重塑能源(02570) - 2025 - 中期业绩

Financial Summary The group's financial performance for the six months ended June 30, 2025, shows a decrease in total revenue but a significant reduction in net loss and an increase in operating cash flow Financial Summary for the Six Months Ended June 30, 2025 | Metric | 2025 (RMB Million) | 2024 (RMB Million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Total Revenue | 106.9 | 118.7 | -9.9% | | Hydrogen Fuel Cell System Sales Revenue | 76.8 | 31.8 | 141.8% | | Overseas Revenue | 11.0 | 2.4 | 360.3% | | Gross Profit Loss | (13.5) | (17.4) | 22.5% (Loss Reduced) | | Loss Attributable to Owners of the Company | (332.7) | (466.4) | 28.7% (Loss Reduced) | | Net Cash Flow from Operating Activities | 95.1 | N/A | N/A | | Cash and Cash Equivalents (End of Period) | 1,051.1 | 883.4 (Beginning of Period) | 19.0% | | Dividends | No Declaration | No Declaration | N/A | Interim Condensed Consolidated Financial Information This section presents the interim condensed consolidated financial statements, including income, balance sheet, and detailed notes, providing a comprehensive overview of the group's financial performance and position Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income The group's loss for the period significantly narrowed due to reduced gross profit loss and substantial decreases in operating expenses, particularly administrative and R&D, despite a slight revenue decline Key Data from the Consolidated Statement of Profit or Loss and Other Comprehensive Income for the Six Months Ended June 30, 2025 | Metric | 2025 (RMB Thousand) | 2024 (RMB Thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 106,948 | 118,736 | -9.9% | | Cost of Sales | (120,403) | (136,105) | -11.5% | | Gross Profit | (13,455) | (17,369) | 22.5% (Loss Reduced) | | Other Income and Gains | 35,576 | 22,130 | 60.8% | | Selling and Marketing Expenses | (50,696) | (53,314) | -4.9% | | Administrative Expenses | (116,684) | (243,792) | -52.1% | | Research and Development Expenses | (60,590) | (112,500) | -46.1% | | Loss Before Tax | (352,408) | (489,819) | 28.1% (Loss Reduced) | | Loss for the Period | (352,201) | (487,929) | 27.8% (Loss Reduced) | | Loss Attributable to Owners of the Parent | (332,698) | (466,361) | 28.7% (Loss Reduced) | | Basic and Diluted Loss Per Share | RMB (3.86) | RMB (5.74) | 32.7% (Loss Reduced) | - Total comprehensive income for the period was RMB (352,981) thousand, a reduction in loss of approximately 28.2% compared to RMB (491,867) thousand in the same period of 2024[6] Interim Condensed Consolidated Statement of Financial Position The group's financial position shows a decrease in total assets and net assets, but a significant increase in cash and cash equivalents, while total current liabilities rose, leading to a decline in net current assets and current ratio Key Data from the Consolidated Statement of Financial Position as of June 30, 2025 | Metric | June 30, 2025 (RMB Thousand) | December 31, 2024 (RMB Thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Non-current Assets | 1,117,908 | 1,131,550 | -1.2% | | Total Current Assets | 3,492,199 | 3,560,581 | -1.9% | | Total Current Liabilities | 2,410,212 | 2,133,636 | 13.0% | | Total Non-current Liabilities | 589,088 | 619,406 | -4.9% | | Net Assets | 1,610,807 | 1,939,089 | -16.9% | | Total Equity | 1,610,807 | 1,939,089 | -16.9% | | Cash and Cash Equivalents | 1,051,112 | 883,356 | 19.0% | | Net Current Assets | 1,081,987 | 1,426,945 | -24.1% | Notes to the Interim Condensed Consolidated Financial Information This section details the interim financial statement figures, covering company information, accounting policies, operating segments, revenue, expenses, balance sheet items, and equity changes, providing deeper context for financial analysis Company and Group Information This section provides an overview of the company's establishment, listing history, and primary business activities within the hydrogen energy sector - The company was incorporated in Shanghai on September 18, 2015, restructured into a joint-stock company on September 11, 2020, and listed on the Main Board of the Hong Kong Stock Exchange on December 6, 2024[9] - The group's principal activities include the research, development, production, and sales of hydrogen fuel cell systems, components, and hydrogen energy equipment, as well as providing hydrogen fuel cell engineering development services[10][13] Accounting Policies This section outlines the accounting principles applied in preparing the interim condensed consolidated financial information, confirming consistency with prior annual reports and the impact of new standards - The interim condensed consolidated financial information is prepared in accordance with International Accounting Standard 34 Interim Financial Reporting, with accounting policies consistent with those applied in the 2024 annual consolidated financial statements[10][11] - The adoption of the revised IAS 21 "Lack of Exchangeability" had no impact on the interim condensed consolidated financial information, as the group's transaction and functional currencies are all convertible[12] Operating Segment Information This section clarifies the group's approach to segment reporting, geographical concentration of assets and revenue, and the concentration of sales to major customers - Management monitors the group's overall operating results uniformly, and no separate operating segment information is presented[14] - The majority of the group's non-current assets and revenue are derived from mainland China[15] - During the reporting period, revenue from the group's major customers accounted for 69% of total sales, with sales to the largest customer representing 32%[16] Revenue, Other Income and Gains This section provides a detailed breakdown of the group's revenue by product/service category and geographical market, along with an analysis of other income and gains Revenue by Type of Goods or Services | Type of Goods or Services | 2025 (RMB Thousand) | 2024 (RMB Thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Hydrogen Fuel Cell Systems | 76,827 | 31,769 | 141.8% | | Components | 20,329 | 82,382 | -75.3% | | Hydrogen Energy Equipment and Related Components | 705 | – | N/A | | Hydrogen Fuel Cell Engineering Development Services | 6,131 | 966 | 534.7% | | Others | 2,956 | 3,619 | -18.3% | | Total | 106,948 | 118,736 | -9.9% | Revenue by Geographical Market | Geographical Market | 2025 (RMB Thousand) | 2024 (RMB Thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Mainland China | 95,930 | 116,342 | -17.5% | | Other Countries/Regions | 11,018 | 2,394 | 360.3% | | Total | 106,948 | 118,736 | -9.9% | Analysis of Other Income and Gains | Category | 2025 (RMB Thousand) | 2024 (RMB Thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Government Grants and Subsidies | 27,053 | 14,494 | 86.6% | | Interest Income | 7,087 | 3,072 | 130.7% | | Subtotal Other Income | 35,559 | 20,642 | 72.3% | | Subtotal Gains | 17 | 1,488 | -98.9% | | Total | 35,576 | 22,130 | 60.8% | Loss Before Tax This section details the key components contributing to the group's loss before tax, including cost of goods sold, depreciation, staff costs, share-based payments, impairment losses, and inventory write-downs Key Components of Loss Before Tax | Item | 2025 (RMB Thousand) | 2024 (RMB Thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Cost of Goods Sold | 69,727 | 94,341 | -26.1% | | Depreciation of Property, Plant and Equipment | 47,187 | 55,196 | -14.5% | | Wages and Salaries | 102,287 | 133,284 | -23.3% | | Share-based Payments | 20,346 | 160,650 | -87.3% | | Net Impairment Loss on Financial Assets | 83,284 | 45,892 | 81.5% | | Write-down of Inventories to Net Realizable Value | 19,123 | 10,036 | 90.5% | | Fair Value Loss on Financial Assets at FVTPL | 3,383 | 2,247 | 50.6% | Finance Costs This section outlines the composition of the group's finance costs, primarily driven by interest on bank and other borrowings and lease liabilities Composition of Finance Costs | Item | 2025 (RMB Thousand) | 2024 (RMB Thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Interest on Interest-bearing Bank and Other Borrowings | 33,261 | 26,686 | 24.6% | | Interest on Lease Liabilities | 931 | 1,372 | -32.1% | | Total | 34,589 | 28,058 | 23.3% | Income Tax This section details the income tax credit recorded for the period and highlights the preferential tax rates enjoyed by certain high-tech and small-profit subsidiaries - An income tax credit of approximately RMB 0.2 million was recorded during the reporting period, a significant decrease from approximately RMB 1.9 million in the same period of 2024[25][58] - Re-Fire Technology, Shanghai Pandong, and Shanghai Yunliang qualified as high-tech enterprises, enjoying a preferential corporate income tax rate of 15%, with some subsidiaries also benefiting from preferential tax policies for small and micro-profit enterprises[24] Loss Per Share Attributable to Ordinary Equity Holders of the Parent This section presents the basic and diluted loss per share, reflecting the reduction in loss attributable to ordinary equity holders of the parent and the weighted average number of ordinary shares Loss Per Share Data | Metric | 2025 (RMB) | 2024 (RMB) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Loss Attributable to Ordinary Equity Holders of the Parent | (332,698) thousand | (466,361) thousand | 28.7% (Loss Reduced) | | Weighted Average Number of Ordinary Shares for Basic Loss Per Share | 86,161,575 shares | 81,311,371 shares | 6.0% | | Basic and Diluted Loss Per Share | (3.86) | (5.74) | 32.7% (Loss Reduced) | Trade and Bills Receivables and Contract Assets This section provides a breakdown of trade and bills receivables and contract assets, highlighting the increase in impairment losses primarily due to higher provisions for expected credit losses Trade and Bills Receivables and Contract Assets | Item | June 30, 2025 (RMB Thousand) | December 31, 2024 (RMB Thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Subtotal Non-current Trade Receivables and Contract Assets (Net of Impairment) | 240,048 | 290,453 | -17.4% | | Subtotal Current Trade and Bills Receivables (Net of Impairment) | 1,916,615 | 2,049,241 | -6.6% | | Total | 2,156,663 | 2,339,694 | -7.8% | | Total Impairment Losses | 600,662 | 530,150 | 13.3% | - The net impairment loss on trade receivables increased, primarily due to higher provisions for expected credit losses on trade receivables[29][57] Trade and Bills Payables This section presents the aging analysis of trade and bills payables, noting a decrease in total payables and the reclassification of certain supplier payments under financing arrangements Aging Analysis of Trade and Bills Payables | Aging | June 30, 2025 (RMB Thousand) | December 31, 2024 (RMB Thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Within 1 Year | 579,763 | 665,661 | -12.9% | | 1 to 2 Years | 52,125 | 74,646 | -30.2% | | 2 to 3 Years | 1,455 | 47,491 | -96.9% | | Over 3 Years | 53,266 | 86,025 | -38.1% | | Total | 686,609 | 873,823 | -21.5% | - The group entered into supplier financing arrangements with Xi'an Jingchan, Zhongqi Yunlian, and Jianxin Rongtong, reclassifying amounts payable to suppliers as amounts payable to factoring companies[31][32][34] Share Capital This section details the changes in the group's issued and fully paid share capital, specifically noting the increase due to the exercise of over-allotment options Changes in Share Capital | Item | June 30, 2025 (RMB Thousand) | December 31, 2024 (RMB Thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Issued and Fully Paid Share Capital | 86,162 | 86,139 | 0.03% | - On January 2, 2025, over-allotment options were exercised, resulting in the issuance of 23,180 H shares and an increase in share capital of RMB 23 thousand[36] Dividends This section confirms that no dividends were paid or declared by the company or its subsidiaries during the reporting periods - For the six months ended June 30, 2025, and 2024, no dividends were paid or declared by the company or its current subsidiaries[37][74] Business/Industry Review This section provides an overview of the hydrogen energy industry's policy and market developments, the group's technological advancements, market expansion, and ecosystem building efforts Industry Policies and Market Development China's hydrogen energy industry saw rapid growth in H1 2025, driven by supportive national policies, expanded demonstration city clusters, highway toll exemptions, and state fund investments in frontier technologies - The National Energy Administration issued the "Guiding Opinions on Energy Work in 2025," promoting the establishment and improvement of hydrogen energy management mechanisms across various regions[38] - The fuel cell vehicle demonstration city clusters expanded with 6 new locations, and over 10 provinces and cities proposed highway toll exemption policies for hydrogen energy vehicles[38] - The National Development and Reform Commission established a national venture capital guidance fund, focusing on supporting frontier technology fields like hydrogen energy storage, while the National Energy Administration organized hydrogen energy pilot programs[38] Technological R&D Progress The group maintains technological innovation, strengthening fuel cell reliability and durability, and successfully mass-produced the new-generation Sirius series fuel cell systems, reducing raw material and manufacturing costs - The company adheres to technological innovation, consolidating its advantages in fuel cell reliability and durability, and achieving key technology layouts across the industrial chain[40] - Awarded the second batch of Shanghai Innovative Enterprise Headquarters, its products have been validated and continuously optimized under extremely high operating intensity[40] - The independently developed new-generation fuel cell system product, the Sirius series, entered mass production, with both raw material and manufacturing costs further decreasing[40] Promotion and Market Expansion The group actively promotes large-scale application of hydrogen heavy trucks in long-haul transport, especially in low-cost hydrogen regions, successfully expanding overseas markets with bulk sales, and participating in Hong Kong's hydrogen energy strategy - Promoting the large-scale application of hydrogen heavy trucks for medium and long-haul transport, especially in regions with low-cost hydrogen resources[41] - Actively participating in Hong Kong's hydrogen energy development strategy, a project to trial two hydrogen fuel cell tourist buses for cross-border passenger transport received in-principle approval[41] - Continuously exploring overseas market opportunities, expanding application scenarios through domestic and international engineering services, and achieving bulk sales and deliveries[39][41] Ecosystem Building and Cooperation The group made key progress in building a hydrogen energy ecosystem through strategic partnerships, participation in national green hydrogen projects, co-developing carbon emission accounting standards, and securing local government equity investment - Signed a strategic cooperation agreement with Beijing Mingyang Hydrogen Energy Technology Co., Ltd., to conduct comprehensive cooperation[42] - The Ningxia Taiyangshan Hydrogen-Ammonia Valley Source-Grid-Load-Storage Integrated Project and the Ningxia Yinchuan High-tech Zone Green Hydrogen Production-Storage-Transportation-Utilization Integrated Demonstration Project, led by the group, were successfully selected for the National Development and Reform Commission's second batch of "Green and Low-Carbon Advanced Technology Demonstration Project List"[42] - The "Carbon Emission Accounting Method for Industrial By-product Hydrogen" group standard, co-developed by the group, was officially released, helping the hydrogen energy industry obtain more accurate value assessments in the carbon market[43] - Entered into an A-share subscription agreement with Qiyuan Fund and Cangnan Shanhai Zerun, which is beneficial for enhancing competitiveness and expanding into the Northwest market[43] Prospects/Outlook This section outlines the group's future strategies for product and technology development, commercial application expansion, and overseas market penetration to drive sustainable growth Product and Technology Development Strategy The group will continue to focus on market demand, increase R&D investment, and iterate products to meet stringent requirements for reliability, durability, cost, and efficiency in commercial applications, while expanding technology layouts in diverse fuel cell applications and hydrogen production - Centered on market demand, the group will persist in R&D innovation to meet the stringent requirements for reliability, durability, cost, and efficiency in end commercial scenarios, maintaining and enhancing long-term technological competitiveness[45] - Continuously iterating and updating technology based on market feedback, consolidating product advantages in heavy truck applications, and advancing technology layouts and product development in diverse fuel cell applications and hydrogen production[45] Commercial Application and Ecosystem Expansion The group will consolidate hydrogen heavy truck application advantages in low-cost hydrogen markets and specific industrial sectors, accelerate scaling with policy support, expand into diverse application markets like power generation, and develop end-to-end hydrogen projects through green hydrogen ecosystems - Consolidating the application advantages of hydrogen heavy trucks in low-cost hydrogen markets and freight scenarios within industries such as steel, coking, petrochemicals, and chlor-alkali, combined with expanding toll fee reduction policies, to accelerate the scaling of hydrogen heavy truck applications[46] - Leveraging advantages in diverse application markets like power generation to enhance performance and drive downstream hydrogen consumption, while developing end-to-end hydrogen application projects through green hydrogen ecosystem initiatives to create commercial value[46] Overseas Market Strategy The group will leverage its first-mover advantage overseas, focusing on key potential markets along the "Belt and Road" to strengthen market expansion and sales networks, aiming to improve overall performance and explore participation in overseas green hydrogen projects - Focusing on key potential markets such as Southeast Asia, Central Asia, the Middle East, and North Africa, aligned with the national "Belt and Road" strategy, to strengthen market expansion and sales network construction, leveraging the high-margin advantage of overseas orders to enhance overall performance[47] - Further exploring participation in overseas green hydrogen ecosystem projects to replicate China's green hydrogen project experience, promote sales of products like electrolyzed water hydrogen energy equipment and components, and expand hydrogen energy application scenarios such as heavy trucks, hydrogen storage, and power generation[47] Financial Review This section provides a detailed analysis of the group's financial performance, covering revenue, costs, expenses, profit/loss, and key financial ratios, along with liquidity and capital resources Revenue Analysis The group's total revenue decreased by 9.9% to RMB 106.9 million, primarily due to a significant reduction in component sales, though hydrogen fuel cell system sales and overseas revenue grew substantially, optimizing the revenue structure - Total revenue was approximately RMB 106.9 million, a decrease of approximately 9.9% from the prior period, mainly due to a decline in component sales compared to the same period in 2024[48] - Fuel cell system revenue was approximately RMB 76.8 million, an increase of approximately 141.8% from the prior period, driven by increased customer demand and orders, optimizing the revenue structure[48][49] - Revenue from overseas regions was RMB 11.0 million, an increase of approximately 360.3% from the prior period, primarily driven by overseas business marketing expansion and product technology recognition[51] Cost of Sales, Gross Profit and Gross Margin Cost of sales decreased by 11.5% to RMB 120.4 million, and gross profit loss narrowed by 22.5% to RMB 13.5 million, with the gross margin improving from -14.6% to -12.6%, mainly due to a sales mix shift towards more profitable fuel cell systems - Cost of sales was RMB 120.4 million, a decrease of approximately 11.5% from the first half of 2024, primarily due to changes in sales structure, with a higher proportion of more profitable fuel cell system sales[52] - Gross profit loss was approximately RMB 13.5 million, a reduction in loss of approximately 22.5% from the prior period; gross margin increased from approximately -14.6% to approximately -12.6%, mainly due to changes in sales structure[53] Other Income The group's other income significantly increased by 72.3% to RMB 35.6 million, driven primarily by higher government grants and subsidies and increased bank interest income - Other income increased by approximately 72.3% from approximately RMB 20.6 million in the prior period to approximately RMB 35.6 million in the reporting period[54] - The increase was mainly due to an increase of approximately RMB 12.6 million in government grants and subsidies received and recognized, and an increase of approximately RMB 4.0 million in bank interest income during the reporting period[54] Selling, Administrative and R&D Expenses Selling and marketing expenses slightly decreased, while administrative and R&D expenses significantly dropped due to reduced share-based payment expenses. Excluding share-based payments and listing expenses, selling and marketing expenses slightly increased, while administrative and R&D expenses decreased due to efficiency improvements - Selling and marketing expenses decreased to approximately RMB 50.7 million, primarily due to reduced share-based payment expenses; excluding share-based payment expenses, selling and marketing expenses slightly increased[55] - Administrative expenses decreased to approximately RMB 116.7 million, primarily due to reduced share-based payment expenses and listing expenses; excluding these factors, administrative expenses decreased due to a reduction in administrative staff and cost control[56] - R&D expenses decreased to approximately RMB 60.6 million; excluding share-based payment expenses, R&D expenses decreased, mainly due to continuous focus and streamlining of product series, improving the efficiency of R&D personnel activities and resource allocation[56] Net Impairment Losses on Financial Assets and Contract Assets The group's net impairment losses on financial assets and contract assets increased by 81.5% to RMB 83.3 million, primarily due to higher provisions for expected credit losses on trade receivables - Impairment losses on financial assets and contract assets increased from approximately RMB 45.9 million in the prior period to approximately RMB 83.3 million in the reporting period, mainly due to increased provisions for expected credit losses on trade receivables[57] Income Tax The group recorded an income tax credit of approximately RMB 0.2 million during the reporting period, a decrease from approximately RMB 1.9 million in the prior period - During the reporting period, the group recorded an income tax credit of approximately RMB 0.2 million (for the six months ended June 30, 2024: approximately RMB 1.9 million)[58] Finance Costs The group's finance costs increased by 23.3% to RMB 34.6 million, primarily due to higher interest expenses on borrowings - During the reporting period, the group's finance costs were approximately RMB 34.6 million (for the six months ended June 30, 2024: approximately RMB 28.1 million), primarily due to increased interest expenses on borrowings[59] Loss Attributable to Owners of the Company Loss attributable to owners of the company was RMB 332.7 million, a 28.7% reduction from the prior period's loss of RMB 466.4 million, reflecting improved consolidated financial performance - During the reporting period, the loss attributable to owners of the company was approximately RMB 332.7 million, compared to approximately RMB 466.4 million in the prior period, representing a reduction in loss of approximately 28.7%[60] Non-IFRS Measures Adjusted net loss (non-IFRS measure), excluding share-based payments and listing expenses, was RMB 331.9 million, a slight increase from RMB 318.1 million in the prior period Reconciliation of Adjusted Net Loss (Non-IFRS Measure) | Item | 2025 (RMB Thousand) | 2024 (RMB Thousand) | | :--- | :--- | :--- | | Loss for the Period | (352,201) | (487,929) | | Add back: Share-based Payments | 20,346 | 160,650 | | Add back: Listing Expenses Related to the Company's Global Offering | – | 9,181 | | Total (Adjusted Net Loss) | (331,855) | (318,098) | Borrowings and Pledges of Group Assets As of June 30, 2025, the group's total borrowings were approximately RMB 1,675.6 million, with non-current borrowings accounting for approximately 29.6%, and the board considers the debt level and financial structure robust, with all borrowings denominated in RMB - As of June 30, 2025, the group's borrowings were approximately RMB 1,675.6 million, with non-current borrowings accounting for approximately 29.6% of total borrowings[62][64] - The directors believe that the group's debt level and financial structure provide a solid foundation to withstand market fluctuations and mitigate financial risks, with all bank borrowings and loans denominated in RMB[62] Liquidity, Funding and Capital Resources The group's primary liquidity sources include operating cash flow, bank borrowings, and H-share listing proceeds. Cash and cash equivalents increased by 19.0% to RMB 1,051.1 million, but net current assets and the current ratio decreased - The group's primary sources of liquidity include cash generated from operating activities, bank borrowings, and proceeds from the listing of H shares on the Stock Exchange[65] - As of June 30, 2025, the group's cash and cash equivalents were approximately RMB 1,051.1 million, an increase of approximately 19.0% from the beginning of the reporting period[4][66] - The group's net current assets were approximately RMB 1,082.0 million, a decrease of approximately 24.1% from December 31, 2024; the current ratio decreased from approximately 1.7 to approximately 1.4[66] Gearing Ratio As of June 30, 2025, the group's gearing ratio remained relatively stable at 0.52, compared to 0.46 as of December 31, 2024 - As of June 30, 2025, the gearing ratio remained relatively stable at 0.52, compared to 0.46 as of December 31, 2024[67] Material Investments, Acquisitions or Disposals During the reporting period, the group made no material investments, acquisitions, or disposals of subsidiaries, associates, or joint ventures - During the reporting period, the group made no material investments, or material acquisitions or disposals of subsidiaries, associates, or joint ventures[68] Contingent Liabilities The group provides government subsidy guarantees to major customers, and management assesses the likelihood of customers receiving subsidies as extremely high, thus the guarantee provision is deemed very low - The group has provided guarantees to a major customer, FAW Jiefang Automobile Co., Ltd., regarding government subsidies for hydrogen fuel cell vehicles[69] - Management believes the likelihood of the customer receiving the subsidies is extremely high, thus the guarantee provision as of June 30, 2025, is assessed as very low[69] Foreign Exchange Risk The group faces foreign exchange risk from RMB fluctuations against other currencies, primarily from overseas operations and non-RMB bank balances, but limits risk by minimizing net foreign currency positions and did not engage in hedging during the period - The group faces foreign exchange risk arising from fluctuations in exchange rates between RMB and other currencies involved in its operations, stemming from overseas market operations and bank balances denominated in currencies other than RMB[70] - The group seeks to limit its foreign exchange risk by minimizing net foreign currency positions, and no hedging transactions were entered into for foreign exchange risk for the six months ended June 30, 2025[70] Capital Expenditure The group's capital expenditure significantly increased to RMB 65.7 million, primarily for payments related to property, plant, and equipment, and land lease payments - For the six months ended June 30, 2025, the group's capital expenditure was approximately RMB 65.7 million (for the six months ended June 30, 2024: approximately RMB 24.8 million), primarily related to payments for property, plant, and equipment, and land lease payments[71] Capital Commitments The group's total capital commitments increased to RMB 193.5 million, primarily for the acquisition of property, plant, and equipment, and investments in associates and other unlisted investments - As of June 30, 2025, the group recorded total capital commitments of approximately RMB 193.5 million, compared to approximately RMB 159.9 million as of December 31, 2024[72] - Capital commitments include contractual but unprovided capital commitments for the acquisition of property, plant, and equipment, and investments in associates and other unlisted investments[72] Employees and Remuneration Policy As of June 30, 2025, the group had 395 full-time employees, emphasizing employee training and providing benefits such as wages, share-based payments, pension scheme contributions, and social welfare - As of June 30, 2025, the group had a total of 395 full-time employees[73] - The company values employee training and provides employee benefits expenses such as wages and salaries, share-based payments, pension scheme contributions, and social welfare[73] Other Information This section covers various corporate governance matters, including dividend policy, compliance with securities trading codes, audit committee review, exercise of over-allotment options, and significant post-reporting period events Interim Dividends The Board did not recommend the payment of any interim dividend for the six months ended June 30, 2025 - The Board did not recommend the payment of any interim dividend for the six months ended June 30, 2025 (for the six months ended June 30, 2024: nil)[74] Corporate Governance Practices The group is committed to high corporate governance standards and has adopted the Corporate Governance Code. Despite the Chairman and CEO being the same person, which is a deviation, the Board believes this arrangement benefits group management, and the Board's composition ensures independence - The company has adopted the Corporate Governance Code and complied with all applicable code provisions during the reporting period, except for the deviation where Mr. Lin Qi serves as both Chairman and Chief Executive Officer[75] - The Board believes that Mr. Lin's dual role as Chairman and Chief Executive Officer is beneficial to the group's management, and the Board's composition is highly independent[75] - The company currently expects to retain all future earnings to fund its business development and growth, and therefore has not yet adopted a dividend policy for declaring or paying any dividends[76] Standard Code for Securities Transactions All directors confirm compliance with the Standard Code for Securities Transactions, and the company is unaware of any non-compliance by the group's senior management - Following specific inquiries to all directors, all directors confirmed that they had complied with the Standard Code for the six months ended June 30, 2025[77] - The company is not aware of any non-compliance with the Standard Code by the group's senior management for the six months ended June 30, 2025[77] Purchase, Sale or Redemption of Listed Securities For the six months ended June 30, 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed securities - For the six months ended June 30, 2025, neither the company nor its subsidiaries purchased, sold, or redeemed any of the company's listed securities[78] Audit Committee The Audit Committee, comprising three independent non-executive directors, reviewed and found the interim financial results for the six months ended June 30, 2025, to be in compliance with relevant accounting standards, rules, and regulations, with no objections - The Audit Committee, composed of three independent non-executive directors, reviewed and deemed the interim financial results for the six months ended June 30, 2025, to be in compliance with relevant accounting standards, rules, and regulations, with timely and appropriate disclosures[79] - The Audit Committee had no disagreement with the accounting policies adopted by the company[79] Exercise of Over-allotment Option On January 2, 2025, a portion of the company's over-allotment option was exercised, leading to the allotment and issuance of 23,180 H shares and generating additional net proceeds of approximately HK$3.4 million - On January 2, 2025, a portion of the over-allotment option described in the prospectus was exercised, resulting in the allotment and issuance of a total of 23,180 H shares and generating additional net proceeds of approximately HK$3.4 million for the company[80] Other Corporate Governance Matters This section covers significant corporate governance changes and proposals, including supervisor changes, the proposed dissolution of the supervisory board, amendments to the Articles of Association, the proposed implementation of H-share full circulation, and proposed A-share issuance, along with post-reporting period strategic investments Changes in Supervisors This section details the changes in the company's supervisory board, including resignations and the election of new employee and shareholder representative supervisors - Mr. Sun Bei and Mr. Ji Yizhi resigned as supervisors, Mr. Liu Tiezhong was elected as an employee representative supervisor, and Mr. Dong Yazhou was elected as a shareholder representative supervisor[81] Proposed Dissolution of the Supervisory Board This section outlines the Board's proposal to dissolve the Supervisory Board in accordance with the new Company Law amendments, with its functions to be exercised by the Audit Committee, following shareholder approval - In accordance with the amendments to the new Company Law, the Board resolved and proposed to dissolve the Supervisory Board, which has been approved by shareholders, and its functions will be exercised by the Audit Committee[82] Proposed Amendments to the Articles of Association This section details the Board's proposal to amend the Articles of Association in line with the new Company Law and Listing Rules, which has received formal shareholder approval - The Board resolved and proposed to amend the Articles of Association in accordance with the provisions of the new Company Law and the Listing Rules, which has been formally approved by shareholders[83] Proposed Implementation of H-share Full Circulation This section outlines the company's submission to the CSRC for H-share full circulation, involving the conversion of 16,369,877 A shares into H shares for listing, with the filing completed but implementation details pending - The company has submitted a filing to the China Securities Regulatory Commission for the implementation of H-share full circulation, involving the conversion of 16,369,877 A shares into H shares for listing on the Stock Exchange[84] - The CSRC filing has been completed, but the detailed implementation plan for the conversion and listing is not yet finalized and requires other relevant procedures to be completed[84] Proposed Issuance of A Shares and Related Matters This section details the Board's proposal, approved by shareholders, to issue 1,971,830 A shares to two subscribers at RMB 142 per share, aimed at enhancing competitiveness and raising additional capital, subject to CSRC approval - The Board proposed, and shareholders approved, the issuance of a total of 1,971,830 A shares to two subscribers at a subscription price of RMB 142 per share, aiming to enhance competitiveness and raise additional capital[86] - The subscription is subject to approval from the China Securities Regulatory Commission and the fulfillment of certain preconditions[87] Events After Reporting Period This section discloses significant events occurring after the reporting period, including strategic investments by subsidiaries to expand into the hydrogen production sector - On August 8, 2025, Guangdong Tansuo Automobile Co., Ltd., a subsidiary of the company, entered into a capital increase agreement with Enze (Guangdong) Hydrogen Energy Co., Ltd. and others, injecting RMB 100 million to promote strategic planning in the hydrogen production sector[88] - The Board resolved to increase the registered capital of Seraph Re-Fire (Ningxia) Hydrogen Electric Energy Co., Ltd. by RMB 70 million to further expand into the hydrogen production market[88] Definitions This section provides definitions for key terms and abbreviations used throughout the announcement, ensuring clarity and consistent understanding of the report content - This section provides definitions for key terms and abbreviations used in the announcement to ensure clarity and consistent understanding of the report content[92][94][95][96][97]