BRILLIANCE CHI(01114) - 2025 - 中期业绩

Performance Overview The Group's financial performance for the first half of 2025 shows increased revenue and profit attributable to equity holders, alongside changes in comprehensive income and balance sheet items Condensed Consolidated Statement of Profit or Loss The Group recorded revenue of RMB 561,692 thousand, gross profit of RMB 93,478 thousand, and profit attributable to equity holders of RMB 1,701,404 thousand for the first half of 2025, with basic earnings per share of RMB 0.33723, showing growth from the prior period Condensed Consolidated Statement of Profit or Loss | Metric | 1H 2025 (RMB '000) | 1H 2024 (RMB '000) | | :--- | :--- | :--- | | Revenue | 561,692 | 518,038 | | Cost of Sales | (468,214) | (414,486) | | Gross Profit | 93,478 | 103,552 | | Other Income | 14,829 | 8,088 | | Interest Income | 78,164 | 295,169 | | Selling Expenses | (33,440) | (12,463) | | General and Administrative Expenses | (279,895) | (176,593) | | Share of Results of Associates | 2,048,529 | 2,734,677 | | Profit for the Period | 1,654,217 | 1,465,637 | | Profit Attributable to Equity Holders of the Company | 1,701,404 | 1,473,258 | | Basic Earnings Per Share | RMB 0.33723 | RMB 0.29201 | Condensed Consolidated Statement of Comprehensive Income The Group's total comprehensive income for the first half of 2025 significantly increased to RMB 3,243,017 thousand from RMB 1,196,013 thousand in the prior period, primarily due to a turnaround in the share of other comprehensive income (expense) of associates Condensed Consolidated Statement of Comprehensive Income | Metric | 1H 2025 (RMB '000) | 1H 2024 (RMB '000) | | :--- | :--- | :--- | | Profit for the Period | 1,654,217 | 1,465,637 | | Share of Other Comprehensive Income (Expense) of Associates | 1,588,677 | (270,274) | | Total Comprehensive Income for the Period | 3,243,017 | 1,196,013 | | Total Comprehensive Income Attributable to Equity Holders of the Company | 3,290,204 | 1,203,634 | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets decreased to RMB 27,406,376 thousand from RMB 29,105,715 thousand at December 31, 2024, with reductions in net current assets and net assets, while total equity remained at RMB 25,602,221 thousand Condensed Consolidated Statement of Financial Position | Metric | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Total Non-current Assets | 15,914,768 | 15,686,102 | | Total Current Assets | 11,491,608 | 13,419,613 | | Total Current Liabilities | 1,635,457 | 1,835,649 | | Net Current Assets | 9,856,151 | 11,583,964 | | Total Assets Less Current Liabilities | 25,770,919 | 27,270,066 | | Net Assets | 25,602,221 | 27,097,881 | | Total Equity | 25,602,221 | 27,097,881 | Notes to Financial Statements This section details the Group's organizational structure, accounting policies, segment information, and specific financial items, including provisions and receivables Organization and Operations Brilliance China Automotive Holdings Limited is incorporated in Bermuda, listed on the HKEX, with Shenyang Automotive Group Co., Ltd. as its ultimate largest shareholder, and its principal businesses are detailed in Note 4 - Company incorporated in Bermuda on June 9, 1992, with shares traded on the Main Board of the Hong Kong Stock Exchange[11] - Shenyang Automotive Group Co., Ltd. is considered the Company's single ultimate largest shareholder, indirectly holding a 29.99% equity interest[11] Compliance Statement and Accounting Policies The condensed consolidated interim financial statements are prepared in accordance with HKFRS 34 and HKEX Listing Rules, adopting the same accounting policies as the 2024 annual financial statements, except for the adoption of revised HKFRSs - Condensed interim financial statements prepared in accordance with applicable disclosure provisions of the HKEX Listing Rules and HKAS 34 "Interim Financial Reporting" issued by the HKICPA[13] - These statements are prepared using the same accounting policies as the consolidated annual financial statements for the year ended December 31, 2024, except for the adoption of revised HKFRSs[13] Adoption of Revised HKFRSs The Group first applied HKAS 21 (Amendment) "Lack of Exchangeability" during this period, but its adoption had no impact on the preparation and presentation of results and financial position for current or prior periods - The Group first applied HKAS 21 (Amendment) "Lack of Exchangeability"[15] - The adoption of revised HKFRSs had no impact on the preparation and presentation of the results and financial position for the current and prior periods[15] Revenue and Segment Information The Group's principal businesses include manufacturing and sales of BMW vehicles and parts, non-BMW vehicles and parts, and providing auto financing services, with non-BMW vehicle sales increasing and auto financing revenue decreasing in 1H 2025 - The Group's principal businesses include manufacturing and sales of BMW vehicles and parts through BMW Brilliance, non-BMW vehicles and parts through Jinbei Shenyang, Ningbo Yumin, and Mianyang Rui'an, and providing auto financing services through Brilliance East Asia Auto Finance[16] Revenue by Source | Revenue Source | 1H 2025 (RMB '000) | 1H 2024 (RMB '000) | | :--- | :--- | :--- | | Sales of non-BMW vehicles and auto parts | 481,951 | 405,380 | | Interest and service fee income from auto financing services | 79,741 | 112,658 | | Total Revenue | 561,692 | 518,038 | Segment Sales to External Customers | Segment | 1H 2025 Segment Sales to External Customers (RMB '000) | 1H 2024 Segment Sales to External Customers (RMB '000) | | :--- | :--- | :--- | | Manufacturing and sales of non-BMW vehicles and auto parts | 481,951 | 405,380 | | Manufacturing and sales of BMW vehicles and parts | 85,796,182 | 111,521,948 | | Providing auto financing services | 79,741 | 112,658 | | Total | 561,692 | 518,038 | Profit Before Income Tax Expense Profit before income tax expense for the period decreased to RMB 1,906,261 thousand from RMB 2,937,756 thousand in the prior period, mainly due to significant increases in impairment losses on property, plant and equipment and research and development costs Items Deducted from Profit Before Income Tax Expense | Item | 1H 2025 (RMB '000) | 1H 2024 (RMB '000) | | :--- | :--- | :--- | | Allowance for expected credit losses on loans receivable | 34,344 | 24,608 | | Cost of inventories | 449,924 | 379,184 | | Amortisation of intangible assets | 15,519 | 9,439 | | Depreciation of property, plant and equipment | 54,203 | 48,862 | | Impairment loss on property, plant and equipment | 55,486 | – | | Employee costs | 145,550 | 116,157 | | Research and development costs | 52,701 | 16,579 | | Exchange losses, net | 21,269 | 42,577 | Income Tax Expense Income tax expense for the period significantly decreased to RMB 252,044 thousand from RMB 1,472,119 thousand in the prior period, primarily due to a substantial reduction in PRC dividend withholding tax Income Tax Expense Breakdown | Item | 1H 2025 (RMB '000) | 1H 2024 (RMB '000) | | :--- | :--- | :--- | | PRC Enterprise Income Tax - Current Period | 2,044 | 969 | | PRC Dividend Withholding Tax | 250,000 | 1,474,000 | | Total Income Tax Expense | 252,044 | 1,472,119 | Earnings Per Share Basic earnings per share for the six months ended June 30, 2025, was RMB 0.33723, with diluted earnings per share being the same as basic earnings per share due to no outstanding potentially dilutive ordinary shares - Basic earnings per share calculated based on profit attributable to equity holders of the Company of RMB 1,701,404,000 divided by the weighted average of 5,045,269,000 ordinary shares[28] - Diluted earnings per share is the same as basic earnings per share as there were no potentially dilutive ordinary shares outstanding during the period[28] Dividends The Company declared a special dividend of HKD 1.0 per share, totaling RMB 4,738,677 thousand, on March 3, 2025, and the Board declared an interim dividend of HKD 0.8 per share on August 22, 2025 Dividends Declared | Dividend Type | 1H 2025 (RMB '000) | 1H 2024 (RMB '000) | | :--- | :--- | :--- | | Special Dividend | 4,738,677 | 27,210,904 | | Interim Dividend | HKD 0.8/share (2025) | None (2024) | Short-term Bank Deposits As of June 30, 2025, total short-term bank deposits were RMB 1,236,152 thousand, including RMB 748,000 thousand in time deposits and RMB 488,152 thousand in pledged and restricted short-term bank deposits, with restricted deposits primarily related to unauthorized guarantee events Short-term Bank Deposits Breakdown | Deposit Type | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Time Deposits | 748,000 | – | | Restricted Short-term Bank Deposits | 347,200 | 347,200 | | Short-term Bank Deposits Pledged for Bank Acceptance Bills | 140,952 | 234,915 | | Total Short-term Bank Deposits | 1,236,152 | 582,115 | - As of June 30, 2025, the Group had cumulatively repaid approximately RMB 1,362,863,000 directly from restricted short-term deposits under PRC court orders, reducing the relevant restricted short-term deposits to approximately RMB 347,200,000[31] Trade Receivables As of June 30, 2025, total trade receivables amounted to RMB 466,010 thousand, with most amounts due in less than six months, and the Group maintains strict credit policies to mitigate credit risk Trade Receivables Composition | Trade Receivables Component | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Trade Receivables | 455,525 | 402,189 | | Amounts Due from Affiliated Companies | 10,485 | 1,362 | | Total | 466,010 | 403,551 | Aging Analysis of Trade Receivables | Aging Analysis | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Less than six months | 452,340 | 407,906 | | Six months to one year | 10,709 | 1,323 | | One year to two years | 1,599 | 883 | | Two years to five years | 19,302 | 20,629 | | Over five years | 19,387 | 17,957 | | Less: Allowance for Expected Credit Losses | (47,812) | (46,509) | | Net | 455,525 | 402,189 | - The Group's credit policy aims to minimize credit risk by conducting credit assessments for new customers and debtors and requiring deposits or letters of credit from major customers[33] Trade Payables As of June 30, 2025, total trade payables increased to RMB 320,980 thousand from RMB 260,379 thousand at December 31, 2024, with the majority of amounts due in less than six months Trade Payables Composition | Trade Payables Component | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Trade Payables | 311,501 | 249,835 | | Amounts Due to Affiliated Companies | 9,479 | 10,544 | | Total | 320,980 | 260,379 | Aging Analysis of Trade Payables | Aging Analysis | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Less than six months | 239,456 | 178,048 | | Six months to one year | 13,959 | 9,828 | | One year to less than two years | 11,694 | 13,255 | | Two years or more | 46,392 | 48,704 | | Total | 311,501 | 249,835 | Loss Provision Loss provision primarily stems from estimated losses related to Jinbei Auto Control's unauthorized guarantees for Brilliance Auto Group Holdings Co., Ltd.'s bank borrowings, with RMB 1,362,863 thousand cumulatively settled as of June 30, 2025, and management deems the provision adequate - Loss provision refers to estimated losses arising from Jinbei Auto Control's unauthorized guarantees for bank borrowings of Brilliance Auto Group Holdings Co., Ltd[36] - The Group recognized a provision of approximately RMB 1,917,062,000 for related losses in prior years[37] - As of June 30, 2025, the Group had cumulatively settled debts and related legal fees totaling approximately RMB 1,362,863,000, and management considers the provision adequate[37] Management Discussion and Analysis This section provides an in-depth review of the Group's business performance, market outlook, liquidity, capital structure, and significant events during the period Business Discussion and Analysis The Group's 1H 2025 revenue increased by 8.4% to RMB 561.7 million, driven by electric and hybrid vehicle orders, but partially offset by reduced auto financing income; gross margin declined to 16.6% due to new order setup costs and unrecovered fixed costs, while interest income significantly decreased by 73.5%, and share of results of associates (BMW Brilliance) fell by 25.1% due to a 16.7% drop in sales - The Group's unaudited consolidated revenue for 1H 2025 was RMB 561.7 million, an 8.4% increase from 1H 2024, primarily due to steady growth in orders from electric and hybrid vehicle manufacturers[38] - Unaudited gross profit margin decreased from 20.0% in 1H 2024 to 16.6% in 1H 2025, mainly due to additional initial setup costs for new orders and unrecovered fixed costs at Jinbei Shenyang[39] - Unaudited interest income decreased by 73.5% from RMB 295.2 million in 1H 2024 to RMB 78.2 million in 1H 2025, attributed to lower interest rates and a general reduction in bank deposits, cash, and cash equivalents[40] - The Group's share of results of associates (BMW Brilliance) decreased by 25.1% from RMB 2,734.7 million in 1H 2024 to RMB 2,048.5 million in 1H 2025, primarily due to a decline in BMW Brilliance's performance[43] BMW Brilliance Sales Volume | BMW Brilliance Model | 1H 2025 Sales Volume (units) | 1H 2024 Sales Volume (units) | Change (%) | | :--- | :--- | :--- | :--- | | 1 Series | 2 | 81 | -97.5% | | 3 Series | 85,486 | 103,099 | -17.1% | | 5 Series | 61,127 | 43,660 | 40.0% | | X1 | 32,588 | 51,289 | -36.5% | | X2 | 298 | – | 99.3% | | X3 | 37,188 | 68,562 | -45.8% | | X5 | 39,032 | 45,741 | -14.7% | | Total | 260,455 | 312,730 | -16.7% | | Of which BEV | 27,591 | 50,750 | -45.6% | Outlook China's economy expanded steadily in 1H 2025 with 11.4% growth in total vehicle sales and 40.3% in NEV sales; BMW Brilliance plans new models and "Neue Klasse" production, Jinbei Shenyang aims for capacity expansion, Brilliance East Asia Auto Finance seeks new business models, and new products from Mianyang Rui'an, Ningbo Yumin, and Yuxin JV are expected to launch - China's economy grew by 5.3% year-on-year in 1H 2025, with total vehicle sales increasing by 11.4% and new energy vehicle sales by 40.3%[47] - BMW Brilliance's total sales decreased by 16.7% in 1H 2025, but it will add several new models and is preparing for the production of "Neue Klasse" models starting in 2026[48][49] - Jinbei Shenyang has resumed production of the Haise, Haise King, and EV models, with a focus on gradually increasing production capacity and improving domestic and international sales and after-sales service systems during the year[50] - Brilliance East Asia Auto Finance faces increased competition from banks entering the auto finance sector, narrowing profit margins, and limited funding, prompting it to seek new business models, lower-cost funding sources, and strengthen risk management[51] - Mianyang Rui'an will focus on "three key areas" (new market product development, cost control, and safe production for delivery), while Ningbo Yumin will deepen cooperation with OEMs like BYD and develop lightweight aluminum alloy new products[52][53] - The production base of Yuxin Zhixing Technology (Shenyang) Co., Ltd. is expected to be completed and gradually put into operation in 2H 2025, with smart cockpit and display products developed for Zeekr anticipated to commence mass production soon[54] Liquidity and Financial Resources As of June 30, 2025, the Group's cash and cash equivalents significantly decreased to RMB 5,857 million from RMB 10,539.6 million at the end of 2024, while short-term bank deposits increased to RMB 1,236.2 million and short-term bank borrowings decreased to RMB 130 million, with both trade receivables and inventory turnover days increasing Liquidity and Financial Resources Summary | Metric | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Cash and Cash Equivalents | 5,857,011 | 10,539,550 | | Statutory Reserve Deposits with Central Bank | – | 42,500 | | Short-term Bank Deposits | 1,236,152 | 582,115 | | Trade Payables | 320,980 | 260,379 | | Bills Payable | 178,560 | 279,853 | | Short-term Bank Borrowings | 130,000 | 330,000 | - For the six months ended June 30, 2025, the Group's trade receivables turnover days were 139 days (Year ended December 31, 2024: 123 days), and inventory turnover days were 119 days (Year ended December 31, 2024: 77 days)[60] Capital Structure and Financial Policies As of June 30, 2025, the Group's total assets were approximately RMB 27,406.4 million, primarily funded by share capital, reserves, total liabilities, and non-controlling interests, with 84.5% of cash and cash equivalents denominated in RMB, and the Group manages short-term working capital and long-term capital expenditures through a combination of operational cash flow, bank borrowings, and other financing methods Funding Sources | Funding Source | As of June 30, 2025 (RMB '000) | As of Dec 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Total Assets | 27,406,400 | 29,105,700 | | Share Capital | 397,200 | 397,200 | | Reserves | 24,215,300 | 25,663,800 | | Total Liabilities | 1,804,200 | 2,007,800 | | Contribution from Non-controlling Interests | 989,700 | 1,036,900 | - Of the Group's cash and cash equivalents, 84.5% was denominated in RMB and 15.5% in other currencies, with the increase in foreign currency proportion mainly due to a decrease in RMB-denominated cash and cash equivalents[62] - The Group primarily meets short-term working capital needs through operating cash flow, short-term bank borrowings, issuance of bank acceptance bills, and credit purchases from suppliers, and funds long-term capital expenditures through a combination of operating cash flow, bank borrowings, dividends, and capital market fundraising[63] Capital Expenditure and Commitments In 1H 2025, the Group incurred RMB 1,248.5 million in capital expenditure, mainly for tools, machinery, construction in progress, software, and investments in new associates and joint ventures, with contracted capital commitments of RMB 210.8 million primarily for plant and machinery purchases - In 1H 2025, the Group incurred capital expenditure of RMB 1,248,500,000, primarily for the purchase of tools and dies, machinery and equipment, construction in progress, special software, and investments in a new associate and a joint venture[64] - As of June 30, 2025, the Group's contracted capital commitments amounted to RMB 210,800,000, related to capital expenditure for the purchase of plant and machinery[65] Significant Investments Held, Material Acquisitions and Disposals of Subsidiaries, Associates and Joint Ventures During the reporting period, the Group increased its equity interest in Jinbei Shenyang to 87.3364% with an additional RMB 500 million investment; BMW Brilliance remains a key associate, contributing RMB 2,051.6 million in profit and RMB 2,143.96 million in dividends; and the newly formed Yuxin joint venture, with a 50% stake, was acquired for RMB 700 million - The Company invested an additional RMB 500,000,000 in Jinbei Shenyang, with the industrial and commercial registration change completed on July 7, 2025, increasing the Group's interest in Jinbei Shenyang from 80.72% to 87.3364%[66] - As of June 30, 2025, the Group held a 25% equity interest in BMW Brilliance, with a carrying amount of RMB 10,885,000,000, representing 39.7% of the Group's total assets[68] - The Group's share of BMW Brilliance's profit was RMB 2,051,600,000, a 25% decrease year-on-year, and dividends of RMB 2,143,960,000 were received[68] - Jinbei Auto Control and TCL Ningbo signed a strategic joint venture agreement to establish Yuxin, in which the Group holds a 50% equity interest with an investment cost of RMB 700,000,000 in cash[69] New Businesses and Products BMW Brilliance will accelerate "Neue Klasse" development for 2026 local production, Jinbei Shenyang has upgraded facilities and expanded sales, Brilliance East Asia Auto Finance focuses on NEVs and digital strategy, Ningbo Yumin secured new product orders and collaborates on lightweight aluminum, Mianyang Rui'an strengthens existing and new markets, and Yuxin's smart cockpit and display products for Zeekr are nearing mass production - BMW Brilliance will accelerate the development of the "Neue Klasse" new generation of vehicles, with the first locally produced model to be manufactured at the Lydia plant in Shenyang, expected to commence in 2026[71] - Jinbei Shenyang has completed production process upgrades, with Haise, Haise King, and EV models successively put into production, restoring 80 dealers and 105 service stations domestically, and gradually resuming and developing overseas channels[72] - Brilliance East Asia Auto Finance is increasingly focusing on the new energy vehicle sector and leveraging digital strategies to enhance operational efficiency, streamline organizational layers, and optimize cost structures[73] - Ningbo Yumin has secured 12 new product orders, including sunroof guide rails for the new generation BMW X5 and Beijing Benz GLE models, and is collaborating with BYD on lightweight aluminum alloy products[74] - Yuxin's smart cockpit products and smart display products developed for Zeekr are expected to commence mass production soon[74] Employees, Remuneration Policy and Training Programs As of June 30, 2025, the Group employed approximately 1,890 employees with employee costs of RMB 145.6 million, maintaining competitive remuneration based on performance and offering diverse training programs covering professional skills, quality, management, and leadership Employee Metrics | Metric | As of June 30, 2025 | As of June 30, 2024 | | :--- | :--- | :--- | | Number of Employees | 1,890 | 1,400 | | Employee Costs (RMB '000) | 145,600 | 116,200 | - The Group is committed to ensuring employee salaries are competitive with industry practices and current market conditions, with remuneration determined based on performance[76] - The Group provides various online and in-person training programs covering professional skills, quality improvement, business and product knowledge, professional ethics and safety, ESG issues, anti-corruption, management skills, leadership, and teamwork[77] Pledge of Assets As of June 30, 2025, all short-term bank borrowings were unsecured; the Group pledged RMB 141 million in short-term bank deposits and approximately RMB 38.1 million in bank acceptance bills receivable from third parties and related parties as collateral for issued bank acceptance bills, with restricted short-term deposits of approximately RMB 347.2 million due to unauthorized guarantee events - As of June 30, 2025, all short-term bank borrowings were unsecured[78] - The Group pledged short-term bank deposits totaling RMB 141,000,000 and bank acceptance bills receivable from third parties and affiliated companies of approximately RMB 38,100,000 as collateral for issued bank acceptance bills[78] - As of June 30, 2025, due to litigation related to unauthorized guarantee events, the relevant restricted short-term deposits had been reduced to approximately RMB 347,200,000[79] Plans for Material Investments or Additions of Capital Assets As of the date of this announcement, the Group has no future plans for material investments or additions of capital assets beyond those already disclosed - As of the date of this announcement, the Group has no future plans for material investments or additions of capital assets other than those already disclosed[80] Gearing Ratio As of June 30, 2025, the Group's gearing ratio was approximately 0.07, a decrease from 0.08 at December 31, 2024, primarily due to a reduction in current liabilities resulting from decreased short-term bank borrowings - As of June 30, 2025, the Group's gearing ratio was approximately 0.07 (December 31, 2024: approximately 0.08)[81] - The decrease in the gearing ratio was primarily due to a reduction in short-term bank borrowings as of June 30, 2025, leading to a decrease in current liabilities[81] Foreign Exchange Risk The Group conducts most transactions in RMB and believes exchange rate fluctuations have no significant impact on overall financial performance, holding some HKD cash to mitigate exchange rate risk for dividend distributions and potential investments, with no outstanding hedging transactions as of June 30, 2025 - The majority of the Group's transactions are denominated in RMB, and it believes that exchange rate fluctuations do not have a significant impact on the Group's overall financial performance[82] - To mitigate exchange rate fluctuation risks for dividend distributions and potential future investments requiring HKD, the Company holds certain HKD cash and cash equivalents[82] - As of June 30, 2025, the Group had no outstanding hedging transactions[82] Contingent Liabilities As of June 30, 2025, the Group had no contingent liabilities - As of June 30, 2025, the Group had no contingent liabilities[83] Dividends The Company declared a special dividend of HKD 1.0 per ordinary share on March 3, 2025, paid on March 28, 2025, and the Board is pleased to declare an interim dividend of HKD 0.8 per ordinary share for 2025, expected to be paid on September 26, 2025 - The Board declared a special dividend of HKD 1.0 per ordinary share of the Company, which was paid on March 28, 2025[84] - The Board is pleased to declare an interim dividend of HKD 0.8 per ordinary share of the Company for 2025, expected to be paid on September 26, 2025[84] Closure of Register of Members To determine eligibility for the interim dividend, the Company's register of members will be closed from September 8 to September 9, 2025, with the record date set for September 9, 2025 - To determine eligibility for the interim dividend, the Company's register of members will be closed from September 8 to September 9, 2025 (both dates inclusive)[85] - The record date for this dividend is set for September 9, 2025[85] Material Events Affecting the Group Since 30 June 2025 Since June 30, 2025, the Group made a further capital contribution of RMB 500 million to Jinbei Shenyang, with the industrial and commercial registration change completed on July 7, 2025, increasing the Group's equity interest in Jinbei Shenyang to 87.3364% - Since June 30, 2025, the Group made a further capital contribution of RMB 500,000,000 to Jinbei Shenyang, with the industrial and commercial registration change completed on July 7, 2025, increasing the Group's equity interest in Jinbei Shenyang from 80.72% to 87.3364%[86] Purchase, Sale or Redemption of the Company's Listed Securities For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities[87] Corporate Governance This section outlines the Group's adherence to corporate governance codes, the composition and responsibilities of the Board and Audit Committee Compliance with Corporate Governance Code The Company generally complied with the Corporate Governance Code in 1H 2025, with the exception of Mr. Zhang Yue holding both Chairman and CEO roles, which the Board believes enhances leadership and strategic efficiency while maintaining sufficient checks and balances - The Group complied with all code provisions set out in Part 2 of Appendix C1 to the Listing Rules for the six months ended June 30, 2025, except as noted below[88] - Code Provision C.2.1 of the Corporate Governance Code stipulates that the roles of chairman and chief executive officer should be separate and not performed by the same individual; during 1H 2025, Mr. Zhang Yue served as both Chairman of the Board and Chief Executive Officer of the Company[88] - The Board believes that Mr. Zhang Yue's dual role as Chairman of the Board and Chief Executive Officer facilitates consistent leadership within the Company, enhancing the efficiency and effectiveness of the Company's overall strategic planning[88] Review of Financial Statements The Company's Audit Committee reviewed the Group's accounting principles and practices, and discussed auditing, internal controls, and financial reporting matters, including the unaudited condensed consolidated interim financial statements for the period, with all committee members being independent non-executive directors - The Company's Audit Committee reviewed the Group's accounting principles and practices and discussed auditing, internal controls, and financial reporting matters, including the Group's unaudited condensed consolidated interim financial statements for the six months ended June 30, 2025[89] - The Audit Committee members include Mr. Jiang Bo, Mr. Song Jian, and Mr. Dong Yang, all of whom are independent non-executive directors of the Company, with Mr. Jiang Bo serving as Chairman of the Audit Committee[89] Board of Directors As of the announcement date, the Board of Directors comprises three executive directors (Mr. Zhang Yue, Mr. Zhang Wei, Mr. Guo Hongbo) and four independent non-executive directors (Mr. Song Jian, Mr. Jiang Bo, Mr. Dong Yang, Dr. Lin Jielan) - The Board of Directors comprises three executive directors: Mr. Zhang Yue (Chairman and Chief Executive Officer), Mr. Zhang Wei, and Mr. Guo Hongbo; and four independent non-executive directors: Mr. Song Jian, Mr. Jiang Bo, Mr. Dong Yang, and Dr. Lin Jielan[90]