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濮耐股份(002225) - 2025 Q2 - 季度财报
PRCOPRCO(SZ:002225)2025-08-15 08:35

Section I Important Notice, Table of Contents, and Definitions This section provides crucial disclaimers, outlines the report's structure, lists reference documents, and defines key terms for clarity Important Notice The company's board, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, assuming legal responsibility, while the company plans no cash dividends, bonus shares, or capital reserve conversions - 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, and assume individual and joint legal responsibility5 - Company head Liu Baikuan, chief accountant Ma Yi, and head of accounting department Wang Tao declare that the financial report in this semi-annual report is true, accurate, and complete5 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital5 Table of Contents This section lists the report's overall structure, including nine main chapters and their corresponding starting page numbers, providing investors with quick navigation guidance List of Reference Documents This section lists the report's reference documents, including signed and sealed financial statements, original public disclosure files, and the chairman's signed report, with the placement specified as the company's board office - Reference documents include financial statements signed by the legal representative, chief financial officer, and head of the accounting department9 - Originals of all company documents and announcements publicly disclosed in newspapers designated by the China Securities Regulatory Commission during the reporting period10 - Location for reference documents: Company Board of Directors Office12 Definitions This section provides definitions for common terms used in the report, particularly the full and abbreviated names of the company and its main subsidiaries and associates, ensuring clear understanding of the report's content - "The Company", "Company", "Listed Company" refers to Puyang Refractories Group Co., Ltd13 - Lists multiple subsidiaries and associates including Puyang Refractories Functional Materials, Yingkou Puyang Refractories, Shanghai Baoming, Yunnan Puyang Refractories, Puyang Refractories Kiln, Yushan Metallurgy, Puyang Refractories New Materials, Puyang Refractories Serbia, Puyang Refractories USA, Puyang Refractories Russia, Puyang Ukraine, Xiangchen Magnesia, Xinjiang Qinxiang, Qinghai Puyang Refractories, Huayin High-tech, Zhengzhou Huawei, Zhengzhou Huite, Shanghai Yinlian, and Luoyang Solite13 Section II Company Profile and Key Financial Indicators This section provides an overview of the company's basic information, contact details, and key financial performance metrics for the reporting period Company Profile Puyang Refractories Group Co., Ltd., stock ticker "Puyang Refractories", stock code 002225, is listed on the Shenzhen Stock Exchange, with Liu Baikuan as its legal representative Company Basic Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | Puyang Refractories | | Stock Code | 002225 | | Listing Exchange | Shenzhen Stock Exchange | | Chinese Name | Puyang Refractories Group Co., Ltd. | | Legal Representative | Liu Baikuan | Contacts and Contact Information This section provides contact details for the company's Board Secretary Peng Yanming and Securities Affairs Representative Zhang Lei, including address, phone, fax, and email, facilitating investor communication Contact Information | Position | Name | Phone | Email | | :--- | :--- | :--- | :--- | | Board Secretary | Peng Yanming | 0393-3214228 | p_y_m78@163.com | | Securities Affairs Representative | Zhang Lei | 0393-3214228 | zhangleizmx8@163.com | Other Information The company's registered address, office address, website, email, and information disclosure and storage locations remained unchanged during the reporting period, with specific details available in the 2024 annual report - The company's registered address, office address and postal code, company website, email, etc., remained unchanged during the reporting period; specific details can be found in the 2024 annual report17 - The company's designated website and media for semi-annual report disclosure, and the location for semi-annual report storage, remained unchanged during the reporting period; specific details can be found in the 2024 annual report18 Key Accounting Data and Financial Indicators In H1 2025, the company's operating revenue increased by 3.57% to RMB 2.794 billion, but net profit attributable to shareholders significantly decreased by 48.26% to RMB 68.903 million, with non-recurring net profit down 44.85%, while total assets and net assets attributable to shareholders both grew Key Accounting Data and Financial Indicators (Current Reporting Period vs. Prior Year Period) | Indicator | Current Reporting Period (RMB) | Prior Year Period (RMB) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,793,799,019.32 | 2,697,613,511.91 | 3.57% | | Net Profit Attributable to Shareholders of Listed Company | 68,903,230.51 | 133,172,072.88 | -48.26% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-recurring Gains and Losses) | 53,916,845.90 | 97,766,435.34 | -44.85% | | Net Cash Flow from Operating Activities | 240,010,515.72 | 241,167,598.70 | -0.48% | | Basic Earnings Per Share (RMB/share) | 0.07 | 0.13 | -46.15% | | Diluted Earnings Per Share (RMB/share) | 0.07 | 0.13 | -46.15% | | Weighted Average Return on Net Assets | 2.00% | 3.86% | -1.86% | Key Accounting Data and Financial Indicators (End of Current Reporting Period vs. End of Prior Year) | Indicator | End of Current Reporting Period (RMB) | End of Prior Year (RMB) | Change | | :--- | :--- | :--- | :--- | | Total Assets | 8,628,946,934.61 | 8,264,845,329.57 | 4.41% | | Net Assets Attributable to Shareholders of Listed Company | 3,441,635,425.39 | 3,403,319,460.50 | 1.13% | Differences in Accounting Data Under Domestic and Overseas Accounting Standards The company reported no differences in net profit and net assets between financial reports disclosed under international or overseas accounting standards and Chinese accounting standards during the reporting period - The company reported no differences in net profit and net assets between financial reports disclosed under international accounting standards and Chinese accounting standards during the reporting period21 - The company reported no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese accounting standards during the reporting period22 Non-recurring Gains and Losses Items and Amounts The company's total non-recurring gains and losses for H1 2025 amounted to RMB 14.986 million, primarily from government subsidies and non-current asset disposal gains/losses, with government subsidies contributing RMB 17.757 million Non-recurring Gains and Losses Items and Amounts | Item | Amount (RMB) | | :--- | :--- | | Gains and Losses from Disposal of Non-current Assets | -550,028.24 | | Government Subsidies Included in Current Profit and Loss | 17,757,374.68 | | Gains and Losses from Debt Restructuring | -3,365,826.22 | | Other Income and Expense Items Meeting the Definition of Non-recurring Gains and Losses | 4,820,923.12 | | Less: Income Tax Impact | 3,101,099.95 | | Minority Interest Impact (After Tax) | 574,958.78 | | Total | 14,986,384.61 | - The company has no situations where non-recurring gains and losses items listed in "Interpretive Announcement No. 1 on Information Disclosure by Companies Issuing Securities to the Public—Non-recurring Gains and Losses" are defined as recurring gains and losses25 Section III Management Discussion and Analysis This section analyzes the company's main business operations, core competencies, financial performance, asset and liability status, investment activities, and risk factors during the reporting period Main Business Activities During the Reporting Period The company's main business involves the R&D, production, sales, and overall contracting services of refractories, covering functional, shaped, unshaped, and magnesia-based new materials, primarily for high-temperature industries like steel and building materials, maintaining its position as a domestic industry leader with strong international presence - The company's main business involves the research, development, production, and sales of shaped and unshaped refractories, functional refractories, and supporting structures, as well as undertaking overall contracting services for refractory design, installation, and construction for various thermal equipment27 - The company is a leading enterprise in the domestic refractory industry, with a full industry chain layout from self-owned mining to product R&D, production, sales, and service28 - In H1 2025, overseas sales revenue reached RMB 84.871 million, further strengthening its leading export position28 Company's Main Business Activities The company's core business encompasses the R&D, production, and sales of shaped, unshaped, and functional refractories, along with overall contracting services for thermal equipment, serving high-temperature industries like steel, building materials, and non-ferrous metals - The company's main business involves the research, development, production, and sales of shaped and unshaped refractories, functional refractories, and supporting structures, as well as undertaking overall contracting services for refractory design, installation, and construction for various thermal equipment27 Main Product Segments and Uses | Product Segment | Product Category | Main Uses | | :--- | :--- | :--- | | Functional Refractories | Slide gate nozzles, three-piece sets, seat bricks, permeable bricks | Functional refractories for continuous casting, controlling molten steel flow, guiding molten steel, purifying molten steel, stirring molten steel, etc. | | Shaped Refractories | Ladle bricks, basic products | Used for containing and transferring high-temperature molten steel, resisting mechanical wear and chemical erosion; used for cement rotary kilns and RH furnace linings | | Unshaped Refractories | Bulk materials, impact plates and slag baffles, electric furnace roofs | Used for various industrial kilns, working linings of ladles and tundishes, tapholes, etc.; protecting ladle bottom, promoting inclusion flotation; electric arc furnace covers | | Other Categories | Magnesia-based new materials and other products | Magnesium oxide for fine chemicals, energy metals, safety and environmental protection, high-end magnesia refractories raw materials, etc. | Industry Development Status and Company's Industry Position In H1 2025, the refractory industry saw a 3.69% decline in output due to weak downstream demand, with crude steel output down 3%, while the company, as an industry leader, achieved RMB 84.871 million in overseas sales and established overseas factories in the US and Serbia - In H1 2025, national refractory output was 10.6287 million tons, a year-on-year decrease of 3.69%27 - The company is a leading enterprise in the domestic refractory industry, with a full industry chain layout from self-owned mining to product R&D, production, sales, and service28 - In H1 2025, overseas sales revenue reached RMB 84.871 million, continuously strengthening its leading export position; the company has established and fully operational overseas factories in the United States and Serbia28 Main Business Model The company adopts a "production-to-order" model to control inventory and costs while meeting customized client needs, with overall contracting as a highly efficient and distinctive sales approach that leverages comprehensive technical advantages and fosters long-term strategic partnerships - The company's production model is "production-to-order", effectively controlling raw material inventory and procurement prices, which is beneficial for meeting customized customer requirements29 - The company's main sales models are individual sales and overall contracting, with the latter better reflecting the company's comprehensive technical advantages and serving as a well-functioning, efficient, and distinctive sales model30 Core Competitiveness Analysis The company's core competitiveness stems from its strong brand, continuous technological innovation, global marketing network, high-quality customer base, and an excellent management team, ensuring its leadership in the refractory industry - The company owns well-known domestic and international brands such as "Puyang Refractories" and "PRCO", making it a preferred and trusted brand for major steel and cement enterprises in refractory procurement31 - The company is a national high-tech enterprise and a national innovative enterprise, possessing R&D platforms such as a national recognized enterprise technology center and a postdoctoral research workstation, having accumulated 664 authorized patents31 - The company has an efficient global marketing system, with 37 domestic offices and 10 subsidiaries and offices in countries such as the United States, South Korea, and India32 - The company has provided high-quality products and services to over 70 of the world's top 100 steel enterprises, including Baowu Group and Hegang Group33 - The company's management team possesses rich practical experience in the refractory industry and has established a management training academy to continuously improve cadre management levels and cultivate new talent33 Main Business Analysis In H1 2025, the company's operating revenue grew by 3.57% to RMB 2.794 billion, but net profit attributable to the parent company decreased by 48.26% to RMB 68.903 million, mainly due to lower gross margins from intense domestic competition and increased credit impairment losses, while overseas sales revenue increased by 16.98% Year-on-Year Changes in Key Financial Data | Indicator | Current Reporting Period (RMB) | Prior Year Period (RMB) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,793,799,019.32 | 2,697,613,511.91 | 3.57% | | Net Profit Attributable to Owners of the Parent Company | 68,903,230.51 | 133,172,072.88 | -48.26% | | Financial Expenses | -4,088,300.91 | 15,000,871.46 | -127.25% | | Income Tax Expense | 4,519,330.91 | 20,881,448.82 | -78.36% | | Net Cash Flow from Financing Activities | 8,556,097.44 | -221,443,148.63 | 103.86% | | Net Increase in Cash and Cash Equivalents | 173,684,807.35 | -56,418,810.63 | 407.85% | - Net profit attributable to owners of the parent company decreased by 48.26% year-on-year, primarily due to a decrease in gross profit margin for domestic refractory business and an increase in credit impairment losses38 Operating Revenue Composition (by Region) | Region | Current Reporting Period Amount (RMB) | Proportion of Operating Revenue | Prior Year Period Amount (RMB) | Proportion of Operating Revenue | Year-on-Year Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Domestic Sales | 1,945,086,287.88 | 69.62% | 1,972,099,368.60 | 73.11% | -1.37% | | Overseas Sales | 848,712,731.44 | 30.38% | 725,514,143.31 | 26.89% | 16.98% | - The New Materials Business Unit continued to expand into the market for high-efficiency precipitants for hydrometallurgical nickel and cobalt extraction, having supplied in bulk to multiple hydrometallurgical customers including GEM, and has built a new 60,000-ton/year high-efficiency precipitant production line36 Non-Core Business Analysis Non-core business contributed significantly to total profit, with credit impairment losses accounting for 69.93%, while investment income, fair value changes, asset impairment, and non-operating income/expenses also impacted profit, though most are non-sustainable, except for asset-related government subsidies during their amortization period Impact of Non-Core Business on Total Profit | Item | Amount (RMB) | Proportion of Total Profit | Sustainability | | :--- | :--- | :--- | :--- | | Investment Income | 3,198,255.07 | 4.31% | No | | Gains and Losses from Fair Value Changes | 32,464.97 | 0.04% | No | | Asset Impairment | 208,768.05 | 0.28% | No | | Non-operating Income | 4,656,144.01 | 6.28% | No | | Non-operating Expenses | 4,948,483.44 | 6.67% | No | | Other Income | 16,355,374.68 | 22.05% | Asset-related government subsidies are sustainable during their amortization period | | Credit Impairment Losses | 51,860,823.84 | 69.93% | No | Analysis of Assets and Liabilities At the end of the reporting period, total assets increased by 4.41% year-on-year, with significant increases in monetary funds and short-term borrowings, while long-term borrowings decreased due to reclassification; accounts receivable increased, but notes receivable and non-current assets due within one year decreased, with some assets restricted Significant Changes in Asset Composition | Item | End of Current Reporting Period Amount (RMB) | Proportion of Total Assets | End of Prior Year Amount (RMB) | Proportion of Total Assets | Proportion Change | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 503,881,386.18 | 5.84% | 335,169,895.15 | 4.06% | 1.78% | Increase in net cash flow from operating activities and net bank borrowings | | Accounts Receivable | 2,259,598,247.62 | 26.19% | 1,920,794,424.03 | 23.24% | 2.95% | - | | Short-term Borrowings | 999,642,389.30 | 11.58% | 629,199,192.34 | 7.61% | 3.97% | Changes in financing structure and increased demand for operating funds | | Long-term Borrowings | 0 | 0.00% | 387,000,000.00 | 4.68% | -4.68% | Reclassified to non-current liabilities due within one year | | Non-current Liabilities Due Within One Year | 1,213,171,307.13 | 14.06% | 317,799,347.35 | 3.85% | 10.21% | Increase in convertible corporate bonds and long-term borrowings due within one year | - The company had no major overseas assets during the reporting period45 - The company's financial assets measured at fair value primarily consist of trading financial assets (equity instrument investments) and accounts receivable financing, totaling RMB 261 million at period-end46 Asset Restriction Status | Item | Book Value at Period-End (RMB) | Restriction Type | Restriction Details | | :--- | :--- | :--- | :--- | | Monetary Funds | 123,458,713.31 | Frozen and restricted | Bank acceptance margin and others | | Notes Receivable | 69,826,721.71 | Notes pledged | Notes replacement | | Non-current assets due within one year | 323,381,513.79 | Certificate of deposit pledged | Notes margin | Investment Analysis During the reporting period, the company's investments decreased by 24.42% year-on-year to RMB 73.623 million, with its main financial asset investment in Xining Special Steel shares obtained through debt restructuring, and RMB 438.004 million of convertible bond proceeds cumulatively invested, with some projects not meeting expected benefits and RMB 179.8 million of idle funds temporarily used for working capital - Investment amount for the reporting period was RMB 73.623 million, a 24.42% decrease compared to the same period last year49 Securities Investment Status | Security Abbreviation | Initial Investment Cost (RMB) | Book Value at Beginning of Period (RMB) | Fair Value Change Gains/Losses for Current Period (RMB) | Book Value at End of Period (RMB) | Accounting Subject | Source of Funds | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Xining Special Steel | 8,126,461.52 | 7,304,618.25 | -32,464.97 | 7,272,153.28 | Trading Financial Assets | Debt Restructuring | - The total proceeds from convertible corporate bonds amounted to RMB 626.3903 million, with a cumulative investment of RMB 438.004 million as of the end of the reporting period, and a remaining balance of RMB 40,100 in the special fund account52 - The intelligent manufacturing projects for 40,000 tons/year of preforms, 60,000 tons/year of bulk materials, and 10,000 tons/year of gunning mixes refractories, as well as the intelligent manufacturing project for 10,000 tons/year of high-performance environmentally friendly slag baffles for converter systems, did not achieve expected benefits in the current reporting period due to slow market expansion and fluctuating sales prices influenced by the macroeconomic situation55 - As of the end of the reporting period, RMB 179.8 million of idle raised funds had been temporarily used to supplement working capital56 - On July 11, 2024, the company's sixth board of directors' twenty-seventh meeting approved a resolution to conclude the "Intelligent Manufacturing Project for 40,000 tons/year of Preforms, 60,000 tons/year of Bulk Materials, and 10,000 tons/year of Gunning Mixes Refractories" and the "Intelligent Manufacturing Project for 10,000 tons/year of High-Performance Environmentally Friendly Slag Baffles for Converter Systems", transferring all remaining raised funds to the "Shanghai R&D Center Construction Project"59 Significant Asset and Equity Sales The company did not engage in any significant asset or equity sales during the reporting period - The company did not sell significant assets during the reporting period60 - The company did not sell significant equity during the reporting period61 Analysis of Major Holding and Associate Companies The company's major subsidiaries include Puyang Refractories Functional Materials Co., Ltd., Qinghai Puyang Refractories New Materials Co., Ltd., and Shanghai Baoming Refractories Co., Ltd., with Zhengzhou Huite Refractories Co., Ltd. and Tibet Changdu Xiangchen Magnesia Co., Ltd. reporting negative net profits, and Puyang Refractories (Mexico) Co., Ltd. newly added during the period Major Subsidiaries and Associate Companies with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Registered Capital (RMB) | Total Assets (RMB) | Net Assets (RMB) | Operating Revenue (RMB) | Operating Profit (RMB) | Net Profit (RMB) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Puyang Refractories Functional Materials Co., Ltd. | Subsidiary | 57,900,000.00 | 292,577,388.32 | 221,373,458.96 | 80,216,072.86 | 11,305,486.75 | 10,271,397.09 | | Zhengzhou Huite Refractories Co., Ltd. | Subsidiary | 330,284,066.91 | 392,538,526.83 | 144,200,482.53 | 47,112,949.28 | -15,154,852.82 | -15,155,103.23 | | Shanghai Baoming Refractories Co., Ltd. | Subsidiary | 64,000,000.00 | 613,522,320.12 | 157,411,095.79 | 236,522,780.38 | 9,545,100.97 | 9,454,953.38 | | Qinghai Puyang Refractories New Materials Co., Ltd. | Subsidiary | 560,000,000.00 | 1,027,594,233.57 | 527,163,789.32 | 341,422,607.55 | 22,167,898.46 | 20,649,627.23 | | Tibet Changdu Xiangchen Magnesia Co., Ltd. | Subsidiary | 156,875,000.00 | 546,923,111.42 | 56,204,575.69 | 35,947,302.74 | -11,271,813.84 | -11,270,213.04 | - Puyang Refractories (Mexico) Co., Ltd. was acquired during the reporting period, with a net profit of -RMB 219,844.94 from the acquisition date to the end of the reporting period, which did not have a significant impact on overall production, operations, and performance63 Status of Structured Entities Controlled by the Company The company did not control any structured entities during the reporting period - The company had no structured entities under its control during the reporting period64 Risks Faced by the Company and Countermeasures The company faces risks from international trade frictions, particularly the complex and volatile US-China trade disputes affecting overseas business, which it addresses by operating overseas factories in the US and Serbia to enhance international competitiveness and mitigate impacts - International trade frictions pose risks to the company's overseas business, especially the complex and volatile US-China trade disputes, which continue to affect the company's operations in some overseas markets64 - To effectively mitigate the impact of trade frictions, the company's overseas factories in the United States and Serbia, built in recent years, have commenced operations, which can effectively enhance the company's product competitiveness in international markets64 Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company has formulated and approved a "Market Value Management System" to standardize market value management and protect investors' legitimate rights, but has not disclosed any valuation enhancement plan - The company has formulated a "Market Value Management System", which was reviewed and approved at the twenty-seventh meeting of the sixth board of directors on April 16, 202565 - The company has not disclosed a valuation enhancement plan65 Implementation of 'Quality and Return Dual Enhancement' Action Plan The company has not disclosed any announcement regarding the "Quality and Return Dual Enhancement" action plan - The company has not disclosed an announcement regarding the "Quality and Return Dual Enhancement" action plan66 Section IV Corporate Governance, Environment, and Society This section details changes in the company's governance structure, profit distribution, employee incentive plans, environmental disclosures, and social responsibility initiatives Changes in Directors, Supervisors, and Senior Management During the reporting period, the company experienced multiple changes in its directors, supervisors, and senior management due to re-election, with individuals like Kong Zhiyuan, Liu Lianbing, Cao Yang, Liu Cheng, Qin Lihong, and Ma Wenpeng assuming new or adjusted roles, while Tian Xianghong and Han Aishao departed upon term expiration Changes in Directors, Supervisors, and Senior Management | Name | Position Held | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Kong Zhiyuan | Vice Chairman, Rotating President | Appointment/Removal | June 05, 2025 | Re-election | | Liu Lianbing | Director, President | Appointment/Removal | June 05, 2025 | Re-election | | Cao Yang | Director, Rotating President | Appointment/Removal | June 05, 2025 | Re-election | | Liu Cheng | Director | Elected | June 05, 2025 | Re-election | | Qin Lihong | Employee Supervisor | Elected | June 06, 2025 | Re-election | | Ma Wenpeng | Vice President | Appointment/Removal | June 06, 2025 | Re-election | | Tian Xianghong | Former Employee Supervisor | Term expired, left office | June 06, 2025 | Re-election, term expired, left office | | Han Aishao | Former Vice President | Term expired, left office | June 06, 2025 | Re-election, term expired, left office | Profit Distribution and Capital Reserve Conversion to Share Capital in Current Reporting Period The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period69 Implementation of Company's Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company did not implement equity incentives during the reporting period but has an effective employee stock ownership plan covering 515 employees, holding 0.60% of the total share capital, funded by the 2024 special incentive fund, with several directors, supervisors, and senior management participating - The company had no equity incentive plans during the reporting period70 Status of All Effective Employee Stock Ownership Plans During the Reporting Period | Scope of Employees | Number of Employees | Total Shares Held (shares) | Proportion of Total Listed Company Share Capital | Source of Funds for Implementation Plan | | :--- | :--- | :--- | :--- | :--- | | Company directors (excluding independent directors), supervisors, senior management, and core management, technical, and business backbone of the company or its controlling subsidiaries | 515 | 6,054,213 | 0.60% | Special incentive fund extracted by the company for 2024 | - Company directors, supervisors, and senior management such as Liu Baikuan, Kong Zhiyuan, and Liu Lianbing all hold shares in the employee stock ownership plan7172 Environmental Information Disclosure The company and its nine major subsidiaries are included in the list of enterprises required to disclose environmental information by law, with corresponding inquiry indexes provided, and no environmental accidents occurred during the reporting period - The listed company and its major subsidiaries, totaling 9 entities, are included in the list of enterprises required to disclose environmental information by law74 - In H1 2025, neither the company nor its subsidiaries experienced any environmental accidents75 Social Responsibility Status The company prioritizes social responsibility, striving for harmony among economic, environmental, and social aspects, adhering to tax laws, supporting vulnerable groups, engaging in philanthropy, and contributing to local economic development, while sharing growth benefits with stakeholders; during the reporting period, it actively aided impoverished rural families and employed disadvantaged individuals - The company has always attached great importance to fulfilling its social responsibilities, striving to maintain a harmonious balance between economic, environmental, and social responsibilities while accelerating enterprise development76 - In H1 2025, the company and its subsidiaries actively practiced social responsibility, including providing financial and material assistance to impoverished rural families and employing a small number of disadvantaged individuals to help them escape poverty76 Section V Significant Matters This section covers commitments from controlling shareholders and related parties, non-operating fund occupation, illegal external guarantees, auditor appointments, litigation, penalties, integrity status, related party transactions, and significant contracts Commitments Fulfilled During the Reporting Period and Overdue Unfulfilled Commitments by Related Parties Including the Company's Actual Controller, Shareholders, Related Parties, and Acquirers The company's actual controller, shareholders, and related parties fulfilled various commitments made during asset restructuring and public offerings/re-financings, including avoiding horizontal competition, regulating related party transactions, preventing fund occupation, share lock-ups, and immediate return compensation, with no breaches identified during the reporting period - Xiang Min, Qian Haihua, Qian Haiying, and others committed not to engage in competitive businesses similar to or identical to the company's78 - Zheng Huazhen, Zheng Kaifeng, Zhao Lingyu, and others committed to avoiding horizontal competition, regulating related party transactions, and not occupying company funds78 - The company's controlling shareholder, actual controller Liu Baikuan's family members, and directors, supervisors, and senior management made commitments regarding measures to compensate for the dilution of immediate returns from the company's non-public issuance of shares, including not overstepping authority in interfering with company operations and not infringing upon company interests79 - The company committed to cash distributions for the next three years (2023-2025), with annual cash dividends not less than 10% of the distributable profit for the year, and cumulative distributed profit over three consecutive years not less than 30% of the average annual distributable profit for the three years8081 Non-Operating Occupation of Funds by Controlling Shareholders and Other Related Parties of the Listed Company The company reported no non-operating occupation of funds by controlling shareholders or other related parties during the reporting period - The company reported no non-operating occupation of funds by controlling shareholders or other related parties during the reporting period82 Illegal External Guarantees The company had no illegal external guarantees during the reporting period - The company had no illegal external guarantees during the reporting period83 Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was not audited - The company's semi-annual report was not audited84 Board of Directors' and Supervisory Board's Explanation of 'Non-Standard Audit Report' for the Current Reporting Period The company had no non-standard audit report during the reporting period, thus the board of directors and supervisory board do not need to provide an explanation Board of Directors' Explanation of 'Non-Standard Audit Report' for the Prior Year The company had no non-standard audit report during the reporting period, thus the board of directors does not need to provide an explanation regarding the prior year's non-standard audit report Bankruptcy and Reorganization Matters The company had no bankruptcy or reorganization matters during the reporting period - The company had no bankruptcy or reorganization matters during the reporting period85 Litigation Matters The company, as a third party, was involved in three significant patent infringement lawsuits, each for RMB 13.2825 million, filed by Luoyang Luohua Powder Engineering Special Refractories Co., Ltd. against Guangxi Jinyuan Nickel Industry and Jiangsu Jiangneng New Materials; the company won all appeals, and the lawsuits have concluded Significant Litigation and Arbitration Matters | Basic Information of Litigation (Arbitration) | Amount Involved (RMB) | Provision for Estimated Liabilities Formed | Progress of Litigation (Arbitration) | Outcome and Impact of Litigation (Arbitration) | | :--- | :--- | :--- | :--- | :--- | | Luoyang Luohua Powder Engineering Special Refractories Co., Ltd. sued Guangxi Jinyuan Nickel Industry and Jiangsu Jiangneng New Materials for patent infringement (ZL201610241366.7), with Puyang Refractories as the third party in this case | 13,282,500.00 | No | On September 27, 2023, the first-instance judgment rejected all claims of the plaintiff; on June 17, 2025, the second-instance judgment rejected the appeal and upheld the original judgment | The company won the second-instance appeal, and the lawsuit has concluded | | Luoyang Luohua Powder Engineering Special Refractories Co., Ltd. sued Guangxi Jinyuan Nickel Industry and Jiangsu Jiangneng New Materials for patent infringement (ZL201410027517.X), with Puyang Refractories as the third party in this case | 13,282,500.00 | No | On September 27, 2023, the first-instance judgment rejected all claims of the plaintiff; on June 17, 2025, the second-instance judgment rejected the appeal and upheld the original judgment | The company won the second-instance appeal, and the lawsuit has concluded | | Luoyang Luohua Powder Engineering Special Refractories Co., Ltd. sued Guangxi Jinyuan Nickel Industry and Jiangsu Jiangneng New Materials for patent infringement (ZL01127474.3), with Puyang Refractories as the third party in this case | 13,282,500.00 | No | On September 27, 2023, the first-instance judgment rejected all claims of the plaintiff; on June 17, 2025, the second-instance judgment rejected the appeal and upheld the original judgment | The company won the second-instance appeal, and the lawsuit has concluded | Penalties and Rectification Status The company had no penalties or rectification matters during the reporting period - The company had no penalties or rectification matters during the reporting period87 Integrity Status of the Company, its Controlling Shareholders, and Actual Controllers The company reported no issues regarding the integrity status of itself, its controlling shareholders, or actual controllers during the reporting period - The company reported no issues regarding the integrity status of itself, its controlling shareholders, or actual controllers during the reporting period88 Significant Related Party Transactions The company reported no significant related party transactions during the reporting period, including those related to daily operations, asset/equity acquisitions or disposals, joint external investments, or related party debt/credit, nor any financial business dealings with affiliated financial companies - The company had no related party transactions related to daily operations during the reporting period88 - The company had no related party transactions involving asset or equity acquisitions or disposals during the reporting period88 - The company had no related party debt or credit transactions during the reporting period90 - The company had no deposit, loan, credit, or other financial business dealings with affiliated financial companies during the reporting period91 Significant Contracts and Their Performance The company had no entrustment or leasing matters during the reporting period, with zero rental income, but provided RMB 81.0093 million in guarantees to subsidiaries, primarily joint liability guarantees; entrusted wealth management amounted to RMB 298 million in both occurrence and outstanding balance, mainly in highly secure and liquid products, with no other significant contracts - The company had no entrustment situations during the reporting period94 - In the current reporting period, the company's house rental income was RMB 0, compared to RMB 509,700 in the same period last year95 Company's Guarantees to Subsidiaries | Name of Guaranteed Subsidiary | Disclosure Date of Guarantee Quota Announcement | Guarantee Quota (RMB 10,000) | Total Actual Guarantees to Subsidiaries During Reporting Period (RMB 10,000) | Total Actual Guarantee Balance to Subsidiaries at End of Reporting Period (RMB 10,000) | | :--- | :--- | :--- | :--- | :--- | | Yingkou Puyang Refractories Magnesia Materials Co., Ltd. | December 17, 2024 | 15,000 | 8,100.93 | 8,100.93 | | Qinghai Puyang Refractories New Materials Co., Ltd. | December 17, 2024 | 10,000 | - | - | | Ma'anshan Yushan Metallurgical New Materials Co., Ltd. | December 17, 2024 | 3,000 | - | - | | Puyang Refractories Serbia LLC | December 17, 2024 | 732.83 | - | - | | Shanghai Baoming Refractories Co., Ltd. | December 17, 2024 | 3,000 | - | - | | Yunnan Puyang Refractories Kunming Steel High-Temperature Materials Co., Ltd. | December 17, 2024 | 4,590 | - | - | | Zhengzhou Huawei Refractories Co., Ltd. | December 17, 2024 | 3,000 | - | - | | Zhengzhou Huite Refractories Co., Ltd. | December 17, 2024 | 2,000 | - | - | | Total | - | 41,322.83 | 8,100.93 | 8,100.93 | Entrusted Wealth Management Status | Specific Type | Source of Entrusted Wealth Management Funds | Amount of Entrusted Wealth Management (RMB 10,000) | Outstanding Balance (RMB 10,000) | Overdue Unrecovered Amount (RMB 10,000) | | :--- | :--- | :--- | :--- | :--- | | Bank wealth management products | Own funds | 29,800 | 29,800 | 0 | - The company had no other significant contracts during the reporting period104 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 period105 Significant Matters of Company Subsidiaries The company had no significant matters concerning its subsidiaries during the reporting period - The company had no significant matters concerning its subsidiaries during the reporting period106 Section VI Share Changes and Shareholder Information This section details changes in the company's share capital, securities issuance, shareholder structure, and changes in holdings by directors, supervisors, and senior management Share Change Status During the reporting period, the company's total share capital increased by 18,084 shares to 1,010,436,311 shares due to convertible bond conversions, while Han Aishao's restricted shares increased by 188,240 shares and unrestricted shares decreased accordingly due to changes in directors, supervisors, and senior management Share Change Status | Item | Number Before This Change (shares) | Proportion Before This Change | Subtotal Increase/Decrease for This Change (shares) | Number After This Change (shares) | Proportion After This Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 184,874,062 | 18.30% | 188,240 | 185,062,302 | 18.32% | | II. Unrestricted Shares | 825,544,165 | 81.70% | -170,156 | 825,374,009 | 81.68% | | III. Total Shares | 1,010,418,227 | 100.00% | 18,084 | 1,010,436,311 | 100.00% | - The total number of shares converted in H1 2025 was 18,084 shares, increasing the total share capital by 18,084 shares109 - In H1 2025, due to changes in directors, supervisors, and senior management, Han Aishao's restricted shares increased by 188,240 shares, affecting the total restricted shares by an increase of 188,240 shares and unrestricted shares by a decrease of 188,240 shares110 - In H1 2025, the company's total share capital increased by 18,084 shares, with virtually no impact on various indicators112 Securities Issuance and Listing Status The company had no securities issuance or listing during the reporting period Company Shareholder Numbers and Shareholding Status As of the end of the reporting period, the company had 34,229 common shareholders; among the top ten shareholders, Liu Baikuan, Liu Baichun, and Guo Zhiyan were major shareholders with 13.09%, 9.59%, and 8.40% stakes respectively, all with pledged shares, and Liu Baikuan and Liu Baichun are members of the actual controller Liu Baikuan family - Total number of common shareholders at the end of the reporting period was 34,229115 Shareholding Status of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Proportion | Number of Shares Held at End of Reporting Period (shares) | Number of Restricted Shares Held (shares) | Number of Unrestricted Shares Held (shares) | Pledged, Marked, or Frozen Status (number) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Liu Baikuan | Domestic Natural Person | 13.09% | 132,245,727.00 | 99,184,295 | 33,061,432 | 57,100,000 | | Liu Baichun | Domestic Natural Person | 9.59% | 96,853,123 | 0 | 96,853,123 | 29,700,000 | | Guo Zhiyan | Domestic Natural Person | 8.40% | 84,923,204 | 0 | 63,692,403 | 39,000,000 | | Yinhua Fund - China Life Insurance Co., Ltd. - Traditional Insurance - Yinhua Fund China Life Shares Growth Stock Traditional Available-for-Sale Single Asset Management Plan | Other | 2.20% | 22,191,152 | 0 | 22,191,152 | 0 | | Zheng Huazhen | Domestic Natural Person | 2.01% | 20,260,538 | 0 | 15,195,403 | 0 | | Bank of China Co., Ltd. - Huaan Culture, Sports, and Health Theme Flexible Allocation Mixed Securities Investment Fund | Other | 1.89% | 19,122,300 | 0 | 19,122,300 | 0 | | Shi Xubo | Domestic Natural Person | 1.54% | 15,566,035 | 0 | 15,566,035 | 0 | | Central Huijin Asset Management Co., Ltd. | State-owned Legal Person | 1.48% | 14,970,900 | 0 | 14,970,900 | 0 | | Great Wall Wealth Management - Industrial and Commercial Bank of China - Great Wall Wealth Suzaku Hongying No. 1 Asset Management Product | Other | 1.47% | 14,893,200 | 0 | 14,893,200 | 0 | | Great Wall Life Insurance Co., Ltd. - Own Funds | Other | 1.39% | 13,995,501 | 0 | 13,995,501 | 0 | - Liu Baikuan and Liu Baichun are both members of the company's actual controller Liu Baikuan family, with Liu Baichun being Liu Baikuan's elder brother116 Changes in Shareholdings of Directors, Supervisors, and Senior Management The shareholding status of the company's directors, supervisors, and senior management remained unchanged during the reporting period, with specific details available in the 2024 annual report - The shareholding status of the company's directors, supervisors, and senior management remained unchanged during the reporting period; specific details can be found in the 2024 annual report118 [Changes in Controlling Shareholder or Actual Controller](index=38&type=section&id=%E4%BA%94%E3%80%81%E6%8E%A7%E8%82%A1%E8%82%A1%E4%B8%9C%E6%88%96%E5%AE%9E%E9%99%85%E6%8E%A7%E5%88%B6%