Section I Important Notes, Table of Contents, and Definitions This section provides crucial disclaimers, the report's structural overview, and definitions of key terms used throughout Important Notes The Board of Directors, Supervisory Board, and senior management guarantee the report's accuracy, completeness, and truthfulness, with no cash dividends or share transfers planned - The Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the report content4 - The company's responsible person, chief accountant, and accounting department head declare the financial report is true, accurate, and complete4 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital6 Table of Contents This section lists the structured table of contents, including company profile, management discussion and analysis, corporate governance, significant events, share changes, bond information, and financial reports List of Documents for Reference This section provides a list of documents available for inspection during the reporting period, including the signed semi-annual report and financial statements - Documents for reference include the semi-annual report signed by the chairman, financial reports, publicly disclosed documents, and other relevant materials10 Definitions This section defines specific terms used in the report, including company names, brands, cultural heritage items, and the reporting period - The company owns 12 "China Time-honored Brands", 9 "Shaanxi Province Time-honored Brands", and 14 "Xi'an City Time-honored Brands"11 - The company possesses 2 national-level intangible cultural heritage projects, 5 Shaanxi provincial-level intangible cultural heritage projects, and 8 Xi'an city-level intangible cultural heritage projects11 - The reporting period is from January 1 to June 30, 202511 Section II Company Profile and Key Financial Indicators This section provides an overview of the company's basic information and a summary of its key financial performance and position during the reporting period 1. Company Profile This section provides the company's basic information, including stock abbreviation, stock code, listing exchange, Chinese and foreign names, and legal representative Company Basic Information | Indicators | Content | | :--- | :--- | | Stock Abbreviation | Xi'an Catering | | Stock Code | 000721 | | Stock Exchange | Shenzhen Stock Exchange | | Chinese Name | Xi'an Catering Co., Ltd. | | Legal Representative | Liu Yong | 2. Contact Persons and Information This section lists the contact information for the company's Board Secretary and Securities Affairs Representative, including address, phone, fax, and email Company Contact Information | Position | Name | Address | Phone | Fax | Email | | :--- | :--- | :--- | :--- | :--- | :--- | | Board Secretary | Meng Lei | 7th Floor, Xiying Building, No. 508 Xiying Road, Qujiang New District, Xi'an | 029-82065865 | 029-82065899 | 897481583@qq.com | | Securities Affairs Representative | Tong Qin | 7th Floor, Xiying Building, No. 508 Xiying Road, Qujiang New District, Xi'an | 029-82065865 | 029-82065899 | xalydb@163.com | 3. Other Information The company's registered address, office address, website, and information disclosure locations remained unchanged during the reporting period - Company contact information remained unchanged during the reporting period, refer to the 2024 Annual Report15 - Information disclosure and storage locations remained unchanged during the reporting period, refer to the 2024 Annual Report16 4. Key Accounting Data and Financial Indicators This reporting period saw a 12.08% decrease in operating revenue, a 9.19% reduction in net loss attributable to shareholders, and a significant 94.18% increase in net cash flow from operating activities Key Accounting Data and Financial Indicators (Year-on-Year Change) | Indicator | Current Period (RMB) | Prior Year (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 306,568,680.58 | 348,704,417.06 | -12.08% | | Net Profit Attributable to Shareholders of Listed Company | -54,166,907.40 | -59,646,320.36 | 9.19% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-recurring Gains and Losses) | -56,508,007.11 | -61,253,266.29 | 7.75% | | Net Cash Flow from Operating Activities | 55,764,564.89 | 28,718,628.95 | 94.18% | | Basic Earnings Per Share (RMB/share) | -0.0944 | -0.1039 | 9.14% | | Diluted Earnings Per Share (RMB/share) | -0.0944 | -0.1039 | 9.14% | | Weighted Average Return on Net Assets | -19.67% | -15.22% | -4.45% | | Period-end Indicators | Current Period-end (RMB) | Prior Year-end (RMB) | Period-end vs. Prior Year-end Change | | Total Assets | 1,369,230,510.38 | 1,396,423,115.29 | -1.95% | | Net Assets Attributable to Shareholders of Listed Company | 248,235,394.93 | 302,402,302.33 | -17.91% | 5. Differences in Accounting Data under Domestic and International Accounting Standards The company reported no differences in net profit and net assets between international/overseas accounting standards and Chinese accounting standards during the reporting period - The company reported no differences in net profit and net assets between international accounting standards and Chinese accounting standards during the reporting period19 - The company reported no differences in net profit and net assets between overseas accounting standards and Chinese accounting standards during the reporting period20 6. Non-recurring Gains and Losses and Amounts The company's total non-recurring gains and losses for this period amounted to RMB 2,341,099.71, primarily from government grants, disposal of non-current assets, and other non-operating income/expenses Non-recurring Gains and Losses and Amounts | Item | Amount (RMB) | Explanation | | :--- | :--- | :--- | | Gains/Losses from disposal of non-current assets | 74,926.58 | | | Government grants recognized in current profit/loss | 2,920,742.73 | Government grant income | | Other non-operating income and expenses apart from the above | 112,532.72 | | | Other profit/loss items meeting the definition of non-recurring gains/losses | 13,264.25 | | | Less: Income tax impact | 780,366.57 | | | Total | 2,341,099.71 | | - The company has no other specific situations of profit/loss items meeting the definition of non-recurring gains/losses23 Section III Management Discussion and Analysis This section provides an in-depth analysis of the company's primary business operations, core competencies, financial performance, investment activities, and risk management strategies 1. Principal Business Activities During the Reporting Period The company's main business involves catering services and industrial food processing and sales, operating numerous "China Time-honored Brand" establishments (I) Company's Principal Business The company's principal business includes catering services and industrial food processing and sales, with nearly a hundred historic and "China Time-honored Brand" outlets offering diverse cuisines and specialty foods - The company's principal business is catering services, industrial food processing, and sales, with nearly a hundred old, renowned, and "China Time-honored Brand" outlets25 - Catering services primarily offer exquisite Shaanxi cuisine, Cantonese cuisine, Sichuan cuisine, Huaiyang cuisine, and local specialty snacks25 - Food industry primarily engages in the production and sale of over a hundred varieties of time-honored specialty foods, including pastries, meat products, frozen foods, and convenience foods25 (II) Operating Performance During the Reporting Period In the first half of 2025, the company achieved stable operations and improved efficiency through seven key initiatives, including enhancing store performance, digital management, and product innovation - The company adheres to a "catering main business + food industry superimposed dual-wheel drive" development strategy, aiming for "quality improvement and efficiency enhancement"26 - Through innovative product R&D, creative intangible cultural heritage brand marketing, and the creation of diverse new consumption scenarios, stable and orderly production and operation were achieved26 - In the first half of the year, the company made significant progress in increasing store revenue, digital governance, light-asset investment, improving dish quality, expanding the food sector, marketing innovation, and talent development26272829 2. Analysis of Core Competencies The company's core competencies are rooted in its strong brand heritage, technological innovation, project management expertise, and unique corporate culture, supported by numerous "China Time-honored Brands" and skilled culinary teams - The company owns "Xi'an Catering" and 12 affiliated brands recognized as "China Time-honored Brands"31 - The preparation techniques for Tong Sheng Xiang Restaurant's beef and lamb paomo and Lao Sun Jia Restaurant's lamb paomo are listed as national intangible cultural heritage31 - The company boasts a technical team comprising Chinese culinary masters, renowned chefs, and service masters, covering cooking, pastry, cold dishes, service, and food processing32 3. Analysis of Principal Business The company's principal business revenue decreased by 12.08% year-on-year, primarily due to a decline in catering services, while manufacturing revenue increased, and net cash flow from operating activities significantly grew due to reduced outflows Overview For an overview of the principal business, please refer to "1. Principal Business Activities During the Reporting Period" Year-on-Year Changes in Key Financial Data This reporting period saw a 12.08% decrease in operating revenue, an 11.59% decrease in operating costs, and a 25.52% decrease in selling expenses, with net cash flow from operating activities significantly increasing by 94.18% Key Financial Data Year-on-Year Change | Indicator | Current Period (RMB) | Prior Year (RMB) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 306,568,680.58 | 348,704,417.06 | -12.08% | | | Operating Cost | 299,453,376.25 | 338,705,077.73 | -11.59% | | | Selling Expenses | 13,575,675.05 | 18,227,593.92 | -25.52% | | | Administrative Expenses | 34,666,261.70 | 35,783,595.71 | -3.12% | | | Financial Expenses | 13,313,756.46 | 14,789,981.24 | -9.98% | | | Net Cash Flow from Operating Activities | 55,764,564.89 | 28,718,628.95 | 94.18% | Primarily due to reduced cash outflows from operating activities in this reporting period | | Net Cash Flow from Investing Activities | -9,125,216.57 | -27,683,424.88 | 67.04% | Primarily due to reduced cash payments for the acquisition of fixed assets, intangible assets, and other long-term assets in this reporting period | | Net Cash Flow from Financing Activities | -25,440,114.16 | 16,704,172.25 | -252.30% | Primarily due to reduced cash received from borrowings in this reporting period | | Net Increase in Cash and Cash Equivalents | 21,199,234.16 | 17,739,376.32 | 19.50% | Primarily due to the increase in net cash flow from operating activities in this reporting period | - The company's profit composition or sources of profit did not undergo significant changes during the reporting period36 Composition of Operating Revenue Total operating revenue for this period was RMB 306,568,680.58, a 12.08% year-on-year decrease, with catering services accounting for 70.89% and manufacturing for 20.75%, primarily from Shaanxi Province Operating Revenue Composition (by Industry) | Industry | Current Period Amount (RMB) | % of Operating Revenue | Prior Year Amount (RMB) | % of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Catering Services | 217,327,404.52 | 70.89% | 264,015,020.17 | 75.71% | -17.68% | | Manufacturing | 63,601,678.82 | 20.75% | 59,466,009.68 | 17.05% | 6.95% | | Other Services | 8,465,554.37 | 2.76% | 7,513,065.17 | 2.16% | 12.68% | | Other Businesses | 17,174,042.87 | 5.60% | 17,710,322.04 | 5.08% | -3.03% | Operating Revenue Composition (by Product) | Product | Current Period Amount (RMB) | % of Operating Revenue | Prior Year Amount (RMB) | % of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Catering Revenue | 197,116,114.89 | 64.30% | 242,197,980.78 | 69.46% | -18.61% | | Room Revenue | 4,871,852.79 | 1.59% | 6,068,824.99 | 1.74% | -19.72% | | Merchandise Revenue | 15,339,436.84 | 5.00% | 15,748,214.40 | 4.51% | -2.60% | | Other Revenue | 72,067,233.19 | 23.51% | 66,979,074.85 | 19.21% | 7.60% | | Other Business Revenue | 17,174,042.87 | 5.60% | 17,710,322.04 | 5.08% | -3.03% | Operating Revenue Composition (by Region) | Region | Current Period Amount (RMB) | % of Operating Revenue | Prior Year Amount (RMB) | % of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Shaanxi Province | 305,666,652.29 | 99.71% | 344,512,676.20 | 98.80% | -11.28% | | Outside Shaanxi Province | 902,028.29 | 0.29% | 4,191,740.86 | 1.20% | -78.48% | 4. Analysis of Non-Principal Business Non-principal business income primarily includes non-operating income, other income, and asset disposal gains, with government grants being sustainable, while other items are not Non-Principal Business Analysis | Item | Amount (RMB) | % of Total Profit | Explanation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Non-operating income | 122,651.83 | 0.22% | Primarily due to other income unrelated to operations recognized in this reporting period | No | | Non-operating expenses | 10,119.11 | 0.02% | | No | | Other income | 3,453,153.32 | 6.28% | Primarily due to government grants received and additional input tax deductions in this reporting period | Yes | | Credit impairment losses | -745,000.51 | 1.35% | Primarily due to credit impairment losses recognized by the company in this reporting period | Yes | | Asset disposal gains | 74,926.58 | 0.14% | Primarily gains from disposal of right-of-use assets | No | 5. Analysis of Assets and Liabilities At the end of the reporting period, total assets slightly decreased, and net assets attributable to shareholders declined by 17.91%, with changes in the composition of various asset and liability items 1. Significant Changes in Asset Composition At the end of the reporting period, the proportion of monetary funds, accounts receivable, short-term borrowings, and lease liabilities increased, while inventory, investment properties, fixed assets, and right-of-use assets decreased Significant Changes in Asset Composition | Item | Current Period-end Amount (RMB) | % of Total Assets | Prior Year-end Amount (RMB) | % of Total Assets | % Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 113,839,494.28 | 8.31% | 91,712,537.99 | 6.57% | 1.74% | | Accounts Receivable | 55,887,297.38 | 4.08% | 50,294,499.98 | 3.60% | 0.48% | | Inventory | 40,222,985.56 | 2.94% | 47,939,966.22 | 3.43% | -0.49% | | Investment Properties | 193,827,457.94 | 14.16% | 198,891,039.18 | 14.24% | -0.08% | | Fixed Assets | 461,416,057.41 | 33.70% | 474,535,427.12 | 33.98% | -0.28% | | Right-of-Use Assets | 141,192,253.07 | 10.31% | 149,794,258.01 | 10.73% | -0.42% | | Short-term Borrowings | 433,003,110.67 | 31.62% | 428,460,581.59 | 30.68% | 0.94% | | Contract Liabilities | 18,864,628.98 | 1.38% | 19,173,340.14 | 1.37% | 0.01% | | Long-term Borrowings | 32,392,817.90 | 2.37% | 36,346,878.65 | 2.60% | -0.23% | | Lease Liabilities | 117,730,594.09 | 8.60% | 114,857,524.91 | 8.23% | 0.37% | 4. Asset Rights Restricted as of the End of the Reporting Period As of the end of the reporting period, restricted assets amounted to RMB 4,219,332.63, primarily co-managed funds, with no other pledged, frozen, or potentially at-risk assets - Restricted asset amount is RMB 4,219,332.63, primarily co-managed funds44 6. Analysis of Investment Status During the reporting period, the company had no significant equity or non-equity investments or financial asset investments, with raised funds primarily allocated to "Time-honored Brand Revitalization and Expansion Project" and "Replenishing Working Capital" 5. Use of Raised Funds The company's 2022 non-public offering raised a total of RMB 303.9251 million, with a net amount of RMB 299.4593 million, and as of June 30, 2025, RMB 285.3371 million has been utilized Overall Use of Raised Funds | Raising Year | Raising Method | Total Raised Funds (RMB 10,000) | Net Raised Funds (RMB 10,000) | Total Raised Funds Used in Current Period (RMB 10,000) | Total Raised Funds Cumulatively Used (RMB 10,000) | % of Raised Funds Used at Period-end | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 2022 | Non-public offering of shares to specific targets | 30,392.51 | 29,945.93 | 27.89 | 28,533.71 | 95.28% | Status of Raised Funds Committed Projects | Committed Investment Project | Committed Investment Total (RMB 10,000) | Adjusted Investment Total (RMB 10,000) | Cumulative Investment at Period-end (RMB 10,000) | Investment Progress at Period-end | | :--- | :--- | :--- | :--- | :--- | | Time-honored Brand Revitalization and Expansion Project | 17,502.73 | 17,046.84 | 15,653.51 | 91.83% | | Replenishing Working Capital | 12,889.78 | 12,899.09 | 12,880.20 | 99.85% | - As of June 30, 2025, the balance in the special account for raised funds was RMB 14.6297 million49 7. Significant Asset and Equity Disposals The company did not undertake any significant asset or equity disposals during the reporting period - The company did not dispose of significant assets during the reporting period53 - The company did not dispose of significant equity during the reporting period54 8. Analysis of Major Holding and Participating Companies This section lists the company's major holding subsidiaries, with Xi'an Daye Food Co., Ltd. reporting a net profit, while others like Xi'an Fuyingmen Grand Hong Kong Restaurant Co., Ltd. incurred losses Financial Status of Major Holding and Participating Companies | Company Name | Principal Business | Registered Capital (RMB) | Total Assets (RMB) | Net Assets (RMB) | Operating Revenue (RMB) | Operating Profit (RMB) | Net Profit (RMB) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Xi'an Fuyingmen Grand Hong Kong Restaurant Co., Ltd. | Catering, Accommodation | 15,000,000 | 25,416,006.02 | -125,596,458.72 | 12,522,186.41 | -1,408,262.62 | -1,407,561.19 | | Xi'an Changning Palace Conference Training Center Co., Ltd. | Catering, Accommodation | 17,500,000 | 53,664,923.72 | -40,739,980.39 | 16,555,723.86 | -7,598,537.64 | -7,596,917.64 | | Xi'an Daye Food Co., Ltd. | Food Processing | 86,000,000 | 105,013,494.81 | 51,117,279.79 | 60,283,589.58 | 1,670,617.20 | 1,690,445.51 | | Xi'an Xiyin Brand Operation Management Co., Ltd. | Catering Services | 3,000,000 | 2,676,463.79 | -8,184,719.90 | | -6,791.89 | -6,898.41 | | Xi'an Yongning Xingye Hotel Co., Ltd. | Hotel Property Services | 1,000,000 | 195,181,759.60 | 140,805,492.12 | 4,718,204.46 | -3,136,764.62 | -3,136,764.60 | | Xi'an Xiyin Yami Food Production and Distribution Co., Ltd. | Supply Chain Management Services, Catering Management, etc. | 10,000,000 | 37,930,736.26 | 7,095,650.84 | 14,290,242.07 | -1,354,941.56 | -1,327,784.48 | | Chengdu Shishang Guochao Catering Management Co., Ltd. | Catering Services | 6,200,000 | 698,661.08 | -2,561,687.61 | -514,397.18 | -514,397.18 | -514,397.18 | 9. 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 period59 10. Risks Faced by the Company and Countermeasures The company faces risks in food safety, operations, investment, talent shortages, and trademark infringement, which it addresses through robust management systems, operational optimization, talent strategies, and enhanced brand protection - Food Safety Risk: The company implements a "4D" food safety on-site management system, strengthens hidden danger investigations and product quality spot checks, and assigns food safety administrators and directors to ensure food production and processing safety56 - Operational and Investment Risks: The company will optimize its operating model, reduce costs, centralize procurement, promote standardized production and distribution, and conduct thorough market research and operational feasibility studies before project construction to enhance investment returns57 - Talent Shortage Risk: The company adheres to a "talent-strengthening enterprise" strategy, combining internal training with external recruitment, optimizing compensation systems, strengthening talent梯队 construction and training, and introducing market-oriented talent58 - Trademark Infringement Risk: The company strengthens trademark protection, regularly renews and maintains trademarks, standardizes trademark use, and expands trademark protection scope60 11. 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 system61 - The company did not disclose a valuation enhancement plan61 12. 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 plan61 Section IV Corporate Governance, Environment, and Society This section details changes in the company's governance, its profit distribution plans, employee incentive measures, environmental disclosures, and social responsibility initiatives 1. Changes in Directors, Supervisors, and Senior Management During the reporting period, Liu Yong was elected as the Chairman on January 2, 2025, due to a job transfer Changes in Directors, Supervisors, and Senior Management | Name | Position | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Liu Yong | Chairman | Elected | January 2, 2025 | Job transfer | 2. Profit Distribution and Capital Reserve Conversion to Share Capital in This Reporting Period The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the half-year period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the half-year period64 3. Implementation of Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures in place or implemented during the reporting period - The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures in place or implemented during the reporting period65 4. Environmental Information Disclosure The 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 law66 5. Social Responsibility During the reporting period, the company actively fulfilled its social responsibilities by safeguarding shareholder and consumer rights, caring for employees, promoting environmental protection, and engaging in continuous public welfare activities - The company safeguards shareholder rights through legal and compliant operations, transparent information disclosure, and improved governance structure66 - The company cares for employees, visits and comforts employees in need and frontline staff, and provides regular assistance to struggling employees66 - The company operates with integrity, strictly controls food quality and safety, and ensures consumer rights66 - The company continuously implements energy-saving target responsibility management, strictly handles waste oil, exhaust gas, cooking fumes, kitchen waste, and other waste materials66 - Xi'an Restaurant has continuously donated RMB 10,000 annually to the Xi'an Children's Welfare Institute for 18 consecutive years66 Section V Significant Matters This section covers the fulfillment of commitments by controlling shareholders and related parties, the absence of non-operating fund occupation, and details on litigation, penalties, and related party transactions 1. Fulfillment of Commitments by Actual Controller, Shareholders, Related Parties, Acquirers, and the Company During the Reporting Period, and Overdue Unfulfilled Commitments as of the End of the Reporting Period During the reporting period, the controlling shareholder, Xi'an Tourism Group Co., Ltd., fulfilled its commitment not to reduce its shareholding in the company Fulfillment of Commitments | Commitment Event | Promisor | Commitment Type | Commitment Content | Commitment Date | Commitment Period | Fulfillment Status | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Commitments made during initial public offering or refinancing | Xi'an Tourism Group Co., Ltd. | Commitment not to reduce shares of Xi'an Catering Co., Ltd. | Committed not to reduce the shares of Xi'an Catering subscribed in this non-public offering for thirty-six months from August 28, 2020, until the completion of this non-public offering. | August 28, 2020 | From the date of commitment to 36 months after the completion of the offering | Fulfilled | 2. 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 period69 3. Irregular External Guarantees The company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period70 4. Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was not audited - The company's semi-annual report was not audited71 5. Board of Directors' and Supervisory Board's Explanation on "Non-Standard Audit Report" for This Reporting Period The company reported no "non-standard audit report" issued by the accounting firm during this reporting period 6. Board of Directors' Explanation on "Non-Standard Audit Report" for the Previous Year The company provided no explanation regarding a "non-standard audit report" for the previous year during this reporting period 7. 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 period73 8. Litigation Matters The company had no significant litigation or arbitration matters this period, with 12 other litigation cases, 4 of which are concluded without impact, and 8 pending with uncertain outcomes totaling RMB 10.8874 million - The company had no significant litigation or arbitration matters in this reporting period74 - The company had 12 litigation (arbitration) matters not meeting disclosure standards, with a total amount involved of RMB 10.8874 million74 - Of these, 4 cases have been concluded with no impact on the company; 8 cases have not yet reached a final judgment, and their impact on the company remains uncertain74 9. Penalties and Rectification Status The company had no penalties or rectification situations during the reporting period - The company had no penalties or rectification situations during the reporting period75 10. Integrity Status of the Company, its Controlling Shareholder, and Actual Controller The company, its controlling shareholder, and actual controller maintained good integrity status during the reporting period - The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period76 11. 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/disposals, joint investments, or intercompany debt - The company had no related party transactions related to daily operations during the reporting period76 - The company had no related party transactions involving asset or equity acquisitions/disposals during the reporting period77 - The company had no related party transactions involving joint external investments during the reporting period78 - The company had no related party debt transactions during the reporting period80 - The company had no deposits, loans, credit lines, or other financial business with related financial companies81 12. Significant Contracts and Their Fulfillment The company had no significant contracts, including those for trusteeship, contracting, leasing, major guarantees, or wealth management, during the reporting period - The company had no trusteeship situations during the reporting period84 - The company had no contracting situations during the reporting period85 - The company had no leasing situations during the reporting period86 - The company had no significant guarantee situations during the reporting period87 - The company had no wealth management activities during the reporting period88 - The company had no other significant contracts during the reporting period89 13. 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 period90 14. Significant Matters of Company Subsidiaries The company's subsidiaries had no significant matters during the reporting period - The company's subsidiaries had no significant matters during the reporting period91 Section VI Share Changes and Shareholder Information This section details changes in the company's share capital, particularly the release of restricted shares, and provides an overview of shareholder numbers and major shareholdings 1. Share Change Status During the reporting period, restricted shares decreased by 74,858,388 shares, while unrestricted shares increased by the same amount, primarily due to the lifting of restrictions on shares held by the controlling shareholder 1. Share Change Status The company's restricted shares decreased by 74,858,388 shares, while unrestricted shares increased by the same amount, with the total share capital remaining unchanged Share Change Status | Item | Quantity Before Change (shares) | % Before Change | Increase/Decrease in This Change (+,-) | Quantity After Change (shares) | % After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 136,412,388 | 23.77% | -74,858,388 | 61,554,000 | 10.73% | | 2. State-owned Legal Person Holdings | 74,858,388 | 13.04% | -74,858,388 | 0 | 0.00% | | II. Unrestricted Shares | 437,501,920 | 76.23% | 74,858,388 | 512,360,308 | 89.27% | | 1. RMB Ordinary Shares | 437,501,920 | 76.23% | 74,858,388 | 512,360,308 | 89.27% | | III. Total Shares | 573,914,308 | 100.00% | 0 | 573,914,308 | 100.00% | - The reason for the share change is that the lock-up period for shares from the 2022 non-public offering expired, and 74,858,388 restricted shares became unrestricted and listed for trading on January 27, 202594 2. Changes in Restricted Shares The 74,858,388 restricted shares held by the controlling shareholder, Xi'an Tourism Group Co., Ltd., were released from restriction on January 27, 2025, resulting in zero restricted shares at period-end Changes in Restricted Shares | Shareholder Name | Restricted Shares at Beginning of Period (shares) | Restricted Shares Released in Current Period (shares) | Restricted Shares Increased in Current Period (shares) | Restricted Shares at End of Period (shares) | Reason for Restriction | Date of Release from Restriction | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Xi'an Tourism Group Co., Ltd. | 74,858,388 | 74,858,388 | 0 | 0 | Non-public offering commitment lock-up | January 27, 2025 | 2. Securities Issuance and Listing The company had no securities issuance or listing activities during the reporting period 3. Number of Shareholders and Shareholding Status At the end of the reporting period, the total number of ordinary shareholders was 103,597. The controlling shareholder, Xi'an Tourism Group Co., Ltd., holds 30.96% of shares, with 88,800,000 shares pledged or frozen - Total number of ordinary shareholders at the end of the reporting period was 103,59799 Shareholding Status of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Ratio | Number of Shares Held at Period-end (shares) | Number of Restricted Shares Held (shares) | Number of Unrestricted Shares Held (shares) | Share Status | Quantity (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Xi'an Tourism Group Co., Ltd. | State-owned Legal Person | 30.96% | 177,680,388 | 0 | 177,680,388 | Pledged, Frozen | 88,800,000 | | Xi'an Weide Industrial Development Co., Ltd. | Domestic Non-state-owned Legal Person | 4.65% | 26,681,250 | 0 | 26,681,250 | Pledged, Frozen | 26,681,250 | | Xi'an Longji Engineering Construction Co., Ltd. | Domestic Non-state-owned Legal Person | 4.26% | 24,425,100 | 0 | 24,425,100 | Pledged, Frozen | 24,425,100 | | Xi'an Migao Industrial Development Co., Ltd. | Domestic Non-state-owned Legal Person | 2.03% | 11,674,350 | 8,192,850 | 3,481,500 | Pledged, Frozen | 8,192,850 | - Xi'an Tourism Group Co., Ltd., Xi'an Weide Industrial Development Co., Ltd., and Xi'an Longji Engineering Construction Co., Ltd., along with Xi'an Migao Industrial Development Co., Ltd. (limited to 8,192,850 pledged shares), constitute parties acting in concert as defined by the "Measures for the Administration of the Acquisition of Listed Companies"101 4. Changes in Shareholdings of Directors, Supervisors, and Senior Management The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period, as detailed in the 2024 Annual Report - The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period104 5. Changes in Controlling Shareholder or Actual Controller The company's controlling shareholder and actual controller remained unchanged during the reporting period - The company's controlling shareholder remained unchanged during the reporting period105 - The company's actual controller remained unchanged during the reporting period105 6. Preferred Share Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period106 Section VII Bond Information The company had no bond-related information during the reporting period Bond Information The company had no bond-related information during the reporting period - The company had no bond-related information during the reporting period108 Section VIII Financial Report This section presents the company's unaudited semi-annual financial statements, including balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, along with detailed notes on key financial items and accounting policies 1. Audit Report The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited110 2. Financial Statements This section provides the company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity for the first half of 2025 1. Consolidated Balance Sheet As of June 30, 2025, the company's consolidated total assets were RMB 1,369,230,510.38, total liabilities were RMB 1,117,824,106.04, and total owners' equity was RMB 251,406,404.34 2. Parent Company Balance Sheet As of June 30, 2025, the parent company's total assets were RMB 1,496,031,525.19, total liabilities were RMB 937,384,228.28, and total owners' equity was RMB 558,647,296.91 3. Consolidated Income Statement For the first half of 2025, the company's consolidated total operating revenue was RMB 306,568,680.58, net profit was -RMB 55,030,258.62, and net profit attributable to parent company shareholders was -RMB 54,166,907.40 4. Parent Company Income Statement For the first half of 2025, the parent company's operating revenue was RMB 221,908,328.86, and net profit was -RMB 39,049,688.67 5. Consolidated Cash Flow Statement For the first half of 2025, the company's consolidated net cash flow from operating activities was RMB 55,764,564.89, from investing activities was -RMB 9,125,216.57, and from financing activities was -RMB 25,440,114.16 6. Parent Company Cash Flow Statement For the first half of 2025, the parent company's net cash flow from operating activities was RMB 38,612,196.58, from investing activities was -RMB 5,074,689.75, and from financing activities was RMB 3,420,647.58 7. Consolidated Statement of Changes in Owners' Equity As of June 30, 2025, the company's consolidated total owners' equity was RMB 251,406,404.34, with owners' equity attributable to the parent company totaling RMB 248,235,394.93, and a net loss attributable to the parent company of -RMB 54,166,907.40 for the period 8. Parent Company Statement of Changes in Owners' Equity As of June 30, 2025, the parent company's total owners' equity was RMB 558,647,296.91, with a net loss of -RMB 39,049,688.67 for the period 3. Company Basic Information Xi'an Catering Co., Ltd., established in 1992 and listed in 1997, has a registered capital of RMB 573,914,308.00, primarily engaged in catering and food processing, with 13 consolidated subsidiaries as of June 30, 2025 - The company was established on December 8, 1992, and listed on the Shenzhen Stock Exchange on April 30, 1997, stock code 000721144 - The company's registered capital is RMB 573,914,308.00, with principal businesses in catering services and food processing services144145 - As of June 30, 2025, the company has 13 subsidiaries included in the scope of consolidation145 4. Basis of Financial Statement Preparation The company prepares its financial statements on a going concern basis, in accordance with Enterprise Accounting Standards and relevant CSRC regulations, with no significant doubts about its ability to continue as a going concern - The company prepares its financial statements on a going concern basis, in accordance with Enterprise Accounting Standards and relevant CSRC regulations146 - The company has no matters or circumstances that may cause significant doubt about its ability to continue as a going concern147 5. Significant Accounting Policies and Estimates This section details the company's accounting policies and estimates for financial statement preparation, covering accounting periods, business cycles, functional currency, materiality, business combinations, financial instruments, inventory, fixed assets, intangible assets, revenue recognition, government grants, deferred income tax, and leases - The company has formulated specific accounting policies and estimates based on its actual production and operation characteristics, addressing provisions for doubtful accounts, depreciation of fixed assets, amortization of intangible assets, and revenue recognition148 - The company identifies individual construction-in-progress projects exceeding 0.1% of total assets and an amount of RMB 1 million as significant construction-in-progress projects153 - The company identifies subsidiaries with a shareholding of 20% or more, or whose total assets/total revenue/total profit exceed 10% of the company's total, as significant subsidiaries153 - The company classifies financial assets into three categories: measured at amortized cost, measured at fair value through other comprehensive income, and measured at fair value through profit or loss164 - The company recognizes loss provisions for financial assets measured at amortized cost, debt instrument investments measured at fair value through other comprehensive income, and financial guarantee contracts, based on expected credit losses166 - The company uses the straight-line method for fixed asset depreciation, with a residual value rate of 0%, and depreciation periods ranging from 3 to 40 years depending on the asset category186 - The company uses the straight-line method for intangible asset amortization, with no residual value, and amortization periods determined by contract or legal provisions193 - The company's revenue recognition principle is to identify each distinct performance obligation within a contract and determine whether it is satisfied over time or at a point in time201 - Government grants are classified as asset-related or income-related, either reducing the carrying amount of the asset, recognized as deferred income, or directly recognized in current profit or loss205 6. Taxation This section outlines the company's main tax categories and rates, including VAT, urban maintenance and construction tax, and corporate income tax, along with various tax incentives enjoyed by the company and its subsidiaries 1. Main Tax Categories and Rates The company's main taxes include VAT (13%, 9%, 6%, 5%, 3%, 1%), urban maintenance and construction tax (7%), corporate income tax (25%, 20%, 15%), education surcharge (3%), and local education surcharge (2%) Main Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Value-added amount generated during sales of goods or provision of taxable services | 13%, 9%, 6%, 5%, 3%, 1% | | Urban Maintenance and Construction Tax | Payable VAT | 7% | | Corporate Income Tax | Taxable income | 25%, 20%, 15% | | Education Surcharge | Payable VAT | 3% | | Local Education Surcharge | Payable VAT | 2% | Taxable Entities with Different Corporate Income Tax Rates | Taxable Entity Name | Income Tax Rate | | :--- | :--- | | Xi'an Xiyin Yami Food Production and Distribution Co., Ltd. | 20% | | Xi'an Daye Food Co., Ltd. | 15% | 2. Tax Incentives Subsidiaries enjoy tax incentives such as a 15% corporate income tax rate for high-tech enterprises, a 10% input tax deduction for agricultural products, and a 5% additional deduction for advanced manufacturing enterprises, along with "six taxes and two fees" reductions for small and micro-enterprises - Xi'an Daye Food Co., Ltd. enjoys a 15% corporate income tax preferential rate as a high-tech enterprise214 - Xi'an Daye Food Co., Ltd. and Xi'an Xiyin Yami Food Production and Distribution Co., Ltd. enjoy a 10% input tax deduction rate for agricultural products for VAT purposes214 - Some of the company's branches and subsidiaries are eligible for the "six taxes and two fees" reduction policy for small and micro-enterprises, allowing for a 50% reduction in relevant tax amounts214 - Xi'an Daye Food Co., Ltd. and Xi'an Xiyin Yami Food Production and Distribution Co., Ltd. enjoy a policy allowing for an additional 5% deduction of current deductible input VAT for advanced manufacturing enterprises215216 7. Notes to Consolidated Financial Statement Items This section provides detailed notes on consolidated financial statement items, including restricted monetary funds, bad debt provisions for receivables, decreased operating revenue, increased operating cash flow, and significant government grant contributions to other income 1. Monetary Funds At the end of the reporting period, the company's monetary funds balance was RMB 113,839,494.28, including restricted funds of RMB 4,219,332.63, primarily co-managed funds Monetary Funds | Item | Period-end Balance (RMB) | Period-beginning Balance (RMB) | | :--- | :--- | :--- | | Cash on hand | 70,095.46 | 117,995.61 | | Bank deposits | 113,769,398.82 | 91,594,542.38 | | Total | 113,839,494.28 | 91,712,537.99 | - Restricted monetary funds amount to RMB 4,219,332.63, primarily co-managed funds; otherwise, monetary funds are not pledged, frozen, held overseas, or subject to potential recovery risks218 2. Accounts Receivable At the end of the reporting period, the company's accounts receivable had a book balance of RMB 69,477,166.01, with a bad debt provision of RMB 13,589,868.63, resulting in a carrying amount of RMB 55,887,297.38 Disclosure of Accounts Receivable by Age | Age | Period-end Book Balance (RMB) | Period-beginning Book Balance (RMB) | | :--- | :--- | :--- | | Within 1 year (inclusive) | 45,849,058.78 | 43,206,528.43 | | 1 to 2 years | 8,290,855.61 | 7,164,255.27 | | 2 to 3 years | 4,423,611.71 | 4,223,991.67 | | Over 3 years | 10,913,639.91 | 8,770,365.43 | | Total | 69,477,166.01 | 63,365,140.80 | Disclosure of Accounts Receivable Bad Debt Provision Methods by Category | Category | Period-end Book Balance (RMB) | Period-end Bad Debt Provision (RMB) | Period-end Provision Ratio | Period-end Carrying Amount (RMB) | | :--- | :--- | :--- | :--- | :--- | | Accounts receivable for which bad debt provision is made individually | 8,652,274.20 | 8,035,072.88 | 92.87% | 617,201.32 | | Accounts receivable for which bad debt provision is made by portfolio | 60,824,891.81 | 5,554,795.75 | 9.13% | 55,270,096.06 | | Total | 69,477,166.01 | 13,589,868.63 | 19.56% | 55,887,297.38 | - Bad debt provision of RMB 519,227.81 was made in this period228 3. Other Accounts Receivable At the end of the reporting period, the company's other accounts receivable had a book balance of RMB 37,870,894.84, with a bad debt provision of RMB 23,638,527.55, resulting in a carrying amount of RMB 14,232,367.29 Classification of Other Accounts Receivable by Nature of Item | Nature of Item | Period-end Book Balance (RMB) | Period-beginning Book Balance (RMB) | | :--- | :--- | :--- | | Personal advances and petty cash | 2,935,830.00 | 3,696,508.89 | | Deposits/Guarantees | 8,777,414.95 | 9,293,852.95 | | Advances | 963,614.36 | 963,614.36 | | Intercompany receivables | 25,194,035.53 | 22,508,708.18 | | Total | 37,870,894.84 | 36,462,684.38 | Disclosure of Other Accounts Receivable Bad Debt Provision Methods by Category | Category | Period-end Book Balance (RMB) | Period-end Bad Debt Provision (RMB) | Period-end Provision Ratio | Period-end Carrying Amount (RMB) | | :--- | :--- | :--- | :--- | :--- | | Bad debt provision made individually | 18,627,353.23 | 18,627,353.23 | 100.00% | 0 | | Bad debt provision made by portfolio | 19,243,541.61 | 5,011,174.32 | 26.04% | 14,232,367.29 | | Total | 37,870,894.84 | 23,638,527.55 | 62.42% | 14,232,367.29 | - Bad debt provision of RMB 225,772.70 was made in this period250 4. Prepayments At the end of the reporting period, the company's prepayments balance was RMB 7,240,940.35, with 88.51% of prepayments having an age of within 1 year Prepayments by Age | Age | Period-end Balance (RMB) | Percentage | | :--- | :--- | :--- | | Within 1 year | 6,408,525.67 | 88.51% | | 1 to 2 years | 689,428.87 | 9.52% | | 2 to 3 years | 58,829.01 | 0.81% | | Over 3 years | 84,156.80 | 1.16% | | Total | 7,240,940.35 | | 5. Inventory At the end of the reporting period, the company's inventory carrying amount was RMB 40,222,985.56, primarily composed of raw materials, work-in-progress, finished goods, and revolving materials, with no inventory impairment provision Inventory Classification | Item | Period-end Book Balance (RMB) | Period-end Carrying Amount (RMB) | | :--- | :--- | :--- | | Raw materials | 7,617,801.77 | 7,617,801.77 | | Work-in-progress | 260,694.25 | 260,694.25 | | Finished goods | 13,154,429.15 | 13,154,429.15 | | Revolving materials | 19,190,060.39 | 19,190,060.39 | | Total | 40,222,985.56 | 40,222,985.56 | 6. Non-current Assets Due Within One Year The company had no debt investments or other debt investments due within one year during the reporting period 7. Other Current Assets At the end of the reporting period, the company's other current assets balance was RMB 7,512,060.40, mainly consisting of input VAT to be deducted, prepaid income tax, and other prepaid taxes Other Current Assets | Item | Period-end Balance (RMB) | Period-beginning Balance (RMB) | | :--- | :--- | :--- | | Input VAT to be deducted | 7,231,957.88 | 7,132,548.07 | | Input VAT to be certified | | 52,426.64 | | Prepaid income tax | 279,174.80 | | | Prepaid urban maintenance and construction tax | 541.19 | 1,051.58 | | Other prepaid taxes | 386.53 | 751.13 | | Total | 7,512,060.40 | 7,186,777.42 | 8. Other Non-current Financial Assets At the end of the reporting period, the company's other non-current financial assets balance was RMB 15,415,747.04, representing an equity instrument investment in Xi'an Tianshun Building Joint Development Co., Ltd., with property reception procedures ongoing Other Non-current Financial Assets | Item | Period-end Balance (RMB) | Period-beginning Balance (RMB) | | :--- | :--- | :--- | | Financial assets measured at fair value through profit or loss, of which: equity instrument investments | 15,415,747.04 | 15,415,747.04 | | Total | 15,415,747.04 | 15,415,747.04 | - This asset represents the company's investment in Xi'an Tianshun Building Joint Development Co., Ltd., with a 15.38% shareholding, and an agreement to acquire ownership of 5,300 square meters of property; property reception procedures are currently underway270271 9. Investment Properties The company's investment properties are measured using the cost model, with a period-end carrying amount of RMB 193,827,457.94, primarily comprising buildings and land use rights, and depreciation/amortization of RMB 5,063,581.24 for the period Investment Properties Measured Using the Cost Model | Item | Buildings (RMB) | Land Use Rights (RMB) | Total (RMB) | | :--- | :--- | :--- | :--- | | I. Period-end book original cost | 317,869,651.22 | 1,489,692.39 | 319,359,343.61 | | II. Period-end accumulated depreciation and amortization | 125,094,315.12 | 437,570.55 | 125,531,885.67 | | IV. Period-end carrying amount | 192,775,336.10 | 1,052,121.84 | 193,827,457.94 | - Depreciation and amortization increased by RMB 5,063,581.24 in this period273 - The company has buildings with a carrying amount of RMB 829,507.40 for which property certificates are being processed277 10. Fixed Assets At the end of the reporting period, the company's fixed assets had a carrying amount of RMB 461,416,057.41, mainly consisting of buildings and machinery, with additions of RMB 231,225.38 and depreciation of RMB 13,350,595.09 for the period Fixed Assets | Item | Buildings (RMB) | Machinery and Equipment (RMB) | Total (RMB) | | :--- | :--- | :--- | :--- | | I. Period-end book original cost | 520,474,088.90 | 90,314,775.85 | 675,997,783.16 | | II. Period-end accumulated depreciation | 90,812,838.28 | 69,730,231.03 | 214,468,950.86 | | IV. Period-end carrying amount | 429,661,250.62 | 20,580,078.83 | 461,416,057.41 | - Fixed assets increased by RMB 231,225.38 in this period, primarily due to purchases and transfers from construction-in-progress280 - Depreciation of RMB 13,350,595.09 was recognized in this period282 - The company has buildings with a carrying amount of RMB 377,690,533.66 for which property certificates are being processed288 11. Right-of-Use Assets At the end of the reporting period, the company's right-of-use assets had a carrying amount of RMB 141,192,253.07, primarily comprising buildings and machinery, with additions of RMB 48,039,174.38 and depreciation of RMB 25,109,423.97 for the period Right-of-Use Assets | Item | Land Use Rights (RMB) | Buildings (RMB) | Machinery and Equipment (RMB) | Total (RMB) | | :--- | :--- | :--- | :--- | :--- | | I. Period-end book original cost | 1,530,958.79 | 260,905,079.60 | 18,180,568.14 | 280,616,606.53 | | II. Period-end accumulated depreciation | 237,562.74 | 123,799,055.01 | 15,387,735.71 | 139,424,353.46 | | IV. Period-end carrying amount | 1,293,396.05 | 137,106,024.59 | 2,792,832.43 | 141,192,253.07 | - Right-of-use assets increased by RMB 48,039,174.38 in this period, and depreciation of RMB 25,109,423.97 was recognized290 12. Intangible Assets At the end of the reporting period, the company's intangible assets had a carrying amount of RMB 216,405,204.37, primarily comprising land use rights and software use rights, with additions of RMB 48,567.38 and amortization of RMB 4,009,699.91 for the period Intangible Assets | Item | Land Use Rights (RMB) | Software Use Rights (RMB) | Total (RMB) | | :--- | :--- | :--- | :--- | | I. Period-end book original cost | 247,923,170.27 | 7,252,449.37 | 260,183,841.74 | | II. Period-end accumulated amortization | 34,282,887.47 | 4,487,697.19 | 43,778,637.37 | | IV. Period-end carrying amount | 213,640,282.80 | 2,764,752.18 | 216,405,204.37 | - Intangible assets increased by RMB 48,567.38 in this period, and amortization of RMB 4,009,699.91 was recognized294 - The company has land use rights with a carrying amount of RMB 4,153,902.92 for which property certificates are being processed297 13. Long-term Deferred Expenses At the end of the reporting period, the company's long-term deferred expenses balance was RMB 91,869,418.96, primarily for store renovation and improvement expenditures, with amortization of RMB 21,579,074.16 for the period Long-term Deferred Expenses | Item | Period-beginning Balance (RMB) | Amount Increased in Current Period (RMB) | Amount Amortized in Current Period (RMB) | Period-end Balance (RMB) | | :--- | :--- | :--- | :--- | :--- | | Store renovation and improvement | 112,488,940.15 | 959,552.97 | 21,579,074.
西安饮食(000721) - 2025 Q2 - 季度财报