Chairman's Report Pharmaceutical E-commerce Business The pharmaceutical e-commerce business solidified its industry-leading position by optimizing the supply chain and integrating marketing services for multi-driven growth - Signed strategic collaborations with multiple renowned pharmaceutical companies to enhance drug accessibility in outpatient and lower-tier markets, expanding online retail, product categories, and new drug launches12 - After acquiring exclusive marketing review rights for Ali Mama's healthcare category, marketing services were integrated into a closed loop, forming a multi-driven model of "self-operated revenue + platform commission + marketing services" to enhance merchant stickiness and drive business growth13 Healthcare and Digitalization Business The Group enhanced online healthcare services with AI, expanded professional talent to nearly 240,000, and advanced drug traceability Healthcare and Digitalization Business Key Metrics (As of March 31, 2025) | Business Segment | Key Metric | Data | | :--- | :--- | :--- | | Healthcare Service Platform | Contracted licensed physicians, pharmacists, and nutritionists | Nearly 240,000 | | Xiaolu Traditional Chinese Medicine Business | Registered Traditional Chinese Medicine practitioners | 140,000 | | Xiaolu Traditional Chinese Medicine Business | National dispensing center network | 137 | - Firmly committed to big data and AI technology as core drivers, enabling AI across the entire pharmaceutical e-commerce value chain, improving operational efficiency and GMV growth Future plans include continuous exploration of large models in healthcare services21 - The "Ma Shang Fang Xin" platform actively responded to national drug traceability policies, promoting full value chain coverage for drug production, circulation, and retail pharmacies/medical institutions, enhancing supply chain transparency, security, and compliance20 Public Welfare Ali Health actively fulfilled social responsibility by focusing on vulnerable groups' health and integrating public welfare into its corporate strategy - Launched multiple public welfare initiatives, including the "Lemon Baby Care Action" to ensure access to special medical food for children with rare diseases, the "Hearing Aid Action" providing hearing tests for over 5,000 elderly individuals, and "Blind Assistance Medical Examinations" offering customized check-ups for 500 visually impaired people25 - Upgraded and launched the "1–5–100 Public Welfare Program," guided by "1 Ali Health Public Welfare Forest, 5 business-related public welfare projects, and 100 employee families participating," integrating social responsibility into the corporate DNA26 Management Discussion and Analysis Business Review and Financial Summary In FY2025, the company achieved robust business growth with total revenue up 13.2% and net profit up 62.2%, driven by policy and AI Financial Highlights (FY2025, RMB) | Financial Metric | FY2025 (RMB) | Year-on-Year Growth | | :--- | :--- | :--- | | Total Revenue | 30.598 billion yuan | +13.2% | | Net Profit | 1.432 billion yuan | +62.2% | | Adjusted Net Profit | 1.950 billion yuan | +35.6% | | Adjusted Net Profit Margin | 6.4% | Up from 5.3% | Operational Highlights (As of March 31, 2025) | Operational Metric | Data | Year-on-Year Growth | | :--- | :--- | :--- | | Tmall Health Platform - Online Key Merchants | 48,300 | +35% | | Tmall Health Platform - Online SKUs | 133 million | +91% | | Online Self-operated Stores - Self-operated SKUs | 1.23 million | +33.6% | - The company's strategy is based on "Cloud Infrastructure," with "Cloud Pharmacy" as the core and "Cloud Hospital" as the engine, providing inclusive, efficient, and safe healthcare services for families36 Business Segment Performance All Group business segments made significant progress this fiscal year, with strong growth in pharmaceutical e-commerce, expanded healthcare services, and enhanced digital traceability Pharmaceutical E-commerce Business Pharmaceutical e-commerce, a core segment, achieved steady growth through platform and self-operated models, expanding services and improving logistics Pharmaceutical E-commerce Business Metrics (As of March 31, 2025) | Business Segment | Metric | Data | Year-on-Year Growth | | :--- | :--- | :--- | :--- | | Pharmaceutical E-commerce Platform | Online Key Merchants | 48,300 | +35% | | Pharmaceutical E-commerce Platform | Online SKUs | 133 million | +91% | | Pharmaceutical Self-operated Business | Revenue | 26.124 billion yuan | +10.0% | | Pharmaceutical Self-operated Business | SKU Quantity | 1.23 million | +33.6% | - Next-day home delivery service for self-operated pharmaceutical business has gradually expanded to 13 cities including Guangzhou, Ningbo, and Jinhua45 Healthcare and Digital Services Business Healthcare services upgraded with increased professionals and AI integration, while digital traceability expanded its value chain coverage and efficiency - As of March 31, 2025, the total number of contracted licensed physicians, pharmacists, and nutritionists increased to nearly 240,00046 - Xiaolu TCM launched an AI-assisted diagnosis and treatment system based on Alibaba Cloud Bailian Platform and DEEPSEEK large models, improving doctors' auxiliary consultation efficiency47 - The "Ma Shang Fang Xin" platform launched "Drug Circulation Compliance Digitalization" services, serving over 1,500 manufacturing enterprises and over 7,100 distribution enterprises, with over 8.5 million electronic drug inspection reports cumulatively sent50 Financial Review In FY2025, the Group's total revenue grew 13.2% to 30.60 billion yuan, with gross profit up 26.1% and net profit surging 62.2% to 1.43 billion yuan Consolidated Financial Performance (RMB '000) | Financial Metric | 2025 (RMB '000) | 2024 (RMB '000) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 30,598,292 | 27,026,555 | 13.2 | | Gross Profit | 7,432,091 | 5,895,321 | 26.1 | | Profit Before Tax | 1,559,968 | 939,399 | 66.1 | | Profit for the Year | 1,432,014 | 883,136 | 62.2 | | Profit Attributable to Owners of the Parent | 1,432,427 | 883,477 | 62.1 | | Adjusted Net Profit | 1,949,673 | 1,437,928 | 35.6 | Revenue by Segment (RMB '000) | Revenue Segment | 2025 (RMB '000) | Year-on-Year Growth (%) | | :--- | :--- | :--- | | Pharmaceutical Self-operated Business | 26,124,420 | 10.0 | | Pharmaceutical E-commerce Platform Business | 3,588,499 | 54.0 | | Healthcare and Digital Services Business | 885,373 | -7.6 | - Gross margin increased by 2.5 percentage points to 24.3%, primarily due to optimized operational efficiency and enhanced pricing power from refined operations and digital upgrades66 - Fulfillment expenses as a percentage of self-operated pharmaceutical business revenue decreased from 10.2% to 9.8%, reflecting improved operational efficiency in warehousing, logistics, and customer service69 Liquidity and Capital Resources As of March 31, 2025, the Group maintained robust liquidity with 2.22 billion yuan in cash, positive operating cash flow, and zero debt Cash Flows (For the Year Ended March 31, RMB '000) | Cash Flow Item | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Net Cash Flows from Operating Activities | 1,395,033 | 1,079,832 | | Net Cash Flows Used in Investing Activities | (2,596,482) | (4,880,900) | | Net Cash Flows Used in Financing Activities | (72,517) | (1,982,395) | | Cash and Cash Equivalents at Year-End | 2,218,296 | 3,490,169 | - As of March 31, 2025, the Group had no outstanding borrowings, resulting in no debt-to-capital ratio94 - The Group has no foreign exchange hedging policy, but management will closely monitor exchange rate fluctuations to keep risks at a minimum level99 - The Board does not recommend the payment of a final dividend for the reporting period107 Report of the Directors Share Award Scheme The company operates 2014 and 2024 Share Award Schemes to incentivize contributors, with the 2024 scheme authorizing 10% of issued shares - The company adopted the 2024 Share Award Scheme on August 30, 2024, to replace the terminated 2014 scheme, ensuring consistency in share award practices The new scheme is valid for ten years157 Share Award Scheme Authorized Limits | Scheme Name | Scheme Authorized Limit | Service Provider Sub-limit | | :--- | :--- | :--- | | 2024 Share Award Scheme | 10% of issued shares on adoption date (1,609,173,626 shares) | 1% of issued shares on adoption date (160,917,362 shares) | - During the reporting period, new share options and restricted share units were granted to Executive Director Mr. Shen Diefan, Mr. Tu Yanwu, and Chairman Mr. Zhu Shunyan, among others184 Connected Transactions The Group conducted various continuing connected transactions with Alibaba Group, all compliant with Listing Rules and deemed fair by independent directors Connected Transactions (Approximate RMB) | Transaction Type | Counterparty | FY2025 Expense/Revenue (Approx. RMB) | | :--- | :--- | :--- | | Cloud Computing Services | Alibaba Cloud | Expense RMB 135 million | | Platform Services | Taobao China, etc. | Expense RMB 620 million | | Logistics Services | Cainiao Group | Expense RMB 126 million | | Shared Services | Alibaba Network Group | Expense RMB 277 million | | Framework Technical Services | Taobao China Co. | Expense RMB 1.093 billion | | Marketing Promotion Services | Ali Mama | Expense RMB 2.287 billion | | Exclusive Marketing Review Services | Ali Mama | Revenue RMB 1.515 billion | - Independent non-executive directors reviewed all continuing connected transactions and confirmed they were entered into on normal commercial terms in the Group's ordinary course of business, fair and reasonable, and in the overall interest of shareholders274318 - The company's auditor, Ernst & Young, issued a letter regarding the continuing connected transactions, confirming that the transactions were approved by the Board, followed pricing policies, did not exceed annual caps, and complied with agreement terms314321 Contractual Arrangements (VIE Structure) The Group uses a VIE structure to control restricted businesses and obtain economic benefits due to Chinese foreign investment restrictions, with the Board deeming these arrangements crucial - The VIE structure is adopted to comply with Chinese laws restricting foreign investment in operational internet information services (requiring ICP licenses) to a shareholding ratio of no more than 50%275299 - Core contractual arrangements include: Exclusive Service Agreement, Loan Agreement, Equity Pledge Agreement, Shareholder Voting Rights Proxy Agreement, and Exclusive Call Option Agreement, ensuring that the wholly foreign-owned enterprise can effectively control the operating companies and obtain their economic benefits287290291294295 Operating Companies under VIE Structure (RMB '000) | Operating Company | FY2025 Revenue (RMB '000) | % of Group | Assets as of 2025/3/31 (RMB '000) | % of Group | | :--- | :--- | :--- | :--- | :--- | | Hongyun Jiukang | 747,971 | 2.44% | 3,130,192 | 14.78% | | Ali Health Hebei | 7,859 | 0.03% | 55,602 | 0.26% | - The Board confirmed the necessity of the contractual arrangements and deemed it inappropriate to set annual caps or a three-year term for them, a view supported by independent financial advisors Independent non-executive directors also reviewed and confirmed the reasonableness of the arrangements309311318 Biographical Details of Directors and Senior Management Directors and Senior Management Profile This section provides background and qualifications for the company's directors and senior management, including key executives and the re-designated Chairman - Executive Director and Chief Executive Officer Mr. Shen Diefan has held various senior positions at Alibaba Group and the Company, possessing extensive e-commerce and management experience336 - Executive Director and Chief Financial Officer Mr. Tu Yanwu has extensive experience in financial management, auditing, and capital markets, having previously worked at Wuxi AppTec and General Motors337 - Chairman Mr. Zhu Shunyan was re-designated from executive director to non-executive director effective September 1, 2024, having previously been an Alibaba Partner and held several presidential-level positions at UC Browser and Alibaba Group338341 Corporate Governance Report Board and Committees The company complied with corporate governance codes, maintaining a diverse eight-member Board with separate Chairman and CEO roles, and effective committees - The Board of Directors comprises eight directors, including two executive directors, three non-executive directors, and three independent non-executive directors, complying with Listing Rules requirements361 - The roles of the Company's Chairman (Mr. Zhu Shunyan) and Chief Executive Officer (Mr. Shen Diefan) are clearly separated with distinct responsibilities371 - The Audit Committee, Remuneration Committee, and Nomination Committee are all chaired by independent non-executive directors and held meetings during the reporting period, fulfilling their respective terms of reference378388393 - The Board adopted a Board Diversity Policy; as of March 31, 2025, the Board comprised four male and four female members, ensuring a balanced gender composition405 Shareholder Rights and Communication The company ensures transparent shareholder communication through various channels, outlining procedures for general meetings, proposals, and dividend policy - Shareholders holding not less than 10% of the voting rights have the right to request an extraordinary general meeting428 - Shareholders holding not less than 5% of the total voting rights or not less than 100 shareholders may propose resolutions to be moved at an annual general meeting429 - The company adopted a dividend policy, where dividend decisions consider various factors including financial performance, cash flow, capital requirements, and shareholder interests434 Risk Management and Internal Control Risk Management Framework and Process The Group established a three-tier risk management framework with committees and a five-stage process to support strategic, operational, reporting, and compliance objectives - The risk management organizational structure is divided into governance layer (Board of Directors, Audit Committee, Risk Management Committee), management layer (Operating Management Committee, etc.), and executive layer (three lines of defense)463464 - The risk management process includes: risk identification, risk assessment, risk response, risk monitoring, and risk reporting465467468 - Risk management assurance mechanisms include integrating internal controls into business processes, performance appraisals, and continuous communication and training469473 Key Risks Identified The Group identified and implemented measures for three high-level risks: legal, information technology and data security, and competition Key Risks and Mitigation Measures | Important Risk | Risk Description | Risk Response Measures | | :--- | :--- | :--- | | Legal Risk | Main business operates in a highly regulated environment; non-compliance or failure to adapt to policy changes may adversely affect business | Establish business process norms and internal controls, timely acquire and interpret policies, assess impact, and design response plans | | Information Technology and Data Security Risk | Product R&D failures, system malfunctions, or data breaches may significantly negatively impact brand reputation and business continuity | Establish standardized R&D processes, operations and maintenance management, and emergency plans, and comprehensively prevent data security risks from personnel, processes, and technology | | Competition Risk | Intense competition in the internet health sector; actions by major competitors and new entrants may pose threats | Closely monitor the competitive landscape, conduct in-depth analysis, and create core competitive advantages through business innovation and diversified management | Independent Auditor's Report Audit Opinion and Key Audit Matters Ernst & Young issued an unqualified audit opinion on the Group's FY2025 financial statements, highlighting key audit matters including investment impairment and fair value measurement - Auditor Ernst & Young issued an unqualified audit opinion, stating that the financial statements were prepared fairly in accordance with Hong Kong Financial Reporting Standards493 - Key Audit Matters include: Impairment of investments in associates, Fair value measurement of unlisted equity investments classified as financial assets at fair value through profit or loss, and Goodwill impairment495499503507 - For key audit matters, the auditor performed procedures including evaluating the competence of independent valuers, reviewing valuation methodologies, and assessing the reasonableness of management's assumptions500506510 Financial Statements Consolidated Statement of Profit or Loss For the year ended March 31, 2025, the Group reported 30.60 billion yuan in revenue, 7.43 billion yuan in gross profit, and 1.43 billion yuan in net profit Consolidated Statement of Profit or Loss (For the Year Ended March 31, RMB '000) | Item | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Revenue | 30,598,292 | 27,026,555 | | Gross Profit | 7,432,091 | 5,895,321 | | Profit Before Tax | 1,559,968 | 939,399 | | Profit for the Year | 1,432,014 | 883,136 | | Profit Attributable to Owners of the Parent | 1,432,427 | 883,477 | | Basic Earnings Per Share | RMB 8.91 cents | RMB 6.29 cents | Consolidated Statement of Financial Position As of March 31, 2025, the Group's total assets were 21.18 billion yuan, with net assets increasing to 16.31 billion yuan Consolidated Statement of Financial Position (As of March 31, RMB '000) | Item | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Total Non-Current Assets | 8,902,237 | 6,193,100 | | Total Current Assets | 12,276,180 | 13,512,237 | | Total Assets | 21,178,417 | 19,705,337 | | Total Current Liabilities | 4,742,172 | 5,025,458 | | Total Non-Current Liabilities | 123,085 | 162,275 | | Total Liabilities | 4,865,257 | 5,187,733 | | Net Assets | 16,313,160 | 14,517,604 | Consolidated Statement of Cash Flows For the year ended March 31, 2025, operating activities generated 1.40 billion yuan in cash, while investing activities used 2.60 billion yuan Consolidated Statement of Cash Flows (For the Year Ended March 31, RMB '000) | Item | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Net Cash Flows from Operating Activities | 1,395,033 | 1,079,832 | | Net Cash Flows Used in Investing Activities | (2,596,482) | (4,880,900) | | Net Cash Flows Used in Financing Activities | (72,517) | (1,982,395) | | Net Decrease in Cash and Cash Equivalents | (1,273,966) | (5,783,463) | | Cash and Cash Equivalents at Year-End | 2,218,296 | 3,490,169 | Financial Summary Five-Year Financial Summary This section presents the Group's five-year financial summary, showing steady revenue growth, a return to profitability, and increasing assets Five-Year Financial Summary (For the Year Ended March 31, RMB '000) | Item | 2025 | 2024 | 2023 | 2022 | 2021 | | :--- | :--- | :--- | :--- | :--- | :--- | | Performance | | | | | | | Revenue | 30,598,292 | 27,026,555 | 26,763,016 | 20,577,616 | 15,518,468 | | Profit/(Loss) Before Tax | 1,559,968 | 939,399 | 550,994 | (252,514) | 401,219 | | Profit/(Loss) for the Year | 1,432,014 | 883,136 | 536,509 | (268,041) | 342,444 | | Assets and Liabilities | | | | | | | Total Assets | 21,178,417 | 19,705,337 | 20,747,820 | 19,201,997 | 17,739,495 | | Total Liabilities | (4,865,257) | (5,187,733) | (5,600,621) | (5,132,145) | (3,458,171) | | Equity Attributable to Owners of the Parent | 16,312,179 | 14,544,212 | 15,173,573 | 14,096,039 | 14,301,670 |
阿里健康(00241) - 2025 - 年度财报