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民生教育(01569) - 2025 - 中期业绩
MINSHENG EDUMINSHENG EDU(HK:01569)2025-08-19 08:44

Overview 1. Financial Highlights The Group's total revenue, adjusted EBITDA, and adjusted net profit significantly decreased by 17.1%, 35.9%, and 56.6% respectively, while total and net assets remained stable with a healthy gearing ratio Financial Highlights for the Six Months Ended June 30, 2025 | Metric | Amount (RMB million) | YoY Change | | :--- | :--- | :--- | | Total Revenue | 894.8 | -17.1% | | Adjusted EBITDA | 247.4 | -35.9% | | Adjusted Net Profit | 57.1 | -56.6% | Financial Position as of June 30, 2025 | Metric | Amount (RMB million) | | :--- | :--- | | Total Assets | 10,710.7 | | Net Assets | 5,992.2 | - The Group's gearing ratio is approximately 42.3%, indicating a healthy level5 Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Overview of Profit or Loss Statement During the reporting period, the Group's revenue decreased by 17.1% year-on-year, with cost of sales increasing by 8.1%, leading to a significant 38.8% reduction in gross profit, and profit for the period decreased by 56.4%, with profit attributable to owners of the parent turning into a loss Interim Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the Six Months Ended June 30) | Metric (RMB thousand) | 2025 (Unaudited) | 2024 (Unaudited) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 894,786 | 1,079,786 | -17.1% | | Cost of Sales | (539,374) | (498,948) | +8.1% | | Gross Profit | 355,412 | 580,838 | -38.8% | | Other Income and Gains | 55,762 | 71,543 | -22.1% | | Selling Expenses | (54,297) | (98,046) | -44.6% | | Administrative Expenses | (196,236) | (240,309) | -18.4% | | Net Other Expenses | (22,332) | (59,675) | -62.6% | | Finance Costs | (67,351) | (68,419) | -1.6% | | Profit Before Tax | 70,958 | 185,932 | -61.9% | | Income Tax Expense | (21,597) | (72,767) | -70.3% | | Profit for the Period | 49,361 | 113,165 | -56.4% | | Profit attributable to owners of the parent | (4,075) | 104,802 | Turned to loss | | Profit attributable to non-controlling interests | 53,436 | 8,363 | +539.0% | (Loss)/Earnings Per Share Attributable to Ordinary Equity Holders of the Parent (For the Six Months Ended June 30) | Metric | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | :--- | | Basic and diluted (loss)/earnings per share | RMB (0.0010) | RMB 0.0248 | Interim Condensed Consolidated Statement of Financial Position Overview of Financial Position As of June 30, 2025, the Group's total assets slightly decreased, non-current assets remained stable, and current assets declined due to reduced cash and cash equivalents, while current liabilities decreased due to reduced contract liabilities, and net assets slightly increased Interim Condensed Consolidated Statement of Financial Position (As of June 30) | Metric (RMB thousand) | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Non-current assets | | | | Property, plant and equipment | 3,443,788 | 3,470,600 | | Goodwill | 2,229,574 | 2,229,574 | | Total non-current assets | 6,976,905 | 7,033,089 | | Current assets | | | | Cash and cash equivalents | 1,695,488 | 2,520,311 | | Total current assets | 3,733,808 | 4,222,337 | | Current liabilities | | | | Contract liabilities | 94,034 | 835,155 | | Total current liabilities | 2,829,903 | 3,463,788 | | Net current assets | 903,905 | 758,549 | | Total equity | | | | Net assets/Total equity | 5,992,180 | 5,937,992 | Notes to the Interim Condensed Consolidated Financial Information 1. Company and Group Information Minsheng Education Group Company Limited, incorporated in the Cayman Islands on December 13, 2005, operates as an investment holding company primarily providing education services in China - The company was incorporated in the Cayman Islands and primarily provides education services in China11 2.1 Basis of Preparation The Group's unaudited interim condensed consolidated financial information for the period is prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" issued by the International Accounting Standards Board and presented in RMB - Financial information is prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" and presented in RMB12 2.2 Changes in Accounting Policies and Disclosures During the reporting period, the Group first adopted the revised International Accounting Standard 21 "Lack of Exchangeability" - First adoption of the revised International Accounting Standard 21 "Lack of Exchangeability"13 3. Operating Segment Information The Group's business is divided into campus education and online education segments; during the reporting period, online education revenue significantly decreased, leading to a reduction in total segment revenue, while campus education revenue increased - The Group is divided into two reportable operating segments: campus education and online education services14 Segment Revenue (For the Six Months Ended June 30, RMB thousand) | Segment | 2025 (Unaudited) | 2024 (Unaudited) | YoY Change | | :--- | :--- | :--- | :--- | | Campus Education | 782,801 | 752,217 | +4.1% | | Online Education | 111,985 | 327,569 | -65.8% | | Total | 894,786 | 1,079,786 | -17.1% | Segment Results (For the Six Months Ended June 30, RMB thousand) | Segment | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | | Campus Education | 268,826 | 283,924 | | Online Education | (98,177) | (2,372) | | Total Segment Results | 170,649 | 281,552 | Segment Assets and Liabilities (RMB thousand) | Metric | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Segment Assets | | | | Campus Education | 9,983,401 | 10,463,743 | | Online Education | 2,436,361 | 2,516,331 | | Segment Liabilities | | | | Campus Education | 2,781,874 | 3,515,987 | | Online Education | 2,441,343 | 2,426,207 | 4. Revenue, Other Income and Gains Total revenue decreased by 17.1% year-on-year, primarily due to a significant decline in remote education service income, while other income and gains also decreased due to reduced short-term investment income Revenue from Contracts with Customers by Type of Service (For the Six Months Ended June 30, RMB thousand) | Service Type | 2025 (Unaudited) | 2024 (Unaudited) | YoY Change | | :--- | :--- | :--- | :--- | | Tuition fees | 717,682 | 690,920 | +3.9% | | Accommodation fees | 65,119 | 61,297 | +6.2% | | Remote education services | 50,184 | 209,296 | -76.0% | | Teacher training services | 9,262 | 13,570 | -31.7% | | Online course services | 14,567 | 10,676 | +36.4% | | Sale of books | 6,406 | 15,615 | -59.0% | | Other education services | 31,566 | 78,412 | -59.7% | | Total | 894,786 | 1,079,786 | -17.1% | Other Income and Gains (For the Six Months Ended June 30, RMB thousand) | Type | 2025 (Unaudited) | 2024 (Unaudited) | YoY Change | | :--- | :--- | :--- | :--- | | Short-term investment income | 8,809 | 22,071 | -60.1% | | Rental income | 10,693 | 3,756 | +184.7% | | Bank interest income | 4,271 | 4,080 | +4.7% | | Government grants | 14,644 | 13,382 | +9.4% | | Net exchange gain | 4,763 | 9,202 | -48.3% | | Total | 55,762 | 71,543 | -22.1% | Revenue from Contracts with Customers by Segment and Timing of Recognition (For the Six Months Ended June 30, RMB thousand) | Segment/Timing of Recognition | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | :--- | | Campus Education | | | | Recognized over time | 782,801 | 752,217 | | Online Education | | | | Recognized over time | 103,116 | 305,564 | | Recognized at a point in time | 8,809 | 22,005 | | Total | 894,786 | 1,079,786 | 5. Profit Before Tax Profit before tax was influenced by various factors, including depreciation and amortization, employee benefit expenses, and impairment losses on financial assets; during the reporting period, impairment losses on financial assets significantly decreased, while employee benefit expenses declined Items Deducted From/(Credited To) Profit Before Tax (For the Six Months Ended June 30, RMB thousand) | Item | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 85,013 | 83,433 | | Depreciation of right-of-use assets | 15,603 | 19,340 | | Amortization of other intangible assets | 15,491 | 40,053 | | Total employee benefit expenses | 367,095 | 391,146 | | Impairment of trade receivables | 17,409 | 5,553 | | Impairment of other financial assets | 458 | 52,588 | | Investment income from short-term investments | (8,809) | (22,071) | | Fair value loss/(gain) on equity investments | 2,676 | (4,182) | 6. Income Tax Expense Income tax expense significantly decreased during the reporting period, primarily due to changes in current tax levies and deferred tax Income Tax Expense (For the Six Months Ended June 30, RMB thousand) | Type | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | :--- | | Current – Mainland China | 23,875 | 127,203 | | Deferred | (2,278) | (54,436) | | Total | 21,597 | 72,767 | 7. Interim Dividends The Board of Directors did not declare any interim dividends for the six months ended June 30, 2025 - The Board of Directors did not declare any interim dividends for the six months ended June 30, 202524 8. (Loss)/Earnings Per Share Attributable to Ordinary Equity Holders of the Parent During the reporting period, basic and diluted (loss)/earnings per share attributable to ordinary equity holders of the parent turned into a loss of RMB (0.0010), compared to a profit of RMB 0.0248 in the same period last year Calculation of Basic and Diluted (Loss)/Earnings Per Share (For the Six Months Ended June 30) | Metric | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | :--- | | (Loss)/Profit attributable to owners of the parent (RMB thousand) | (4,075) | 104,802 | | Weighted average number of ordinary shares outstanding (shares) | 4,217,720,000 | 4,217,720,000 | | Basic and diluted (loss)/earnings per share | RMB (0.0010) | RMB 0.0248 | - No adjustment was made for the dilutive effect as share options had an anti-dilutive impact on basic earnings per share25 9. Trade Receivables As of June 30, 2025, total trade receivables amounted to RMB 367.4 million, with the highest proportion aged within one year, but receivables aged one to two years significantly increased Ageing Analysis of Trade Receivables (RMB thousand) | Ageing | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Within one year | 212,199 | 295,130 | | One to two years | 134,363 | 78,513 | | Two to three years | 19,220 | 9,360 | | Over three years | 1,650 | 848 | | Total | 367,432 | 383,851 | 10. Trade Payables As of June 30, 2025, total trade payables amounted to RMB 449.4 million, primarily due within one year, interest-free, and typically settled within 30 to 60 days Ageing Analysis of Trade Payables (RMB thousand) | Ageing | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Within one year | 277,190 | 407,255 | | One to two years | 90,148 | 86,539 | | Two to three years | 76,991 | 6,714 | | Over three years | 5,054 | 25 | | Total | 449,383 | 500,533 | - Trade payables are interest-free and generally settled within 30 to 60 days29 11. Contract Liabilities Contract liabilities significantly decreased from RMB 835.2 million at the end of 2024 to RMB 94.0 million as of June 30, 2025, primarily due to a reduction in short-term prepayments for tuition and accommodation fees Details of Contract Liabilities (RMB thousand) | Type | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Tuition fees | 10,200 | 685,090 | | Accommodation fees | 15,960 | 77,899 | | Remote education service fees | 8,342 | 8,888 | | Other education businesses | 59,397 | 63,171 | | Total | 94,034 | 835,155 | 12. Other Payables and Accrued Expenses Total other payables and accrued expenses decreased from RMB 776.7 million at the end of 2024 to RMB 652.5 million as of June 30, 2025, mainly due to a reduction in payables for property, plant, and equipment purchases Other Payables and Accrued Expenses (RMB thousand) | Type | June 30, 2025 (Unaudited) | December 31, 2024 (Audited) | | :--- | :--- | :--- | | Accrued bonuses and other employee benefits | 65,832 | 87,901 | | Payables for purchase of property, plant and equipment | 168,254 | 281,677 | | Miscellaneous expenses collected from students | 173,570 | 138,234 | | Consideration payable for business combinations | 42,225 | 42,225 | | Total | 652,466 | 776,711 | 13. Events After the Reporting Period No significant events occurred after the reporting period for the Group - No significant events occurred after the reporting period for the Group31 Business Review Business Overview The Group is a leading "Internet+" vocational education group in China, offering integrated services from enrollment to employment, covering eight major segments with an extensive education network and talent employment service system - The Group is a leading "Internet+" vocational education group in China, providing integrated services from enrollment to employment32 - Business covers eight major segments, including campus education, online education services, vocational skill enhancement and training, and human resource services32 - As of June 30, 2025, the Group operates or manages 10 schools in China, with approximately 100,000 enrolled students and a cumulative total of over 50 million students and users served32 Key Business Progress During the Reporting Period The Group secured a RMB 300 million revolving loan facility from China CITIC Bank International and significantly increased its enrollment plan for the 2025/2026 academic year, particularly for undergraduate programs 1. Revolving Loan Facility The Company entered into a facility letter with China CITIC Bank International Limited for a revolving loan facility of up to RMB 300,000,000 or its equivalent in HKD and USD - Obtained a revolving loan facility of up to RMB 300 million from China CITIC Bank International Limited, with a final repayment date no later than one year from the first drawdown date33 2. Significant Increase in Enrollment Plan The Group's schools' enrollment plan for the 2025/2026 academic year significantly increased by approximately 24.0% compared to the previous academic year, with undergraduate program enrollment increasing by approximately 29.0% - The 2025/2026 academic year enrollment plan increased by approximately 24.0% year-on-year, with undergraduate program enrollment increasing by approximately 29.0%34 Development Strategy Supported by national policies, the Group will continue to focus on high-quality development of higher education, build a digital and intelligent service platform ecosystem for "learning, employment, and entrepreneurship," and promote the integration of education and high-tech to empower talent cultivation - Government policies support the modernization and high-quality development of vocational education, with the central government allocating RMB 31.257 billion in funds35 (1) High-Quality Development of Higher Education The Group's institutions will continue to increase resource investment, optimize teaching environments and equipment, strengthen professional teaching teams, and provide high-quality teaching services to promote high-quality student employment - Continue to increase resource investment, optimize teaching environments and equipment, and strengthen professional teaching teams36 - Provide high-quality teaching services to promote high-quality student employment and cultivate high-quality applied vocational talents for the country36 (2) Building a Digital and Intelligent Service Platform Ecosystem for "Learning, Employment, and Entrepreneurship" The Group will comprehensively advance the digitalization and intelligence of learning, employment, and entrepreneurship services, achieving full coverage of academic education and integrating the entire process from enrollment, assessment, teaching, examination, practical training, employment, to entrepreneurship - Comprehensively advance the digitalization and intelligence of learning, employment, and entrepreneurship services, achieving full coverage of academic education37 - Integrate the entire process from enrollment, assessment, teaching, examination, practical training, employment, to entrepreneurship, from entry to exit37 (3) Promoting the Integration of Education and High-Tech to Empower Talent Cultivation The Group will accelerate the widespread application of big data and artificial intelligence in its business areas, enhance the level of educational digitalization, provide more precise learning solutions and support services for students and users, and enable teachers to teach and manage more efficiently - Accelerate the widespread application of big data and artificial intelligence in business areas, enhancing the level of educational digitalization38 - Provide more precise learning solutions and support services for students and users, enabling teachers to teach and manage more efficiently38 Revenue Total revenue for the reporting period was approximately RMB 894.8 million, a year-on-year decrease of 17.1%, primarily due to reduced online education revenue resulting from changes in market conditions Revenue (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Total Revenue | 894.8 | 1,079.8 | -17.1% | - Revenue decrease primarily due to reduced online education revenue resulting from changes in market conditions39 Cost of Sales Cost of sales increased by 8.1% year-on-year to approximately RMB 539.4 million, mainly due to increased depreciation and amortization of the Group's schools, and an increase in the number, salaries, and allowances of teaching and administrative staff Cost of Sales (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Cost of Sales | 539.4 | 498.9 | +8.1% | - Cost of sales increased primarily due to increased depreciation and amortization of schools, and an increase in the number, salaries, and allowances of teaching and administrative staff40 Gross Profit Gross profit decreased by 38.8% year-on-year to approximately RMB 355.4 million, with the gross profit margin declining from approximately 53.8% to approximately 39.7%, mainly due to increased campus education expenses of the Group's schools during the reporting period Gross Profit and Gross Profit Margin (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Gross Profit | 355.4 | 580.8 | -38.8% | | Gross Profit Margin | 39.7% | 53.8% | -14.1 percentage points | - Gross profit and gross profit margin decreased primarily due to increased campus education expenses41 Other Income and Gains Other income and gains decreased by 22.1% year-on-year to approximately RMB 55.8 million, mainly due to a reduction in investment income from short-term investments received by the Group during the reporting period Other Income and Gains (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Other Income and Gains | 55.8 | 71.5 | -22.1% | - Decrease primarily due to reduced investment income from short-term investments42 Selling Expenses Selling expenses decreased by 44.6% year-on-year to approximately RMB 54.3 million, primarily due to reduced salaries and other benefits for sales and marketing staff, and decreased promotion and advertising costs for online education entities Selling Expenses (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Selling Expenses | 54.3 | 98.0 | -44.6% | - Selling expenses decreased primarily due to reduced sales and marketing staff salaries and online education promotion costs43 Administrative Expenses Administrative expenses decreased by 18.4% year-on-year to approximately RMB 196.2 million, attributed to the Group's effective control over administrative expenses during the reporting period Administrative Expenses (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Administrative Expenses | 196.2 | 240.3 | -18.4% | - Administrative expenses decreased primarily due to effective control by the Group44 Net Other Expenses Net other expenses significantly decreased by 62.6% year-on-year to approximately RMB 22.3 million, mainly due to a substantial reduction in expenses related to impairment losses on financial assets Net Other Expenses (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Net Other Expenses | 22.3 | 59.7 | -62.6% | - Decrease primarily due to a significant reduction in expenses related to impairment losses on financial assets45 Finance Costs Finance costs slightly decreased by 1.5% year-on-year to approximately RMB 67.4 million, remaining stable during the reporting period Finance Costs (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Finance Costs | 67.4 | 68.4 | -1.5% | - Finance costs remained stable46 Profit for the Period Considering the aforementioned factors, profit for the period decreased by 56.4% year-on-year to approximately RMB 49.4 million during the reporting period Profit for the Period (For the Six Months Ended June 30) | Metric | 2025 (RMB million) | 2024 (RMB million) | YoY Change | | :--- | :--- | :--- | :--- | | Profit for the Period | 49.4 | 113.2 | -56.4% | Adjusted Net Profit Adjusted net profit decreased by 56.6% year-on-year to approximately RMB 57.1 million, with the adjusted net profit margin declining from approximately 12.2% for the six months ended June 30, 2024, to approximately 6.4% during the reporting period Adjusted Net Profit Calculation (For the Six Months Ended June 30, RMB thousand) | Item | 2025 (Unaudited) | 2024 (Unaudited) | | :--- | :--- | :--- | | Profit for the Period | 49,361 | 113,165 | | Add: Unrealized exchange gain | (5,427) | (3,188) | | Share option expenses | 12 | 47 | | Amortization of intangible assets recognized upon acquisition | 10,503 | 25,705 | | Change in fair value loss/(gain) | 2,676 | (4,182) | | Adjusted Net Profit | 57,125 | 131,547 | Adjusted Net Profit and Profit Margin (For the Six Months Ended June 30) | Metric | 2025 | 2024 | YoY Change | | :--- | :--- | :--- | :--- | | Adjusted Net Profit (RMB million) | 57.1 | 131.5 | -56.6% | | Adjusted Net Profit Margin | 6.4% | 12.2% | -5.8 percentage points | Financial and Liquidity Position Net Current Assets As of June 30, 2025, the Group's net current assets were approximately RMB 903.9 million, an increase from the end of 2024, with current assets decreasing mainly due to reduced cash and cash equivalents, and current liabilities decreasing primarily due to reduced contract liabilities Changes in Net Current Assets (RMB million) | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Net Current Assets | 903.9 | 758.5 | +145.4 | | Current Assets | 3,733.8 | 4,222.3 | -488.5 | | Current Liabilities | 2,829.9 | 3,463.8 | -633.9 | - Current assets decreased primarily due to a reduction in cash and cash equivalents50 - Current liabilities decreased primarily due to a reduction in contract liabilities50 Interest-Bearing Bank and Other Borrowings As of June 30, 2025, interest-bearing bank and other borrowings amounted to approximately RMB 2,535.9 million, with annual interest rates ranging from 2.2% to 10.0%, and some loans having rates as high as 15%-24%; the Group maintains its funding balance through operating cash flow and borrowings - As of June 30, 2025, interest-bearing bank and other borrowings amounted to approximately RMB 2,535.9 million51 - Loan annual interest rates range from 2.2% to 10.0%, with some loans having rates as high as 15%-24%51 - The Group maintains continuous funding supply and flexibility through cash flows generated from operating activities and other borrowings51 Grant of Option to Acquire 49% of the Issued Share Capital of Lead Group The Group is involved in arbitration disputes with the seller of Lead Group regarding a 49% equity acquisition option, concerning inflated exit prices and loan offset controversies; the Group believes the seller's exercise of the option is invalid and has fulfilled its obligation to grant the option, with arbitration ongoing and no provision made - The Group is involved in an arbitration dispute with the seller of Lead Group regarding a 49% equity acquisition option at the Hong Kong International Arbitration Centre52 - The seller claims to have validly exercised the option and seeks an inflated exit price of RMB 2,180,735,567.50, which the Group disputes as invalid52 - The Group has made no provision for the arbitration, believing it has no obligation to purchase the 49% equity interest in Lead Group52 - There is also a CIETAC arbitration concerning a RMB 400 million loan principal and interest repayment dispute, where the seller claims offset, and the Group counter-claims for repayment54 Pledged Assets As of June 30, 2025, certain long-term assets with a net book value of approximately RMB 78.3 million and time deposits of RMB 897.6 million have been pledged by the Group to secure bank loans and other borrowings - Approximately RMB 78.3 million of long-term assets and RMB 897.6 million of time deposits have been pledged to secure bank loans and other borrowings56 Foreign Currency Exchange Risk The Group's majority of revenue and expenses are denominated in RMB, with some bank balances denominated in USD and HKD; the Group currently has no foreign exchange hedging policy, and management will continue to monitor foreign currency exchange risk - Most revenue and expenses are denominated in RMB, with some bank balances denominated in USD and HKD57 - The Group currently has no foreign exchange hedging policy, and management will continue to monitor foreign currency exchange risk57 Gearing Ratio As of June 30, 2025, the gearing ratio increased from approximately 37.0% as of December 31, 2024, to approximately 42.3%, but remains at a healthy level Gearing Ratio | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Gearing Ratio | 42.3% | 37.0% | +5.3 percentage points | - Gearing ratio increased but remains at a healthy level58 Employee Remuneration, Training and Development Employee Profile and Benefits As of June 30, 2025, the Group employed approximately 6,800 employees; during the reporting period, the Group reviewed and increased employee remuneration and provided training and/or sponsored various work-related training courses for existing and newly hired employees - As of June 30, 2025, the Group employed approximately 6,800 employees59 - Employee remuneration was reviewed and increased during the reporting period, based on performance, experience, and prevailing industry practices59 - Training and/or sponsorship for various work-related training courses were provided to employees59 Corporate Governance Code Corporate Governance Practices The Company is committed to establishing sound corporate governance practices and procedures, complying with the code provisions set out in Appendix C1 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited to ensure transparency and accountability - The Company is committed to establishing sound corporate governance practices and procedures, ensuring transparency and accountability to shareholders60 - For the six months ended June 30, 2025, the Company complied with the code provisions set out in Appendix C1 of the Listing Rules61 Standard Code for Securities Transactions by Directors of Listed Issuers The Company has adopted the Standard Code as set out in Appendix C3 of the Listing Rules as the code of conduct for directors' securities transactions, and all directors confirmed compliance with the code during the reporting period - The Company has adopted the Standard Code set out in Appendix C3 of the Listing Rules as the code of conduct for directors' securities transactions62 - All directors confirmed compliance with the required standards set out in the Standard Code during the reporting period62 Interim Dividends The Board of Directors did not declare any interim dividends for the reporting period - The Board of Directors did not declare any interim dividends for the reporting period63 Purchase, Sale or Redemption of the Company's Listed Securities During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities, and as of June 30, 2025, the number of treasury shares held by the Company was zero - During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities64 - As of June 30, 2025, the number of treasury shares held by the Company was zero65 Audit Committee The Company's Audit Committee has reviewed and discussed with management the accounting principles and practices adopted by the Company, internal controls, financial reporting matters, and the Company's corporate governance policies and practices, and has reviewed the interim results - The Audit Committee has reviewed and discussed accounting principles, internal controls, financial reporting, and corporate governance matters with management66 - The interim results have been reviewed by the Audit Committee66 Other Information Publication of Interim Results Announcement and Interim Report This interim results announcement has been published on the HKEX website and the Company's website, and the interim report containing all information required by Appendix D2 of the Listing Rules will be dispatched to shareholders in due course - The interim results announcement has been published on the HKEX website (www.hkexnews.hk) and the Company's website (http://www.minshengedu.com)[67](index=67&type=chunk) - The interim report, containing all information required by Appendix D2 of the Listing Rules, will be dispatched to shareholders in due course67