上海家化(600315) - 2025 Q2 - 季度财报

Definitions Definitions of Common Terms This section defines key terms used in the report, including the China Securities Regulatory Commission, company name, group entities, and major related parties, to ensure clear understanding of the report content - CSRC refers to the China Securities Regulatory Commission[18] - The Company or Shanghai Jahwa refers to Shanghai Jahwa United Co., Ltd[18] - The Group refers to Shanghai Jahwa United Co., Ltd. and its subsidiaries[18] Company Profile and Key Financial Indicators Company Information Provides basic registration information, including the company's Chinese name, abbreviation, foreign name and its abbreviation, and legal representative - Company's Chinese Name: Shanghai Jahwa United Co., Ltd[14] - Company's Chinese Abbreviation: Shanghai Jahwa[14] - Company's Legal Representative: Lin Xiaohai[14] Contact Person and Information Lists contact information for the company's Board Secretary and Securities Affairs Representative, including name, address, telephone, and email - Board Secretary: Luo Yongtao[15] - Securities Affairs Representative: Su Xiaoqing[15] - Contact Address: Building A, Twin Lions Plaza, No. 399 Dongchangzhi Road, Hongkou District, Shanghai[15] Brief Introduction to Changes in Basic Information Introduces the company's registered and office addresses, stating no historical changes occurred during the reporting period - Company's Registered Address: No. 527 Baoding Road, Hongkou District, Shanghai[16] - Company's Office Address: Building A, Twin Lions Plaza, No. 399 Dongchangzhi Road, Hongkou District, Shanghai[16] - Company Website: www.jahwa.com.cn[16](index=16&type=chunk) Brief Introduction to Changes in Information Disclosure and Document Storage Locations Discloses the company's selected newspapers for information disclosure, the website address for semi-annual reports, and the location for storing semi-annual reports - Information Disclosure Newspapers: China Securities Journal, Shanghai Securities News, Securities Times, Securities Daily[17] - Report Website Address: www.sse.com.cn[17](index=17&type=chunk) - Report Storage Location: Board of Directors' Office, Building A, Twin Lions Plaza, No. 399 Dongchangzhi Road, Hongkou District, Shanghai[17] Brief Introduction to Company Shares Provides information on the company's stock exchange, stock abbreviation, and stock code - Stock Type: A-shares[19] - Listing Exchange: Shanghai Stock Exchange[19] - Stock Abbreviation: Shanghai Jahwa, Stock Code: 600315[19] Company's Key Accounting Data and Financial Indicators Outlines the company's key accounting data and financial indicators for the current reporting period (January-June), comparing them with the prior period, showing growth in operating revenue and net profit, and a significant increase in net cash flow from operating activities Key Accounting Data (January-June) | Indicator | Current Period (RMB) | Prior Period (RMB) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 3,478,337,684.58 | 3,320,713,286.01 | 4.75 | | Total Profit | 298,020,579.45 | 252,456,188.10 | 18.05 | | Net Profit Attributable to Shareholders of Listed Company | 265,757,686.65 | 238,002,470.71 | 11.66 | | Net Profit Attributable to Shareholders of Listed Company After Deducting Non-recurring Gains and Losses | 221,320,298.44 | 235,183,533.26 | -5.89 | | Net Cash Flow from Operating Activities | 682,111,958.56 | 488,235,635.97 | 39.71 | | Period-end Data: | | | | | Net Assets Attributable to Shareholders of Listed Company | 6,970,004,393.97 | 6,691,750,870.12 | 4.16 | | Total Assets | 10,534,530,660.24 | 9,944,442,518.04 | 5.93 | Key Financial Indicators (January-June) | Key Financial Indicators | Current Period (January-June) | Prior Period | Change from Prior Period (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (RMB/share) | 0.40 | 0.35 | 14.29 | | Diluted Earnings Per Share (RMB/share) | 0.40 | 0.35 | 14.29 | | Basic Earnings Per Share After Deducting Non-recurring Gains and Losses (RMB/share) | 0.33 | 0.35 | -5.71 | | Weighted Average Return on Net Assets (%) | 3.90 | 3.05 | increased by 0.85 percentage points | | Weighted Average Return on Net Assets After Deducting Non-recurring Gains and Losses (%) | 3.25 | 3.01 | increased by 0.24 percentage points | - Net cash flow from operating activities increased year-on-year, primarily due to a year-on-year increase in net cash received from sales after deducting cash paid for purchases and services, and a year-on-year decrease in income tax paid in the current period due to lower profits in the prior year[20] Non-recurring Gains and Losses Items and Amounts Details the components and amounts of non-recurring gains and losses for the current reporting period, totaling RMB 44.44 million - Gains and losses from disposal of non-current assets: RMB 5.88 million[23] - Government grants recognized in current profit or loss: RMB 2.39 million[23] - Gains and losses from changes in fair value of financial assets and liabilities held by non-financial enterprises, and from disposal of financial assets and liabilities: RMB 34.26 million[23] - Total non-recurring gains and losses: RMB 44.44 million[23] Management Discussion and Analysis Industry and Main Business The company operates in the chemical raw materials and chemical products manufacturing industry, primarily engaged in R&D, production, and sales of daily chemical products, with core brands including Liushen, Yuze, Herborist, and Maxam, utilizing an online and offline sales model. During the reporting period, retail sales of cosmetics increased by 2.9% year-on-year - Industry: Chemical Raw Materials and Chemical Products Manufacturing (Classification Code: C26)[25] - Main Business: R&D, production, and sales of daily chemical products, with major brands including Liushen, Yuze, Herborist, and Maxam[25] - From January to June 2025, total retail sales of consumer goods increased by 5.0% year-on-year, with cosmetics sales increasing by 2.9% year-on-year (for enterprises above designated size)[25] Discussion and Analysis of Operations During the reporting period, the company's operating revenue increased by 4.75% year-on-year, and net profit attributable to the parent company increased by 11.66% year-on-year, while non-recurring net profit attributable to the parent company decreased by 5.89%. The company continued to deepen strategic adjustments and reforms, focusing on four key initiatives: core brands, brand building, online channels, and efficiency, achieving significant growth particularly in online channels such as Douyin Key Operating Performance (January-June) | Indicator | Amount (billion RMB) | Change (%) | | :--- | :--- | :--- | | Operating Revenue | 3.478 | 4.75 | | Net Profit Attributable to Shareholders of Listed Company | 0.266 | 11.66 | | Net Profit Attributable to Shareholders of Listed Company After Deducting Non-recurring Gains and Losses | 0.221 | -5.89 | - Since the second half of 2024, the company has completed four core tasks: setting direction, improving governance, boosting morale, and clearing burdens, driving a comprehensive business upgrade[26] - In the first half of 2025, the company continued to deepen strategic adjustments and reforms, focusing on four "focus" initiatives: focusing on core brands, brand building, online channels, and efficiency[26] Focus on Core Brands The company strengthens its core brand advantages by breaking through in segmented categories and developing potential new products, such as launching the Liushen Mosquito Repellent Egg series, Yuze Dry & Oily Sensitive Skin Cream, and Herborist Dabai Mud Mask - Breakthrough in segmented categories: selecting advantageous categories, targeting niche markets, and continuously increasing market share in segmented markets[26] - Developing potential new products: focusing on cultivating strategic new products such as the Liushen Mosquito Repellent Egg series, Yuze Dry & Oily Sensitive Skin Cream, and Herborist Dabai Mud Mask[26] Focus on Brand Building The company enhances the market competitiveness of its core brands through brand repositioning and marketing innovation. Liushen focuses on professional mosquito repellent technology and a youthful image, Yuze upgrades its skin barrier repair series, Herborist redefines its classic "Dabai Mud" mask, GF transforms into a brand for teenage oil control and acne treatment, Qichu focuses on infant skin repair, and HomeAegis innovates with laundry pods specifically for pet-owning households - Liushen targets the outdoor market, focusing on "professional mosquito repellent technology" and "youthful image reshaping," upgrading its new portable mosquito repellent egg, and launching a high-end fragrance shower gel series[27] - Yuze comprehensively upgraded its skin barrier repair series, with the second-generation professional repair cream achieving double-digit growth[27] - Herborist successfully reshaped its classic "Dabai Mud" series through product certification upgrades and cultural collaborations, effectively increasing average transaction value and user repurchase rates[28] Focus on Online Channels The company continuously optimizes its e-commerce organization and online operational capabilities, with domestic online channels increasing by 34.64% year-on-year in the second quarter, significantly improving traffic conversion efficiency by optimizing self-broadcasting and influencer broadcasting capabilities and e-commerce infrastructure - Domestic online channels increased by 34.64% year-on-year in the second quarter[29] - Optimizing self-broadcasting and influencer broadcasting capabilities: completing standardized construction of brand live streaming rooms, with multiple brands establishing profitable self-broadcasting closed-loop models[29] - Optimizing e-commerce infrastructure: comprehensively improving e-commerce channel traffic conversion efficiency through systematic optimization of product visual materials, keyword layout, product naming system, and inventory structure[29] Focus on Efficiency The company optimizes expense ratios while ensuring revenue growth through refined operational management; in the first half of the year, the supply chain reduced warehousing turnover, inventory levels, and fulfillment costs through cost optimization, improved logistics efficiency, and supply network innovation - The company continuously optimizes expense ratios through refined operational management while ensuring stable revenue growth[30] - In the first half of the year, the supply chain reduced warehousing turnover, inventory levels, and fulfillment costs through packaging material cost optimization, improved logistics efficiency, and supply network innovation[30] Analysis of Core Competencies The company possesses comprehensive R&D system capabilities, long-standing brand assets, extensive channel coverage and strong customer resources, as well as advanced production and supply chain management capabilities, which collectively form its multifaceted core competencies - The company possesses comprehensive R&D system capabilities[31] - The company possesses long-standing brand assets[31] - The company has extensive channel coverage and strong customer resources[31] - The company possesses advanced production and supply chain management capabilities[31] Key Operating Performance This section provides a detailed analysis of the company's financial statement item changes, asset and liability status, investment activities, and operating performance of major controlled and associate companies during the reporting period, also identifying potential risks Analysis of Main Business In the current period, the company's operating revenue increased by 4.75% year-on-year, while operating costs decreased by 1.29% year-on-year. Selling, general and administrative, and R&D expenses all increased, while financial expenses significantly decreased due to lower loan principal and interest rates, and reduced exchange losses Analysis of Changes in Financial Statement Items (January-June) | Item | Current Period Amount (RMB) | Prior Period Amount (RMB) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 3,478,337,684.58 | 3,320,713,286.01 | 4.75 | | Operating Costs | 1,274,065,168.32 | 1,290,766,158.86 | -1.29 | | Selling Expenses | 1,525,209,853.85 | 1,441,588,334.20 | 5.80 | | General and Administrative Expenses | 280,199,350.61 | 251,123,365.27 | 11.58 | | Financial Expenses | 7,908,879.41 | 18,267,673.52 | -56.71 | | R&D Expenses | 86,512,076.02 | 68,659,844.53 | 26.00 | | Asset Impairment Losses | -40,058,614.70 | 7,958,492.06 | -603.34 | | Income Tax Expense | 32,262,892.80 | 14,453,717.39 | 123.22 | - The increase in general and administrative expenses was primarily due to a year-on-year increase in personnel expenses resulting from organizational structure changes, and a year-on-year increase in depreciation and amortization expenses due to new intangible assets such as software systems[32] - The decrease in financial expenses was mainly due to a year-on-year decrease in interest expenses resulting from lower loan principal and interest rates, and a year-on-year decrease in exchange losses due to foreign exchange fluctuations in the current period[32] Analysis of Assets and Liabilities At the end of the reporting period, the company's total assets and net assets attributable to the parent company both increased. Cash and cash equivalents, receivables, short-term borrowings, other payables, and overseas assets significantly increased, while inventories, contract liabilities, and financial assets held for trading decreased Changes in Assets and Liabilities (Period-end) | Item | Current Period-end (RMB) | Share of Total Assets (%) | Prior Year-end (RMB) | Share of Total Assets (%) | Change from Prior Year-end (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 696,478,736.54 | 6.61 | 550,466,054.78 | 5.54 | 26.53 | | Receivables | 1,017,825,628.58 | 9.66 | 865,815,125.09 | 8.71 | 17.56 | | Inventories | 577,269,179.82 | 5.48 | 673,111,635.38 | 6.77 | -14.24 | | Short-term Borrowings | 545,525,680.00 | 5.18 | 49,037,568.34 | 0.49 | 1012.46 | | Contract Liabilities | 90,342,835.62 | 0.86 | 115,739,871.01 | 1.16 | -21.94 | | Financial Assets Held for Trading | 2,190,188,531.23 | 20.79 | 2,554,387,899.86 | 25.69 | -14.26 | | Other Non-current Financial Assets | 924,219,766.92 | 8.77 | 614,700,198.61 | 6.18 | 50.35 | | Other Non-current Assets | 856,756,273.84 | 8.13 | 559,385,296.29 | 5.63 | 53.16 | | Accounts Payable | 564,238,552.46 | 5.36 | 499,548,995.26 | 5.02 | 12.95 | | Other Payables | 1,453,538,146.75 | 13.80 | 1,187,656,781.67 | 11.94 | 22.39 | - The increase in cash and cash equivalents was mainly due to net cash inflow from operating activities exceeding net cash outflow from investing and financing activities[35] - The significant increase in short-term borrowings was mainly due to the company's overseas segment adding GBP 56 million in new short-term borrowings this year[35] - Overseas assets amounted to RMB 3.024 billion, accounting for 28.71% of total assets[37] Analysis of Investment Status The company's investment activities in the current period primarily involved financial assets measured at fair value, including private equity funds, bank wealth management products, stocks, and derivative instruments. Derivative instruments were mainly used to manage exchange rate risks and applied hedge accounting Financial Assets Measured at Fair Value (Period-end) | Asset Category | Beginning Balance (RMB) | Fair Value Change Gains and Losses for Current Period (RMB) | Period-end Balance (RMB) | | :--- | :--- | :--- | :--- | | Private Equity Funds | 521,452,063.61 | 4,998,719.31 | 526,450,782.92 | | Bank Wealth Management and Asset Management Products | 2,554,387,899.86 | -12,228,468.63 | 2,492,159,431.23 | | Stocks | 93,248,135.00 | 2,549,949.00 | 95,798,084.00 | | Derivative Instruments | 0.00 | -2,313,104.64 | -2,424,277.55 | | Total | 3,169,088,098.47 | -4,679,800.32 | 3,111,984,020.60 | - Derivative investments primarily consist of forward currency contracts, aimed at managing exchange rate risks arising from the Group's operating activities and financing channels[42] - There were no significant changes in the accounting policies and specific accounting principles for hedging activities compared to the previous reporting period, with the effective portion of cash flow hedge gains and losses recognized in other comprehensive income amounting to RMB -2.31 million[43] Analysis of Major Controlled and Associate Companies Discloses the operating performance of major subsidiaries: Shanghai Jahwa Hainan Daily Necessities Co., Ltd., Shanghai Herborist Cosmetics Co., Ltd., and Abundant Merit Limited. Shanghai Herborist's net profit increased year-on-year, while Abundant Merit Limited's net profit decreased year-on-year, mainly due to US tariff policies and increased marketing expenses Operating Performance of Major Subsidiaries (Unit: Ten Thousand RMB) | Company Name | Main Business | Operating Revenue | Operating Profit | Net Profit | | :--- | :--- | :--- | :--- | :--- | | Shanghai Jahwa Hainan Daily Necessities Co., Ltd. | Cosmetics Production | 15,192 | 2,500 | 2,122 | | Shanghai Herborist Cosmetics Co., Ltd. | Cosmetics Sales | 8,404 | 3,205 | 3,207 | | Abundant Merit Limited | Production and Sales of Infant Feeding Tools and Care Products | 70,262 | -3,456 | -3,279 | - Shanghai Herborist Cosmetics Co., Ltd.'s net profit increased year-on-year, mainly due to a year-on-year decrease in related expenses resulting from personnel cost structure adjustments, and a reduction in invoiced revenue in the prior period due to active reduction of social inventory in department store channels[46] - Abundant Merit Limited's net profit decreased year-on-year primarily due to the impact of US tariff policies in the second quarter, leading to reduced sales volume in the US business and a year-on-year decline in revenue and gross profit; concurrently, increased marketing expenses were incurred to drive future business development and enhance market share, resulting in a year-on-year increase in selling expenses[46] Potential Risks The company faces significant operational risks such as strategic execution falling short of expectations, intensified industry competition (including brand and product competition, marketing effectiveness, channel transformation challenges, and rising customer acquisition costs), slower-than-expected consumer recovery, and talent loss - Strategic execution falling short of expectations[47] - Intensified industry competition: including increased competition among various brands and products in the industry; marketing effectiveness falling short of expectations; transformation challenges brought by channel changes; and rapidly rising customer acquisition costs[47] - Slower-than-expected consumer recovery, leading to industry slowdown; risk of talent loss[47] Corporate Governance, Environment and Society Changes in Directors and Senior Management During the reporting period, there were multiple changes in the company's Board of Directors and senior management, including the election of Li Minghui, Liu Xiaobin, and Xu Hongqing as directors, the appointment of Luo Yongtao as Chief Financial Officer and Board Secretary, the election of Cao Yang as employee director, and the departures of Xiao Lirong, Feng Guohua, and Han Min - Mr. Li Minghui, Mr. Liu Xiaobin, and Mr. Xu Hongqing were elected as directors of the company's Ninth Board of Directors[49] - Mr. Luo Yongtao was appointed as the company's Chief Financial Officer and Board Secretary[49] - Independent Directors Ms. Xiao Lirong and Mr. Feng Guohua resigned; Ms. Han Min resigned from her positions as Deputy General Manager and Board Secretary[49] Profit Distribution Plan The company's Board of Directors approved the 2025 semi-annual profit distribution plan, proposing to distribute a cash dividend of RMB 0.039 per share (tax inclusive) to all shareholders, with no bonus shares or conversion of capital reserves into share capital - 2025 semi-annual profit distribution plan: based on the total share capital registered on the equity distribution record date, a cash dividend of RMB 0.039 per share (tax inclusive) will be distributed to all registered shareholders[50] - No bonus shares will be issued, nor will capital reserves be converted into share capital[50] Equity Incentive and Employee Stock Ownership Plan The company's 2025 Employee Stock Ownership Plan (Revised Draft) has been approved by the annual general meeting of shareholders, aiming to incentivize employees through the plan - The company held its 2024 Annual General Meeting of Shareholders on June 25, 2025, which reviewed and approved the "Shanghai Jahwa United Co., Ltd. 2025 Employee Stock Ownership Plan (Revised Draft)" and its summary[51] - For details on the shares held by participants in the company's 2025 Employee Stock Ownership Plan, please refer to the announcement "Shanghai Jahwa 2025 Employee Stock Ownership Plan Management Measures (Revised Draft)" published by the company on the Shanghai Stock Exchange on June 5, 2025[69] Social Responsibility and Public Welfare Activities Adhering to the sustainable philosophy of "Born for Beauty, Act for Good," the company actively fulfills its social responsibilities, conveying humanitarian care through various forms such as donating supplies to Tibet, caring for disadvantaged women and children, organizing community charity clinics, supporting families of children with autism, and launching pet adoption charity events - In January, donated over RMB 1 million worth of Liushen antibacterial hand sanitizer and Yuze skin barrier repair lotion products to aid Tibet; in the same month, partnered with the Xianghuaqiao Subdistrict Women's Federation in Qingpu District, Shanghai, to deliver "winter warm-heart gift packages" to disadvantaged women and children in the area[52] - In March, the Yuze brand conducted community charity clinics and other activities; the Qichu brand cared for families of children with autism, donating thoughtful gifts[52] - In May, the HomeAegis brand launched the "Home Clean, Safe Snuggles" pet adoption charity event, advocating for consumers to adopt instead of buy[52] Significant Matters Fulfillment of Commitments China Ping An, the company's ultimate controlling party, has strictly fulfilled all commitments regarding the resolution of horizontal competition, related-party transactions, and other matters - China Ping An has strictly fulfilled all commitments regarding the resolution of horizontal competition, related-party transactions, and other matters[54] - Commitment Date: November 18, 2011[54] Semi-Annual Report Audit Status This semi-annual report is unaudited. The company has appointed Ernst & Young Hua Ming LLP as its financial and internal control auditor for 2025, replacing PwC Zhong Tian LLP, which had provided audit services for many consecutive years, to ensure audit independence - This semi-annual report is unaudited[5] - The company appointed Ernst & Young Hua Ming LLP (Special General Partnership) as its financial and internal control auditor for 2025[56] - The change in auditor aims to ensure the independence, objectivity, and fairness of the company's audit work[56] Significant Related-Party Transactions This section discloses the company's related-party transactions with associated parties in daily operations, asset acquisition/disposal, joint external investments, and creditor-debtor relationships, along with the approval status of relevant proposals Related-Party Transactions in Daily Operations The company has disclosed and obtained approval for proposals regarding daily related-party transactions for 2025 with China Ping An Insurance (Group) Company of China, Ltd. and its subsidiaries, as well as with Shanghai Takasago International Co., Ltd - The company's proposal for daily related-party transactions with China Ping An Insurance (Group) Company of China, Ltd. and its subsidiaries for 2025 has been approved by the Board of Directors and the annual general meeting of shareholders[57] - The company's proposal for daily related-party transactions with Shanghai Takasago International Co., Ltd. for 2025 has been approved by the Board of Directors[57] Related-Party Transactions for Asset/Equity Acquisition or Disposal During the reporting period, the company had no disclosed or undisclosed related-party transactions involving asset or equity acquisition or disposal - During the reporting period, the company had no disclosed or undisclosed related-party transactions involving asset or equity acquisition or disposal[58] Significant Related-Party Transactions for Joint External Investment During the reporting period, the company had no disclosed or undisclosed significant related-party transactions for joint external investment - During the reporting period, the company had no disclosed or undisclosed significant related-party transactions for joint external investment[59] Related-Party Creditor-Debtor Relationships During the reporting period, the company had no disclosed or undisclosed related-party creditor-debtor relationships - During the reporting period, the company had no disclosed or undisclosed related-party creditor-debtor relationships[59] Significant Contracts and Their Fulfillment This section discloses significant guarantees executed and outstanding during the company's reporting period Significant Guarantees During the reporting period, the guaranteed loan of the company's wholly-owned subsidiary, Success Bidco 2 Limited, matured and was fully repaid on March 26, 2025, and the company's corresponding guarantee liability was consequently released - The guaranteed loan of the company's wholly-owned subsidiary, Success Bidco 2 Limited, matured on March 26, 2025, with all principal and interest fully repaid[62] - The company's corresponding guarantee liability was consequently released[62] Share Changes and Shareholder Information Changes in Share Capital During the reporting period, there were no changes in the company's total share capital or share capital structure - During the reporting period, there were no changes in the company's total share capital or share capital structure[64] Shareholder Information This section discloses the company's total number of shareholders, top ten shareholders, and top ten shareholders of unrestricted tradable shares as of the end of the reporting period, along with information on shares held in the buyback special account and related-party relationships Total Number of Shareholders As of the end of the reporting period, the company had a total of 37,756 common shareholders - Total number of common shareholders as of the end of the reporting period: 37,756[65] Shareholding of Top Ten Shareholders As of the end of the reporting period, Shanghai Jahwa (Group) Co., Ltd. was the company's largest shareholder, holding 51.31% of shares. Hong Kong Securities Clearing Company Limited, Shanghai Jiushi (Group) Co., Ltd., and others were among the top ten shareholders. The company's special buyback securities account held 6,439,272 shares, accounting for 0.96% of the total share capital Shareholding of Top Ten Shareholders (Period-end) | Shareholder Name | Period-end Shareholding (shares) | Proportion (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | Shanghai Jahwa (Group) Co., Ltd. | 344,927,001 | 51.31 | Domestic Non-state-owned Legal Person | | Hong Kong Securities Clearing Company Limited | 32,778,226 | 4.88 | Other | | Shanghai Jiushi (Group) Co., Ltd. | 26,887,500 | 4.00 | State-owned Legal Person | | National Social Security Fund 114 Portfolio | 7,483,239 | 1.11 | Other | | Peng Yi | 7,100,000 | 1.06 | Domestic Natural Person | - As of the end of the current reporting period, the company's special buyback securities account held 6,439,272 shares, accounting for 0.96% of the company's total share capital[68] - Shanghai Jahwa (Group) Co., Ltd. and Shanghai Huisheng Industrial Co., Ltd. are both controlled by China Ping An Insurance (Group) Company of China, Ltd[68] Information on Directors and Senior Management The shareholding status of participants in the company's 2025 Employee Stock Ownership Plan has been disclosed in relevant announcements - For details on the shares held by participants in the company's 2025 Employee Stock Ownership Plan, please refer to the announcement "Shanghai Jahwa 2025 Employee Stock Ownership Plan Management Measures (Revised Draft)" published by the company on the Shanghai Stock Exchange on June 5, 2025[69] Bond-Related Information Corporate Bonds and Debt Financing Instruments During the reporting period, the company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments - During the reporting period, the company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments[72] Convertible Corporate Bonds During the reporting period, the company had no convertible corporate bonds - During the reporting period, the company had no convertible corporate bonds[72] Financial Report Audit Report This semi-annual report is unaudited - This semi-annual report is unaudited[74] Financial Statements This section provides the company's consolidated and parent company balance sheets, income statements, and cash flow statements for the first half of 2025, comprehensively reflecting the financial position, operating results, and cash flows at the end of the reporting period - Consolidated total assets amounted to RMB 10.535 billion, total liabilities to RMB 3.565 billion, and total owners' equity to RMB 6.970 billion[76] - Consolidated operating revenue was RMB 3.478 billion, and net profit was RMB 265.76 million[82] - Consolidated net cash flow from operating activities was RMB 682.11 million[90] Company Basic Information Shanghai Jahwa United Co., Ltd. is a joint-stock company registered in Shanghai, China, primarily engaged in the development, production, and sales of cosmetics, daily chemical products, and baby products. The company's ultimate controlling party is China Ping An Insurance (Group) Company of China, Ltd - Shanghai Jahwa United Co., Ltd.'s headquarters are located on the 11th floor, Building A, Twin Lions Plaza, No. 399 Dongchangzhi Road, Hongkou District, Shanghai[104] - The Group is primarily engaged in the development, production, and sales of cosmetics, daily chemical products, and baby products, with major brands including Liushen, Herborist, Maxam, GF, HomeAegis, Qichu, and Tommee Tippee[104] - The company's ultimate controlling party is China Ping An Insurance (Group) Company of China, Ltd[105] Basis of Financial Statement Preparation These financial statements are prepared in accordance with Enterprise Accounting Standards and relevant regulations of the China Securities Regulatory Commission, and on a going concern basis - These financial statements are prepared in accordance with the "Enterprise Accounting Standards" promulgated by the Ministry of Finance and the disclosure requirements of the China Securities Regulatory Commission's "Reporting Rules for Information Disclosure by Companies Issuing Securities No. 15 - General Provisions for Financial Reports"[108] - The company's financial statements are prepared on a going concern basis[109] Significant Accounting Policies and Accounting Estimates This section elaborates on the significant accounting policies and estimates followed by the company in preparing its financial statements, covering financial instruments, inventories, long-term equity investments, fixed assets, intangible assets, employee compensation, revenue recognition, government grants, deferred income tax, and leases, along with explanations of key judgments and significant assumptions - The financial statements prepared by the company comply with the requirements of Enterprise Accounting Standards, truly and completely reflecting the company's financial position, operating results, changes in shareholders' equity, and cash flows[112] - The Group classifies financial assets based on the business model for managing financial assets and the contractual cash flow characteristics of the financial assets into: (1) financial assets measured at amortized cost; (2) financial assets measured at fair value through other comprehensive income; and (3) financial assets measured at fair value through profit or loss[126] - The Group recognizes revenue when customers obtain control of the related goods or services, at the amount of consideration it expects to be entitled to receive[186] - The company is a high-tech enterprise and calculates and pays corporate income tax at a 15% rate in accordance with relevant income tax laws. The aforementioned additional deduction for R&D expenses and applicable preferential tax rate are subject to confirmation by the relevant tax authorities during the company's annual income tax reconciliation, which may impact the current year's income tax expense[215] Taxes The company's main taxes include VAT, consumption tax, urban maintenance and construction tax, and corporate income tax. The company benefits from a 15% preferential corporate income tax rate for high-tech enterprises, and enterprises in encouraged industries in Hainan Free Trade Port also enjoy a 15% income tax rate, along with VAT additional deduction policies for advanced manufacturing enterprises Major Tax Categories and Rates | Tax Category | Tax Base | Tax Rate | | :--- | :--- | :--- | | Value Added Tax | Taxable Value Added | 5%-20% | | Consumption Tax | Taxable Sales Amount | 15% | | Urban Maintenance and Construction Tax | VAT and Consumption Tax Paid | 1%、5%、7% | | Corporate Income Tax | Taxable Income | 0%-30% | - Shanghai Jahwa United Co., Ltd. and Shanghai Jahwa Hainan Daily Chemical Products Co., Ltd. apply a 15% corporate income tax rate[231][232] - From January 1, 2023, to December 31, 2027, advanced manufacturing enterprises are eligible for an additional 5% deduction from their payable VAT based on the current period's deductible input VAT amount[234] Notes to Consolidated Financial Statement Items This section provides detailed notes for each item in the consolidated financial statements, including cash and cash equivalents, financial assets held for trading, accounts receivable, inventories, long-term equity investments, fixed assets, intangible assets, goodwill, deferred income tax, short-term borrowings, contract liabilities, employee compensation payable, taxes payable, other payables, etc., and explains the reasons for changes in each item - Cash and cash equivalents balance at period-end was RMB 696.48 million, of which RMB 134.39 million was deposited overseas[236][237] - Financial assets held for trading balance at period-end was RMB 2.190 billion, primarily consisting of bank wealth management products and asset management products[238][239] - Inventories book value at period-end was RMB 577.27 million, inventory impairment provision was RMB 127.80 million, and inventory impairment loss recognized in the current period was RMB 40.06 million[278][281] - Short-term borrowings balance at period-end was RMB 545.53 million, primarily consisting of GBP 55.50 million in credit borrowings from HSBC UK by overseas subsidiary Success Bidco 2 Limited[319][320] - Goodwill original book value at period-end was RMB 2.269 billion, impairment provision balance at period-end was RMB 660.17 million, primarily related to the overseas segment's infant care products and mother-and-baby feeding products business[302][305][306] R&D Expenses Total R&D expenses for the current period amounted to RMB 89.59 million, with expensed R&D expenses of RMB 86.51 million and capitalized R&D expenses of RMB 3.07 million. Significant capitalized R&D projects include infant feeding product design and infant soothing product design R&D Expenses by Nature of Expense (Current Period) | Item | Current Period Amount (RMB) | | :--- | :--- | | Salaries and Benefits | 38,972,312.27 | | Research Project Expenses | 33,229,871.23 | | Depreciation and Amortization Expenses | 9,278,524.20 | | Total | 89,585,996.45 | | Of which: Expensed R&D Expenses | 86,512,076.02 | | Capitalized R&D Expenses | 3,073,920.43 | - Significant capitalized R&D projects include infant feeding product design (expected completion September 2025) and infant soothing product design (expected completion December 2025)[420] Changes in Consolidation Scope During the reporting period, Shanghai Jahwa Huameijia Cosmetics Co., Ltd., a controlled subsidiary of the company, was deregistered and is no longer included in the scope of consolidation - Shanghai Jahwa Huameijia Cosmetics Co., Ltd., a controlled subsidiary of the company, was deregistered in June 2025 and is no longer included in the company's scope of consolidation[422] Interests in Other Entities This section details the company's interests in subsidiaries, joint ventures, and associates, including the composition of the enterprise group and key financial information of significant associates - The company has numerous subsidiaries, covering business natures such as commercial, industrial, service, and investment, with most shareholding ratios at 100% or 90%[424][425][426][427][428][429] - Significant associates include Sanya Jahwa Tourism Co., Ltd., Zhangzhou Pien Tze Huang Shanghai Jahwa Oral Care Co., Ltd., Sephora (Shanghai) Cosmetics Sales Co., Ltd., and Sephora (Beijing) Cosmetics Sales Co., Ltd[432] - Although the Group's shareholding in Sephora (Shanghai) Cosmetics Sales Co., Ltd. and Sephora (Beijing) Cosmetics Sales Co., Ltd. is below 20%, the Group has appointed directors on the boards of these two associates, enabling it to exercise significant influence, thus accounting for them as associates[432] Key Financial Information of Significant Associates (Period-end Balance) | Associate Name | Total Assets (RMB) | Total Liabilities (RMB) | Equity Attributable to Parent Company Shareholders (RMB) | Operating Revenue (RMB) | Net Profit (RMB) | | :--- | :--- | :--- | :--- | :--- | :--- | | Sanya Jahwa Tourism Co., Ltd. | 482,696,426.63 | 34,137,145.44 | 448,559,281.19 | 125,249,182.48 | 24,774,050.48 | | Zhangzhou Pien Tze Huang Shanghai Jahwa Oral Care Co., Ltd. | 175,995,655.93 | 38,928,757.10 | 137,066,898.83 | 59,858,224.62 | 12,020,299.69 | | Sephora (Shanghai) Cosmetics Sales Co., Ltd. | 1,837,755,421.10 | 1,351,607,380.84 | 486,148,040.27 | 2,880,363,178.22 | -42,127,818.18 | | Sephora (Beijing) Cosmetics Sales Co., Ltd. | 389,599,678.82 | 257,479,263.56 | 132,120,415.26 | 563,520,046.28 | -78,098,675.58 | Government Grants At the end of the reporting period, the company's government grants receivable amounted to RMB 6.83 million. The period-end balance of asset-related government grants in deferred income was RMB 391.06 million, and income-related grants were RMB 4.94 million. Total government grants recognized in profit or loss for the current period amounted to RMB 27.31 million - Government grants recognized as receivables at period-end: RMB 6.83 million[437] Liability Items Involving Government Grants (Period-end) | Item | Period-end Balance (RMB) | Related to Asset/Income | | :--- | :--- | :--- | | Deferred Income | 391,064,282.84 | Related to Asset | | Deferred Income | 4,937,148.99 | Related to Income | | Total | 396,001,431.83 | / | Government Grants Recognized in Current Profit or Loss (Current Period) | Type | Current Period Amount (RMB) | | :--- | :--- | | Related to Asset | 15,364,741.50 | | Related to Income | 11,946,403.32 | | Total | 27,311,144.82 | Risks Related to Financial Instruments The company faces market risks (foreign exchange risk, interest rate risk, other price risks), credit risk, and liquidity risk. The company manages foreign exchange risk through forward foreign exchange contracts, continuously monitors interest rate levels, and assesses customer creditworthiness to control credit risk - Market risks include foreign exchange risk (mitigated by signing forward foreign exchange contracts), interest rate risk (floating rate borrowings face cash flow interest rate risk, where a 50 basis point increase or decrease in interest rates would decrease or increase total profit by approximately RMB 1.30 million), and other price risks (a 1% expected increase or decrease in the price of other non-current financial assets would increase or decrease fair value change gains and losses by approximately RMB 9.24 million)[441][442] - Credit risk primarily arises from cash and cash equivalents, accounts receivable, receivables financing, other receivables, and bank time deposits within other current and non-current assets, controlled by assessing customer creditworthiness and regular monitoring[443] - Liquidity risk is managed by continuously monitoring short-term and long-term funding needs at the Group level and securing commitments for sufficient backup funds[445] - Financial assets of RMB 46.83 million were derecognized in the current period due to endorsement of bank acceptance bills[449][451] Disclosure of Fair Value This section discloses the period-end fair value of the company's assets and liabilities measured at fair value, primarily including financial assets held for trading and other non-current financial assets, and explains the basis for determining fair value measurements at each level and the valuation techniques used Total Assets Continuously Measured at Fair Value (Period-end) | Item | Level 1 (RMB) | Level 2 (RMB) | Level 3 (RMB) | Total (RMB) | | :--- | :--- | :--- | :--- | :--- | | Financial Assets Held for Trading | 0 | 2,190,188,531.23 | 0 | 2,190,188,531.23 | | Other Non-current Financial Assets | 95,798,084.00 | 301,970,900.00 | 526,450,782.92 | 924,219,766.92 | | Total | 95,798,084.00 | 2,492,159,431.23 | 526,450,782.92 | 3,114,408,298.15 | - Total liabilities continuously measured at fair value primarily consist of other current liabilities (forward foreign exchange contracts) of RMB 2.42 million[455] - Level 1 fair value measurement uses unadjusted quoted prices in active markets; Level 2 primarily applies to bank wealth management products and asset management products from other financial institutions; Level 3 employs valuation techniques such as the discounted cash flow model and market comparable company model[456][457][458] Related Parties and Related-Party Transactions This section discloses information on the company's parent company, subsidiaries, joint ventures, associates, and other related parties, and details the amounts and period-end balances of related-party transactions for purchases and sales of goods, provision and acceptance of services, related-party leases, related-party fund borrowings, key management personnel compensation, and other related-party transactions - The parent company is Shanghai Jahwa (Group) Co., Ltd., with a 52.12% shareholding, and the ultimate controlling party is China Ping An Insurance (Group) Company of China, Ltd[464] - Other related parties include Shenzhen Wanlitong Network Information Technology Co., Ltd., Ping An Bank Co., Ltd., Ping An Property & Casualty Insurance Company of China, Ltd., and other group sister companies, as well as Shanghai Takasago International Co., Ltd[466][467] Related-Party Transactions for Purchases and Sales of Goods, Provision and Acceptance of Services (Current Period) | Related-Party Transaction Content | Current Period Amount (RMB) | Prior Period Amount (RMB) | | :--- | :--- | :--- | | Purchases of Goods/Acceptance of Services | 111,946,682.40 | 132,722,200.52 | | Sales of Goods/Provision of Services | 104,685,923.95 | 80,208,468.21 | - Key management personnel compensation for the current period amounted to RMB 8.94 million, compared to RMB 7.25 million in the prior period[476] - The company has made a paid-in capital contribution of RMB 500 million to Shenzhen Ping An Zhongxiao Technology Equity Investment Partnership (Limited Partnership), with an investment cost balance of RMB 0.00 as of June 30, 2025[486] Share-based Payment The company's 2025 Employee Stock Ownership Plan has been approved, with the first grant involving 4.5231 million shares at a purchase price of RMB 16.03 per share, to be unlocked in three tranches. Equity-settled share-based payment expenses for the current period amounted to RMB 549,441.16 - The first grant under the 2025 Employee Stock Ownership Plan involved 72.505293 million units, with underlying shares totaling 4.5231 million shares[490] - The purchase price for the company's repurchased shares under this plan is RMB 16.03/share[490] - The underlying shares corresponding to the first grant of this stock ownership plan will be unlocked in three tranches, with unlocking points at 12, 24, and 36 months from the date the company's first granted shares are transferred to the plan's name[490] - Equity-settled share-based payment expenses for the current period amounted to RMB 549,441.16[492] Commitments and Contingencies As of the balance sheet date, the company's contracted but not yet recognized capital expenditure commitments totaled RMB 2.45 million, primarily including property, plant, and equipment, and intangible assets. The company has no significant contingencies requiring disclosure Capital Expenditure Commitments (Period-end) | Item | June 30, 2025 (RMB) | | :--- | :--- | | Property, Plant, and Equipment | 604,400.00 | | Intangible Assets | 1,842,400.00 | | Total | 2,446,800.00 | - The company has no significant contingencies requiring disclosure[494] Events After the Balance Sheet Date After the balance sheet date, the company's Board of Directors approved the 2025 semi-annual profit distribution plan, proposing to distribute a cash dividend of RMB 0.039 per share (tax inclusive) to all shareholders - On August 21, 2025, the company's Ninth Board of Directors' Third Meeting resolved to approve the "Proposal on the Company's 2025 Semi-Annual Profit Distribution Plan"[495] - This profit distribution will be based on the total share capital registered on the equity distribution record date, distributing a cash dividend of RMB 0.039 per share (tax inclusive) to all registered shareholders[495] - The total undiscounted amount of lease receivables due after the balance sheet date is RMB 679,062.00[496] Other Significant Matters The company monitors capital management using the debt-to-asset ratio, which was 33.84% at the end of the reporting period, slightly higher than 32.71% at the end of the prior year - The Group has two reporting segments: Domestic Segment (responsible for developing, producing, and selling cosmetics and daily chemical products in China and other countries/regions, as well as selling mother and baby care products in mainland China) and Overseas Segment (responsible for developing, producing, and selling mother and baby care products overseas)[498] Debt-to-Asset Ratio | Date | Debt-to-Asset Ratio (%) | | :--- | :--- | | June 30, 2025 | 33.84 | | December 31, 2024 | 32.71 | Notes to Major Items in Parent Company Financial Statements This section provides detailed notes for major items in the parent company's financial statements, including accounts receivable, other receivables, long-term equity investments, operating revenue and operating costs, and investment income, reflecting the financial position and operating results at the parent company level - Parent company's accounts receivable book value at period-end was RMB 1.060 billion, with bad debt provision of RMB 4.66 million[509][513] - Parent company's other receivables book value at period-end was RMB 181.38 million, primarily consisting of intercompany balances with subsidiaries[519][521] - Parent company's long-term equity investments book value at period-end was RMB 2.870 billion, including investments in subsidiaries and associates[528][529] - Parent company's operating revenue was RMB 1.719 billion, and operating costs were RMB 922.64 million[532] - Parent company's investment income for the current period amounted to RMB 41.03 million, primarily including investment income from long-term equity investments accounted for using the cost method and investment income from financial assets held for trading during the holding period[537] Supplementary Information This section provides supplementary information such as the detailed statement of non-recurring gains and losses, return on net assets, and earnings per share, further detailing the company's financial performance - Total non-recurring gains and losses: RMB 44.44 million[541] Return on Net Assets and Earnings Per Share | Profit for the Reporting Period | Weighted Average Return on Net Assets (%) | Basic Earnings Per Share (RMB) | Diluted Earnings Per Share (RMB) | | :--- | :--- | :--- | :--- | | Net Profit Attributable to Common Shareholders of the Company | 3.90 | 0.40 | 0.40 | | Net Profit Attributable to Common Shareholders of the Company After Deducting Non-recurring Gains and Losses | 3.25 | 0.33 | 0.33 |