科陆电子(002121) - 2025 Q2 - 季度财报

Important Notes, Table of Contents, and Definitions This section provides essential disclaimers, outlines the report's structure, and defines key terms for clarity Important Notes The Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, while also cautioning investors about forward-looking statements and the absence of a dividend plan - The company's Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, free from false records, misleading statements, or major omissions[3] - The report contains forward-looking statements regarding future plans, which do not constitute a substantive commitment to investors, who should maintain adequate risk awareness[4] - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for this semi-annual period[5] Table of Contents This section lists the overall structure of the report, encompassing nine main chapters covering company operations, finance, governance, and significant matters - The report comprises nine main chapters, covering various aspects such as company operations, finance, governance, and significant matters[7] List of Documents for Inspection Documents available for inspection include financial statements signed and sealed by the company's responsible persons, along with original announcements disclosed on designated media, located at the company's securities department - Documents for inspection include financial statements signed and sealed by the company's responsible person, chief accountant, and head of the accounting department[9] - Documents for inspection also include the originals of all company documents and announcements publicly disclosed on media designated by the China Securities Regulatory Commission during the reporting period[10] - The documents for inspection are kept at the company's securities department[11] Definitions This section provides definitions for common terms used in the report, including company names, regulatory bodies, major shareholders, and technical acronyms like AMI, BMS, EMS, and PCS, ensuring clear understanding of the content - Definitions include "Company," "the Company," and "CLOU Electronics," referring to Shenzhen CLOU Electronics Co., Ltd[13] - Midea Group is the company's controlling shareholder, and Shenzhen Capital Group is the company's second-largest shareholder[13] - AMI refers to Advanced Metering Infrastructure, BMS to Battery Management System, EMS to Energy Management System, and PCS to Power Conversion System for energy storage[13] Company Profile and Key Financial Indicators This section details the company's basic information, contact details, and presents a comprehensive overview of its main accounting data and financial performance Company Profile The company's stock abbreviation is "CLOU Electronics" with stock code 002121, listed on the Shenzhen Stock Exchange, and its legal representative is Qiu Xiangwei Company Basic Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | CLOU Electronics | | Stock Code | 002121 | | Listing Exchange | Shenzhen Stock Exchange | | Chinese Name | Shenzhen CLOU Electronics Co., Ltd. | | Legal Representative | Qiu Xiangwei | Contact Persons and Information The company's Board Secretary is Huang Youping, with securities representatives Gu Wen and Zhang Xiaofang, located at 22nd Floor, CLOU Building, Baoshen Road, North District, High-tech Industrial Park, Nanshan District, Shenzhen, providing phone, fax, and email contacts Company Contact Information | Position | Name | Contact Address | Phone | Fax | Email | | :--- | :--- | :--- | :--- | :--- | :--- | | Board Secretary | Huang Youping | 22nd Floor, CLOU Building, Baoshen Road, North District, High-tech Industrial Park, Nanshan District, Shenzhen | 0755－26719528 | 0755－26719679 | huangyouping@szclou.com | | Securities Affairs Representative | Gu Wen, Zhang Xiaofang | 22nd Floor, CLOU Building, Baoshen Road, North District, High-tech Industrial Park, Nanshan District, Shenzhen | 0755－26719528 | 0755－26719679 | guwen@szclou.com、zhangxiaofang@szclou.com | Other Information During the reporting period, there were no changes in the company's contact information, information disclosure, or document storage locations, with specific details available in the 2024 annual report - The company's registered address, office address, postal code, website, and email address remained unchanged during the reporting period[17] - The stock exchange website and media names and URLs for the company's semi-annual report disclosure, as well as the location for semi-annual report inspection, remained unchanged during the reporting period[18] Key Accounting Data and Financial Indicators During the reporting period, the company's operating revenue increased by 34.66%, net profit attributable to shareholders turned profitable with a 579.14% increase, and basic earnings per share significantly improved, while total assets and net assets attributable to shareholders also grew, despite a 153.94% decrease in net cash flow from operating activities Key Accounting Data and Financial Indicators for the Current Reporting Period | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,573,456,467.97 | 1,911,081,832.28 | 34.66% | | Net Profit Attributable to Shareholders of Listed Company | 190,080,317.94 | -39,671,054.10 | 579.14% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Gains and Losses) | 143,945,621.45 | -107,902,351.80 | 233.40% | | Net Cash Flow from Operating Activities | -6,613,044.59 | 12,258,967.69 | -153.94% | | Basic Earnings Per Share (Yuan/share) | 0.1144 | -0.0239 | 578.66% | | Diluted Earnings Per Share (Yuan/share) | 0.1144 | -0.0239 | 578.66% | | Weighted Average Return on Net Assets | 31.78% | -4.25% | 36.03% | | Period-End Indicators | Current Period-End (Yuan) | Prior Year-End (Yuan) | Change from Prior Year-End | | Total Assets | 8,026,697,455.92 | 7,604,742,764.90 | 5.55% | | Net Assets Attributable to Shareholders of Listed Company | 697,172,298.97 | 499,194,631.08 | 39.66% | Differences in Accounting Data under Domestic and Overseas Accounting Standards During the reporting period, the company reported no differences in net profit and net assets between financial statements prepared under International Accounting Standards or overseas accounting standards and those under Chinese accounting standards - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under International Accounting Standards and Chinese Accounting Standards[21] - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese Accounting Standards[22] Non-Recurring Gains and Losses and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to 46,134,696.49 Yuan, primarily from disposal of non-current assets, government subsidies, reversal of impairment provisions for receivables, and other non-operating income and expenses Non-Recurring Gains and Losses and Amounts | Item | Amount (Yuan) | | :--- | :--- | | Gains or losses on disposal of non-current assets | 2,752,457.71 | | Government subsidies recognized in current profit or loss (excluding those with continuous impact) | 14,000,090.59 | | Gains or losses from changes in fair value of financial assets and liabilities held by non-financial enterprises, and disposal gains or losses | -2,419,936.40 | | Reversal of impairment provisions for receivables subject to individual impairment testing | 19,421,006.40 | | Other non-operating income and expenses apart from the above items | 13,994,879.87 | | Less: Income tax impact | -64,329.51 | | Impact on minority interests (after tax) | 1,678,131.19 | | Total | 46,134,696.49 | - The company has no other profit or loss items that meet the definition of non-recurring gains and losses, nor does it classify non-recurring gains and losses as recurring gains and losses[25] Management Discussion and Analysis This section provides an in-depth analysis of the company's core businesses, operational performance, financial condition, and the risks and opportunities it faces Main Businesses Engaged by the Company During the Reporting Period The company's core business revolves around energy generation, distribution, consumption, and storage, primarily in smart grid and new electrochemical energy storage, operating on an "R&D-design-production-sales-service" model with broad market prospects - The company's main businesses involve smart grid and new electrochemical energy storage, positioning it as a leading integrated energy service provider in China[27] - The smart grid segment offers technical products and solutions for high-precision measurement, edge computing, and power system protection and control, including standard instruments, smart power consumption equipment, and primary and secondary smart distribution network equipment[27] - New electrochemical energy storage products include energy/power type storage systems, commercial and industrial all-in-one storage units, bidirectional energy storage converters, BMS, and EMS, applied in independent energy storage power stations, new energy-paired storage, and user-side peak-valley arbitrage scenarios[28] Main Businesses The company, a national high-tech enterprise, focuses on energy generation, distribution, consumption, and storage, offering smart grid and new electrochemical energy storage products and system solutions, including smart meters, power information collection, distribution network equipment, and various energy storage systems - The company is a national key high-tech enterprise, with core businesses in smart grid and new electrochemical energy storage[27] - Smart grid products include standard instruments, smart meters, electricity consumption information collection, and primary and secondary smart distribution network products and equipment[27] - New electrochemical energy storage products cover energy/power type storage systems, commercial and industrial all-in-one storage units, bidirectional energy storage converters, BMS, EMS, and more[28] Main Business Model The company operates on an "R&D-design-production-sales-service" model, emphasizing comprehensive solutions and full lifecycle services for customers, with no significant changes in its business model during the reporting period - The company adopts an "R&D-design-production-sales-service" business model, focusing on providing comprehensive solutions and after-sales operation and maintenance services[28] - During the reporting period, there were no significant changes in the company's business model[28] Performance Driving Factors The company's performance is primarily driven by industry development, customer demand, refined internal management, and enhanced core competitiveness, with national industrial policies providing broad market prospects for its sector - The company's performance is primarily driven by industry development, customer demand, refined internal management, and business opportunities arising from enhanced core competitiveness and service capabilities[28] - The company actively participates in bidding activities for clients such as grid companies, provincial energy enterprises, local power companies, and overseas power companies, while also expanding into non-grid markets[29] - The company has transitioned from functional product terminals to intelligent terminals, from equipment supplier to system integration service provider, and from single product sales to full lifecycle services[29] (II) Industry Development Status The smart grid and energy storage industries are thriving globally under "dual carbon" goals, with sustained high domestic grid investment, increasing global smart grid adoption, and significant growth in new energy storage installations and markets worldwide - During the "14th Five-Year Plan" period, State Grid and China Southern Power Grid plan a combined grid investment exceeding 3 trillion Yuan, with investment scale expected to reach a new high in 2025[29] - The global smart grid industry is experiencing an upturn, with the EU expecting smart meter penetration to increase to 74% by 2027[31] - In the first half of 2025, the national new energy storage installed capacity reached 94.91 GW / 222 GWh, an increase of approximately 29% compared to the end of 2024[33] - The global energy storage market continues its high growth trajectory, with key increments driven by demand upgrades in mature markets and scaled breakthroughs in emerging markets, such as incentives from the US IRA Act, large-scale storage demand in Chile, support for commercial and industrial energy storage in Europe, and the unleashing of potential in the Middle East and Southeast Asian markets[34] Analysis of Core Competitiveness The company's core competitiveness stems from strong R&D and innovation, nearly three decades of expertise in the power industry, self-developed core technologies in IoT communication, advanced metering, and distribution control, a significant brand advantage, comprehensive lifecycle solutions, and strategic empowerment from its controlling shareholder, Midea Group - The company has cultivated the power industry for nearly three decades, mastering core technologies such as IoT communication, advanced metering, edge computing, and distribution control, and participates in national regulations and industry standard setting[35] - In the energy storage sector, the company has achieved full in-house R&D and production of core control units for energy storage systems, including PCS, BMS, EMS, DC/DC, and O&MS, possessing comprehensive station-level solution service capabilities[37] - During the reporting period, the company's R&D investment was 186.93 million Yuan, accounting for 7.26% of operating revenue, with 101 patent applications and 75 patents granted[37] - The company consistently ranks on Bloomberg New Energy Finance (BNEF) Tier 1 energy storage manufacturer list and has been recognized as a "National Green Factory"[37] - Controlling shareholder Midea Group empowers the company in R&D, manufacturing, supply chain, channels, and branding, jointly launching the "Midea+CLOU" dual-brand strategy[38] Analysis of Main Business During the reporting period, the company's operating revenue increased by 34.66% to 2.57 billion Yuan, and net profit attributable to shareholders grew by 579.14% to 190 million Yuan, achieving a turnaround, with energy storage business revenue significantly increasing by 177.15% to become the main growth driver, while smart grid revenue declined by 9.17%, and overseas market revenue surged by 126.84% Year-on-Year Changes in Key Financial Data | Indicator | Current Period (Yuan) | Prior Period (Yuan) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 2,573,456,467.97 | 1,911,081,832.28 | 34.66% | Overseas energy storage orders delivered sequentially | | Operating Cost | 1,721,798,315.70 | 1,300,040,927.09 | 32.44% | Increased with operating revenue | | Selling Expenses | 195,426,113.99 | 159,101,962.31 | 22.83% | Business scale growth | | Administrative Expenses | 147,366,384.44 | 175,503,830.77 | -16.03% | Cost reduction and efficiency improvement | | Financial Expenses | 37,222,617.39 | 152,058,570.71 | -75.52% | Egyptian Pound exchange rate relatively stable, reduced exchange losses | | Income Tax Expense | 64,370,087.95 | 9,872,648.53 | 552.00% | Operating performance turned profitable | | R&D Investment | 186,930,115.93 | 169,649,158.07 | 10.19% | Increased R&D efforts | | Net Cash Flow from Operating Activities | -6,613,044.59 | 12,258,967.69 | -153.94% | Payment of project guaranteed returns and electricity fees | | Net Cash Flow from Investing Activities | 18,762,775.83 | -17,045,963.51 | 210.07% | Reduced infrastructure investment YoY | | Net Cash Flow from Financing Activities | 276,535,542.34 | -231,120,424.69 | 219.65% | Increased interest-bearing debt | | Net Increase in Cash and Cash Equivalents | 289,096,054.65 | -260,418,615.97 | 211.01% | | Operating Revenue Composition (by Product and Region) | Category | Item | Current Period Amount (Yuan) | Proportion of Operating Revenue | Prior Period Amount (Yuan) | Proportion of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | By Product | Smart Grid | 1,254,325,155.83 | 48.74% | 1,380,926,418.97 | 72.27% | -9.17% | | | Energy Storage Business | 1,282,322,622.70 | 49.83% | 462,689,121.40 | 24.21% | 177.15% | | | Integrated Energy Management and Services | 11,001,934.66 | 0.43% | 38,082,608.64 | 1.99% | -71.11% | | | Property Management | 23,362,836.27 | 0.91% | 20,903,473.67 | 1.09% | 11.77% | | | Other Business Income | 2,443,918.51 | 0.09% | 8,480,209.60 | 0.44% | -71.18% | | By Region | Domestic | 1,292,517,439.68 | 50.22% | 1,346,393,814.04 | 70.45% | -4.00% | | | International | 1,280,939,028.29 | 49.78% | 564,688,018.24 | 29.55% | 126.84% | Gross Profit Margin Analysis of Main Business | Category | Operating Revenue (Yuan) | Operating Cost (Yuan) | Gross Profit Margin | YoY Change in Operating Revenue | YoY Change in Operating Cost | YoY Change in Gross Profit Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Main Business | 2,571,012,549.46 | 1,721,252,100.15 | 33.05% | 35.13% | 33.10% | 1.02% | | Smart Grid | 1,254,325,155.83 | 841,713,662.13 | 32.90% | -9.17% | -9.13% | -0.03% | | Energy Storage Business | 1,282,322,622.70 | 859,814,681.20 | 32.95% | 177.15% | 170.09% | 1.75% | | Domestic | 1,292,517,439.68 | 978,788,385.72 | 24.27% | -4.00% | 6.55% | -7.50% | | International | 1,280,939,028.29 | 743,009,929.98 | 41.99% | 126.84% | 94.81% | 9.53% | Overview During the reporting period, the company achieved operating revenue of 2.57 billion Yuan, a 34.66% increase year-on-year, and net profit attributable to shareholders of 190 million Yuan, a 579.14% increase year-on-year, successfully turning losses into profits through market expansion, R&D innovation, and optimized internal management - During the reporting period, the company achieved operating revenue of 2,573.46 million Yuan, a year-on-year increase of 34.66%[39] - Net profit attributable to shareholders of the listed company reached 190.08 million Yuan, a year-on-year increase of 579.14%[39] Smart Grid Business The company's smart grid business continues to deepen its presence in the domestic grid market, actively expanding into non-grid and international markets, securing over 200 million Yuan in AMI project orders in Africa, achieving breakthroughs in South Africa, and maintaining stable shipments to Europe, while also launching innovative products and being recognized as a "National Green Factory" - In the first half of the year, the African market signed AMI project orders exceeding 200 million Yuan; breakthroughs were achieved in the South African market, with the company's smart meter products successfully shortlisted by the South African national power company; stable shipments were realized in the European market[39] - In the field of precision metering, the company launched products such as ten-thousandth-level high-precision standard meters, on-device metering units, electricity carbon meters, localized high-end boundary meters, and HarmonyOS-powered smart distribution area terminals[40] - The company was recognized as a "National Green Factory," continuously deepening its smart manufacturing upgrade and strengthening factory automation and informatization construction[41] Energy Storage Business The company's energy storage business capitalizes on industry opportunities, focusing on central and state-owned enterprises domestically and strategically expanding into the Americas, Europe, Asia-Pacific, and Middle East/Africa internationally, securing major projects, launching new products, and establishing production bases with significant annual capacities - The company's energy storage business focuses on central and state-owned enterprises in the domestic market, while continuously deepening its presence in the Americas and Europe, and strategically targeting the Asia-Pacific, Middle East, and African markets internationally[41] - The company successively won bids for projects such as CGN New Energy's 2025 annual energy storage system framework procurement and CSSC Wind Power's 350 MWh framework procurement, and expanded into new markets like Greece, Czech Republic, and Poland[41] - The fully in-house developed AquaC2.5 new-generation containerized energy storage system achieved large-scale shipments, and the company launched the Aqua-EX integrated solar-storage cabinet and AquaE series 522 kWh commercial and industrial energy storage products[41][42] - The Yichun energy storage base has an annual production capacity of 10 GWh, and the Indonesia energy storage production base has an initial planned capacity of 3 GWh, scheduled to commence formal operation in 2026[42] Analysis of Non-Core Business The company's non-core businesses had a minor impact on total profit, with investment income of -12.07 million Yuan primarily from equity method losses of an associate, fair value change losses of -2.96 million Yuan, asset impairment of -1.35 million Yuan, non-operating income of 18.49 million Yuan, non-operating expenses of 4.86 million Yuan, credit impairment losses of -6.99 million Yuan, and asset disposal gains of 2.13 million Yuan Non-Core Business Analysis | Item | Amount (Yuan) | Proportion of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | -12,074,935.97 | -4.34% | Investment losses recognized under equity method for associate | Sustainable for equity method investment income | | Gains or losses from changes in fair value | -2,963,137.90 | -1.06% | Fair value change losses on equity of associate | No | | Asset Impairment | -1,345,557.11 | -0.48% | Provision for various asset impairment losses | No | | Non-operating Income | 18,487,886.54 | 6.64% | Write-off of long-outstanding payables; supplier quality compensation | No | | Non-operating Expenses | 4,855,936.22 | 1.74% | Litigation and compensation expenses for contract performance | No | | Credit Impairment Losses | -6,988,119.07 | -2.51% | Provision for impairment of receivables | No | | Gains on disposal of assets | 2,127,246.45 | 0.76% | Gains from disposal of Heyuan AGC energy storage frequency regulation power station, Yumen wind-solar-storage power station energy storage equipment, etc. | No | Analysis of Assets and Liabilities At the end of the reporting period, the company's total assets were 8.03 billion Yuan, a 5.55% increase from the prior year-end, with accounts receivable growing by 3.50% and long-term borrowings by 1.02%, while construction in progress decreased by 0.36% due to the transfer of the energy storage liquid cooling automation production line to fixed assets, and restricted assets totaled 1.11 billion Yuan Significant Changes in Asset Composition | Item | Current Period-End Amount (Yuan) | Proportion of Total Assets | Prior Year-End Amount (Yuan) | Proportion of Total Assets | Change in Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Bank Balances | 1,532,472,513.90 | 19.09% | 1,311,378,676.68 | 17.24% | 1.85% | | Accounts Receivable | 1,511,265,048.31 | 18.83% | 1,165,784,739.43 | 15.33% | 3.50% | | Inventories | 856,092,221.76 | 10.67% | 878,207,936.75 | 11.55% | -0.88% | | Construction in Progress | 33,075,458.87 | 0.41% | 58,595,793.90 | 0.77% | -0.36% | | Short-term Borrowings | 3,147,068,236.35 | 39.21% | 2,774,764,583.89 | 36.49% | 2.72% | | Long-term Borrowings | 232,205,761.39 | 2.89% | 141,957,080.00 | 1.87% | 1.02% | Assets and Liabilities Measured at Fair Value | Item | Beginning Balance (Yuan) | Fair Value Change Gains/Losses for Current Period (Yuan) | Amount Sold in Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Financial assets held for trading | 6,426.00 | 705.60 | 0.00 | 7,131.60 | | Derivative financial assets | 23,301.97 | -136,366.85 | 23,301.97 | 0.00 | | Other non-current financial assets | 104,904,692.60 | -2,827,476.65 | 0.00 | 102,077,215.95 | | Subtotal Financial Assets | 104,934,420.57 | -2,963,137.90 | 23,301.97 | 102,084,347.55 | | Financial liabilities | 0.00 | 0.00 | 0.00 | 0.00 | Asset Rights Restricted as of the End of the Reporting Period | Item | Ending Book Value (Yuan) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Bank Balances | 716,989,112.39 | Acceptance bill deposits, letter of credit issuance deposits, and bill discounting deposits | | Notes Receivable | 26,693,232.29 | Endorsed notes receivable not derecognized | | Intangible Assets - Land Use Rights | 50,926,655.99 | Used for mortgage loans | | Investment Properties | 105,331,112.34 | Used for mortgage loans | | Fixed Assets | 211,734,309.13 | Used for mortgage loans | | Total | 1,111,674,422.14 | | Analysis of Investment Status During the reporting period, the company's investment amounted to 0 Yuan, a 100% decrease year-on-year, with significant non-equity investment in the Smart Energy Industrial Park project totaling 1.91 billion Yuan and 91.32% complete, while securities investments were passively formed from debt restructuring, and derivative investments for hedging purposes resulted in a -136,400 Yuan loss, with no use of raised funds Investment Amount During the Reporting Period | Indicator | Investment Amount for Current Period (Yuan) | Investment Amount for Prior Period (Yuan) | Change Rate | | :--- | :--- | :--- | :--- | | Investment Amount | 0.00 | 14,310,970.95 | -100.00% | Significant Non-Equity Investments in Progress | Project Name | Investment Method | Is it Fixed Asset Investment | Industry Involved in Investment Project | Cumulative Actual Investment Amount as of Reporting Period-End (Yuan) | Project Progress | | :--- | :--- | :--- | :--- | :--- | :--- | | Smart Energy Industrial Park Project (Guangming Industrial Park) | Self-built | Yes | Energy Storage | 1,905,218,753.52 | 91.32% | - The book value of securities investments at period-end was 7,131.60 Yuan, passively formed when a subsidiary received judicial transfers from the People's Court during debt recovery[62] - During the reporting period, the actual gain/loss from derivative investments for hedging purposes was -136,400 Yuan, primarily from foreign exchange contracts, with the company implementing risk control measures such as institutional control, flexible adjustments, amount and time control, counterparty selection, and departmental tracking[64][65] Significant Asset and Equity Sales During the reporting period, the company did not sell any significant assets, but plans to transfer 100% equity of its wholly-owned subsidiary, Nanchang CLOU Smart Grid Technology Co., Ltd., for 125 million Yuan, with the transaction not yet completed as of the reporting period end - The company did not sell any significant assets during the reporting period[68] Significant Equity Sales | Counterparty | Equity Sold | Sale Date | Transaction Price (Yuan) | Net Profit Contribution from Equity Sale to Listed Company (Yuan) | Proportion of Net Profit Contribution from Equity Sale to Total Net Profit | Is Transfer Completed | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Nanchang Kangxintai Trading Co., Ltd. | 100% equity of Nanchang CLOU Smart Grid Technology Co., Ltd. | Not applicable | 125,000,000 | Not applicable | Not applicable | No | - During the reporting period, the transfer of 100% equity of Nanchang CLOU Smart Grid Technology Co., Ltd. has not yet been completed[69] Analysis of Major Holding and Associate Companies The company's major subsidiaries, including CLOU International Technology Co., Ltd., EGYPTIAN SMART METERS COMPANY (S.A.E), and Yichun CLOU Energy Storage Technology Co., Ltd., were profitable during the reporting period, while CL Energy Storage Corporation recorded a net loss, and the company added three new subsidiaries and disposed of or deregistered others Major Subsidiaries and Associate Companies with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Main Business | Registered Capital (Yuan) | Total Assets (Yuan) | Net Assets (Yuan) | Operating Revenue (Yuan) | Operating Profit (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | CLOU International Technology Co., Ltd. | Subsidiary | Electronic products | 50,000,000.00 | 710,379,991.81 | 185,177,290.70 | 230,757,841.17 | 31,668,333.46 | 29,405,982.72 | | EGYPTIAN SMART METERS COMPANY(S.A.E) | Subsidiary | Electrical products | 25,000,000 Egyptian Pounds | 237,808,225.06 | -79,596,783.55 | 108,966,182.47 | 29,977,695.62 | 31,381,173.81 | | Yichun CLOU Energy Storage Technology Co., Ltd. | Subsidiary | New energy | 100,000,000.00 | 2,732,320,779.27 | 141,472,495.62 | 892,750,881.94 | 34,705,941.46 | 27,297,486.78 | | CL Energy Storage Corporation | Subsidiary | New energy | 1,000,000 USD | 1,065,184,335.20 | -91,726,513.50 | 523,039,216.57 | -23,341,042.20 | -38,029,977.20 | Acquisition and Disposal of Subsidiaries During the Reporting Period | Company Name | Method of Acquisition/Disposal During Reporting Period | Impact on Overall Production, Operations, and Performance | | :--- | :--- | :--- | | Lezhi Kexing New Energy Technology Co., Ltd. | Newly added in current period | -- | | CLOU Energy Storage B.V. | Newly added in current period | -- | | PT KLOU TEKNOLOGI INDONESIA | Newly added in current period | Net profit of -7,000.00 Yuan in current period | | Shennandian Energy Technology (Sichuan) Co., Ltd. | Transferred in current period | Investment income of 908,100.00 Yuan | | Foshan Shunde Shunyujie After-Sales Service Co., Ltd. | Deregistered in current period | -- | Information on Structured Entities Controlled by the Company The company did not control any structured entities during the reporting period - The company did not control any structured entities during the reporting period[73] Risks Faced by the Company and Countermeasures The company faces risks from industry policies, international trade friction, market competition, and exchange rate fluctuations, which it addresses by monitoring policy changes, diversifying global markets, increasing R&D investment, and using hedging strategies - The company faces industry policy risks and will actively monitor national macroeconomic policies, economic conditions, and industry trends to timely adjust its business strategies and product development strategies[73] - The company faces international trade friction risks and is actively expanding into global markets, reducing reliance on single markets, strengthening overseas localization, and enhancing overseas operation and maintenance service capabilities[74] - The company faces market competition risks and will closely monitor industry development trends, actively track cutting-edge industrial technologies, increase R&D investment, and launch new technologies and products that meet market demand[74] - The company faces exchange rate fluctuation risks and will closely monitor global financial markets and national exchange rate policies, reducing the impact of exchange rate fluctuations through hedging, strengthening foreign exchange situation monitoring and analysis, and timely settlement and sale of foreign exchange[75] Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company did not formulate a market value management system or disclose a valuation enhancement plan during the reporting period - The company did not formulate a market value management system during the reporting period[76] - The company did not disclose a valuation enhancement plan during the reporting period[76] Implementation of "Dual Improvement in Quality and Returns" Action Plan The company did not disclose an announcement regarding the "Dual Improvement in Quality and Returns" action plan during the reporting period - The company did not disclose an announcement regarding the "Dual Improvement in Quality and Returns" action plan during the reporting period[76] Corporate Governance, Environment, and Society This section covers changes in the company's board and management, profit distribution plans, employee incentive schemes, and environmental and social responsibility disclosures Changes in Directors, Supervisors, and Senior Management During the reporting period, the company's board of directors saw changes, with Qiu Xiangwei and Wang Zonghao elected as directors, while Fu Yongjun and Wu Dehai resigned due to job reassignments Changes in Directors, Supervisors, and Senior Management | Name | Position Held | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Qiu Xiangwei | Chairman | Elected | April 14, 2025 | Job reassignment | | Wang Zonghao | Director | Elected | April 14, 2025 | Job reassignment | | Fu Yongjun | Chairman | Resigned | March 23, 2025 | Job reassignment | | Wu Dehai | Director | Resigned | March 27, 2025 | Job reassignment | Profit Distribution and Capital Reserve Conversion to Share Capital for the Current Reporting Period The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for this semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for this semi-annual period[79] Implementation of Company's Equity Incentive Plan, Employee Stock Ownership Plan, or Other Employee Incentive Measures In December 2024, the company approved its 2024 stock option incentive plan, proposing to grant 53.12 million stock options, with 42.50 million initially granted, which was later adjusted in January 2025 to 41.50 million options for 123 grantees, completed on January 14, 2025, with no other employee incentive measures during the reporting period - The company's 2024 stock option incentive plan proposes to grant a total of 53.12 million stock options to incentive recipients, accounting for 3.20% of the company's total share capital[80] - The initial grant involved 124 incentive recipients and 42.50 million stock options[80] - In January 2025, the initial grant recipients were adjusted to 123 individuals, and the total number of initially granted stock options was adjusted to 41.50 million, with January 14, 2025, as the initial grant date[81] - On January 27, 2025, the company completed the initial grant registration for this incentive plan[82] Environmental Information Disclosure The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law - The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law[84] Social Responsibility Status The company has not yet carried out poverty alleviation or rural revitalization work during the reporting period - The company has not yet carried out poverty alleviation or rural revitalization work during the reporting period[84] Significant Matters This section addresses commitments from controlling shareholders and related parties, non-operating fund occupation, external guarantees, auditor appointments, litigation, and major related-party transactions Commitments Fulfilled and Unfulfilled by the Company's Actual Controller, Shareholders, Related Parties, Acquirers, and Other Concerned Parties During and as of the End of the Reporting Period The company's actual controller He Xiangjian, controlling shareholder Midea Group, and second-largest shareholder Shenzhen Capital Group consistently fulfilled commitments regarding company independence, avoiding horizontal competition, standardizing related-party transactions, and preventing fund occupation, while the company also committed to not providing financial assistance for its 2024 stock option incentive plan and to its profit distribution policy for 2023-2025, all currently being fulfilled - Shenzhen Capital Group committed to maintaining independence from the listed company in terms of assets, personnel, business, finance, and organization, not interfering with the company's operational decisions using its shareholder status, and not occupying the assets of the listed company or its subsidiaries in any way[86] - He Xiangjian, Midea Holding Co., Ltd., and Midea Group Co., Ltd. all committed to ensuring the independence of CLOU Electronics in terms of assets, personnel, finance, business, and organization[86][87] - He Xiangjian, Midea Holding Co., Ltd., and Midea Group Co., Ltd. all committed to avoiding horizontal competition and to properly resolve potential horizontal competition issues within 5 years from becoming the actual controller/indirect controlling shareholder/direct controlling shareholder[87][88] - The company committed not to provide loans or any other form of financial assistance to incentive recipients for exercising stock options under the 2024 stock option incentive plan[90] - The company committed to generally conducting one cash dividend distribution annually for the next three years (2023-2025), with the profit distributed in cash each year not being less than 10% of the distributable profit achieved in that year[90] Non-Operating Fund Occupation by Controlling Shareholders and Other Related Parties of the Listed Company During the reporting period, there was no non-operating fund occupation by controlling shareholders or other related parties of the listed company - During the reporting period, there was no non-operating fund occupation by controlling shareholders or other related parties of the listed company[92] Illegal External Guarantees The company had no illegal external guarantees during the reporting period - The company had no illegal external guarantees during the reporting period[93] Appointment and Dismissal of Accounting Firms The company's semi-annual report was unaudited - The company's semi-annual report was unaudited[94] Explanation by the Board of Directors and Supervisory Board on the Accounting Firm's "Non-Standard Audit Report" for the Current Reporting Period The company had no non-standard audit report during the reporting period, thus this explanation is not applicable - The company had no non-standard audit report during the reporting period[95] Explanation by the Board of Directors on the "Non-Standard Audit Report" for the Previous Year The company had no non-standard audit report during the reporting period, thus this explanation is not applicable - The company had no non-standard audit report during the reporting period[95] Bankruptcy and Reorganization Matters The company had no bankruptcy and reorganization matters during the reporting period - The company had no bankruptcy and reorganization matters during the reporting period[95] Litigation Matters The company is involved in multiple significant litigation and arbitration cases, including contract disputes and execution objections with Zhongdian Lvyuan, Guolong Construction, Duan Xiaoguang, Shanxi Lvyang New Energy Automobile Service Co., Ltd., and China Nanhai Engineering Co., Ltd., with amounts ranging from 11.08 million Yuan to 237.28 million Yuan, some resolved and others ongoing, alongside other lawsuits totaling 117.45 million Yuan with no significant impact - The company is involved in a sales contract dispute with Shenzhen Zhongdian Lvyuan Pure Electric Vehicle Operation Co., Ltd., with a case amount of 56.91 million Yuan, and the court has ruled to terminate the current enforcement procedure[96] - The company is involved in a construction contract dispute with Shenzhen Guolong Construction Decoration Engineering Co., Ltd., with a case amount of 11.08 million Yuan, and the second instance judgment upheld the original verdict[96] - The company is involved in a construction project contract dispute with China Nanhai Engineering Co., Ltd., with a case amount of 237.28 million Yuan, and Nanhai Engineering has applied for asset preservation, currently in the first instance procedure[98] - The company is involved in a contract dispute with Shanxi Lvyang New Energy Automobile Service Co., Ltd., with a case amount of 24.66 million Yuan, and the first instance judgment ordered the defendant to pay outstanding debts and liquidated damages[97][98] - Other significant litigation matters collectively involve a total amount of 117.45 million Yuan, some of which are currently in enforcement, with no significant impact on the company[98] Penalties and Rectification The company had no significant penalties or rectification matters during the reporting period - The company had no significant penalties or rectification matters during the reporting period[99] Integrity Status of the Company, its Controlling Shareholder, and Actual Controller The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period - The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period[100] Significant Related-Party Transactions During the reporting period, the company engaged in routine related-party transactions with Midea Group and its subsidiaries, and Shenzhen CheDian Network Co., Ltd., involving product procurement and sales, and service provision, totaling 66.37 million Yuan within approved limits, and also conducted accounts receivable factoring with Midea Commercial Factoring Co., Ltd., which has been settled, and pays a 0.6% trademark license fee to Midea Group based on sales revenue Related-Party Transactions Related to Daily Operations | Related Party | Type of Related-Party Transaction | Content of Related-Party Transaction | Amount for Current Period (Yuan) | Proportion of Similar Transactions | Approved Transaction Limit (Yuan) | Exceeded Approved Limit | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Midea Group Co., Ltd. and its subsidiaries | Procurement from related parties | Products | 534.08 | 0.38% | 150,000,000 | No | | Midea Group Co., Ltd. and its subsidiaries | Sales to related parties | Products | 6,004.00 | 2.33% | 215,000,000 | No | | Shenzhen CheDian Network Co., Ltd. | Sales to related parties | Products | 12.86 | 0.00% | 25,000,000 | No | | Midea Group Co., Ltd. and its subsidiaries | Provision of services to related parties | Services | 19.88 | 0.01% | 36,000,000 | No | | Total | | | 6,637.40 | | 568,750,000 | | Payables to Related Parties | Related Party | Related-Party Relationship | Reason for Formation | Beginning Balance (Yuan) | Amount Added in Current Period (Yuan) | Amount Repaid in Current Period (Yuan) | Interest Rate | Interest for Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Midea Commercial Factoring Co., Ltd. | Wholly-owned subsidiary of controlling shareholder Midea Group | Accounts receivable factoring business | 400,446,100.00 | 6,028,100.00 | 406,474,200.00 | 3.65% | 6,028,100.00 | 0 | Deposit Business with Related Financial Companies | Related Party | Related-Party Relationship | Daily Maximum Deposit Limit (Yuan) | Deposit Interest Rate Range | Beginning Balance (Yuan) | Total Deposit Amount in Current Period (Yuan) | Total Withdrawal Amount in Current Period (Yuan) | Ending Balance (Yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Midea Group Finance Co., Ltd. | Controlling subsidiary of Midea Group | 45,000,000 | 0.25% | 15,100.00 | 44,234,500.00 | 220,000.00 | 44,029,600.00 | - The company signed a "Trademark License Agreement" with Midea Group, allowing the company's licensed products to use Midea Group's trademarks, with the company paying a license fee of 0.6% of the licensed product sales revenue[110] Significant Contracts and Their Performance The company had no entrustment or contracting arrangements during the reporting period, but leased part of its Guangming District CLOU Smart Energy Industrial Park to Shenzhen Guangming New City Industrial Investment Development Co., Ltd. for 14 years and 7 months, totaling 134.86 million Yuan in rent, and provided joint liability guarantees for subsidiaries totaling 124.57% of net assets, with 796.41 million Yuan for those with a debt-to-asset ratio exceeding 70%, and no entrusted wealth management or other significant contracts - The company had no entrustment or contracting arrangements during the reporting period[112][113] - The company leased floors 4-30 of Building 5B in Shenzhen Guangming District CLOU Smart Energy Industrial Park to Shenzhen Guangming New City Industrial Investment Development Co., Ltd. for a lease term of 14 years and 7 months, with total rent (including tax) amounting to 134.86 million Yuan[114] Company's Guarantees for Subsidiaries | Guaranteed Party Name | Guaranteed Limit (Yuan) | Actual Guaranteed Amount (Yuan) | Guarantee Type | Guarantee Period | Is Performance Completed | | :--- | :--- | :--- | :--- | :--- | :--- | | Yichun CLOU Energy Storage Technology Co., Ltd. | 800,000,000 | 99,366,400.00 | Joint liability guarantee | Three years after debt maturity | No | | CL Energy Storage Corporation | 1,000,000,000 | 77,361,600.00 | Joint liability guarantee | As per actual signed letter of guarantee agreement | No | | Total Approved Guarantee Limit for Subsidiaries at Period-End (B3) | 1,900,000,000 | Total Actual Guarantee Balance for Subsidiaries at Period-End (B4) | 560,000,600.00 | | | - The total actual guarantee amount (i.e., A4+B4+C4) accounts for 124.57% of the company's net assets[118] - The outstanding debt guarantee amount provided directly or indirectly for guaranteed parties with a debt-to-asset ratio exceeding 70% was 796.41 million Yuan[118] Explanation of Other Significant Matters The company had no other significant matters requiring explanation during the reporting period - The company had no other significant matters requiring explanation during the reporting period[121] Significant Matters of Company Subsidiaries The company's wholly-owned subsidiary, Shenzhen Qianhai CLOU Energy Financial Services Co., Ltd., invested 14 million Yuan in Tibet Guoke Dingyi Investment Center, recovering 13.28 million Yuan, while the "Shenneng Shangyin No. 2 (Jiaxing) Equity Investment Partnership (Limited Partnership)" is currently in liquidation - Shenzhen Qianhai CLOU Energy Financial Services Co., Ltd., a wholly-owned subsidiary, cumulatively invested 14 million Yuan in Tibet Guoke Dingyi Investment Center (Limited Partnership), and has cumulatively recovered 13.28 million Yuan through dividends[122] - The "Shenneng Shangyin No. 2 (Jiaxing) Equity Investment Partnership (Limited Partnership)," initiated by the company as a limited partner, is currently in liquidation[123] Share Changes and Shareholder Information This section details changes in the company's share capital, securities issuance, shareholder structure, and any changes in the controlling shareholder or actual controller Share Change Status During the reporting period, the company's total share capital remained unchanged at 1,660,816,688 shares, with restricted shares accounting for 1