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金蝶国际(00268) - 2025 - 中期业绩
KINGDEE INT'LKINGDEE INT'L(HK:00268)2025-08-11 13:42

Interim Results Announcement Summary Financial Highlights Kingdee International announced unaudited interim results for the six months ended June 30, 2025, with revenue increasing by 11.2% to approximately RMB 3.192 billion, gross profit growing by 15.4%, and gross profit margin improving by 2.4 percentage points year-on-year; loss attributable to owners of the Company significantly narrowed by 55.1% to approximately RMB 97.738 million, with basic loss per share of approximately RMB 2.78 fen, and net cash outflow from operating activities improved by 89.0% year-on-year | Metric | H1 2025 (RMB) | H1 2024 (RMB) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 3,192,499,000 yuan | 2,870,025,000 yuan | Increased by 11.2% | | Gross Profit | - | - | Increased by 15.4% | | Gross Profit Margin | - | - | Improved by 2.4 percentage points | | Loss Attributable to Owners of the Company | 97,738,000 yuan | 217,851,000 yuan | Loss narrowed by 55.1% | | Basic Loss Per Share | 2.78 fen | 6.12 fen | Loss narrowed | | Net Cash from Operating Activities | -18,215,000 yuan | -166,292,000 yuan | Improved by 89.0% | Business Review and Outlook Company Financial Performance The Group achieved revenue of approximately RMB 3.192 billion in H1 2025, an 11.2% year-on-year increase, with cloud services revenue reaching approximately RMB 2.673 billion, up 11.9%, and loss attributable to owners of the Company significantly narrowed by 55.1% due to cloud subscription business scale effects and AI-driven efficiency gains | Metric | H1 2025 (RMB) | H1 2024 (RMB) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Total Group Revenue | 3,192,499,000 yuan | 2,870,025,000 yuan | Increased by 11.2% | | Cloud Services Revenue | 2,672,918,000 yuan | 2,389,247,000 yuan | Increased by 11.9% | | Loss Attributable to Owners of the Company | 97,738,000 yuan | 217,851,000 yuan | Loss narrowed by 55.1% | | Basic Loss Per Share | 2.78 fen | 6.12 fen | Loss narrowed | | Net Cash Outflow from Operating Activities | 18,215,000 yuan | 166,292,000 yuan | Improved | Company Strategy and Business Summary Kingdee International aims to be the 'most trusted enterprise management AI platform,' focusing on 'AI-first, Subscription-first, Globalization' to drive high-quality transformation in its ecosystem, business model, and AI, maintaining leadership in various enterprise application market segments and gaining broad industry recognition - Kingdee adheres to its mission of 'Empowering Enterprises to Achieve Excellence,' with a strategic theme of 'AI-first, Subscription-first, Globalization,' aiming for high-quality transformation in its ecosystem, business model, and AI to become the 'most trusted enterprise management AI platform'5 - Kingdee ranks first in multiple segments in China, including SaaS ERP, financial cloud, financial and accounting application cloud, treasury management cloud, EPM, tax, and PLM cloud, and has been ranked first in IDC China's growth enterprise application software market share for 21 consecutive years6 - Kingdee is the first and only Chinese vendor included in Gartner's 'Market Guide for PLM Software in Discrete Manufacturing,' and ranks first in China in Gartner's high-productivity aPaaS report, being the only Asia-Pacific vendor in the global TOP106 Cloud Subscription Business Leading the Industry, Sustained High-Quality Growth Kingdee continues its 'Subscription-first' strategy, with cloud subscription revenue growing 22.1% to approximately RMB 1.684 billion, accounting for about 52.8% of group revenue, while cloud subscription Annual Recurring Revenue (ARR) increased 18.5% to approximately RMB 3.73 billion, and contract liabilities balance grew 24.7% to approximately RMB 3.378 billion | Metric | H1 2025 (RMB) | H1 2024 (RMB) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Cloud Subscription Revenue | 1,684,262,000 yuan | 1,380,000,000 yuan | Increased by 22.1% | | Proportion of Total Group Revenue | 52.8% | - | Increased | | Cloud Subscription Annual Recurring Revenue (ARR) | 3,730,000,000 yuan | - | Increased by 18.5% | | Cloud Subscription Business Contract Liabilities Balance | 3,378,000,000 yuan | - | Increased by 24.7% | - Kingdee Cloud Cosmic and Kingdee Cloud Starlight combined achieved revenue of approximately RMB 845 million, a year-on-year increase of 34.3%; cloud subscription revenue was approximately RMB 276 million, up 41.1% year-on-year, with a Net Dollar Retention (NDR) of 108%8 - Kingdee Cloud Starlight cloud subscription revenue was approximately RMB 740 million, a year-on-year increase of 19.0%, with 46,000 customers, up 9.5% year-on-year, and a Net Dollar Retention (NDR) of 94%9 - Kingdee Cloud Stellar and Kingdee Jingdou Cloud combined achieved cloud subscription revenue of approximately RMB 537 million, a year-on-year increase of 23.8%, with customer numbers reaching 85,000 and 386,000 respectively, growing by 35.1% and 15.0% year-on-year10 AI Technology Innovation Leading, Intelligent Body Scenario-Based Implementation Accelerating Kingdee, guided by its 'AI-first' strategy, deeply integrates AI technology into all SaaS products, services, and operational processes to reshape enterprise management, with AI contract value exceeding RMB 150 million and the launch of Cosmic AI Agent Platform 2.0 and multiple AI-native intelligent agents to help enterprises achieve deep integration of AI and business - During the reporting period, AI contract value exceeded RMB 150 million11 - Kingdee launched Cosmic AI Agent Platform 2.0, along with AI-native intelligent agents such as Golden Key Financial Report, ChatBI (Intelligent Data Query Agent), Travel Intelligent Agent, Recruitment Intelligent Agent, BOSS Assistant, and Quotation Intelligent Agent, signing key clients including Hisense Group and Tongwei Co., Ltd11 - Kingdee Cloud Stellar launched AI+ financial and tax applications, helping thousands of small and micro enterprises improve overall bookkeeping efficiency by approximately 80%, invoicing efficiency by approximately 40%, and tax filing efficiency by approximately 60%, with active users of AI assistants reaching 170,000 companies12 Accelerating Globalization, Building Overseas Ecosystem Partner System Kingdee actively promotes its globalization strategy, expanding into overseas markets like Southeast Asia and the Middle East, signing 259 Chinese outbound and local overseas enterprises with Kingdee Cloud Starlight, building a three-network integrated overseas delivery resource pool, and strengthening cooperation with international business partners to support Chinese enterprises' global development - Kingdee Cloud Starlight signed 259 overseas enterprises, covering various industries such as modern services, equipment manufacturing, and electronic high-tech, including Amlogic and Ugreen Technology13 - A three-network integrated overseas delivery resource pool has been established, including Kingdee Online Delivery Center, Southeast Asia Global Delivery Center, and Overseas Delivery Alliance, ensuring overseas project delivery through partners in countries like Malaysia, the Philippines, Thailand, and Vietnam13 - International business partners such as Standard Chartered Bank, HSBC, and Deutsche Bank have been introduced for comprehensive and in-depth cooperation in intelligent treasury services, cross-border payments, and fintech innovation13 Condensed Consolidated Interim Financial Statements Condensed Consolidated Interim Statement of Financial Position As of June 30, 2025, Kingdee International's total assets were RMB 13.456 billion, a slight decrease from RMB 13.781 billion on December 31, 2024, with total liabilities of RMB 5.426 billion, net assets of RMB 8.029 billion, net current assets of approximately RMB 32.975 million, and a current ratio of approximately 1.01 | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Total Assets | 13,455,733 | 13,780,995 | | Non-current Assets | 8,159,791 | 8,148,881 | | Current Assets | 5,295,942 | 5,632,114 | | Total Liabilities | 5,426,490 | 5,652,214 | | Non-current Liabilities | 163,523 | 172,396 | | Current Liabilities | 5,262,967 | 5,479,818 | | Net Assets | 8,029,243 | 8,128,781 | | Total Equity | 8,029,243 | 8,128,781 | - As of June 30, 2025, net current assets were approximately RMB 32.975 million (December 31, 2024: RMB 152.296 million), with a current ratio of approximately 1.0193 Condensed Consolidated Interim Statement of Profit or Loss For the six months ended June 30, 2025, the Group's revenue increased by 11.2% to RMB 3.192 billion, gross profit grew by 15.4% to RMB 2.095 billion, and gross profit margin improved to 65.6%; loss before income tax significantly narrowed to RMB 134 million, loss attributable to owners of the Company was RMB 97.738 million, and basic loss per share was RMB 2.78 fen | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Revenue | 3,192,499 | 2,870,025 | Increased by 11.2% | | Cost of Sales | (1,097,158) | (1,054,838) | Increased by 4.0% | | Gross Profit | 2,095,341 | 1,815,187 | Increased by 15.4% | | Selling and Marketing Expenses | (1,263,898) | (1,224,514) | Increased by 3.2% | | Administrative Expenses | (346,049) | (249,036) | Increased by 39.0% | | Research and Development Costs | (775,514) | (806,695) | Decreased by 3.9% | | Other Income and Gains - Net | 136,223 | 171,939 | Decreased by 20.8% | | Finance Income - Net | 34,000 | 47,722 | Decreased by 28.7% | | Loss Before Income Tax | (133,563) | (263,285) | Loss narrowed by 49.2% | | Loss for the Period | (109,105) | (238,578) | Loss narrowed by 54.3% | | Loss Attributable to Owners of the Company | (97,738) | (217,851) | Loss narrowed by 55.1% | | Basic Loss Per Share (RMB fen) | (2.78) | (6.12) | Loss narrowed | Condensed Consolidated Interim Statement of Comprehensive Income For the six months ended June 30, 2025, the Group's loss for the period was RMB 109 million, and total comprehensive loss was RMB 104 million, a significant narrowing from RMB 242 million in the prior period, with foreign currency translation differences turning from a loss to a gain | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Loss for the Period | (109,105) | (238,578) | Loss narrowed | | Foreign Currency Translation Differences | 4,922 | (3,526) | Turned from loss to gain | | Other Comprehensive Income/(Loss) for the Period | 4,922 | (3,526) | Turned from loss to gain | | Total Comprehensive Loss for the Period | (104,183) | (242,104) | Loss narrowed | | Total Comprehensive Loss Attributable to Owners of the Company | (92,816) | (221,377) | Loss narrowed | Condensed Consolidated Interim Statement of Changes in Equity As of June 30, 2025, total equity attributable to owners of the Company was RMB 7.962 billion, a slight decrease from RMB 8.050 billion at the beginning of the year, impacted by loss for the period and share transfers from share award schemes, while foreign currency translation differences provided a positive contribution | Metric | Balance as of January 1, 2025 (RMB thousand yuan) | Balance as of June 30, 2025 (RMB thousand yuan) | | :--- | :--- | :--- | | Share Capital | 86,068 | 85,228 | | Share Premium | 6,174,163 | 5,934,432 | | Other Reserves | 911,387 | 1,161,525 | | Retained Earnings | 878,338 | 780,600 | | Total Attributable to Owners of the Company | 8,049,956 | 7,961,785 | | Non-controlling Interests | 78,825 | 67,458 | | Total Equity | 8,128,781 | 8,029,243 | - Loss for the period had a negative impact on total equity attributable to owners of the Company (-RMB 97.738 million), but foreign currency translation differences contributed RMB 4.922 million positively18 - In transactions with equity holders, employee service value from share award schemes increased by RMB 51.169 million, but share transfers and share repurchases led to a decrease in share premium and other reserves18 Condensed Consolidated Interim Cash Flow Statement For the six months ended June 30, 2025, the Group's net cash used in operating activities significantly decreased to RMB 18.215 million, a notable improvement from the prior period, with net cash generated from investing activities of RMB 456 million and net cash used in financing activities of RMB 293 million, increasing cash and cash equivalents to RMB 1.673 billion at period-end | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (18,215) | (166,292) | Improved | | Net Cash Generated From/(Used In) Investing Activities | 456,075 | (650,806) | Turned from negative to positive | | Net Cash Used in Financing Activities | (292,745) | (888,701) | Improved | | Net Increase/(Decrease) in Cash and Cash Equivalents | 145,115 | (1,705,799) | Turned from negative to positive | | Cash and Cash Equivalents at End of Period | 1,673,106 | 1,258,498 | Increased | - Cash flow from investing activities significantly turned from a net outflow to a net inflow compared to the prior period, primarily due to increased net withdrawals of pledged bank deposits and short-term and long-term bank deposits20 - Net cash used in financing activities significantly decreased, mainly due to reduced repayments of borrowings and payments for share repurchases20 Selected Explanatory Notes to the Condensed Consolidated Interim Financial Information General Information Kingdee International Software Group Company Limited, incorporated in the Cayman Islands, primarily engages in cloud subscription, product, implementation, and other services, with its shares listed on the Hong Kong Stock Exchange in 2001; this interim financial information is unaudited and presented in RMB thousand yuan - The Company's principal activities include cloud subscription business, as well as sales, installation, consulting, operation and maintenance, upgrading, and other support services21 - This condensed consolidated interim financial information is unaudited and was approved for issue by the Board of Directors on August 11, 20252223 Basis of Presentation and Accounting Policies These interim financial statements are prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting' and should be read in conjunction with the annual financial statements for the year ended December 31, 2024, with accounting policies consistent with the prior year, except for specific amendments and the first-time adoption of 'Lack of Exchangeability—Amendments to IAS 21' - These interim financial statements have been prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting' and should be read in conjunction with the annual financial statements for the year ended December 31, 202424 - The Group first adopted 'Lack of Exchangeability—Amendments to IAS 21' effective January 1, 2025, which is not expected to have a significant impact on the current or future periods2926 - IFRS 18 'Presentation and Disclosure in Financial Statements' is expected to impact the presentation of the statement of profit or loss, and the Group is still assessing its impact27 Estimates The preparation of interim financial information requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and reported amounts, where actual results may differ from these estimates, and the key sources of estimation uncertainty made in the current period are the same as those in the 2024 annual financial statements - The preparation of interim financial information requires management to make judgments, estimates, and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income, and expenses, and actual results may differ from these estimates30 Segment Information Effective 2025, the Group adjusted its internal reporting structure to measure cloud subscription and products, implementation, and other services as separate business segments, restating prior comparative segment information, with the chief operating decision maker assessing performance based on each segment's gross profit - Effective 2025, the Group measures cloud subscription and products, implementation, and other services as separate business segments and has restated prior comparative segment information31 | Segment | H1 2025 Revenue (RMB thousand yuan) | H1 2024 Revenue (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Cloud Subscription | 1,684,262 | 1,379,747 | Increased by 22.1% | | Products, Implementation and Other | 1,508,237 | 1,490,278 | Increased by 1.2% | | Group Total | 3,192,499 | 2,870,025 | Increased by 11.2% | - As of June 30, 2025, total revenue from external customers in mainland China was RMB 3.151 billion, and revenue from overseas external customers was RMB 41.61 million, with overseas revenue increasing by approximately 88.3% year-on-year33 Property, Plant and Equipment and Intangible Assets As of June 30, 2025, the net book value of property, plant, and equipment slightly decreased to RMB 1.73 billion, primarily due to depreciation, while intangible assets also slightly decreased to RMB 1.227 billion, with additions of RMB 263 million and amortization of RMB 267 million | Metric | June 30, 2025 (RMB thousand yuan) | January 1, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Net Book Value of Property, Plant and Equipment at End of Period | 1,730,141 | 1,744,118 | | Net Book Value of Intangible Assets at End of Period | 1,227,297 | 1,231,892 | - Additions to property, plant, and equipment during the period amounted to RMB 39.464 million, with depreciation of RMB 50.748 million35 - Additions to intangible assets during the period amounted to RMB 262.863 million, with amortization of RMB 267.458 million36 Leases As a lessee, the Group's total right-of-use assets amounted to RMB 208 million and total lease liabilities to RMB 47.504 million as of June 30, 2025, with right-of-use assets increasing by RMB 40.791 million and total lease-related cash outflows reaching RMB 50.067 million during the period | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Right-of-use Assets | 208,178 | 188,074 | | Lease Liabilities (Current) | 26,381 | 22,291 | | Lease Liabilities (Non-current) | 21,123 | 25,961 | | Lease Liabilities (Total) | 47,504 | 48,252 | - For the six months ended June 30, 2025, right-of-use assets increased by RMB 40.791 million38 - For the six months ended June 30, 2025, total cash outflows due to leases amounted to RMB 50.067 million, a significant increase from RMB 21.590 million in the prior period40 Investments in Associates As of June 30, 2025, the carrying value of investments in associates was RMB 531 million, with a net share of profit from associates of RMB 7.126 million for the period; all associates are unlisted and operate in mainland China | Metric | June 30, 2025 (RMB thousand yuan) | | :--- | :--- | | Investments in Associates as of January 1 | 523,449 | | Share of Profit from Associates - Net | 7,126 | | Investments in Associates as of June 30 | 530,575 | - All of the Group's associates are unlisted companies operating in mainland China, with no significant contingent liabilities related to associates' debts43 Financial Assets Measured at Fair Value Through Profit or Loss As of June 30, 2025, the Group's total financial assets measured at fair value through profit or loss amounted to RMB 1.573 billion, an increase of RMB 125 million from December 31, 2024, primarily comprising asset management products, listed equity securities, and unlisted equity investments, with asset management products and unlisted equity investments classified as Level 3 fair value measurements | Category | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Asset Management Products | 602,544 | 480,188 | | Listed Equity Securities | 107,893 | 95,373 | | Unlisted Equity Investments | 862,307 | 872,587 | | Total | 1,572,744 | 1,448,148 | - Level 3 financial instruments (primarily asset management products and unlisted equity investments) increased by RMB 2.448 billion in H1 2025, with disposals of RMB 2.333 billion and gains/(losses) recognized in profit or loss of -RMB 2.794 million53 - Asset management products are investments in wealth management products issued by commercial banks and state-owned financial institutions, with expected annual returns between 0.50% and 2.85%, and fair value determined using the income approach50 Accounts Receivable and Other Receivables, and Loans to Third Parties As of June 30, 2025, net accounts receivable increased to RMB 180 million from December 31, 2024, total other receivables were RMB 514 million, and net loans to third parties were RMB 405 million, primarily from micro-lending business with annual interest rates between 8.00% and 24.00% | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Accounts Receivable - Net | 179,685 | 140,952 | | Other Receivables (Current Portion) | 437,440 | 416,239 | | Loans to Third Parties - Net | 404,725 | 371,117 | - A significant portion of accounts receivable, RMB 134.805 million, had an aging over 360 days55 - Loans to third parties have annual interest rates ranging from 8.00% to 24.00% and are all denominated in RMB56 Share Capital and Share Premium As of June 30, 2025, the Company's share capital was RMB 85.228 million and share premium was RMB 5.934 billion; proceeds from shares issued under the employee share option scheme were RMB 10.1 million, employee service value from share award schemes was RMB 51.169 million, and share cancellations reduced share capital and share premium | Metric | Balance as of January 1, 2025 (RMB thousand yuan) | Balance as of June 30, 2025 (RMB thousand yuan) | | :--- | :--- | :--- | | Share Capital | 86,068 | 85,228 | | Share Premium | 6,174,163 | 5,934,432 | - During the period, proceeds from shares issued under the employee share option scheme amounted to RMB 10.1 million, and employee service value from share award schemes was RMB 51.169 million58 - Cancellation of shares resulted in a decrease in share capital of RMB 0.896 million and a decrease in share premium of RMB 217.285 million58 Accounts Payable and Other Payables As of June 30, 2025, total accounts payable and other payables decreased to RMB 1.197 billion from RMB 1.488 billion on December 31, 2024, primarily comprising salaries and employee benefits payable, deposits payable, accrued expenses, and construction payables | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Accounts Payable | 75,358 | 82,595 | | Bills Payable | 33,445 | 105,893 | | Salaries and Employee Benefits Payable | 176,344 | 301,335 | | Accrued Expenses | 355,687 | 391,521 | | Construction Payables | 290,030 | 311,275 | | Total | 1,197,220 | 1,487,683 | - The aging of accounts payable is primarily concentrated within 0-180 days, with RMB 67.981 million falling into this period62 - Construction payables primarily represent amounts owed to construction companies by the Group for construction costs related to Kingdee Cloud Building60 Borrowings As of June 30, 2025, the Group had no outstanding bank borrowings, compared to RMB 205 million on December 31, 2024, with an average annual interest rate of 2.25% for the Group's bank borrowings | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Non-current Borrowings | - | - | | Current Borrowings | - | 205,082 | | Total | - | 205,082 | - As of June 30, 2025, the Group had no outstanding bank borrowings63 - The Group's bank borrowings had an average annual interest rate of 2.25%63 Revenue from Contracts with Customers For the six months ended June 30, 2025, the Group's total revenue from contracts with customers was RMB 3.192 billion, with cloud subscription revenue of RMB 1.684 billion and products, implementation, and other revenue of RMB 1.508 billion | Revenue Source | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Cloud Subscription | 1,684,262 | 1,379,747 | | Products, Implementation and Other | 1,508,237 | 1,490,278 | | Total | 3,192,499 | 2,870,025 | Expenses by Nature The Group's main expense items include staff welfare expenses, research and development costs, outsourcing service fees, and consumption of inventories and cloud server rental costs; total research and development costs were RMB 779 million, a year-on-year decrease of 8.6%, but amortization of capitalized development costs increased | Expense Item | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Research and Development Costs (Amount Expensed) | 778,822 | 852,021 | | Staff Welfare Expenses | 1,395,342 | 1,583,044 | | Outsourcing Service Fees | 261,134 | 249,049 | | Consumption of Inventories and Cloud Server Rental Costs | 115,098 | 96,627 | | Depreciation of Property, Plant and Equipment | 50,748 | 28,784 | | Depreciation of Right-of-use Assets | 19,671 | 16,884 | - Total research and development expenditure decreased by approximately 8.6% year-on-year, while research and development expenses recognized in the consolidated statement of profit or loss decreased by approximately 3.9% year-on-year65 Other Income and Gains - Net For the six months ended June 30, 2025, other income and gains - net amounted to RMB 136 million, a 20.8% year-on-year decrease, primarily including VAT refunds and research project income, rental income, and net realized gains from financial assets measured at fair value through profit or loss | Revenue Source | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | VAT Refunds and Research Project Income | 82,859 | 135,283 | | Rental Income | 39,604 | 27,137 | | Net Realized/(Unrealized) Gains/(Losses) from Financial Assets | 9,697 | 6,853 | | Total | 136,223 | 171,939 | - Other income and gains - net decreased by approximately 20.8% year-on-year, primarily due to a reduction in VAT refunds and research project income66 Income Tax Reversal For the six months ended June 30, 2025, income tax reversal was RMB 24.458 million, largely consistent with the prior period; subsidiaries like Kingdee China enjoyed preferential tax rates of 10% or 15% due to eligibility, while Kingdee Cloud Technology benefited from corporate income tax exemption | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Current Income Tax | 130 | (2,906) | | Deferred Income Tax | (24,588) | (21,801) | | Total | (24,458) | (24,707) | - Kingdee Software (China) Co., Ltd. is expected to meet the relevant conditions in the future to apply a 10% preferential tax rate when calculating deferred income tax67 - Kingdee Cloud Technology Co., Ltd. met the relevant conditions during the period to apply a corporate income tax exemption preferential tax rate when calculating current income tax67 Loss Per Share For the six months ended June 30, 2025, basic loss per share attributable to owners of the Company was RMB 2.78 fen, a significant narrowing from 6.12 fen in the prior period; due to the loss incurred, potential share options and share award schemes were not included in the diluted loss per share calculation, thus diluted loss per share was the same as basic loss per share | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Loss Attributable to Owners of the Company | (97,738) | (217,851) | | Weighted Average Number of Ordinary Shares in Issue (in thousands) | 3,512,972 | 3,562,560 | | Basic Loss Per Share (RMB fen per share) | (2.78) | (6.12) | - As the Group incurred a loss during the reporting period, potential share options and share award schemes were not included in the calculation of diluted loss per share, thus diluted loss per share was the same as basic loss per share70 Dividends The Board of Directors does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the prior period - The Board of Directors does not recommend the payment of an interim dividend for the six months ended June 30, 2025 (for the six months ended June 30, 2024: nil)72 Related Party Transactions As of June 30, 2025, the Group engaged in transactions with related parties including sales of goods, sales of services, and rental income; balances arising from related party transactions included amounts payable to related parties recorded in 'contract liabilities' and 'accounts payable,' as well as amounts receivable from related parties | Transaction Type | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Sales of Goods | 521 | 1,460 | | Sales of Services | 1,646 | 1,095 | | Rental Income | 2,154 | 2,587 | | Purchases of Goods | 1,165 | 1,136 | | Purchases of Services | 26,545 | 23,433 | | Balance Type | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Amounts Payable to Related Parties Recorded in "Contract Liabilities" | 3,635 | 2,605 | | Amounts Payable to Related Parties Recorded in "Accounts Payable" | 5,223 | 1,185 | | Amounts Receivable from Related Parties | 10,292 | 10,027 | - The balances arising from the aforementioned related party transactions are interest-free, unsecured, and repayable on demand75 Management Discussion and Analysis Analysis of Key Financial Data This section provides a detailed analysis of the Group's key financial data for H1 2025, including turnover, gross profit, various expenses, and loss, indicating robust revenue growth, significant loss narrowing, improved gross profit margin, but increased administrative expenses Revenue Analysis The Group's total turnover for H1 2025 was approximately RMB 3.192 billion, an 11.2% year-on-year increase, with cloud subscription business revenue growing 22.1% to RMB 1.684 billion and products, implementation, and other revenue growing 1.2% to RMB 1.508 billion | Revenue Source | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Total Group Turnover | 3,192,499 | 2,870,025 | Increased by 11.2% | | Cloud Subscription Business Revenue | 1,684,262 | 1,379,747 | Increased by 22.1% | | Products, Implementation and Other Revenue | 1,508,237 | 1,490,278 | Increased by 1.2% | Gross Profit Analysis The Group's gross profit was approximately RMB 2.095 billion, a 15.4% year-on-year increase, with gross profit margin improving by 2.4 percentage points to approximately 65.6%, primarily due to the increased proportion of cloud subscription revenue | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Gross Profit | 2,095,341 | 1,815,187 | Increased by 15.4% | | Gross Profit Margin | 65.6% | 63.2% | Improved by 2.4 percentage points | - The increase in gross profit margin was primarily due to the higher proportion of cloud subscription revenue78 Sales and Marketing Expenses Analysis During the reporting period, total sales and marketing expenses were approximately RMB 1.264 billion, a 3.2% year-on-year increase, with the percentage of sales and marketing expenses to turnover decreasing from 42.7% in the prior period to 39.6% | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Sales and Marketing Expenses | 1,263,898 | 1,224,514 | Increased by 3.2% | | Percentage of Turnover | 39.6% | 42.7% | Decreased by 3.1 percentage points | Administrative Expenses Analysis During the reporting period, administrative expenses were approximately RMB 346 million, a 39.0% year-on-year increase, with the percentage of administrative expenses to turnover increasing from 8.7% in the prior period to 10.8%, mainly due to personnel structure optimization and increased severance payments | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Administrative Expenses | 346,049 | 249,036 | Increased by 39.0% | | Percentage of Turnover | 10.8% | 8.7% | Increased by 2.1 percentage points | - The increase in administrative expenses was primarily due to personnel structure optimization and increased severance payments80 Research and Development Expenses Analysis During the reporting period, total research and development expenditure was approximately RMB 779 million, an 8.6% year-on-year decrease; R&D capitalization rate slightly decreased to 33.5%, and research and development expenses recognized in the consolidated statement of profit or loss were approximately RMB 776 million, a 3.9% year-on-year decrease | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Total R&D Expenditure | 778,822 | 852,021 | Decreased by 8.6% | | R&D Capitalization Rate | 33.5% | 33.6% | Slightly decreased | | R&D Expenses Recognized in Consolidated Statement of Profit or Loss | 775,514 | 806,695 | Decreased by 3.9% | | Percentage of Turnover | 24.3% | 28.1% | Decreased by 3.8 percentage points | Other Income and Gains - Net Analysis During the reporting period, other income and gains - net amounted to approximately RMB 136 million, a 20.8% year-on-year decrease | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Other Income and Gains - Net | 136,223 | 171,939 | Decreased by 20.8% | Net Financial Income Analysis During the reporting period, net financial income was approximately RMB 34 million, a decrease from RMB 47.722 million in the prior period | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Finance Income - Net | 34,000 | 47,722 | Decreased by 28.7% | Income Tax Reversal Analysis During the reporting period, income tax reversal was approximately RMB 24.458 million, largely consistent with the prior period | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Income Tax Reversal | 24,458 | 24,707 | Loss and Basic Loss Per Share Analysis For the six months ended June 30, 2025, loss attributable to owners of the Group was approximately RMB 97.738 million, a 55.1% year-on-year reduction, with a net loss margin attributable to the parent company of approximately 3.1% and basic loss per share of approximately RMB 2.78 fen | Metric | H1 2025 (RMB thousand yuan) | H1 2024 (RMB thousand yuan) | Y-o-Y Change | | :--- | :--- | :--- | :--- | | Loss Attributable to Owners of the Group for the Period | 97,738 | 217,851 | Loss narrowed by 55.1% | | Net Loss Margin Attributable to Parent Company | 3.1% | 7.6% | Improved | | Basic Loss Per Share (RMB fen) | 2.78 | 6.12 | Loss narrowed | Asset and Liability Analysis This section analyzes changes in the Group's major asset and liability items, showing an increase in financial assets measured at fair value, stable growth in investments in associates, an upward trend in both contract assets and liabilities, and a slight increase in loans to third parties Analysis of Financial Assets Measured at Fair Value Through Profit or Loss As of June 30, 2025, the Group's financial assets measured at fair value through profit or loss were approximately RMB 1.573 billion, an increase of RMB 125 million from December 31, 2024, primarily comprising asset management products, listed equity securities, and unlisted equity investments | Category | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | Change | | :--- | :--- | :--- | :--- | | Total | 1,572,744 | 1,448,148 | Increased by 124,596 | | Non-current Portion | 862,307 | 872,587 | Decreased by 10,280 | | Current Portion | 710,437 | 575,561 | Increased by 134,876 | Analysis of Investments in Associates As of June 30, 2025, the carrying value of investments in associates was RMB 531 million, with a net share of profit from associates of RMB 7.126 million for the period | Metric | June 30, 2025 (RMB thousand yuan) | | :--- | :--- | | Investments in Associates as of January 1 | 523,449 | | Share of Profit from Associates - Net | 7,126 | | Investments in Associates as of June 30 | 530,575 | Contract Assets Analysis As of June 30, 2025, the Group's contract assets were approximately RMB 374 million, a slight increase from December 31, 2024 | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Contract Assets | 373,880 | 365,707 | Analysis of Loans to Third Parties As of June 30, 2025, net loans to third parties increased to RMB 405 million from December 31, 2024, primarily from micro-lending business with annual interest rates between 8.00% and 24.00% | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Loans to Third Parties - Net | 404,725 | 371,117 | - Loans to third parties are generated from micro-lending business, with annual interest rates ranging from 8.00% to 24.00%90 Contract Liabilities Analysis As of June 30, 2025, the Group's contract liabilities were approximately RMB 3.991 billion, an increase from December 31, 2024, primarily due to the growth of the Group's cloud subscription business | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Contract Liabilities | 3,991,174 | 3,723,569 | - The increase in contract liabilities was primarily due to the growth of the Group's cloud subscription business92 Cash Flow, Financial and Capital Resources As of June 30, 2025, the Group's total cash and bank balances were RMB 3.538 billion, with asset management products of RMB 603 million; the Group had no outstanding bank borrowings, net current assets of RMB 32.975 million, and a current ratio of approximately 1.01 | Metric | June 30, 2025 (RMB thousand yuan) | December 31, 2024 (RMB thousand yuan) | | :--- | :--- | :--- | | Total Cash and Bank Balances | 3,538,160 | 4,175,154 | | Asset Management Products | 602,544 | 480,188 | | Net Current Assets | 32,975 | 152,296 | | Current Ratio | 1.01 | - | | Outstanding Bank Borrowings | - | 205,082 | - The majority of the Group's cash, bank deposits, and wealth management products are denominated in RMB, with approximately RMB 158 million denominated in foreign currencies93 Risk Management The Group faces interest rate, exchange rate, and credit risks, which management mitigates through monitoring and assessment, transacting with reputable financial institutions, and evaluating and monitoring customer credit Cash Flow and Fair Value Interest Rate Risk The Group's interest rate risk primarily stems from borrowings, with floating-rate borrowings posing cash flow interest rate risk and fixed-rate borrowings posing fair value interest rate risk; the Group currently does not use interest rate swaps for hedging but will consider hedging significant interest rate exposures when necessary - The Group's exposure to interest rate changes primarily arises from borrowings, with floating-rate borrowings facing cash flow interest rate risk and fixed-rate borrowings facing fair value interest rate risk94 Exchange Rate Risk The Group's exchange rate risk primarily arises from fluctuations in USD to RMB and HKD to RMB exchange rates; the Group has no foreign currency hedging policy, but management monitors foreign exchange risk and will undertake hedging when necessary - The Group's exchange rate risk primarily arises from the exchange rates of USD against RMB and HKD against RMB95 - The Group has no foreign currency hedging policy, but management monitors foreign exchange risk and will undertake hedging for significant foreign currency exposures when necessary95 Credit Risk Credit risk arises from cash and cash equivalents, debt instruments, bank deposits, and receivables; the Group transacts only with reputable financial institutions, assesses the credit quality of distributors and end customers, and monitors credit ratings for third-party loans - The Group manages credit risk from cash and cash equivalents, deposits, and asset management products by transacting only with Chinese state-owned enterprises or reputable financial institutions in mainland China and Hong Kong96 - For accounts receivable and contract assets, the Group assesses the credit quality of distributors and sets credit limits, with no concentrated credit risk for end customers due to their scattered distribution9798 - Third-party loans are deemed low-risk investments, and their credit ratings are monitored to prevent credit deterioration98 Fund and Working Capital Management The Group centrally manages funds through its Treasury Management Department, formulating policies and annual plans, implementing refined cash management to enhance efficiency and financial security, managing idle cash by purchasing wealth management products, and establishing monthly, quarterly, and annual budget management systems - Funds and working capital are centrally managed by the Treasury Management Department, responsible for formulating cash management policies, guiding and coordinating regional company cash management, and developing annual cash plans99 - The Group purchases and redeems wealth management products as a 'cash pool' to manage idle cash, achieving higher returns than bank deposits, and uses the 'Cash Management Policy' as its primary financial policy100 - Monthly, quarterly, and annual budget management systems have been established, approved by the Chief Financial Officer, to ensure capital budget plans align with actual business needs100 Major Properties As of June 30, 2025, the Group owned several major properties, including Kingdee Software Parks and Kingdee Cloud Building in Beijing, Shanghai, and Shenzhen, with a total appraised value of RMB 2.165 billion, primarily used as offices | Property Name | Address | Current Use | Lease Term | Total Appraised Value (RMB thousand yuan) | | :--- | :--- | :--- | :--- | :--- | | Beijing Kingdee Software Park | Fuxing 4th Street, Mapo Town, Shunyi District, Beijing, China | Office | Long-term | 647,836 | | Shanghai Kingdee Software Park | No. 88 Chenhui Road, Zhangjiang High-tech Park, Pudong, Shanghai, China | Office | Long-term | 368,940 | | Shenzhen Kingdee Software Park | No. 2, Science and Technology South Road 12, Nanshan District, Shenzhen, Guangdong, China | Office | Long-term | 270,105 | | Kingdee Cloud Building | No. 2, Science and Technology South Road 12, Nanshan District, Shenzhen, Guangdong, China | Office | Long-term | 828,370 | | Shenzhen W1-B | 4th Floor B1, W1 Factory, Gaoxing Industrial Village, Science and Technology South 1st Road, Nanshan District, Shenzhen, Guangdong, China | Office | Long-term | 49,440 | | Total | - | - | - | 2,164,691 | Employees and Remuneration Policy During the reporting period, the Group had 11,043 employees, adhering to principles of 'customer-centricity, long-term quality priority' and 'fighter-oriented, long-term clarity and purity' to incentivize product innovation and talent development, offering various training courses and share schemes to reward employee contributions - During the reporting period, the Group had 11,043 employees102 - The Group adheres to the principles of 'customer-centricity, long-term quality priority' and 'fighter-oriented, long-term clarity and purity' to incentivize product innovation and talent development102 - Remuneration policy is determined based on employee job responsibilities, work performance, outstanding contributions, length of service, and prevailing market conditions102 Social Responsibility Kingdee actively fulfills its corporate social responsibility, being listed in 'The Sustainability Yearbook (China Edition) 2024' for three consecutive years, collaborating with universities on industry-academia projects and digital practice courses for talent development, empowering entrepreneurs and executives in digital transformation, and continuously participating in poverty alleviation, blood donation, and urban environmental protection initiatives - Kingdee has been listed in S&P Global's 'The Sustainability Yearbook (China Edition) 2024' for three consecutive years, with its ESG practices gaining international recognition103 - New collaborative education partnerships have been established with 51 universities, offering over 50 digital practice capability courses and providing digital learning and practical teaching services to over 20,000 students and more than 500 university faculty members103 - In H1 2025, 200 entrepreneurs and executives were empowered through digital transformation workshop series training, and the China Management Global Forum was hosted105 Future Outlook Kingdee envisions a future where AI+SaaS reshapes the industry, bringing unprecedented imagination and growth momentum to enterprise management; the company will adhere to its core strategy of 'AI-first, Subscription-first, Globalization,' integrating AI technology and management wisdom, aiming to become a global leading enterprise management AI company by 2030 - AI+SaaS is reshaping the industry landscape, opening up unprecedented imaginative space for enterprise management and injecting powerful growth momentum into Kingdee106 - The company will adhere to its core strategy of 'AI-first, Subscription-first, Globalization,' integrating AI technology and management wisdom106 - Kingdee aims to become a global leading enterprise management AI company by 2030106 Directors' Report Share Option Scheme The Company's 2015 Share Option Scheme terminated in May 2025, with no new share options granted; as of June 30, 2025, no share options remained unexercised, while 2,343,500 share options were exercised and 610,000 share options lapsed during the reporting period - The 2015 Share Option Scheme terminated in May 2025, and no new share options will be granted thereafter107 - As of June 30, 2025, no share options remained unexercised107 | Category | Number of Share Options as of December 31, 2024 | Number Exercised During the Period | Number Lapsed During the Period | Number of Share Options as of June 30, 2025 | | :--- | :--- | :--- | :--- | :--- | | Employees | 2,953,500 | 2,343,500 | 610,000 | 0 | Share Award Schemes The Company has two share award schemes, 2015 and 2025, aimed at incentivizing key employees, directors, and external expert consultants; the 2015 scheme terminated in January 2025, while the 2025 scheme was adopted in January 2025 for a ten-year term, with 12,503,380 award shares granted under the 2025 scheme during the reporting period 2015 Share Award Scheme The 2015 Share Award Scheme terminated on January 21, 2025, with no new award shares granted thereafter; the scheme aimed to incentivize certain key employees and directors of the Group, with award shares held in trust by the trustee - The 2015 Share Award Scheme terminated on January 21, 2025, and no new award shares will be granted thereafter111 - The scheme aimed to incentivize certain key employees and directors of the Group, with award shares held in trust by the trustee on behalf of selected participants111 2025 Share Award Scheme The 2025 Share Award Scheme was adopted on January 21, 2025, with a ten-year term, aiming to incentivize key employees, directors, and external expert consultants; during the reporting period, 12,503,380 award shares were granted under this scheme without any consideration - The 2025 Share Award Scheme was adopted on January 21, 2025, with a term of ten years, aiming to incentivize key employees, directors, and external expert consultants114 - During the reporting period, the Company granted 12,503,380 award shares under the 2025 Share Award Scheme117 - No consideration is required for the granted or vested award shares118 Equity-Related Agreements In December 2023, the Company entered into a subscription agreement with Al-Rayyan Holdings LLC to subscribe for 154,627,000 new shares at HKD 10.10 per share, generating total proceeds of approximately HKD 1.562 billion, primarily for potential capital market transactions and general operations and working capital - On December 10, 2023, the Company entered into a subscription agreement with Al-Rayyan Holdings LLC to subscribe for 154,627,000 new shares at HKD 10.10 per share120 - Total subscription proceeds were approximately HKD 1.562 billion, with net proceeds of approximately HKD 1.561 billion120 | Purpose | Subscription Proceeds (HKD thousand yuan) | Amount Used as of June 30, 2025 (HKD thousand yuan) | Amount Unused as of June 30, 2025 (HKD thousand yuan) | | :--- | :--- | :--- | :--- | | Potential Capital Market Transactions (80.0%) | 1,248,786 | 960,220 | 288,566 | | General Operations and Working Capital (20.0%) | 312,197 | 312,197 | 0 | Directors and Chief Executive's Interests in Shares, Related Shares or Debentures As of June 30, 2025, Mr. Xu Shaochun held a total of 703,254,499 shares and related shares in the Company, representing approximately 19.81% of the issued share capital; Mr. Lin Bo held 2,152,717 shares, representing 0.06%, with other directors holding minor shares | Director Name | Number of Shares/Related Shares (L) | Nature of Interest | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Xu Shaochun | 703,254,499 | Interest in Controlled Corporation, Beneficiary of a Trust, Beneficial Owner | 19.81% | | Lin Bo | 2,152,717 | Beneficial Owner, Beneficiary of a Trust | 0.06% | | Gary Clark Biddle | 1,230,000 | Beneficial Owner | 0.03% | | Dong Mingzhu | 280,000 | Beneficial Owner | 0.01% | - Mr. Xu Shaochun's interests are primarily held through Oriental Tao Limited and Billion Tao Limited, controlled by his wholly-owned Easy Key Holdings Limited126 Major Shareholders and Other Persons' Interests in Shares, Related Shares and Debentures As of June 30, 2025, excluding directors and chief executives, Easy Key Holdings Limited and its subsidiaries held a total of 682,198,624 shares and related shares in the Company, representing approximately 19.22% of the issued share capital; BlackRock, Inc. held 189,172,437 long positions and 10,096,000 short positions, representing approximately 5.33% of the issued share capital | Shareholder Name | Number of Shares/Related Shares (L) | Nature of Interest | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Easy Key Holdings Limited | 682,198,624 | Interest in Controlled Corporation | 19.22% | | Oriental Tao Limited | 386,312,000 | Beneficial Owner | 10.88% | | Billion Tao Limited | 295,886,624 | Beneficial Owner | 8.34% | | BlackRock, Inc. | 189,172,437 (L) / 10,096,000 (S) | Interest in Controlled Corporation | 5.33% | - Easy Key Holdings Limited is wholly owned by Mr. Xu Shaochun, with its subsidiaries Oriental Tao Limited and Billion Tao Limited holding 386,312,000 shares and 295,886,624 shares respectively128 - BlackRock, Inc. holds shares in the Company through its numerous controlled corporations and has interests in unlisted derivatives129130132 Other Important Matters Purchase, Sale or Repurchase of Shares During the reporting period, the Company repurchased 5,059,000 shares on the Stock Exchange for a total consideration of HKD 39,979,220; these repurchased shares were cancelled on February 24, 2025, and other than this, neither the Company nor its subsidiaries purchased, sold, or repurchased any listed securities | Transaction Date | Number of Shares Repurchased | Total Price Paid (HKD) | | :--- | :--- | :--- | | 02/01/2025 | 167,000 | 1,349,360.00 | | 03/01/2025 | 1,192,000 | 9,549,740.00 | | 06/01/2025 | 1,500,000 | 11,909,220.00 | | 08/01/2025 | 1,000,000 | 7,799,730.00 | | 10/01/2025 | 700,000 | 5,496,170.00 | | 13/01/2025 | 500,000 | 3,875,000.00 | | Total | 5,059,000 | 39,979,220.00 | - Of the aforementioned repurchased shares, 5,059,000 shares were cancelled on February 24, 2025133 Major Acquisitions and Disposals of Subsidiaries, Significant Investments Held, and Future Plans for Major Investments or Capital Asset Purchases During the reporting period, the Group made no other significant investments, nor any major acquisitions or disposals of subsidiaries, associates, and joint ventures, apart from investment property operations; as of June 30, 2025, the Group had no other significant investments exceeding 5% of total assets, nor any future plans for major investments or capital asset purchases - During the reporting period, the Group made no other significant investments, nor any major acquisitions or disposals of subsidiaries, associates, and joint ventures135 - As of June 30, 2025, the Group had no other significant investments exceeding 5% of its total assets, and no future plans for major investments or capital asset purchases135 Changes in Directors' Information Mr. Gary Clark Biddle, a non-executive director of the Company, ceased to be an independent non-executive director of Shui On Land Limited effective May 16, 2025; Ms. Katherine Rong Xin, an independent non-executive director, ceased to be an independent non-executive director of Fosun Tourism Group effective March 20, 2025 - Non-executive Director Mr. Gary Clark Biddle ceased to be an independent non-executive director of Shui On Land Limited effective May 16, 2025136 - Independent Non-executive Director Ms. Katherine Rong Xin ceased to be an independent non-executive director of Fosun Tourism Group effective March 20, 2025136 Corporate Governance Compliance with Corporate Governance Code During the reporting period, the Company complied with the Code Provisions of Appendix C1 to the Listing Rules 'Corporate Governance Code,' except for Code Provision C.2.1 regarding the separation of roles of Chairman and Chief Executive, as Mr. Xu Shaochun holds both positions, which the Board believes benefits the Company's stable and healthy development - The Company has consistently complied with the Code Provisions of Appendix C1 to the Listing Rules 'Corporate Governance Code,' except for Code Provision C.2.1 regarding the separation of roles of Chairman and Chief Executive138 - Mr. Xu Shaochun holds both the positions of Chairman and Chief Executive Officer, and the Board believes his continued tenure is beneficial for the Company's stable and healthy development138 - The Company arranges director responsibilities, continuous professional development, and compliance training for directors, senior management, and relevant employees from time to time to enhance governance standards138 Code of Conduct for Securities Transactions by Directors The Company has adopted a code of conduct for directors' securities transactions, with standards no less exacting than those required by the Model Code; following specific inquiries, the Company's directors complied with the code of conduct during the reporting period - The Company has adopted a code of conduct for directors' securities transactions, with standards no less exacting than those required by the Model Code140 - Following specific inquiries made to all directors, the Company's directors complied with the code of conduct during the reporting period140 Audit Committee The Audit Committee reviewed the Group's adopted accounting policies and management with management, discussing audit, internal control, and financial reporting matters; the Committee also reviewed the Group's unaudited consolidated results and this announcement for the reporting period, deeming them compliant with applicable accounting standards and requirements - The Audit Committee reviewed the Group's adopted accounting policies and management with management, and discussed audit, internal control, and financial reporting matters141 - The Audit Committee reviewed the Group's unaudited consolidated results and this announcement for the reporting period, deeming them prepared in accordance with applicable accounting standards and requirements, with sufficient disclosure141 Interim Dividend During the reporting period, the Board of Directors did not declare an interim dividend, consistent with the prior period - During the rep