liquid ammonia, melamine, and DMF across China - The company was incorporated in **Singapore on July 17, 2006**, and its shares are listed on the **Main Board of the Hong Kong Stock Exchange**[164](index=164&type=chunk) - The company's principal business is investment holding, with subsidiaries primarily engaged in the R&D, production, and trading of **differentiated products** such as urea, compound fertilizers, methanol, liquid ammonia, melamine, and DMF[164](index=164&type=chunk) - The group's headquarters and main operating locations are in **Xinxiang, Henan; Manas County, Changji Prefecture, Xinjiang; Jiujiang, Jiangxi; and Guigang, Guangxi, China**[164](index=164&type=chunk) [2.1 Basis of Preparation](index=46&type=section&id=2.1%20BASIS%20OF%20PREPARATION) These financial statements are prepared under Singapore FRS (International) and IFRS, using historical cost (except for fair value equity investments), presented in RMB, rounded to the nearest thousand - Financial statements are prepared in accordance with **Singapore Financial Reporting Standards (International) and International Financial Reporting Standards**[165](index=165&type=chunk) - Prepared using the **historical cost convention**, except for equity investments at fair value through profit or loss, which are measured at fair value[166](index=166&type=chunk) - Financial statements are presented in **RMB**, with all amounts rounded to the nearest thousand[166](index=166&type=chunk) [2.2 Changes in Accounting Policies and Disclosures](index=47&type=section&id=2.2%20CHANGES%20IN%20ACCOUNTING%20POLICIES%20AND%20DISCLOSURES) Accounting policies align with the 2024 consolidated report, with new IFRS amendments (IFRS 9, 7, 11, 18, 19) adopted, which directors expect will not significantly impact initial application period financial statements - Accounting policies are consistent with the 2024 consolidated financial report, but **new International Financial Reporting Standards** have been adopted for the first time[169](index=169&type=chunk) New International Financial Reporting Standards Adopted | Description | Effective Date | | :--- | :--- | | Amendments to IFRS 9 and IFRS 7 Financial Instruments: Classification and Measurement | January 1, 2026 | | Annual Improvements to IFRS 11 | January 1, 2026 | | IFRS 18 Presentation and Disclosure in Financial Statements | January 1, 2027 | | IFRS 19 Subsidiaries without Public Accountability: Disclosures | January 1, 2027 | | Amendments to IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture | To be determined | - The company's directors expect that the adoption of the above other standards and interpretations will **not have a significant impact on the financial statements** in the period of initial application[170](index=170&type=chunk) [3. Product Performance Contribution](index=47&type=section&id=3.%20PRODUCT%20PERFORMANCE%20CONTRIBUTION) This section analyzes H1 2025 and H1 2024 product contributions to revenue and segment profit, categorized into fertilizer (urea, compound fertilizer) and chemical (methanol, liquid ammonia, melamine, DMF) segments, plus other products - The group is segmented into **Fertiliser, Chemical, Pharmaceutical Intermediates, Gas, and Equipment segments**[173](index=173&type=chunk) H1 2025 Major Product Revenue and Segment Profit (RMB'000) | Product | Revenue | Segment Profit | | :--- | :--- | :--- | | Urea | 3,225,357 | 662,636 | | Compound Fertiliser | 3,566,305 | 563,356 | | Methanol | 1,641,974 | 138,724 | | Liquid Ammonia | 533,249 | 69,437 | | Melamine | 377,812 | 116,775 | | DMF | 587,071 | 108,294 | | Others* | 2,733,981 | 380,962 | | **Total** | **12,665,749** | **2,040,184** | *Others include Organic Amine (RMB285M), Furfural Furfuryl Alcohol (RMB233M), Polyoxymethylene (RMB230M), Humic Acid (RMB217M), Pharmaceutical Intermediates (RMB227M), Equipment Segment (RMB161M) H1 2024 Major Product Revenue and Segment Profit (RMB'000) | Product | Revenue | Segment Profit | | :--- | :--- | :--- | | Urea | 3,834,000 | 1,181,231 | | Automotive Urea Solution | 166,095 | 30,017 | | Compound Fertiliser | 3,410,034 | 604,853 | | Methanol | 1,291,472 | 102,136 | | Melamine | 397,466 | 119,114 | | DMF | 595,295 | 76,639 | | Pharmaceutical Intermediates | 234,089 | (1,441) | | Others* | 2,132,506 | 243,171 | | **Total** | **12,060,957** | **2,355,720** | *Others include Liquid Ammonia (RMB668M), Organic Amine (RMB275M), Humic Acid (RMB201M), Furfuryl Alcohol (RMB163M) [4. Revenue and Other Income/(Expenses), Net](index=50&type=section&id=4.%20REVENUE%20AND%20OTHER%20INCOME%2F%28EXPENSES%29%2C%20NET) This section analyzes H1 2025 and H1 2024 revenue and other income/expenses: sales of goods revenue up **5%**, net other income up **78%** (from grants and byproduct sales), and total other expenses significantly down due to reduced asset disposal losses Revenue (Sales of Goods) (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Sales of Goods | 12,665,749 | 12,060,957 | Other Income (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Bank Interest Income | 6,913 | 13,714 | | Net Profit from Byproduct Sales | 82,334 | 47,937 | | Service Fee Income | 4,910 | 5,802 | | Penalty Income | 5,147 | 1,325 | | Government Grants | 93,841 | 49,214 | | Investment Income | 1,328 | 1,517 | | Amortization of Deferred Grants | 8,335 | 5,714 | | Others | 4,130 | 14,216 | | **Total Other Income** | **206,938** | **139,439** | Other Expenses (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Loss on Disposal of Property, Plant and Equipment | (3,397) | (10,287) | | Gain/(Loss) on Fair Value Change of Equity Investments | 1,824 | (163) | | Donations | (5,024) | (2,951) | | Gain/(Loss) on Fair Value Change of Derivative Financial Instruments | 1,449 | (1,089) | | Others | (1,686) | (12,487) | | **Total Other Expenses** | **(6,834)** | **(26,977)** | Other Income, Net (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Other Income, Net | 200,104 | 112,462 | [5. Finance Costs](index=52&type=section&id=5.%20FINANCE%20COSTS) In H1 2025, the group's finance costs were **RMB230 million**, a **13.6% decrease** from **RMB266 million** in H1 2024, reflecting efforts to optimize debt structure and reduce average loan interest rates Finance Costs (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Interest on Bank Loans, Bank Overdrafts and Other Borrowings | 229,716 | 265,997 | [6. Profit Before Tax](index=52&type=section&id=6.%20PROFIT%20BEFORE%20TAX) This section lists key expense items deducted in calculating the group's profit before tax, including cost of inventories sold, depreciation of property, plant and equipment, depreciation of right-of-use assets, amortization of intangible assets, and employee benefit expenses (including directors' emoluments) Profit Before Tax Deductions (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Cost of Inventories Sold | 10,625,565 | 9,705,237 | | Depreciation of Property, Plant and Equipment | 882,851 | 787,913 | | Depreciation of Right-of-Use Assets | 24,275 | 21,660 | | Amortization of Intangible Assets | 6,650 | 8,112 | | Employee Benefit Expenses (Including Directors' Emoluments) | 1,266,891 | 1,221,372 | [7. Income Tax Expense](index=53&type=section&id=7.%20INCOME%20TAX%20EXPENSE) The company (Singapore-registered, **17% tax rate**) and its China subsidiaries (**25% rate**, **17 at 15% preferential**) reported H1 2025 income tax expenses of **RMB161 million**, down **13%** due to lower profitability - The company, incorporated in Singapore, is subject to a **17% income tax rate**[190](index=190&type=chunk) - Mainland China subsidiaries are subject to a **25% income tax rate**, with **17 subsidiaries enjoying a preferential 15% rate** due to high-tech enterprise awards[191](index=191&type=chunk) Income Tax Expense (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Expense for the Period | 161,402 | 184,124 | | **Total Tax Expense for the Period** | **161,402** | **184,124** | [8. Dividend](index=54&type=section&id=8.%20DIVIDEND) For the six months ended June 30, 2025, the company proposed and declared a final dividend of **RMB334 million** for the year ended December 31, 2024. No interim dividend was proposed or declared for H1 2025 | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | | :--- | :--- | :--- | | 2024 Final Dividend | 333,643,000 | - | | 2023 Final Dividend | - | 292,503,000 | | H1 2025 Interim Dividend | None | None | [9. Earnings Per Share Attributable to Ordinary Equity Holders of the Company](index=54&type=section&id=9.%20EARNINGS%20PER%20SHARE%20ATTRIBUTABLE%20TO%20ORDINARY%20EQUITY%20HOLDERS%20OF%20THE%20COMPANY) This section details H1 2025 basic and diluted EPS calculations: basic EPS was **RMB51.50 cents**, diluted EPS **RMB50.93 cents**, considering weighted average shares and restricted share plan dilution Earnings Per Share Calculation Data | Indicator | H1 2025 (Shares) | H1 2024 (Shares) | | :--- | :--- | :--- | | Weighted Average Number of Ordinary Shares in Issue for Basic EPS Calculation | 1,218,233,000 | 1,218,040,000 | | Dilutive Effect – Restricted Share Incentive Plan | 13,589,000 | – | | **Total (for Diluted EPS Calculation)** | **1,231,822,000** | **1,218,040,000** | Number of Issued and Fully Paid Ordinary Shares (Shares) | Date | Number of Shares | | :--- | :--- | | June 30, 2025 | 1,283,241,000 | | December 31, 2024 | 1,283,241,000 | [10. Equity Investments at Fair Value Through Profit or Loss](index=55&type=section&id=10.%20EQUITY%20INVESTMENTS%20AT%20FAIR%20VALUE%20THROUGH%20PROFIT%20OR%20LOSS) As of June 30, 2025, non-current equity investments (unlisted China) remained at **RMB6.708 million**, while current equity investments (listed Singapore/Hong Kong) grew from **RMB7.83 million to RMB9.654 million** Equity Investments at Fair Value Through Profit or Loss (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Non-current** | | | | Unlisted Equity Investments (China) | 6,708 | 6,708 | | **Current** | | | | Listed Equity Investments (Singapore) | 4,129 | 3,408 | | Listed Equity Investments (Hong Kong) | 5,525 | 4,422 | | **Total Current** | **9,654** | **7,830** | - The above investments in equity securities have **no fixed maturity dates or yields**[203](index=203&type=chunk) [11. Cash and Cash Equivalents and Pledged Time Deposits](index=56&type=section&id=11.%20CASH%20AND%20CASH%20EQUIVALENTS%20AND%20PLEDGED%20TIME%20DEPOSITS) As of June 30, 2025, cash and bank balances surged to **RMB2.358 billion**, while pledged time deposits fell to **RMB346 million**; RMB is convertible via authorized banks, and bank deposits bear floating interest rates Cash and Cash Equivalents and Pledged Time Deposits (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Time Deposits | 346,252 | 628,615 | | Less: Pledged Time Deposits | (346,252) | (628,615) | | Cash and Bank Balances | 2,357,938 | 887,226 | | **Cash and Cash Equivalents** | **2,357,938** | **887,226** | - Cash and bank balances denominated in RMB amounted to **RMB2.358 billion**[206](index=206&type=chunk) - RMB is not freely convertible into other currencies but is permitted to be exchanged through banks authorized to conduct foreign exchange business[206](index=206&type=chunk) [12. Prepayments](index=57&type=section&id=12.%20PREPAYMENTS) As of June 30, 2025, non-current prepayments, primarily for property, plant, and equipment, decreased to **RMB678 million**. Current prepayments, mainly deposits to suppliers, slightly increased to **RMB787 million** Prepayments (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Non-current** | | | | Prepayments for Purchase of Property, Plant and Equipment | 677,730 | 880,221 | | **Current** | | | | Deposits Paid to Suppliers | 787,193 | 773,613 | [13. Inventories](index=57&type=section&id=13.%20INVENTORIES) As of June 30, 2025, the group's total inventories increased to **RMB1.89 billion**. Raw materials decreased, while components and spare parts, work-in-progress, and finished goods all increased. Inventory impairment provisions slightly rose Inventory Composition (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Raw Materials | 630,566 | 759,279 | | Components and Spare Parts | 398,906 | 152,589 | | Work-in-Progress | 35,531 | 76,401 | | Finished Goods | 843,014 | 738,403 | | Provision for Impairment of Inventories | (18,280) | (16,352) | | **Total** | **1,889,737** | **1,710,320** | [14. Trade and Bills Receivables](index=58&type=section&id=14.%20TRADE%20AND%20BILLS%20RECEIVABLES) As of June 30, 2025, total trade and bills receivables grew to **RMB1.426 billion**, with both categories increasing; trade receivables are interest-free, settled within **30-180 days**, and the group has no significant concentrated credit risk Trade and Bills Receivables (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade Receivables | 908,431 | 531,011 | | Bills Receivables | 517,253 | 443,658 | | **Total** | **1,425,684** | **974,669** | Trade Receivables Ageing Analysis (RMB'000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 434,595 | 304,676 | | 1 to 3 months | 316,189 | 121,367 | | 3 to 6 months | 93,289 | 52,588 | | 6 to 12 months | 64,358 | 52,380 | - Trade receivables are interest-free and generally settled within **30 to 180 days**, while bills receivables are generally settled within **90 to 180 days**[211](index=211&type=chunk) [15. Trade Payables](index=59&type=section&id=15.%20TRADE%20PAYABLES) As of June 30, 2025, the group's total trade payables increased to **RMB1.883 billion**, with a significant rise in payables due within **1 to 3 months**. Trade payables are interest-free, typically settled within **30 to 90 days**, and denominated in RMB Trade Payables Ageing Analysis (RMB'000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 591,352 | 1,224,101 | | 1 to 3 months | 1,081,705 | 164,892 | | 3 to 6 months | 66,378 | 72,259 | | 6 to 12 months | 73,800 | 66,046 | | Over 12 months | 70,105 | 54,182 | | **Total** | **1,883,340** | **1,581,482** | - Trade payables are interest-free, generally settled within **30 to 90 days**, and denominated in RMB[218](index=218&type=chunk) [16. Property, Plant, Equipment and Land Use Rights](index=59&type=section&id=16.%20PROPERTY%2C%20PLANT%2C%20EQUIPMENT%20AND%20LAND%20USE%20RIGHTS) In H1 2025, the group paid approximately **RMB2.556 billion** for the acquisition of property, plant, equipment, and land use rights, an increase from the prior year, while proceeds from disposals amounted to approximately **RMB5.686 million** Property, Plant, Equipment and Land Use Rights Transactions (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Payments for Purchase of Property, Plant and Equipment and Land Use Rights | 2,556,108 | 1,894,882 | | Proceeds from Disposal of Property, Plant and Equipment and Land Use Rights | 5,686 | 5,205 | [17. Interest-Bearing Bank and Other Borrowings](index=60&type=section&id=17.%20INTEREST-BEARING%20BANK%20AND%20OTHER%20BORROWINGS) As of June 30, 2025, total interest-bearing borrowings rose to **RMB15.532 billion**, with non-current debt increasing, optimizing the long-to-short-term ratio from 6:4 to 7:3. **RMB4.836 billion** in bank loans are due within one year, with **91% of working capital loans replaceable** to ease short-term pressure Total Interest-Bearing Bank and Other Borrowings (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Current Borrowings | 4,858,594 | 5,267,226 | | Non-current Borrowings | 10,673,109 | 7,588,086 | | **Total** | **15,531,703** | **12,855,312** | - The group actively adjusted its debt structure, with the long-term to short-term borrowing ratio shifting from **6:4 at the beginning of the period to 7:3 at the end of the reporting period**[224](index=224&type=chunk) - Approximately **RMB4.836 billion** in bank loans are due within one year, of which approximately **RMB2.364 billion** are medium-to-long-term project loans rolling into the one-year period, and approximately **RMB2.472 billion** are one-year working capital loans[224](index=224&type=chunk)[225](index=225&type=chunk) - **91% of working capital loans are eligible for replacement**, which helps reduce financing costs and effectively alleviate short-term liquidity pressure[225](index=225&type=chunk) - Secured bank loans amounted to **RMB2.502 billion**, collateralized by certain of the group's property, plant, and equipment projects[224](index=224&type=chunk) [18. Debt-to-Asset Ratio](index=62&type=section&id=18.%20DEBT-TO-ASSET%20RATIO) As of H1 2025, the debt-to-asset ratio rose **2 percentage points to 63.5%**, mainly due to **RMB2.67 billion in new medium-to-long-term loans** that optimized debt structure, with the Jiangxi Phase II project expected to stabilize the ratio in H2 Debt-to-Asset Ratio | Indicator | H1 2025 | December 31, 2024 | | :--- | :--- | :--- | | Debt-to-Asset Ratio | 63.5% | 61.5% | - The increase in the debt-to-asset ratio was due to **new loans increasing by approximately RMB2.67 billion** from the beginning of the period, with all new additions being medium-to-long-term loans[227](index=227&type=chunk) - The medium-to-long-term loan maturities not only match project construction cycles but also effectively **optimize the overall debt structure and reduce short-term repayment pressure**[227](index=227&type=chunk) - The Jiangxi Phase II project is progressing as planned and is expected to commence production in **Q3**, providing strong support for H2 cash flow and ensuring the debt-to-asset ratio remains within a reasonable range and stable[228](index=228&type=chunk)

2025 INTERIM FINANCIAL REPORT 中期財務報告 CORPORATE PHILOSOPHY 企業理念 OUR VALUES We strive to be a GREAT company in all of our operations and dealings with people. The GREAT values are the foundation of our Company, and provide a core commitment to achieve the best we can for all of G-Resources' stakeholders. GREAT VALUES GROWTH in value for all our stakeholders ACTION to deliver on our commitments TRANSPARENCY openness, honesty and good governance G-Resources is a company listed on the Hong Kong Stock Exchange fo ...

目 錄 | 公司資料 | 2 | | --- | --- | | 中期業績摘要 | 4 | | 管理層討論及分析 | 5 | | 企業管治及其他資料 | 14 | | 未經審核綜合中期損益及其他全面收益表 | 19 | | 未經審核綜合中期財務狀況表 | 20 | | 未經審核綜合中期權益變動表 | 21 | | 未經審核簡明綜合中期現金流量表 | 22 | | 未經審核簡明綜合中期財務報表附註 | 23 | 公司資料 董事會 執行董事 陳亮先生 （主席兼行政總裁） 獨立非執行董事 麥曉峯先生 陳美樺小姐 胡克平先生 審核委員會 陳美樺小姐 （主席） 麥曉峯先生 胡克平先生 薪酬委員會 麥曉峯先生 （主席） 陳美樺小姐 胡克平先生 提名委員會 胡克平先生 （主席） 陳美樺小姐 麥曉峯先生 公司秘書 梁秀芳女士 （香港公司治理公會會士） 授權代表 陳亮先生 麥曉峯先生 核數師 奧柏國際會計師事務所 執業會計師 香港中環 些利街2–4號 LL Tower 21樓A室 主要往來銀行 南洋商業銀行有限公司 香港 德輔道中151號 開曼群島註冊辦事處 71 Fort Street PO Box 500 George T ...

Corporate Information This section provides basic corporate information for Top Form International Holdings Limited, including board members, key committee compositions, share registrars, principal bankers, registered office, principal place of business in Hong Kong, and stock code - The Board of Directors comprises executive directors (including Chairman, CEO, COO, CFO & Company Secretary, CSO) and independent non-executive directors[4](index=4&type=chunk)[5](index=5&type=chunk) - Key committees include the Audit Committee, Remuneration Committee, and Nomination Committee[4](index=4&type=chunk)[5](index=5&type=chunk) - The company's auditor is Deloitte Touche Tohmatsu[6](index=6&type=chunk) - The company's stock code is **2111**[10](index=10&type=chunk) Management Discussion and Analysis [Management Discussion and Analysis](index=6&type=section&id=Management%20Discussion%20and%20Analysis) This section reviews the Group's market environment, business performance, and financial position for the first half of 2025, outlining future strategies amidst global economic uncertainties and tariff impacts Market and Business Review [Market and Business Review](index=6&type=section&id=Market%20and%20Business%20Review) Global economic uncertainty, driven by US tariff policies, led to a decline in the Group's first-half revenue and profit, with growth in Sri Lanka offsetting a decrease in Vietnam - US tariff policies profoundly reshaped the global economic landscape, shifting from stable expansion to uncertainty and volatility, with initial tariffs of 10%-50% later suspended for 90 days[13](index=13&type=chunk)[16](index=16&type=chunk) - The International Monetary Fund (IMF) adjusted its 2025 global growth forecast multiple times, from 3.3% in January to 2.8% in April, then up to 3.0% in July[17](index=17&type=chunk)[19](index=19&type=chunk) - US GDP grew by **3.0%** in Q2 2025, while China's GDP grew by **5.3%** in H1 2025[17](index=17&type=chunk)[19](index=19&type=chunk) - US tariff policies severely impacted the textile and apparel industry, forcing brands to adopt cautious, short-term procurement strategies and demand suppliers bear some tariff costs[18](index=18&type=chunk)[20](index=20&type=chunk) Group's Overall Performance (Six Months Ended June 30, 2025) | Indicator | H1 2025 (million HKD) | H1 2024 (million HKD) | Change (%) | | :--- | :--- | :--- | :--- | | Sales Revenue | 2,329.8 | 2,385.4 | (2.3)% | | Gross Profit | 620.4 | 645.2 | (3.8)% | | Profit Attributable to Owners of the Company | 260.4 | 277.4 | (6.1)% | | Basic Earnings Per Share (HK cents) | 25.05 | 26.67 | (6.1)% | - Vietnam business sales revenue recorded a low single-digit decline, primarily due to reduced orders from US apparel brands; investment plans for new production bases in Vietnam have been delayed and associated cash outflow reduced[28](index=28&type=chunk)[29](index=29&type=chunk)[31](index=31&type=chunk) - Sri Lanka operations continued to improve, with sales revenue recording low single-digit growth[30](index=30&type=chunk)[32](index=32&type=chunk) Financial Review [Financial Review](index=10&type=section&id=Financial%20Review) The Group's total revenue and gross profit both decreased, mainly due to US tariff policies, with elastic fabric sales declining while elastic webbing sales saw moderate growth Revenue Composition and Changes (Six Months Ended June 30, 2025) | Product Category | H1 2025 (thousand HKD) | Share (%) | H1 2024 (thousand HKD) | Share (%) | Change (thousand HKD) | Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Elastic Fabric | 1,807,144 | 77.6 | 1,889,447 | 79.2 | (82,303) | (4.4) | | – Sportswear & Apparel | 1,230,597 | 52.8 | 1,301,906 | 54.6 | (71,309) | (5.5) | | – Intimate Wear | 576,547 | 24.8 | 587,541 | 24.6 | (10,994) | (1.9) | | Elastic Webbing | 500,616 | 21.5 | 468,161 | 19.6 | 32,455 | 6.9 | | Lace | 22,076 | 0.9 | 27,800 | 1.2 | (5,724) | (20.6) | | **Total** | **2,329,836** | **100.0** | **2,385,408** | **100.0** | **(55,572)** | **(2.3)** | - Cost of sales was approximately **HKD 1,709.4 million**, a year-on-year decrease of approximately **1.8%**, mainly due to lower overall sales revenue[44](index=44&type=chunk)[45](index=45&type=chunk) Gross Profit and Gross Profit Margin (Six Months Ended June 30, 2025) | Product Category | H1 2025 Gross Profit (thousand HKD) | H1 2025 Gross Profit Margin (%) | H1 2024 Gross Profit (thousand HKD) | H1 2024 Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | | Elastic Fabric | 504,013 | 27.9 | 523,534 | 27.7 | | Elastic Webbing | 115,160 | 23.0 | 117,057 | 25.0 | | Lace | 1,261 | 5.7 | 4,571 | 16.4 | | **Total** | **620,434** | **26.6** | **645,162** | **27.0** | - Raw material costs as a percentage of total revenue decreased from **34.0%** in H1 2024 to **32.8%** in H1 2025, helping to alleviate cost pressure[48](index=48&type=chunk)[49](index=49&type=chunk) Other Income (Six Months Ended June 30, 2025) | Income Source | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Bank Interest Income | 5,036 | 6,215 | | Government Grants | 3,589 | 3,625 | | Net Proceeds from Sale of Scraps | 7,642 | 4,723 | | Performance Bonus | 21,000 | – | | Others | 6,940 | 4,865 | | **Total** | **44,207** | **19,428** | - A net exchange loss of approximately **HKD 0.7 million** was recorded in H1 2025, compared to a net exchange gain of approximately **HKD 20.4 million** in H1 2024, mainly due to the mild appreciation of RMB[52](index=52&type=chunk)[54](index=54&type=chunk) - Finance costs were approximately **HKD 41.8 million**, a year-on-year decrease of approximately **4.3%**, primarily due to lower overall borrowing interest rates during the reporting period[59](index=59&type=chunk)[63](index=63&type=chunk) - Net profit was approximately **HKD 270.7 million**, a year-on-year decrease of approximately **4.4%**; net profit margin was approximately **11.6%** (H1 2024: 11.9%), mainly affected by lower gross profit[66](index=66&type=chunk)[69](index=69&type=chunk) - Net working capital was approximately **HKD 1,383.1 million**, with a current ratio of **1.7 times**; net gearing ratio was approximately **8.2%** (end of 2024: 13.5%)[67](index=67&type=chunk)[70](index=70&type=chunk)[76](index=76&type=chunk)[78](index=78&type=chunk) - Net cash generated from operating activities was approximately **HKD 348.2 million**, an increase of approximately **14.2%** year-on-year, mainly due to overall optimized working capital management[73](index=73&type=chunk)[77](index=77&type=chunk) - Inventory turnover days increased from approximately **111.8 days** at the end of 2024 to approximately **131.1 days** in H1 2025, primarily due to higher-than-expected average inventory levels impacted by US tariff policies[79](index=79&type=chunk)[82](index=82&type=chunk) - Total additions to property, plant and equipment amounted to approximately **HKD 171.9 million**, mainly for construction in progress and machinery additions[80](index=80&type=chunk)[83](index=83&type=chunk) - Pledged bank deposits amounted to approximately **HKD 68.1 million**, serving as collateral for bills payable[85](index=85&type=chunk)[87](index=87&type=chunk) Employees and Remuneration Policies [Employees and Remuneration Policies](index=19&type=section&id=Employees%20and%20Remuneration%20Policies) The Group offers competitive remuneration and additional benefits, along with continuous employee training, increasing its total workforce to 11,685 as of June 30, 2025, to support business expansion - The Group's remuneration package includes salaries, bonuses, allowances, and retirement benefits, along with additional benefits such as accommodation, meals, accident and medical insurance, and share incentives[89](index=89&type=chunk)[94](index=94&type=chunk) - As of June 30, 2025, the Group employed a total of **11,685** employees, an increase from **11,037** at the end of 2024, mainly due to new hires in Q1 to support planned business expansion[90](index=90&type=chunk)[94](index=94&type=chunk) Contingent Liabilities [Contingent Liabilities](index=19&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[91](index=91&type=chunk)[95](index=95&type=chunk) Significant Investments held, material acquisitions and disposals of subsidiaries, and future plans for material investments or capital assets [Significant Investments held, material acquisitions and disposals of subsidiaries, and future plans for material investments or capital assets](index=19&type=section&id=Significant%20Investments%20held,%20material%20acquisitions%20and%20disposals%20of%20subsidiaries,%20and%20future%20plans%20for%20material%20investments%20or%20capital%20assets) Aside from those disclosed in the interim report, there were no other significant investments, acquisitions, or disposals during the review period, nor has the Board authorized any material future investments or capital asset additions - Other than as disclosed in this interim report, no other significant investments were held, nor were there any material acquisitions or disposals of subsidiaries during the review period[92](index=92&type=chunk)[96](index=96&type=chunk) - As of the date of this interim report, the Board has not authorized any material investments or additions to capital assets[92](index=92&type=chunk)[96](index=96&type=chunk) Events after the Reporting Period [Events after the Reporting Period](index=19&type=section&id=Events%20after%20the%20Reporting%20Period) As of the date of the interim report, no events after the reporting period had a significant impact on the Group - Other than as disclosed in other sections of this interim report, no events after the reporting period and up to the date of this interim report had a significant impact on the Group[93](index=93&type=chunk)[97](index=97&type=chunk) Prospects and Future Strategies [Prospects and Future Strategies](index=20&type=section&id=Prospects%20and%20Future%20Strategies) Despite geopolitical tensions, the global economic outlook is optimistic, with the textile and apparel industry anticipating a peak season in the second half of the year, prompting the Group to strategically invest in R&D, consolidate its international business footprint, and cautiously advance its Vietnam production base expansion plans to seize market opportunities and achieve sustainable growth - The International Monetary Fund (IMF) forecasts global economic growth of **3.0%** in 2025 and **3.1%** in 2026, indicating an optimistic outlook[99](index=99&type=chunk)[102](index=102&type=chunk) - The second half of the year is traditionally the peak season for the textile and apparel industry, a trend expected to continue in 2025, with increased sales orders from key customers potentially driving higher capacity utilization and overall profit[100](index=100&type=chunk)[102](index=102&type=chunk) - The Group will strategically invest in R&D capabilities to meet the continuous demand for innovative sportswear and apparel products[104](index=104&type=chunk)[108](index=108&type=chunk) - The Group remains committed to its multi-location production strategy, with its international business footprint being one of its core competitive advantages[105](index=105&type=chunk)[109](index=109&type=chunk) - Given the potential impact of US tariff policies, the Group is taking a more cautious approach to capital investment in its second production base in Vietnam, planning to proceed with expansion when market confidence recovers[106](index=106&type=chunk)[109](index=109&type=chunk) - As of June 30, 2025, the overall annual design capacities for elastic fabric, elastic webbing, and lace were approximately **277.5 million meters**, **2,014.8 million meters**, and **45.0 million meters**, respectively[105](index=105&type=chunk)[109](index=109&type=chunk) Disclosure of Interests [Disclosure of Interests](index=22&type=section&id=Disclosure%20of%20Interests) This section discloses the interests and short positions of directors, chief executives, and substantial shareholders in the company's shares and related shares as of June 30, 2025, with Mr. Lo Yuk Cheung and his controlled corporations holding 61.59% of the company's shares, making him the largest shareholder Shareholdings of Directors and Chief Executives (As of June 30, 2025) | Director Name | Long/Short Position | Capacity | Number of Shares/Related Shares (shares) | Approximate Percentage of Shareholding (%) | | :--- | :--- | :--- | :--- | :--- | | Mr. Lo Yuk Cheung | Long Position | Beneficial Owner & Controlled Corporation | 640,500,000 | 61.59 | | Mr. Cheung Hoi To | Long Position | Interest of Spouse | 78,292,000 | 7.52 | | Ms. Cheng Ting Ting | Long Position | Beneficial Owner & Controlled Corporation | 78,292,000 | 7.52 | | Mr. Ng Siu Lun | Long Position | Beneficial Owner & Controlled Corporation | 40,500,000 | 3.89 | | Mr. Chan Yiu Sing | Long Position | Beneficial Owner | 1,400,000 | 0.13 | Shareholdings of Substantial Shareholders (As of June 30, 2025) | Substantial Shareholder Name | Long/Short Position | Capacity | Number of Shares/Related Shares (shares) | Approximate Percentage of Shareholding (%) | | :--- | :--- | :--- | :--- | :--- | | Grandview Capital Investment Limited | Long Position | Beneficial Owner | 637,500,000 | 61.30 | | FMR LLC | Long Position | Interest of Controlled Corporation | 103,876,900 | 9.99 | | Mega Brilliant Enterprises Limited | Long Position | Beneficial Owner | 75,000,000 | 7.21 | | Pandanus Associates Inc. | Long Position | Interest of Controlled Corporation | 71,954,976 | 6.92 | | Pandanus Partners L.P. | Long Position | Interest of Controlled Corporation | 71,954,976 | 6.92 | | FIL Limited | Long Position | Interest of Controlled Corporation | 71,954,976 | 6.92 | Share Schemes [Share Schemes](index=28&type=section&id=Share%20Schemes) The company adopted new share option and share award schemes on June 27, 2023, to incentivize directors and eligible employees, with no options or awards granted as of the date of this interim report - The company adopted a share option scheme and a share award scheme on June 27, 2023, aiming to provide incentives to directors and eligible employees[130](index=130&type=chunk)[132](index=132&type=chunk) - As of the date of this interim report, no share options or share awards have been granted since the adoption of the share option scheme and share award scheme[130](index=130&type=chunk)[132](index=132&type=chunk) - The total number of shares that may be issued upon exercise of all share options and share awards under the schemes is **103,980,800** shares, representing **10%** of the issued shares as of June 30, 2025[131](index=131&type=chunk)[132](index=132&type=chunk) Corporate Governance Code and Other Information [Corporate Governance Code and Other Information](index=29&type=section&id=Corporate%20Governance%20Code%20and%20Other%20Information) The company complied with the Corporate Governance Code and Model Code for Securities Transactions by Directors during the reporting period, made no purchases, redemptions, or sales of listed securities, disclosed changes in Board members, declared an interim dividend of HKD 12.5 cents per share, and had its interim results reviewed by Deloitte with no disagreement from the Audit Committee - The company has complied with the Code Provisions of Appendix C1 to the Listing Rules on Corporate Governance Code for the six months ended June 30, 2025[133](index=133&type=chunk)[137](index=137&type=chunk) - Directors have confirmed their compliance with the Model Code set out in Appendix C3 to the Listing Rules for their securities transactions, if any, during the six months ended June 30, 2025[134](index=134&type=chunk)[138](index=138&type=chunk) - During the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, redeemed, or sold any of the company's listed securities[136](index=136&type=chunk)[139](index=139&type=chunk) - Effective April 30, 2025, Mr. Lo Yuk Cheung ceased to be Chairman and member of the Nomination Committee; Ms. Cheng Ting Ting was appointed as a member of the Nomination Committee; and Mr. Kwok Tai Chi was appointed as Chairman of the Nomination Committee[140](index=140&type=chunk)[141](index=141&type=chunk)[142](index=142&type=chunk)[143](index=143&type=chunk)[144](index=144&type=chunk)[145](index=145&type=chunk) - The Board has resolved to declare an interim dividend of **HKD 12.5 cents** per ordinary share for the six months ended June 30, 2025, expected to be paid on October 10, 2025[146](index=146&type=chunk)[149](index=149&type=chunk) - The company's share transfer registration will be suspended from September 22 to September 24, 2025 (both dates inclusive), to determine eligibility for the interim dividend[147](index=147&type=chunk)[150](index=150&type=chunk) - The unaudited condensed consolidated results of the Group for the six months ended June 30, 2025, have been reviewed by Deloitte Touche Tohmatsu, and the company's Audit Committee had no disagreement[148](index=148&type=chunk)[151](index=151&type=chunk) Report on Review of Condensed Consolidated Financial Statements [Report on Review of Condensed Consolidated Financial Statements](index=33&type=section&id=Report%20on%20Review%20of%20Condensed%20Consolidated%20Financial%20Statements) Deloitte Touche Tohmatsu reviewed the Group's condensed consolidated financial statements for the six months ended June 30, 2025, in accordance with Hong Kong Standard on Review Engagements 2410, concluding no material non-compliance with Hong Kong Accounting Standard 34 - Deloitte Touche Tohmatsu has reviewed the condensed consolidated financial statements in accordance with Hong Kong Standard on Review Engagements 2410[155](index=155&type=chunk)[157](index=157&type=chunk) - The scope of a review is substantially less than an audit, thus no audit opinion is expressed[157](index=157&type=chunk)[159](index=159&type=chunk) - Based on the review, nothing has come to their attention that causes them to believe the condensed consolidated financial statements are not prepared, in all material respects, in accordance with Hong Kong Accounting Standard 34[158](index=158&type=chunk)[160](index=160&type=chunk) Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income [Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income](index=35&type=section&id=Condensed%20Consolidated%20Statement%20of%20Profit%20or%20Loss%20and%20Other%20Comprehensive%20Income) For the six months ended June 30, 2025, the Group's revenue was HKD 2,329.8 million, profit for the period was HKD 270.7 million, profit attributable to owners of the company was HKD 260.4 million, and total comprehensive income for the period was HKD 287.2 million Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (Six Months Ended June 30, 2025) | Indicator | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Revenue | 2,329,836 | 2,385,408 | | Cost of Sales | (1,709,402) | (1,740,246) | | Gross Profit | 620,434 | 645,162 | | Other Income | 44,207 | 19,428 | | Other Gains and Losses | (1,134) | 20,998 | | Selling and Distribution Expenses | (105,266) | (101,464) | | Administrative Expenses | (157,482) | (164,799) | | Research and Development Expenses | (55,080) | (51,046) | | Finance Costs | (41,793) | (43,712) | | Profit Before Taxation | 309,761 | 324,220 | | Income Tax Expense | (39,103) | (41,051) | | **Profit for the Period** | **270,658** | **283,169** | | Profit Attributable to Owners of the Company | 260,438 | 277,358 | | Profit Attributable to Non-controlling Interests | 10,220 | 5,811 | | **Basic Earnings Per Share (HK cents)** | **25.05** | **26.67** | - Other comprehensive income for the period was **HKD 16,502 thousand**, mainly from exchange differences on translation of overseas operations (H1 2024: loss of HKD 73,086 thousand)[164](index=164&type=chunk) - Total comprehensive income for the period was **HKD 287,160 thousand**, an increase from **HKD 209,945 thousand** in H1 2024[164](index=164&type=chunk) Condensed Consolidated Statement of Financial Position [Condensed Consolidated Statement of Financial Position](index=37&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, the Group's total assets less current liabilities were HKD 4,546.8 million, and net assets were HKD 3,656.0 million, with net current assets decreasing to HKD 1,383.1 million from the end of 2024 Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Indicator | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | **Non-current Assets** | | | | Property, Plant and Equipment | 2,680,334 | 2,697,407 | | Right-of-Use Assets | 301,681 | 301,942 | | Deferred Tax Assets | 22,310 | 13,207 | | **Current Assets** | | | | Inventories | 1,220,707 | 1,255,420 | | Trade and Bills Receivables | 675,890 | 874,506 | | Pledged Bank Deposits | 68,144 | 103,697 | | Bank Balances and Cash | 1,149,739 | 980,278 | | **Current Liabilities** | | | | Trade Payables | 290,066 | 367,869 | | Bank and Other Borrowings (Current) | 786,858 | 613,681 | | Lease Liabilities (Current) | 50,658 | 44,525 | | **Non-current Liabilities** | | | | Bank and Other Borrowings (Non-current) | 731,375 | 947,580 | | Lease Liabilities (Non-current) | 114,330 | 119,531 | | **Total Equity** | **3,656,006** | **3,534,279** | - Net current assets as of June 30, 2025, were **HKD 1,383.1 million**, a decrease from **HKD 1,495.0 million** as of December 31, 2024[165](index=165&type=chunk) Condensed Consolidated Statement of Changes in Equity [Condensed Consolidated Statement of Changes in Equity](index=39&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) As of June 30, 2025, equity attributable to owners of the company was HKD 3,558.6 million, non-controlling interests were HKD 97.4 million, and total equity was HKD 3,656.0 million, with total comprehensive income for the period at HKD 287.2 million and dividends of HKD 165.4 million recognized Total Equity (As of June 30, 2025) | Indicator | June 30, 2025 (thousand HKD) | January 1, 2024 (thousand HKD) | | :--- | :--- | :--- | | Share Capital | 10,398 | 10,398 | | Share Premium | 593,250 | 593,250 | | Other Reserves | 106,715 | 106,715 | | Retirement Benefit Reserve | 1,551 | 1,649 | | Special Reserve | (13,070) | (13,070) | | PRC Statutory Reserve | 267,576 | 249,407 | | Translation Reserve | (435,419) | (333,575) | | Retained Profits | 3,027,564 | 2,599,544 | | **Total Equity Attributable to Owners of the Company** | **3,558,565** | **3,214,318** | | Non-controlling Interests | 97,441 | 101,223 | | **Total Equity** | **3,656,006** | **3,315,541** | - Profit for the period was **HKD 260,438 thousand**, and other comprehensive income for the period was **HKD 16,502 thousand**, resulting in a total comprehensive income for the period of **HKD 287,160 thousand**[169](index=169&type=chunk) - Dividends of **HKD 165,433 thousand** were recognized during the period[169](index=169&type=chunk) Condensed Consolidated Statement of Cash Flows [Condensed Consolidated Statement of Cash Flows](index=41&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2025, net cash generated from operating activities was HKD 348.2 million, net cash used in investing activities was HKD 75.3 million, and net cash used in financing activities was HKD 114.9 million, with cash and cash equivalents at period-end totaling HKD 1,149.7 million Condensed Consolidated Statement of Cash Flows (Six Months Ended June 30, 2025) | Activity Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 348,225 | 304,838 | | Net Cash Used in Investing Activities | (75,258) | (120,363) | | Net Cash Used in Financing Activities | (114,931) | (350,269) | | Net Increase (Decrease) in Cash and Cash Equivalents | 158,036 | (165,794) | | Cash and Cash Equivalents at End of Period | 1,149,739 | 756,812 | - In investing activities, **HKD 118.0 million** was paid for the purchase of property, plant and equipment[172](index=172&type=chunk) - In financing activities, new bank borrowings amounted to **HKD 957.0 million**, and repayment of bank borrowings amounted to **HKD 777.1 million**[172](index=172&type=chunk) Notes to the Condensed Consolidated Financial Statements [Notes to the Condensed Consolidated Financial Statements](index=42&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed notes to the condensed consolidated financial statements, covering general information, basis of preparation, accounting policies, revenue and segment information, profit before taxation, income tax expense, dividends, earnings per share, movements in property, plant and equipment, trade receivables and payables, bank borrowings, pledge of assets, capital commitments, share-based payments, and related party transactions General Information [General Information](index=42&type=section&id=General%20Information) Top Form International Holdings Limited was incorporated in the Cayman Islands on June 14, 2013, and listed on the Main Board of the Hong Kong Stock Exchange on May 23, 2014, with Grandview Capital Investment Limited as its ultimate controlling company, and its functional and presentation currency being HKD - The company was incorporated in the Cayman Islands as an exempted company with limited liability on June 14, 2013, and has been listed on the Main Board of The Stock Exchange of Hong Kong Limited since May 23, 2014[173](index=173&type=chunk)[176](index=176&type=chunk) - Its immediate and ultimate controlling company is Grandview Capital Investment Limited, wholly owned by Mr. Lo Yuk Cheung[173](index=173&type=chunk)[176](index=176&type=chunk) - The functional currency of the company and the presentation currency of the condensed consolidated financial statements is Hong Kong dollars[174](index=174&type=chunk)[177](index=177&type=chunk) Basis of Preparation [Basis of Preparation](index=42&type=section&id=Basis%20of%20Preparation) The condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 and the applicable disclosure requirements of Appendix D2 to the Listing Rules of the Stock Exchange - The condensed consolidated financial statements have been prepared in accordance with Hong Kong Accounting Standard 34 issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure requirements of Appendix D2 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[175](index=175&type=chunk)[178](index=178&type=chunk) Material Accounting Policy Information [Material Accounting Policy Information](index=43&type=section&id=Material%20Accounting%20Policy%20Information) The financial statements are prepared on a historical cost basis, and the first-time application of HKFRS amendments during this period had no significant impact on financial position or performance - The condensed consolidated financial statements are prepared on the historical cost basis[179](index=179&type=chunk)[182](index=182&type=chunk) - The first-time application of HKAS 21 (Amendment) 'Lack of Exchangeability' during this interim period had no significant impact on the Group's financial position and performance and/or disclosures for the current and prior periods[181](index=181&type=chunk)[183](index=183&type=chunk) Revenue and Segment Information [Revenue and Segment Information](index=44&type=section&id=Revenue%20and%20Segment%20Information) The Group's revenue primarily stems from the manufacturing and trading of elastic fabric, elastic webbing, and lace, with sportswear and intimate wear elastic fabrics being the main revenue sources by product category, and the elastic fabric and lace segment contributing the majority of revenue and gross profit - The Group's revenue is derived from the manufacturing and trading of elastic fabric, lace, and elastic webbing in Mainland China, Hong Kong, Vietnam, and Sri Lanka[184](index=184&type=chunk)[187](index=187&type=chunk) Revenue by Product Category (Six Months Ended June 30, 2025) | Product Category | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Elastic Fabric – Sportswear & Apparel | 1,230,597 | 1,301,906 | | Elastic Fabric – Intimate Wear | 576,547 | 587,541 | | Lace | 22,076 | 27,800 | | Elastic Webbing | 500,616 | 468,161 | | **Total** | **2,329,836** | **2,385,408** | - The Group's operating and reportable segments include the manufacturing and trading of elastic fabric and lace, and the manufacturing and trading of elastic webbing[195](index=195&type=chunk) Segment Revenue and Gross Profit (Six Months Ended June 30, 2025) | Segment | Revenue (thousand HKD) | Gross Profit (thousand HKD) | | :--- | :--- | :--- | | Elastic Fabric and Lace | 1,829,220 | 505,274 | | Elastic Webbing | 500,616 | 115,160 | | **Total** | **2,329,836** | **620,434** | - All assets and liabilities are allocated to operating and reportable segments, except for certain property, plant and equipment, right-of-use assets, interests in joint ventures, deferred tax assets, recoverable taxes, pledged bank deposits, bank balances and cash, and certain other corporate assets and liabilities used for corporate purposes[208](index=208&type=chunk) Profit Before Taxation [Profit Before Taxation](index=52&type=section&id=Profit%20Before%20Taxation) Profit before taxation is stated after deducting (or including) items such as depreciation, cost of inventories, bank interest income, government grants, net proceeds from sale of scraps, performance bonuses, and net exchange losses Key Items Affecting Profit Before Taxation (Six Months Ended June 30, 2025) | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Depreciation of Property, Plant and Equipment | 191,873 | 203,463 | | Depreciation of Right-of-Use Assets | 30,455 | 26,658 | | Depreciation Capitalized in Inventories | (203,870) | (208,940) | | Cost of Inventories Recognized as Expense | 1,709,402 | 1,740,246 | | Bank Interest Income | (5,036) | (6,215) | | Government Grants | (3,589) | (3,625) | | Net Proceeds from Sale of Scraps | (7,642) | (4,723) | | Performance Bonus | (21,000) | – | | Net Exchange Loss (Gain) | 658 | (20,354) | Income Tax Expense [Income Tax Expense](index=53&type=section&id=Income%20Tax%20Expense) For the six months ended June 30, 2025, income tax expense was HKD 39.1 million, with Hong Kong applying a two-tiered profits tax, Chinese high-tech enterprises enjoying a 15% preferential tax rate, Vietnamese subsidiaries a 5% preferential tax rate, and Sri Lankan subsidiaries a 15% preferential tax rate Income Tax Expense (Six Months Ended June 30, 2025) | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Hong Kong Profits Tax | 27,593 | 19,048 | | PRC Enterprise Income Tax | 11,975 | 10,716 | | Income Tax in Other Jurisdictions | 9,399 | 8,654 | | Over-provision in Prior Years (PRC Enterprise Income Tax) | (1,465) | (1,619) | | Deferred Tax | (8,399) | 4,252 | | **Total** | **39,103** | **41,051** | - Hong Kong profits tax adopts a two-tiered system, taxing the first **HKD 2 million** of assessable profits at **8.25%** and the remainder at **16.5%**[213](index=213&type=chunk) - Chinese high-tech enterprises (Dongguan Top Form and Dongguan Runxin) are subject to a **15%** preferential tax rate[215](index=215&type=chunk) - Vietnamese subsidiaries are subject to a **5%** preferential tax rate[217](index=217&type=chunk)[219](index=219&type=chunk) - Sri Lankan subsidiaries are subject to an income tax rate of **30%** from July 1, 2022, with one subsidiary currently enjoying a **15%** preferential tax rate (H1 2024: tax exemption)[221](index=221&type=chunk)[225](index=225&type=chunk) Dividends [Dividends](index=55&type=section&id=Dividends) The company declared a final dividend of HKD 15.91 cents per share for the year ended December 31, 2024, totaling HKD 165.4 million, and the Board has resolved to declare an interim dividend of HKD 12.5 cents per share for the six months ended June 30, 2025 - The company declared a final dividend of **HKD 15.91 cents** per ordinary share for the year ended December 31, 2024, totaling approximately **HKD 165.4 million**, which was paid in July 2025[223](index=223&type=chunk)[227](index=227&type=chunk) - The Board has resolved to declare an interim dividend of **HKD 12.5 cents** per ordinary share for the six months ended June 30, 2025 (H1 2024: HKD 13.33 cents)[224](index=224&type=chunk)[227](index=227&type=chunk) Earnings Per Share [Earnings Per Share](index=56&type=section&id=Earnings%20Per%20Share) For the six months ended June 30, 2025, basic earnings per share attributable to owners of the company was HKD 25.05 cents, with no diluted earnings per share presented due to the absence of potential ordinary shares Basic Earnings Per Share (Six Months Ended June 30, 2025) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Profit for the Period Attributable to Owners of the Company (thousand HKD) | 260,438 | 277,358 | | Number of Ordinary Shares (shares) | 1,039,808,000 | 1,039,808,000 | | **Basic Earnings Per Share (HK cents)** | **25.05** | **26.67** | - Diluted earnings per share are not presented as there were no potential ordinary shares outstanding for the six months ended June 30, 2025, and 2024[231](index=231&type=chunk) Movement in Property, Plant and Equipment and Right-of-Use Assets [Movement in Property, Plant and Equipment and Right-of-Use Assets](index=56&type=section&id=Movement%20in%20Property,%20Plant%20and%20Equipment%20and%20Right-of-Use%20Assets) For the six months ended June 30, 2025, total additions to property, plant and equipment amounted to HKD 171.9 million, primarily for construction in progress and machinery, with HKD 58.2 million transferred from construction in progress, and new right-of-use assets totaling HKD 31.1 million - Total additions to property, plant and equipment for the six months ended June 30, 2025, amounted to approximately **HKD 171.9 million** (H1 2024: approximately HKD 164.4 million)[230](index=230&type=chunk)[232](index=232&type=chunk) - This primarily included new construction in progress of approximately **HKD 131.2 million** and new machinery of approximately **HKD 34.2 million**[230](index=230&type=chunk)[232](index=232&type=chunk) - Total transfers out of construction in progress amounted to approximately **HKD 58.2 million**, mainly comprising transfers to machinery of approximately **HKD 48.0 million** and transfers to buildings of approximately **HKD 10.1 million**[233](index=233&type=chunk)[236](index=236&type=chunk) - Total additions to right-of-use assets amounted to approximately **HKD 31.1 million**, primarily for leased factory properties located in China[234](index=234&type=chunk)[236](index=236&type=chunk) Trade and Bills Receivables [Trade and Bills Receivables](index=57&type=section&id=Trade%20and%20Bills%20Receivables) As of June 30, 2025, total trade and bills receivables were HKD 675.9 million, a decrease from the end of 2024, with a net remeasurement of credit loss allowance resulting in a HKD 4.2 million reversal, and trade receivables from related parties totaling HKD 191.6 million - As of June 30, 2025, total trade and bills receivables amounted to **HKD 675.9 million** (December 31, 2024: HKD 874.5 million)[238](index=238&type=chunk) - The net remeasurement of credit loss allowance resulted in a reversal of **HKD 4.2 million**, with the credit loss allowance balance at period-end being **HKD 4.1 million**[238](index=238&type=chunk)[244](index=244&type=chunk) Trade Receivables Aging (Net of Credit Loss Allowance, As of June 30, 2025) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | 0–90 Days | 616,649 | 713,042 | | 91–180 Days | 53,700 | 142,658 | | Over 180 Days | 2,907 | 1,485 | | **Total** | **673,256** | **857,185** | - Trade receivables from related parties amounted to **HKD 191.6 million** (December 31, 2024: HKD 237.2 million), which are unsecured, interest-free, and have credit terms of 30 to 90 days[244](index=244&type=chunk)[245](index=245&type=chunk)[247](index=247&type=chunk) Trade and Bills Payables [Trade and Bills Payables](index=61&type=section&id=Trade%20and%20Bills%20Payables) As of June 30, 2025, total trade payables were HKD 290.1 million, and total bills payables were HKD 207.7 million, with trade payables to joint ventures amounting to HKD 16.2 million Trade Payables Aging (As of June 30, 2025) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | 0–90 Days | 270,712 | 342,303 | | 91–180 Days | 19,354 | 25,566 | | **Total** | **290,066** | **367,869** | - Amounts payable to joint ventures included in trade payables were approximately **HKD 16.2 million**, which are unsecured, interest-free, and have credit terms of 30 days[251](index=251&type=chunk) Bills Payables Aging (As of June 30, 2025) | Aging | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | 0–90 Days | 85,778 | 230,050 | | 91–180 Days | 121,907 | 128,492 | | **Total** | **207,685** | **358,542** | Bank and Other Borrowings [Bank and Other Borrowings](index=63&type=section&id=Bank%20and%20Other%20Borrowings) As of June 30, 2025, total bank and other borrowings amounted to HKD 1,518.2 million, comprising HKD 786.9 million in current liabilities and HKD 731.4 million in non-current liabilities, with interest rates linked to HIBOR or SOFR, and unsecured bank borrowings guaranteed by the company or its subsidiaries Total Bank and Other Borrowings and Composition (As of June 30, 2025) | Borrowing Type | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Unsecured Syndicated Loan | 280,000 | 500,000 | | Unsecured Bank Borrowings | 1,100,222 | 920,373 | | Unsecured Other Borrowings | 138,011 | 140,888 | | **Total** | **1,518,233** | **1,561,261** | - Borrowing repayment terms: **HKD 786.9 million** within one year, and **HKD 731.4 million** over one year[256](index=256&type=chunk) - The Group's floating rate borrowings bear annual interest rates linked to the Hong Kong Interbank Offered Rate (HIBOR) or the Secured Overnight Financing Rate (SOFR)[257](index=257&type=chunk) - Unsecured bank borrowings are guaranteed by the company and/or certain of its subsidiaries[258](index=258&type=chunk) Pledge of Assets [Pledge of Assets](index=64&type=section&id=Pledge%20of%20Assets) As of June 30, 2025, the Group had pledged bank deposits of HKD 68.1 million as collateral for bills payable - As of the end of the reporting period, the Group had pledged certain bank deposits of approximately **HKD 68.1 million** (December 31, 2024: approximately HKD 103.7 million) as collateral for bills payable issued by the Group[259](index=259&type=chunk)[261](index=261&type=chunk) Capital and Other Commitments [Capital and Other Commitments](index=65&type=section&id=Capital%20and%20Other%20Commitments) As of June 30, 2025, contracted but unprovided capital expenditure for property, plant and equipment additions was HKD 81.4 million, and the company committed to inject RMB 140.5 million into a proposed insurance business company, pending approval and contribution - As of June 30, 2025, capital expenditure contracted but not provided for in respect of additions to property, plant and equipment amounted to approximately **HKD 81.4 million** (December 31, 2024: approximately HKD 143.7 million)[262](index=262&type=chunk) - The company has agreed to inject **RMB 140.5 million** (approximately HKD 154.1 million) into a proposed insurance business company to be established in China, but the establishment is pending approval, and the Group has not yet made any contributions[262](index=262&type=chunk) Share-Based Payments [Share-Based Payments](index=66&type=section&id=Share-Based%20Payments) The company adopted new share option and share award schemes on June 27, 2023, but no options or awards have been granted, nor have any share-based payments been recognized, for the six months ended June 30, 2025, since their adoption - The company adopted new share option and share award schemes on June 27, 2023[263](index=263&type=chunk)[265](index=265&type=chunk) - Since the adoption of the share option scheme, new share option scheme, and new share award scheme, no share options or share awards have been granted, and no share-based payments have been recognized for the six months ended June 30, 2025, and 2024[264](index=264&type=chunk)[266](index=266&type=chunk) Related Party Transactions [Related Party Transactions](index=67&type=section&id=Related%20Party%20Transactions) The Group engages in various related party transactions, including sales of goods to joint ventures and associated companies, purchases of raw materials from joint ventures, interest expenses on other borrowings, operating expenses, and lease liabilities with related parties, with key management personnel compensation totaling HKD 8.7 million Major Related Party Transactions (Six Months Ended June 30, 2025) | Transaction Nature | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Sales of Goods to Joint Ventures | 569 | 650 | | Purchases of Raw Materials and Goods from Joint Ventures | 26,712 | 23,246 | | Sales of Goods to Associated Companies | 102,999 | 80,764 | | Sales of Goods to Other Associated Companies | 426,773 | 404,593 | | Interest Expense on Other Borrowings (from Other Associated Companies) | 4,743 | 5,829 | | Operating Expenses (Paid to Associated Companies) | 2,655 | – | | Operating Expenses (Paid to Other Associated Companies) | 20,617 | 28,566 | Key Management Personnel Compensation (Six Months Ended June 30, 2025) | Item | H1 2025 (thousand HKD) | H1 2024 (thousand HKD) | | :--- | :--- | :--- | | Salaries and Allowances | 8,593 | 8,248 | | Retirement Benefit Scheme Contributions | 128 | 122 | | **Total** | **8,721** | **8,370** | Lease Liabilities with Related Parties (As of June 30, 2025) | Balance Nature | June 30, 2025 (thousand HKD) | December 31, 2024 (thousand HKD) | | :--- | :--- | :--- | | Repayment of Lease Liabilities to Associated Companies | 76,296 | 65,633 | | Repayment of Lease Liabilities to a Director as Landlord | 852 | 4,052 | | Repayment of Lease Liabilities to One of Other Associated Companies | 12,223 | 15,858 | - As of June 30, 2025, amounts due from associated companies in other receivables were **HKD 8.4 million**, and amounts due to other associated companies in other payables were **HKD 20.5 million**, these balances are unsecured, interest-free, and repayable on demand[273](index=273&type=chunk) Contingent Liabilities [Contingent Liabilities](index=69&type=section&id=Contingent%20Liabilities) As of June 30, 2025, management was not aware of any pending or threatening contingent liabilities for the Group - To the best of management's knowledge, the Group has no pending or threatening contingent liabilities[274](index=274&type=chunk)[276](index=276&type=chunk)