天洁环境(01527) - 2024 - 中期财报

Financial Highlights Financial Highlights Summary The Group achieved significant financial growth in H1 2024, with revenue up 23.57% to RMB 357 million and profit attributable to owners of the parent up 115.11% to RMB 14.78 million H1 2024 Financial Highlights | Metric | H1 2024 (RMB million) | Y-o-Y Growth (%) | | :--- | :--- | :--- | | Revenue | 356.74 | 23.57 | | Profit Attributable to Owners of Parent | 14.78 | 115.11 | - The Board does not recommend paying any dividend for the reporting period[1] Interim Condensed Consolidated Financial Statements Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income The Group's H1 2024 revenue and profit grew substantially, with revenue reaching RMB 357 million, gross profit up 46.60% to RMB 90.62 million, and profit for the period up 115.11% to RMB 14.78 million Key Profit or Loss Statement Data Comparison (Six Months Ended June 30) | Metric | 2024 (RMB thousand) | 2023 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 356,742 | 288,706 | 23.57 | | Cost of goods sold | (266,127) | (226,894) | 17.29 | | Gross profit | 90,615 | 61,812 | 46.60 | | Profit from operations | 40,408 | 23,172 | 74.38 | | Profit before tax | 25,891 | 12,120 | 113.62 | | Profit for the period | 14,778 | 6,870 | 115.11 | | Profit attributable to owners of parent | 14,778 | 6,870 | 115.11 | | Earnings per share Basic (RMB) | 0.11 | 0.05 | 120.00 | Interim Condensed Consolidated Statement of Financial Position As of June 30, 2024, the Group's financial position remained stable with increased net current assets and total equity, despite a slight decrease in non-current assets Key Financial Position Statement Data Comparison | Metric | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Non-current assets | 271,805 | 283,554 | -4.14 | | Current assets | 1,563,024 | 1,513,302 | 3.29 | | Current liabilities | 949,873 | 926,678 | 2.50 | | Net current assets | 613,151 | 586,624 | 4.52 | | Total equity | 884,956 | 870,178 | 1.70 | - Net trade and bills receivables increased from RMB 559,998 thousand as of December 31, 2023, to RMB 571,442 thousand as of June 30, 2024[3] Interim Condensed Consolidated Statement of Changes in Equity The Group's total equity increased in H1 2024, driven by comprehensive income for the period and appropriations for safety production reserves Key Equity Movement Data Comparison | Metric | June 30, 2024 (RMB thousand) | January 1, 2024 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Total equity | 884,956 | 870,178 | 14,778 | | Total comprehensive income for the period | 14,778 | - | - | | Appropriation for safety production reserve | 236 | - | - | Interim Condensed Consolidated Statement of Cash Flows The Group's H1 2024 operating cash flow significantly improved, investing activities shifted to net inflow, and cash and cash equivalents increased Key Cash Flow Statement Data Comparison (Six Months Ended June 30) | Metric | 2024 (RMB thousand) | 2023 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Net cash generated from operating activities | 78,751 | 23,715 | 55,036 | | Net cash generated from/(used in) investing activities | 3,403 | (1,380) | 4,783 | | Net cash generated from financing activities | – | 30,000 | (30,000) | | Net increase in cash and cash equivalents | 82,154 | 52,335 | 29,819 | | Cash and cash equivalents at end of period | 535,296 | 293,376 | 241,920 | Notes to the Interim Condensed Consolidated Financial Statements 1. Corporate and Group Information The Company, incorporated in China and listed on the HKEX, primarily designs, develops, manufactures, installs, and sells environmental pollution control equipment and electronic products - The Company's shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited[7][9] - The Group primarily engages in the design, development, manufacturing, installation, and sale of environmental pollution control equipment and electronic products[7][9] 2. Basis of Preparation The interim condensed financial statements are prepared under HKAS 34 and Listing Rules, applying consistent accounting policies and methods as the 2023 annual financial statements - The financial statements are prepared in accordance with Hong Kong Accounting Standard 34 'Interim Financial Reporting' and the Listing Rules[8][10] - The accounting policies and methods of computation adopted are consistent with those followed in the annual financial statements for the year ended December 31, 2023[8][10] 3. Adoption of New and Revised Hong Kong Financial Reporting Standards The Group adopted new and revised HKFRS effective January 1, 2024, with no significant changes to accounting policies or reported amounts, and is assessing the impact of new standards not yet effective - The adoption of new and revised Hong Kong Financial Reporting Standards did not result in significant changes to accounting policies, financial statement presentation, or reported amounts[11][13] - The Group has commenced an assessment of the impact of new Hong Kong Financial Reporting Standards not yet effective, but is not yet in a position to state whether they would have a significant impact[12][13] 4. Fair Value Measurements Fair value measurements use a three-level hierarchy, with the Group's derivative financial instruments (non-ferrous metal futures contracts) classified as Level 1, maintaining stable fair value - Fair value measurements are categorized into three levels: Level 1 (quoted prices in active markets), Level 2 (observable inputs), and Level 3 (unobservable inputs)[14][16] Recurring Fair Value Measurements: Investments at Fair Value Through Profit or Loss | Description | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | | :--- | :--- | :--- | | Derivative – non-ferrous metal futures contracts (Level 1) | 5,448 | 5,448 | 5. Revenue The Group's revenue primarily from environmental equipment and material sales, with significant growth in environmental equipment, mainly in the PRC market, featuring electrostatic precipitators and bag filters - The Group's revenue comprises sales of environmental pollution control equipment and electronic products, and sales of materials[18] Revenue Composition Comparison (Six Months Ended June 30) | Revenue Source | 2024 (RMB thousand) | 2023 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Sales of environmental equipment | 350,711 | 284,470 | 23.29 | | Sales of materials | 6,031 | 4,236 | 42.37 | | Total | 356,742 | 288,706 | 23.57 | - In H1 2024, all revenue from environmental equipment sales was generated from the PRC market, compared to RMB 3,837 thousand from other countries in the corresponding period of 2023[20] Revenue Composition by Major Products (Six Months Ended June 30) | Major Products | 2024 (RMB thousand) | 2023 (RMB thousand) | | :--- | :--- | :--- | | Electrostatic precipitators | 272,518 | 225,235 | | Bag filters | 45,496 | 18,089 | | SO2 and NOx emission reduction (desulphurization and denitrification units) | 29,795 | 32,708 | | Others | 2,902 | 8,438 | 6. Other Income The Group's other income decreased in H1 2024, primarily due to reduced government grants and write-off of payables Other Income Composition Comparison (Six Months Ended June 30) | Income Source | 2024 (RMB thousand) | 2023 (RMB thousand) | Change (RMB thousand) | | :--- | :--- | :--- | :--- | | Bank interest income | 123 | 892 | (769) | | Government grants | 1,766 | 304 | 1,462 | | Gain on disposal of property, plant and equipment | – | 784 | (784) | | Write-off of payables | 442 | 3,760 | (3,318) | | Others | 77 | 161 | (84) | | Total | 2,408 | 5,901 | (3,493) | 7. Operating Segment Information The Group operates solely in environmental pollution control equipment and electronic products, with all non-current assets and H1 2024 external customer revenue originating from the PRC - The Group has only one business segment, primarily engaged in environmental pollution control equipment and electronic products[22][23] - All of the Group's non-current assets are located in the PRC[25] Revenue from External Customers (by Geographical Location) | Geographical Location | 2024 (RMB thousand) | 2023 (RMB thousand) | | :--- | :--- | :--- | | PRC | 356,742 | 284,869 | | Other countries | – | 3,837 | 8. Finance Costs The Group's H1 2024 finance costs, mainly bank loan interest, increased compared to the prior year Finance Costs Comparison (Six Months Ended June 30) | Finance Cost Item | 2024 (RMB thousand) | 2023 (RMB thousand) | | :--- | :--- | :--- | | Interest on bank loans | 4,907 | 3,779 | 9. Income Tax Expense The Group, operating in the PRC, is subject to 25% enterprise income tax, with H1 2024 expense significantly increasing due to higher PRC enterprise income tax - The Group operates in the PRC and is subject to enterprise income tax at a rate of 25%[27] Income Tax Expense Analysis (Six Months Ended June 30) | Income Tax Item | 2024 (RMB thousand) | 2023 (RMB thousand) | | :--- | :--- | :--- | | PRC enterprise income tax for the period | 14,166 | 6,482 | | Deferred tax | (3,053) | (1,232) | | Income tax expense for the period | 11,113 | 5,250 | 10. Profit for the Period The Group's H1 2024 profit for the period reflects increased R&D and staff costs, offset by decreased impairment losses on trade receivables Profit for the Period Related Expenses/Income (Six Months Ended June 30) | Item | 2024 (RMB thousand) | 2023 (RMB thousand) | | :--- | :--- | :--- | | Cost of inventories sold | 266,127 | 226,894 | | Research and development costs | 11,819 | 6,766 | | Impairment losses on trade receivables | 10,313 | 15,476 | | Total staff costs | 27,581 | 23,405 | 11. Dividends The Board does not recommend paying an interim dividend for the six months ended June 30, 2024, or 2023 - The Directors do not recommend the payment of an interim dividend for the six months ended June 30, 2024, and 2023[30] 12. Earnings Per Share Attributable to Ordinary Equity Holders of the Parent The Group's H1 2024 basic earnings per share significantly increased to RMB 0.11 from RMB 0.05, with no diluted EPS presented due to the absence of dilutive ordinary shares Basic Earnings Per Share Calculation Data (Six Months Ended June 30) | Metric | 2024 | 2023 | | :--- | :--- | :--- | | Profit attributable to ordinary equity holders of the parent for basic earnings per share calculation (RMB thousand) | 14,778 | 6,870 | | Weighted average number of ordinary shares in issue for basic earnings per share calculation | 135,000,000 | 135,000,000 | - For the six months ended June 30, 2024, diluted earnings per share is not presented as the Company had no potentially dilutive ordinary shares[34][36] 13. Trade and Bills Receivables The Group's total trade and bills receivables increased in H1 2024, with significant improvement in pledged bills receivables; credit period is generally one month Trade and Bills Receivables Comparison | Item | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | | :--- | :--- | :--- | | Trade receivables | 694,472 | 647,915 | | Bills receivables | 31,340 | 57,207 | | Impairment allowance | (154,370) | (145,124) | | Total | 571,442 | 559,998 | - The Group's bills receivables are all due within one year. As of June 30, 2024, approximately RMB 0 of the Group's bills receivables were pledged, compared to approximately RMB 8,432,000 as of December 31, 2023[38][39] Ageing Analysis of Trade Receivables (Net of Allowance) | Ageing | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | | :--- | :--- | :--- | | Within 1 year | 240,321 | 222,172 | | 1 to 2 years | 151,572 | 124,383 | | 2 to 3 years | 88,132 | 81,566 | | Over 3 years | 62,158 | 76,751 | | Total | 542,183 | 504,872 | 14. Bank and Cash Balances As of June 30, 2024, the Group's RMB bank and cash balances increased, while the average annual interest rate on bank balances decreased Bank and Cash Balances Comparison | Metric | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | | :--- | :--- | :--- | | Bank and cash balances | 535,244 | 453,020 | | Average annual interest rate | 0.02% | 0.25% | 15. Trade and Bills Payables The Group's total trade and bills payables slightly decreased in H1 2024, and bills payables are no longer pledged by bills receivables Trade and Bills Payables Comparison | Item | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | | :--- | :--- | :--- | | Trade payables | 181,878 | 185,131 | | Bills payables | 7,950 | 9,909 | | Total | 189,828 | 195,040 | - As of June 30, 2024, bills payables were pledged by the Group's bills receivables of approximately RMB 0, compared to approximately RMB 8,432,000 as of December 31, 2023[43][44] 16. Bank Loans The Group's total bank loans remained stable in H1 2024, primarily secured and margin loans, collateralized by associate equity, buildings, land use rights, and FVTPL investments Bank Loans Analysis | Loan Type | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | | :--- | :--- | :--- | | Secured | 85,000 | 85,000 | | Margin loans | 4,502 | 4,502 | | Total | 89,502 | 89,502 | - Secured bank loans are collateralized by equity in an associate, the Group's buildings, and land use rights located in the PRC[46][47] - The effective annual interest rate for fixed-rate loans is 3.55% – 5.22%[47] 17. Share Capital The Company's authorized and issued share capital is 135,000,000 ordinary shares of RMB 1.00 par value, with capital management aiming to ensure going concern and maximize shareholder returns Share Capital Composition | Item | June 30, 2024 (RMB thousand) | December 31, 2023 (RMB thousand) | | :--- | :--- | :--- | | Authorized share capital (135,000,000 ordinary shares) | 135,000 | 135,000 | | Issued and fully paid share capital (135,000,000 ordinary shares) | 135,000 | 135,000 | - The Group's primary objective in managing capital is to safeguard its ability to continue as a going concern and to maximise returns to shareholders by optimising the debt and equity balance[49][50] 18. Contingent Liabilities As of the reporting period end, neither the Group nor the Company had any significant contingent liabilities - As at the end of the reporting period, the Group and the Company had no significant contingent liabilities[51][52] 19. Related Party Transactions The Group conducted various related party transactions during the period, including electricity payments and service receipts, all at mutually agreed prices Related Party Transactions Comparison (Six Months Ended June 30) | Transacting Party | Type of Transaction | 2024 (RMB thousand) | 2023 (RMB thousand) | | :--- | :--- | :--- | :--- | | Holding company | Electricity expenses paid on behalf of | 613 | 1,103 | | Zhejiang Yuyuan Machinery Technology Co., Ltd. | Services received | – | 285 | | Zhuji Tianyu Industrial Investment Co., Ltd. | Rental paid | – | 771 | | Zhejiang Tianjie General Machinery Co., Ltd. | Services received | 4,500 | – | - All related party transactions were conducted at prices and terms mutually agreed upon by the parties[55] 20. Events After the Reporting Period No significant events affecting the Group have occurred since the reporting period end up to the date of this report - No significant events affecting the Group have occurred since the end of the reporting period up to the date of this report[56][58] 21. Approval of the Financial Statements The unaudited interim condensed consolidated financial statements were approved and authorized for issue by the Board on August 30, 2024 - The unaudited interim condensed consolidated financial statements were approved and authorized for issue by the Board of Directors on August 30, 2024[57][59] Management Discussion and Analysis Introduction With over 26 years of experience, the Group is a leading air pollution control solution provider, offering electrostatic precipitators, bag filters, and SO2/NOx reduction products, dominating domestic and expanding international markets - The Group has over 26 years of industry experience, serving as a renowned integrated air pollution control solution provider, primarily focusing on particulate matter emission control and offering extra-large dust collectors to customers across various industries[62][63][67] - Major products include electrostatic precipitators (accounting for approximately 76.39% of total revenue), bag filters (accounting for approximately 12.75% of total revenue), and SO2 and NOx emission reduction products[64][66] - Since 2005, the Group has continuously expanded into international markets, applying its air pollution control solutions in overseas countries[67] Business Review Driven by China's green policies, the Group's H1 2024 revenue and gross profit significantly increased due to large project completions and lower raw material costs; the Group holds 57 patents and has 508 employees - The 'Catalogue for Guiding Industrial Structure Adjustment (2024 Edition)' encourages the development of the environmental protection industry, particularly in air pollutant treatment, carbon emission reduction, and ecological environment restoration[69][72] - The output value of China's environmental protection equipment manufacturing industry is expected to increase to RMB 1.3 trillion by 2025[70][72] - The Group's gross profit increased by approximately 46.60% to RMB 90.62 million in H1 2024, with gross profit margin rising by approximately 3.99 percentage points to 25.40%, mainly due to higher gross profit margins on completed projects, more large-scale projects completed, and falling raw material prices[79][80] - As of June 30, 2024, the Group held 57 registered patents in China, including 3 invention patents and 54 utility model patents[81] - As of June 30, 2024, the Group had a total of 508 full-time employees, an increase from 422 as of December 31, 2023[81] Financial Review The Group's H1 2024 revenue grew 23.57% to RMB 357 million, driven by large projects, with environmental equipment contributing 98.31%; gross profit margin improved to 25.40%, and profit attributable to owners of the parent surged 115.11% to RMB 14.78 million Key Financial Performance Data (Six Months Ended June 30) | Metric | 2024 (RMB million) | 2023 (RMB million) | Y-o-Y Growth (%) | | :--- | :--- | :--- | :--- | | Revenue | 356.74 | 288.71 | 23.57 | | Cost of sales | 266.13 | 226.89 | 17.29 | | Gross profit margin | 25.40% | 21.41% | 3.99 percentage points | | Profit attributable to owners of parent | 14.78 | 6.87 | 115.11 | | Earnings per share | 0.11 | 0.05 | 120.00 | - The increase in revenue was mainly attributable to the completion of more large-scale projects during the reporting period[81] - Revenue generated from environmental equipment products accounted for approximately 98.31% of total revenue[81] Working Capital As of June 30, 2024, the Group's working capital increased to approximately RMB 613 million, indicating improved liquidity Working Capital Comparison | Metric | June 30, 2024 (RMB million) | December 31, 2023 (RMB million) | | :--- | :--- | :--- | | Working capital | 613.15 | 586.62 | Gearing Ratio As of June 30, 2024, the Group's gearing ratio slightly decreased to approximately 10.11%, indicating stable financial leverage Gearing Ratio Comparison | Metric | June 30, 2024 | December 31, 2023 | | :--- | :--- | :--- | | Gearing ratio | 10.11% | 10.29% | - Gearing ratio is calculated as: total bank loans / total equity x 100%[87] Foreign Currency Risk The Group faces transactional currency risk, but H1 2024 sales in non-functional currencies were zero, resulting in minimal exposure; management will monitor and consider future hedging - For the period ended June 30, 2024, approximately 0% of the Group's sales were denominated in currencies other than the functional currency of the operating unit, compared to 1.33% for the corresponding period in 2023[87] - The Group currently has no intention to seek hedging against foreign exchange fluctuation risks, but management will continue to monitor economic conditions and foreign exchange risk exposure[87] Interim Dividend The Board has resolved not to declare an interim dividend for the reporting period - The Directors have resolved not to declare an interim dividend for the reporting period (six months ended June 30, 2023: nil)[87] Contingent Liabilities As of June 30, 2024, the Group had no significant contingent liabilities or guarantees - As of June 30, 2024, the Group had no significant contingent liabilities or guarantees[87][88] Material Acquisition and Disposal During the reporting period, the Group had no material investments, acquisitions, or disposals of subsidiaries, associates, or joint ventures - During the reporting period, the Group had no material investments, acquisitions, or disposals of subsidiaries, associates, or joint ventures[89] Prospect The Group will invest in R&D for efficient environmental equipment, expand its product portfolio, and actively seek acquisitions in environmental, new materials, and new energy sectors to diversify and grow market share - The Group will continue to invest more time and resources in the research and development and production of efficient and energy-saving environmental equipment to meet market demand for green technologies[90][92] - The Group will actively seek suitable acquisition projects to venture into more diverse environmental emission reduction industries, new materials, and new energy sectors[90][92] - The Group hopes to seize policy opportunities through internal R&D and external expansion, consolidate existing businesses, promote business diversification, and thereby expand its domestic and international market share[91][92] Details Regarding Directors and Supervisors Board of Directors The Board comprises nine members (three executive, three non-executive, three independent non-executive directors) responsible for the Group's strategy, business plans, and financial management - The Board of Directors comprises nine members, consisting of three executive directors, three non-executive directors, and three independent non-executive directors[94][97] - Mr. Bian Yu, an executive director, serves as the Chairman of the Board and General Manager, possessing approximately 18 years of experience in air pollution control solutions business[95][98] - Independent non-executive directors include professionals with extensive experience in accounting, finance, corporate finance, and environmental protection[113][114][115] Supervisory Committee The Supervisory Committee, comprising two shareholder and one employee representative, reviews financial reports, monitors company financial activities, and oversees director and senior management performance - The Supervisory Committee comprises three members, consisting of two shareholder representatives and one employee representative[116][118] - The responsibilities of the Supervisory Committee include reviewing and verifying financial reports prepared by the Board, monitoring the Company's financial activities, and supervising the performance of directors and senior management members[116][118] - Ms. Xu Jiajuan, an employee representative supervisor, has served as the Manager of the Market Information Management Department since November 2016[119][121] Directors' and Supervisors' Service Contracts and Letter of Appointments All directors have service contracts or appointment letters with terms until the next re-election; the Supervisory Committee must have over half external supervisors, and no material service contracts are non-terminable within one year - Each executive director and non-executive director entered into a service contract with the Company on May 30, 2022, and independent non-executive directors also entered into letters of appointment[127][130] - The term of office for directors commences from their respective effective dates of appointment until the date of the next general meeting for the re-election of directors[127][130] - The Supervisory Committee must comprise more than half external supervisors, and none of the directors or supervisors have entered into any service contracts with the Company or its subsidiaries that are not terminable within one year without payment of compensation (other than statutory compensation)[128][130] Emolument Policy The Company's Nomination and Remuneration Committees review and recommend emolument policies for directors, supervisors, and employees, considering market rates, responsibilities, and Group performance; no share award or option schemes were adopted - The Company has established a Nomination Committee and a Remuneration Committee, responsible for reviewing and recommending emolument policies and plans for directors, supervisors, senior management, and employees[129][131] - Factors considered in determining emoluments include salaries paid by comparable companies, directors' time commitment and responsibilities, and the Group's performance[129][131] - The Company did not adopt any share award scheme or share option scheme during the reporting period[129][131] Remuneration of Directors and Supervisors Total remuneration for directors and supervisors was RMB 996 thousand during the period, with Executive Director Mr. Bian Yu receiving the highest at RMB 226 thousand, primarily from salaries and retirement contributions Total Remuneration of Directors and Supervisors (Six Months Ended June 30, 2024) | Category | Total Remuneration (RMB thousand) | | :--- | :--- | | Executive Directors | 495 | | Non-executive Directors | 235 | | Independent Non-executive Directors | 146 | | Supervisors | 120 | | Total | 996 | - Executive Director Mr. Bian Yu's remuneration was RMB 226 thousand, comprising RMB 204 thousand in salaries, allowances, and benefits in kind, and RMB 22 thousand in retirement scheme contributions[132] Other Information Directors' and Chief Executive's Interests and/or Short Positions in the Shares, Underlying Shares and Debentures of the Company As of June 30, 2024, directors and the chief executive held long positions in domestic shares, with Mr. Bian Yu, a major controlling shareholder, holding approximately 35.70% equity directly and through TGL Directors' and Chief Executive's Long Positions in Domestic Shares (As of June 30, 2024) | Name | Capacity/Nature of Interest | Number of Domestic Shares | Approximate Percentage of Total Issued Domestic Shares (%) | Approximate Percentage of Company's Share Capital (%) | | :--- | :--- | :--- | :--- | :--- | | Mr. Bian Yu | Beneficial owner | 7,693,250 | 7.69 | 5.70 | | Mr. Bian Yu | Interest in controlled corporation (Note 1) | 40,500,350 | 40.50 | 30.00 | | Ms. Bian Shu | Beneficial owner | 2,739,750 | 2.74 | 2.03 | | Mr. Zhang Yuanyuan | Family interest of spouse (Note 2) | 2,739,750 | 2.74 | 2.03 | - Mr. Bian Yu holds interests in the Company through TGL, in which Mr. Bian Yu owns approximately 64.08% interest[134] Substantial Shareholders' Interests and/or Short Positions in the Shares and Underlying Shares of the Company As of June 30, 2024, substantial shareholders (non-directors/chief executives) held long positions in domestic and H shares, with TGL, Changshan County Changtou Holding, Shou Erjun, and Hong Kong Joint Financial Investment Ltd being key holders Substantial Shareholders' Long Positions in Domestic Shares (As of June 30, 2024) | Name | Capacity/Nature of Interest | Number of Domestic Shares | Approximate Percentage of Total Issued Domestic Shares (%) | Approximate Percentage of Company's Share Capital (%) | | :--- | :--- | :--- | :--- | :--- | | TGL | Beneficial owner | 40,500,350 | 40.50 | 30.00 | | Changshan County Changtou Holding Co., Ltd. | Beneficial owner | 39,150,000 | 39.15 | 29.00 | | Keyuan Enterprise | Interest in controlled corporation | 40,500,350 | 40.50 | 30.00 | Substantial Shareholders' Long Positions in H Shares (As of June 30, 2024) | Name | Capacity/Nature of Interest | Number of H Shares | Approximate Percentage of Total Issued H Shares (%) | Approximate Percentage of Company's Share Capital (%) | | :--- | :--- | :--- | :--- | :--- | | Shou Erjun | Beneficial owner | 6,000,000 | 17.14 | 4.44 | | Hong Kong Joint Financial Investment Ltd | Beneficial owner | 5,504,400 | 15.73 | 4.08 | | Zhao Kaiyuan | Interest in controlled corporation | 5,504,400 | 15.73 | 4.08 | Purchase, Sale or Redemption of Listed Securities During the reporting period, no Group member company purchased, sold, or redeemed any of the Company's listed securities - During the reporting period, no member company of the Group purchased, sold, or redeemed any of the Company's listed securities[139] Compliance with the Model Code The Company adopted directors' securities transaction rules no less exacting than the Model Code in Listing Rules Appendix C3, and all directors complied - The Company has adopted a code of conduct regarding securities transactions by directors of listed issuers no less exacting than the Model Code set out in Appendix C3 to the Listing Rules[140] - Following all reasonable enquiries made to all Directors, each of them confirmed that they have complied with the required standards set out in the Model Code[140] Compliance with the Corporate Governance Code The Directors believe the Company complied with the Corporate Governance Code's code provisions in Listing Rules Appendix C1 throughout the reporting period - The Directors are of the view that the Company has complied with the code provisions of the Corporate Governance Code as set out in Appendix C1 to the Listing Rules throughout the reporting period[141] Audit Committee The Audit Committee, composed of three independent non-executive directors, reviewed and approved the Group's unaudited financial statements for the reporting period on August 30, 2024 - The Audit Committee comprises three independent non-executive directors, namely Mr. Fung Kui Kee (Chairman), Mr. Li Jiannan, and Mr. Wang Feng[142] - The Audit Committee has reviewed the unaudited financial statements of the Group for the reporting period, which were approved by the Board on August 30, 2024[143] Approval of Financial Statements The Group's unaudited financial statements for the reporting period were reviewed by the Audit Committee and approved by the Board on August 30, 2024 - The unaudited financial statements of the Group for the reporting period have been reviewed by the Audit Committee and approved by the Board on August 30, 2024[143] Publication of Results Announcement and Interim Report This interim report is published on the HKEX and Company websites and will be dispatched to shareholders in due course - This interim report has been published on the HKEX website (www.hkexnews.hk) and the Company's website (www.tengy.com)[143](index=143&type=chunk) - The Company's interim report for the reporting period, containing all information required by the Listing Rules, will be dispatched to shareholders and available on the aforementioned websites in due course[143]