METROPOLIS CAP(08621) - 2025 - 中期财报

Company Information GEM Characteristics and Disclaimer The report highlights GEM market characteristics, including higher investment risks, with HKEX disclaiming responsibility for its content - The GEM market provides a listing platform for small and medium-sized companies, which may entail higher investment risks and market volatility[2] - Hong Kong Exchanges and Clearing Limited and the Stock Exchange assume no responsibility for the contents of this report[2] Company Overview and Contact Information This section provides essential information about Metropolis Capital Holdings Limited, including its board, committees, offices, and contact details - The Board of Directors includes executive directors Mr. Zhou Dawei, Ms. Zhou Hui, non-executive director Ms. Zhou An, and three independent non-executive directors Mr. Liu Zhongwei, Mr. Mo Luojiang, and Mr. Lin Peicong[5] - The Audit Committee, Remuneration Committee, and Nomination Committee are all chaired by independent non-executive directors[5] - The company's registered office is in the Cayman Islands, with its head office and principal place of business in China located in Shanghai, and its principal place of business in Hong Kong located in Central[5] - The company's stock code is 8621, and its website is http://www.metropolis-leasing.com/[6](index=6&type=chunk) Management Discussion and Analysis Business Review and Outlook The Group's revenue significantly decreased by 42.8% to RMB 17.5 million, resulting in a pre-tax loss of RMB 24.0 million due to reduced service income and increased impairment provisions - China's GDP grew by approximately 5.3% in the first half of 2025, indicating stable domestic economic performance[8] Key Financial Indicators Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Revenue | 17.5 | 30.6 | -13.1 | -42.8% | | Profit (Loss) Before Tax | -24.0 | 4.8 | -28.8 | -595.0% | - The decrease in revenue is primarily attributable to a significant reduction in finance lease consulting service income and interest income from sale and leaseback arrangements[8] - The pre-tax loss is mainly due to decreased revenue, recognition of impairment provisions for factoring receivables, and increased impairment provisions for other receivables and financial guarantee contracts[8] - The Group faces challenges from intensified competition in the auto finance lease industry and increased overdue receivables due to deteriorating client financial conditions[9] - Management is actively considering business diversification to broaden income streams and enhance shareholder returns[10] Financial Review This section reviews the Group's financial performance, including revenue, income, expenses, liquidity, capital management, and risk profile, noting significant declines in revenue and profit due to business contraction and increased impairment provisions Revenue The Group's revenue, primarily from finance lease, consulting, and factoring services, decreased by 42.8% to RMB 17.5 million, mainly due to reduced finance lease consulting and sale and leaseback interest income Revenue Composition and Change (Six Months Ended June 30, 2025) | Revenue Source | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | 17.5 | 30.6 | -13.1 | -42.8% | | Finance lease consulting service income | 15.3 | 23.5 | -8.2 | -34.9% | | Interest income from sale and leaseback arrangements | 1.3 | 4.3 | -3.0 | -69.4% | | Interest income from factoring arrangements | 0.8 | 2.7 | -1.9 | -71.6% | Other Income Other income for the period was approximately RMB 0.2 million, a 73.1% decrease, mainly due to reduced expenses from recovering outstanding lease balances and lower bank interest income Other Income Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Other income | 0.2 | 0.7 | -0.5 | -73.1% | Other Gains and Losses, Net The Group recorded other losses of approximately RMB 0.4 million, a 434.7% decrease from prior period gains, primarily due to net exchange losses and losses from the disposal of intangible assets (car plates) Other Gains and Losses, Net Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Other (losses) gains, net | -0.4 | 0.1 | -0.5 | -434.7% | Staff Costs Staff costs decreased by 49.4% to approximately RMB 3.1 million, primarily due to internal restructuring and headcount reduction resulting from business contraction Staff Costs Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Staff costs | 3.1 | 6.1 | -3.0 | -49.4% | - The decrease in staff costs is mainly due to the Group's business contraction, leading to internal restructuring and staff reduction[15] Other Operating Expenses Other operating expenses decreased by 28.7% to approximately RMB 14.7 million, mainly due to reduced finance lease consulting service costs and short-term lease expenses, partially offset by increased professional fees like litigation costs Other Operating Expenses Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Other operating expenses | 14.7 | 20.6 | -5.9 | -28.7% | | Finance lease consulting service costs | 9.8 | 15.7 | -5.9 | -37.8% | - The decrease is mainly due to reduced finance lease consulting service costs and expenses recognized for short-term leases, partially offset by increased other professional fees, such as litigation costs[16] Finance Costs Finance costs significantly decreased as the Group incurred no interest on bank and other borrowings, primarily due to the repayment of other borrowings around August 2024 Finance Costs Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Interest on bank and other borrowings | 0.0 | 1.1 | -1.1 | -100.0% | - The decrease in finance costs is mainly due to the Group having repaid other borrowings around August 2024[17] Net Impairment Losses Recognized/Reversed The Group recognized several impairment provisions, including RMB 1.0 million for lease receivables, RMB 9.7 million for factoring receivables, RMB 10.7 million for other receivables, and RMB 2.1 million for financial guarantee contracts, reflecting increased default risks and extended litigation - Impairment provisions for lease receivables were approximately RMB 1.0 million, primarily due to a decline in the price of leased properties (vehicles) and extended overdue periods for some clients[18] Factoring Receivables Impairment Provision Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | | :--- | :--- | :--- | | Impairment provisions for factoring receivables | 9.7 (recognized) | 2.4 (reversed) | - Impairment provisions for other receivables of approximately RMB 10.7 million were recognized, mainly due to the Group paying overdue amounts on behalf of ancillary service providers to independent financial institutions[19] - Impairment provisions for financial guarantee contract liabilities of approximately RMB 2.1 million were recognized, due to a significant increase in default risk for finance lease consulting clients and ancillary service providers[21] Profit Before Tax The Group recorded a pre-tax loss of approximately RMB 24.0 million, a 595.0% decrease from the prior period's profit of RMB 4.8 million, driven by reduced income and increased impairment provisions, partially offset by lower operating and staff costs Profit (Loss) Before Tax Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Profit (Loss) Before Tax | -24.0 | 4.8 | -28.8 | -595.0% | - The change is primarily attributable to decreased income, the shift from reversal to recognition of impairment provisions for factoring receivables, and increased impairment provisions for other receivables and financial guarantee contracts[22] Income Tax Expense Income tax expense decreased by approximately 99.9%, mainly due to the absence of a reversal of deductible temporary differences as deferred tax assets, which occurred in the prior period Income Tax Expense Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB million) | 2024 (RMB million) | Change (RMB million) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Income tax expense | 0.0 | 0.5 | -0.5 | -99.9% | - The decrease in income tax expense is mainly due to the reversal of deductible temporary differences in the prior period, with no such reversal in the reporting period[23] Liquidity and Capital Resources As of June 30, 2025, the Group's cash and bank balances were approximately RMB 50.2 million, a decrease from the prior year, with operating activities shifting from net inflow to net outflow, and financing activities showing a significant reduction in net outflow Cash Flow Change (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Cash and bank balances (end of period) | 50,240,338 | 59,874,229 | | Net cash (used in) generated from operating activities | (14,892,462) | 69,854,622 | | Net cash generated from (used in) investing activities | 2,310,169 | (8,403,996) | | Net cash used in financing activities | (290,993) | (24,053,860) | - Net cash from operating activities shifted from a net inflow of approximately RMB 69.9 million in the prior period to a net outflow of approximately RMB 14.9 million in the reporting period[25] Capital Management The Group maintains a consistent capital management strategy to ensure ongoing operations and maximize shareholder returns, with a zero debt-to-equity ratio due to the absence of borrowings during the reporting period - The Group's overall capital management strategy remains unchanged, aiming to ensure continuous operation and maximize shareholder returns[26] - The Group had no borrowings during the reporting period, resulting in a zero debt-to-equity ratio[27] Foreign Exchange Risk The Group faces limited foreign exchange risk from its domestic operations, primarily funded in RMB, with main exposures arising from HKD and USD denominated bank deposits and related party loans; no hedging policy is currently in place, but management monitors the situation - The Group's principal business operations face limited foreign exchange risk as its domestic business is primarily funded in RMB[29] - The main foreign exchange risks arise from bank deposits and loans to related parties denominated in HKD and USD[29] - The Group currently has no foreign currency hedging policy, but management will closely monitor and consider hedging instruments when necessary[29] Employment and Remuneration Policies The Group's full-time employee count decreased from 46 to 22, leading to a 49.4% reduction in total staff costs due to business contraction and layoffs; competitive remuneration and a share option scheme are in place to reward contributions Employee Count and Staff Costs Change | Metric | June 30, 2025 | December 31, 2024 | Change (%) | | :--- | :--- | :--- | :--- | | Full-time employees | 22 | 46 | -52.2% | | Total staff costs (RMB million) | 3.1 | 6.1 (prior period) | -49.4% | - The decrease in staff costs is mainly due to the Group's reduction in headcount as a result of business contraction[30] - The Group has adopted a share option scheme to recognize and reward the contributions of selected participants, including its employees[30] Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities, with details of financial guarantee contract risks provided in Note 14 to the condensed consolidated financial statements - As of June 30, 2025, the Group had no significant contingent liabilities[31] Pledged Assets The Group had no pledged assets as of June 30, 2025, and December 31, 2024 - The Group had no pledged assets at the end of the reporting period or the previous year-end[32] Material Acquisitions or Disposals During the reporting period, the Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures - During the reporting period, the Group had no material acquisitions or disposals[33] Material Investments The Company did not make any material investments during the reporting period - During the reporting period, the Company did not make any material investments[34] Plans for Material Investments or Capital Assets As of the date of this interim report, there are no specific plans for material investments or capital assets - As of the date of this interim report, there are no specific plans for material investments or capital assets[35] Capital Commitments As of June 30, 2025, the Company had no capital commitments - As of June 30, 2025, the Company had no capital commitments[36] Events After Reporting Period As of June 30, 2025, there were no significant events affecting the Group subsequent to the reporting period - As of June 30, 2025, there were no significant events affecting the Group subsequent to the reporting period[37] Dividends The Company did not pay, and the Directors do not recommend paying, any dividends for the reporting period - The Company did not pay, and the Directors do not recommend paying, any dividends for the reporting period[38] Corporate Governance and Other Information Compliance with Corporate Governance Code The Company adopted the GEM Listing Rules' Corporate Governance Code and complied with all provisions during the period, except for the combined roles of Chairman and CEO, which the Board deems to be in the Group's best interest - The Company has adopted the Corporate Governance Code set out in Appendix C1 to the GEM Listing Rules[40] - During the reporting period, the Group complied with all code provisions, except for deviation from code provision C.2.1 (separation of roles of Chairman and Chief Executive)[40] - The Board believes that Mr. Zhou Dawei serving concurrently as Chairman and Chief Executive Officer is in the best interest of the Group and will review this arrangement at an appropriate time[40] Share Option Scheme The Company's share option scheme was adopted on November 23, 2018, with no options granted, exercised, cancelled, or lapsed as of June 30, 2025, and 80,000,000 shares available for grant - The share option scheme was adopted on November 23, 2018[41] - As of June 30, 2025, no share options had been granted, exercised, cancelled, or lapsed under the share option scheme[41] - The number of share options available for grant under the share option scheme is 80,000,000 shares[41] Compliance with Model Code and Securities Dealing Code The Company adopted the Model Code for securities transactions by directors and employees with inside information, and all directors and relevant employees confirmed compliance during the reporting period - The Company has adopted the standard dealing requirements set out in Rules 5.48 to 5.67 of the GEM Listing Rules as its code of conduct[42] - All Directors and relevant employees confirmed compliance with the securities dealing code throughout the reporting period[42] Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures As of June 30, 2025, Executive Director Mr. Zhou Dawei held approximately 62.5% of the Company's shares through View Art Investment Limited, with no other directors or chief executives holding disclosable interests Directors' Interests in Company Shares (As of June 30, 2025) | Director Name | Nature and Capacity of Interest | Number of Shares | Approximate Shareholding Percentage | | :--- | :--- | :--- | :--- | | Mr. Zhou Dawei | Interest in controlled corporation | 600,000,000 (L) | 62.5% | - Mr. Zhou Dawei beneficially and wholly owns View Art Investment Limited, which holds approximately 62.5% of the Company's issued share capital[44][46] Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares and Underlying Shares As of June 30, 2025, View Art Investment Limited, wholly owned by Mr. Zhou Dawei, was the Company's substantial shareholder, holding approximately 62.5% of the shares, with no other persons holding disclosable interests of 5% or more Substantial Shareholders' Interests in Company Shares (As of June 30, 2025) | Shareholder Name | Nature and Capacity of Interest | Number of Shares | Approximate Shareholding Percentage | | :--- | :--- | :--- | :--- | | View Art Investment Limited | Beneficial owner | 600,000,000 (L) | 62.5% | - View Art Investment Limited is beneficially and wholly owned by Mr. Zhou Dawei[48] Directors' Rights to Acquire Shares or Debentures During the reporting period, the Company did not grant any rights to directors or their immediate family members to acquire shares or debentures, nor were any such rights exercised - During the reporting period, the Company did not grant any rights to directors or their close associates to acquire shares or debentures, nor were any such rights exercised[49] Purchase, Sale or Redemption of the Company's Listed Securities Neither the Company nor any of its subsidiaries purchased, sold, or redeemed any 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 during the reporting period[50] Disclosure of Directors' Information under GEM Listing Rule 17.50A(1) Ms. Zhou Hui was appointed as a member of the Board's Nomination Committee effective June 27, 2025, with no other disclosable changes to directors' information since the 2024 annual report - Ms. Zhou Hui was appointed as a member of the Board's Nomination Committee, effective June 27, 2025[51] Audit Committee The Company's Audit Committee, comprising three independent non-executive directors, reviewed the Group's accounting principles, policies, and the unaudited condensed consolidated interim financial statements for the reporting period - The Audit Committee, composed of three independent non-executive directors, has reviewed the Group's accounting principles, policies, and interim financial statements[52] Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the Group's total revenue significantly decreased to RMB 17.5 million, resulting in a pre-tax loss of RMB 24.0 million and a loss attributable to owners of RMB 24.0 million, with basic and diluted loss per share of RMB 2.50 cents Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Summary (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Total revenue | 17,474,987 | 30,566,622 | | Profit (Loss) Before Tax | (23,969,213) | 4,842,041 | | Profit (Loss) and Total Comprehensive Income (Loss) for the period | (23,969,669) | 4,368,828 | | Profit (Loss) for the period attributable to owners of the Company | (23,966,386) | 4,396,787 | | Earnings (Loss) Per Share - Basic and Diluted | (0.0250) | 0.0046 | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets less current liabilities decreased to RMB 162.2 million, reflecting reductions in non-current and current assets, particularly factoring and trade receivables, while financial guarantee contract liabilities increased despite a decrease in current liabilities Condensed Consolidated Statement of Financial Position Summary (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Non-current assets | 11,269,126 | 17,758,211 | | Current assets | 199,623,055 | 244,943,513 | | Current liabilities | 48,646,199 | 76,486,073 | | Total assets less current liabilities | 162,245,982 | 186,215,651 | | Equity attributable to owners of the Company | 162,638,777 | 186,605,163 | | Total equity | 162,245,982 | 186,215,651 | - Prepayments, deposits, and other receivables increased from RMB 20.0 million to RMB 33.8 million[57] - Factoring receivables decreased from RMB 43.3 million to RMB 28.9 million[57] - Financial guarantee contract liabilities increased from RMB 3.1 million to RMB 5.3 million[58] Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, equity attributable to owners of the Company decreased from RMB 186.6 million at the beginning of the period to RMB 162.6 million at the end, primarily due to a loss of RMB 24.0 million incurred during the period Condensed Consolidated Statement of Changes in Equity Summary (Six Months Ended June 30, 2025) | Metric | January 1, 2025 (RMB) | June 30, 2025 (RMB) | | :--- | :--- | :--- | | Equity attributable to owners of the Company | 186,605,163 | 162,638,777 | | Loss and total comprehensive loss for the period | - | (23,966,386) | Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, the Group's cash and cash equivalents decreased by RMB 12.9 million, with operating activities shifting to a net outflow of RMB 14.9 million, investing activities turning into a net inflow of RMB 2.3 million, and financing activities showing a significantly reduced net outflow of RMB 0.3 million Condensed Consolidated Statement of Cash Flows Summary (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Net cash (used in) generated from operating activities | (14,892,462) | 69,854,622 | | Net cash generated from (used in) investing activities | 2,310,169 | (8,403,996) | | Net cash used in financing activities | (290,993) | (24,053,860) | | Net (decrease) increase in cash and cash equivalents | (12,873,286) | 37,396,766 | | Cash and cash equivalents at end of period | 50,240,338 | 59,874,229 | - Net cash generated from investing activities primarily resulted from proceeds from the disposal of property and equipment of RMB 229,458 and proceeds from the disposal of intangible assets of RMB 2,080,711[61] Notes to the Condensed Consolidated Financial Statements Company Information Metropolis Capital Holdings Limited, incorporated in the Cayman Islands, is an investment holding company whose subsidiaries provide finance lease, consulting, and factoring services in China, with View Art Investment Limited, wholly owned by Mr. Zhou Dawei, as its ultimate holding company - The Company was incorporated in the Cayman Islands on June 29, 2017, and its principal business is investment holding[62] - The Group's subsidiaries provide finance lease, finance lease consulting, and factoring services in China[62] - The Company's ultimate holding company is View Art Investment Limited, wholly owned by Mr. Zhou Dawei[63] - The condensed consolidated financial statements are presented in RMB[64] Basis of Preparation These interim financial statements are prepared in accordance with IAS 34 "Interim Financial Reporting" and GEM Listing Rule Chapter 18, to be read in conjunction with the Group's audited consolidated financial statements for the year ended December 31, 2024, and are generally prepared on a historical cost basis - The interim financial statements are prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" and Chapter 18 of the GEM Listing Rules[65] - The interim financial statements should be read in conjunction with the Group's audited consolidated financial statements for the year ended December 31, 2024[66] - Except for financial instruments disclosed in Note 17, the interim financial statements are prepared on a historical cost basis[66] Principal Accounting Policies The accounting policies and methods used to prepare these interim financial statements are consistent with those for the 2024 consolidated financial statements, except for the adoption of new/revised IFRS accounting standards effective January 1, 2025, which had no material impact - The accounting policies used to prepare the interim financial statements are consistent with those used for the 2024 consolidated financial statements, except for the adoption of new/revised International Financial Reporting Standards accounting standards[67] - The adoption of new/revised International Financial Reporting Standards accounting standards had no material impact on the interim financial statements[68] Revenue and Segment Information The Group's operations and non-current assets are located in China, with no single customer contributing 10% or more to total revenue, which primarily derives from finance lease consulting services, followed by interest income from sale and leaseback and factoring arrangements, all showing significant declines - The Group's operations and specific non-current assets are located in China[69] - For the six months ended June 30, 2025 and 2024, no single customer contributed 10% or more to the Group's total revenue[70] Revenue by Nature (Six Months Ended June 30, 2025) | Revenue Source | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Finance lease income | 99,233 | 87,003 | | Interest income from sale and leaseback arrangements | 1,327,701 | 4,338,501 | | Finance lease consulting service income | 15,293,692 | 23,481,044 | | Interest income from factoring arrangements | 754,361 | 2,660,074 | | Total revenue | 17,474,987 | 30,566,622 | - Finance lease consulting service income includes providing credit assessment platforms (2024) and finance lease consulting services (recognized over time)[72] Other Income and Other Gains and Losses, Net Other income for the period was RMB 194,145, a decrease from the prior period, while other gains and losses shifted from a gain to a loss of RMB 384,651, mainly due to exchange losses and losses from the disposal of intangible assets Other Income and Other Gains and Losses, Net (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Other income | 194,145 | 721,448 | | Other (losses) gains, net | (384,651) | 114,939 | - The decrease in other income is mainly due to reduced bank interest income and expenses incurred from recovering outstanding lease balances from lease customers[73] - Other (losses) gains, net shifted from a gain to a loss, primarily due to net exchange losses and losses from the disposal of intangible assets (car plates)[73] Finance Costs Finance costs significantly decreased to RMB 2,444, primarily because there was no interest on bank and other borrowings, as these were repaid around August 2024 Finance Costs (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Interest on bank and other borrowings | – | 1,110,559 | | Total finance costs | 2,444 | 1,129,209 | - Finance costs significantly decreased mainly because the Group had repaid bank and other borrowings around August 2024[17][74] Profit (Loss) Before Tax The Group's pre-tax loss was primarily influenced by staff costs, impairment provisions for various receivables and financial guarantee contracts, and other operating expenses; staff costs decreased due to layoffs, but impairment provisions, especially for factoring and other receivables, significantly increased Profit (Loss) Before Tax Components (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Total staff costs | 3,105,598 | 6,137,607 | | Net impairment losses recognized for finance lease receivables | 974,257 | 971,864 | | Net impairment losses recognized (reversed) for factoring receivables | 9,691,292 | (2,417,460) | | Net impairment losses recognized for other receivables | 10,676,119 | – | | Net impairment losses recognized for financial guarantee contract liabilities | 2,140,388 | – | | Total other operating expenses | 14,685,095 | 20,591,207 | - The decrease in staff costs is mainly due to reduced salaries, bonuses, and other benefits (excluding directors) and contributions to retirement benefit schemes, as well as no external human resources service expenses[75] - Finance lease consulting service costs decreased from RMB 15.7 million to RMB 9.8 million[76] - Expenses recognized under short-term leases decreased from RMB 2.1 million to RMB 0.8 million[76] Income Tax Expense Income tax expense for the period was RMB 456, a significant decrease from the prior period, with no corporate income tax provision made as estimated taxable profits of Chinese subsidiaries were fully offset by unutilized tax losses carried forward Income Tax Expense (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Total income tax expense | 456 | 473,213 | - No corporate income tax provision was made as the estimated taxable profits of the Chinese subsidiaries were fully offset by unutilized tax losses carried forward from the previous year[79] Earnings (Loss) Per Share For the six months ended June 30, 2025, basic and diluted loss per share attributable to owners of the Company was RMB 2.50 cents, compared to earnings per share of RMB 0.46 cents in the prior period, based on 960,000,000 weighted average ordinary shares Earnings (Loss) Per Share (Six Months Ended June 30, 2025) | Metric | 2025 (RMB cents) | 2024 (RMB cents) | | :--- | :--- | :--- | | Basic and diluted (loss) earnings per share attributable to owners of the Company | (2.50) | 0.46 | | Weighted average number of ordinary shares | 960,000,000 | 960,000,000 | - The Group had no potential ordinary shares outstanding during the reporting period or the prior period[80] Dividends The Company's directors have decided not to declare or pay any dividends for the interim period - The Company's directors have decided not to declare or pay any dividends for the interim period[81] Prepayments, Deposits and Other Receivables As of June 30, 2025, total prepayments, deposits, and other receivables significantly increased to RMB 33.8 million from RMB 20.0 million, primarily due to advances to ancillary service providers, which also saw a substantial increase in impairment provisions Prepayments, Deposits and Other Receivables (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Advances to ancillary service providers | 36,275,410 | 7,836,707 | | Less: Impairment provisions | (12,032,213) | (1,356,094) | | Total prepayments, deposits and other receivables | 33,791,236 | 20,028,410 | - Impairment provisions for advances to ancillary service providers increased from RMB 1.4 million to RMB 12.0 million[83] Finance Lease Receivables As of June 30, 2025, net finance lease receivables increased to RMB 2.7 million from RMB 1.7 million, with an effective annual interest rate ranging from 8.00% to 23.09%, and total impairment provisions rising to RMB 16.6 million, mainly due to increased Stage 2 expected credit losses Finance Lease Receivables (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Present value of minimum lease payments receivable | 19,315,390 | 17,739,004 | | Less: Impairment provisions | (16,616,484) | (16,060,232) | | Net amount | 2,698,906 | 1,678,772 | - The average term of finance leases ranges from 1 month to 3 years, with effective annual interest rates ranging from approximately 8.00% to 23.09%[85][87] - The net change in impairment provisions primarily resulted from an increase of RMB 596,012 in Stage 2 expected credit losses[88] Receivables Arising from Sale and Leaseback Arrangements As of June 30, 2025, net receivables from sale and leaseback arrangements decreased to RMB 11.3 million from RMB 18.9 million, with an effective annual interest rate ranging from 12.00% to 27.80%, and total impairment provisions increasing to RMB 13.5 million, mainly due to increased Stage 3 expected credit losses Receivables Arising from Sale and Leaseback Arrangements (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Present value of receivables from sale and leaseback arrangements | 24,788,347 | 32,031,718 | | Less: Impairment provisions | (13,529,720) | (13,115,350) | | Net amount | 11,258,627 | 18,916,368 | - The average term of sale and leaseback arrangements ranges from 1 to 3 years, with effective annual interest rates ranging from approximately 12.00% to 27.80%[89][91] - The net change in impairment provisions primarily resulted from an increase of RMB 460,238 in Stage 3 expected credit losses[92] Trade and Other Receivables/Payables and Deferred Expenses/Income The Group's trade and other receivables/payables and deferred expenses/income are derived from finance lease consulting business; as of June 30, 2025, impairment provisions for financial guarantee contract liabilities increased to RMB 5.3 million due to significantly increased default risks, while total guaranteed values decreased - The Group's trade and other receivables/payables and deferred expenses/income are all derived from finance lease consulting business[95] Impairment Provision Change for Financial Guarantee Contract Liabilities (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Impairment provisions for financial guarantee contract liabilities | 5,256,614 | 3,116,226 | - Impairment provisions for financial guarantee contract liabilities increased, given the significantly increased default risk of finance lease consulting clients and ancillary service providers since initial recognition[97] Total Guaranteed Value of the Group's Financial Guarantees and Counter-Guarantees | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Total guaranteed value related to financial guarantees | 149,185,239 | 277,838,919 | | Total guaranteed value related to counter-guarantees | 150,124,497 | 278,778,176 | Factoring Receivables As of June 30, 2025, net factoring receivables significantly decreased to RMB 28.9 million from RMB 43.3 million, with an effective annual interest rate ranging from 7.72% to 24.00%, and total impairment provisions substantially increasing to RMB 27.9 million, mainly due to increased Stage 3 expected credit losses Factoring Receivables (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Present value of factoring receivables | 56,839,009 | 61,544,698 | | Less: Impairment provisions | (27,891,329) | (18,200,037) | | Net amount | 28,947,680 | 43,344,661 | - Factoring receivables typically have terms ranging from 6 to 18 months, with effective annual interest rates ranging from approximately 7.72% to 24.00%[101] - The net change in impairment provisions primarily resulted from an increase of RMB 9,551,771 in Stage 3 expected credit losses[103] - The balance of factoring receivables includes an outstanding balance of RMB 1,168,000 (net of impairment provisions of approximately RMB 379,894) due from related party Nirvana Plan (Shanghai) Enterprise Management Consulting Co Ltd[105] Finance Lease Consulting Service Receivables As of June 30, 2025, the Group had no finance lease consulting service receivables, compared to RMB 313,681 as of December 31, 2024, with a typical credit period of up to 30 days from the invoice date Finance Lease Consulting Service Receivables (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Finance lease consulting service receivables | – | 313,681 | | Over 90 days | – | 313,681 | - The Group typically grants a credit period of up to 30 days from the invoice date[106] Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, financial assets at fair value through profit or loss amounted to RMB 6.6 million, primarily wealth management products valued at fair value, with a net fair value gain of RMB 45,403, redeemable upon the Group's request Financial Assets at Fair Value Through Profit or Loss (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Wealth management products measured at fair value | 6,605,940 | 6,560,537 | - The net fair value gain on wealth management products was RMB 45,403[109] - Wealth management products are redeemable upon the Group's request and are classified as financial assets at fair value through profit or loss because their contractual cash flows are not solely payments of principal and interest[109] Deposits Received from Lease Customers As of June 30, 2025, outstanding deposits from lease customers slightly decreased to RMB 1.1 million, which are interest-free, measured at amortized cost using the effective interest method, with a weighted average effective annual interest rate of approximately 9.92% Deposits Received from Lease Customers (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Outstanding deposits from lease customers | 1,062,175 | 1,110,736 | - Deposits received are interest-free, measured at amortized cost using the effective interest method, with a weighted average effective annual interest rate of approximately 9.92%[111] Other Payables and Accruals As of June 30, 2025, total other payables and accruals decreased to RMB 5.8 million from RMB 6.9 million, with other payables primarily comprising advances received from ancillary service providers Other Payables and Accruals (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Other payables | 4,999,160 | 5,877,525 | | Accrued salaries | 433,529 | 628,108 | | Other taxes payable | 414,235 | 417,674 | | Total | 5,846,924 | 6,923,307 | - Other payables include advances received from ancillary service providers as deposits for their counter-guarantee services[112] Share Capital As of June 30, 2025, the Company's authorized share capital was 4,000,000,000 ordinary shares of HKD 0.01 each, with 960,000,000 issued and fully paid shares amounting to HKD 9,600,000, presented as RMB 8,503,450 in the condensed consolidated statement of financial position Share Capital Structure (As of June 30, 2025) | Metric | Number of Shares | Amount (HKD) | | :--- | :--- | :--- | | Authorized share capital | 4,000,000,000 | 40,000,000 | | Issued and fully paid share capital | 960,000,000 | 9,600,000 | | Presented in condensed consolidated statement of financial position (RMB) | - | 8,503,450 | Deferred Tax Assets As of June 30, 2025, deferred tax assets were RMB 4.9 million, largely unchanged from December 31, 2024, recognized for RMB 19.5 million in deductible temporary differences, with the remaining RMB 55.8 million unrecognised due to insufficient taxable profits Deferred Tax Assets (As of June 30, 2025) | Metric | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Deferred tax assets | 4,876,684 | 4,877,140 | - Deferred tax assets of RMB 4,876,684 were recognized for deductible temporary differences of RMB 19,506,735[115] - The remaining deductible temporary differences of RMB 55,798,606 were not recognized as it is not probable that sufficient taxable profits will be available to offset them[115] - The Group has tax losses of approximately RMB 10.6 million for which deferred tax assets were not recognized, available to offset future taxable profits for up to five years[115] Related Party Disclosures This section details significant transactions and key management personnel remuneration with related parties, including new loans and repayments with the controlling shareholder, short-term lease expenses with Mr. Zhou Zunzhong, and factoring financing and interest income with Nirvana Plan Related Party Transactions During the reporting period, the Group engaged in transactions with Mr. Zhou, the controlling shareholder, involving new loans of RMB 2.5 million and loan repayments of RMB 2.2 million, short-term lease expenses of RMB 592,469 with Mr. Zhou Zunzhong, and interest income from factoring arrangements of RMB 59,032 with Nirvana Plan Related Party Transactions (Six Months Ended June 30, 2025) | Related Party Name/Person | Relationship | Nature of Transaction | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | :--- | :--- | | Mr. Zhou | Controlling shareholder | New loans borrowed | 2,506,470 | 1,903,996 | | Mr. Zhou | Controlling shareholder | Loan repaid | 2,215,477 | – | | Mr. Zhou Zunzhong | Related party | Short-term lease expenses | 592,469 | 592,469 | | Nirvana Plan | Related party | Factoring financing | – | 2,000,000 | | Nirvana Plan | Related party | Interest income from factoring arrangements | 59,032 | 54,221 | - Mr. Zhou's borrowings are non-trade in nature, unsecured, interest-free, and repayable on demand[117] Key Management Personnel Remuneration For the six months ended June 30, 2025, total key management personnel remuneration slightly increased to RMB 1.4 million from RMB 1.3 million in the prior period, primarily comprising salaries, bonuses, other benefits, and contributions to retirement benefit schemes Key Management Personnel Remuneration (Six Months Ended June 30, 2025) | Metric | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Salaries, bonuses and other benefits | 1,144,092 | 1,041,402 | | Contributions to retirement benefit schemes | 240,283 | 240,652 | | Total | 1,384,375 | 1,282,054 | Fair Value Measurement This section discloses assets and liabilities measured at or for which fair value is disclosed, in accordance with IFRS 13 "Fair Value Measurement"; the Group's wealth management products are classified as Level 2 fair value measurements, valued based on redemption values from licensed bank statements, with book values of financial assets and liabilities recorded at amortized cost approximating their fair values Assets Measured at Fair Value The Group's financial assets at fair value through profit or loss, primarily wealth management products, amounted to RMB 6.6 million as of June 30, 2025, classified as Level 2 fair value measurements, with valuations based on redemption values from licensed bank statements Assets Measured at Fair Value (As of June 30, 2025) | Asset Class | Fair Value Hierarchy Level | Valuation Techniques and Key Inputs | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | :--- | :--- | | Wealth management products | Level 2 | Redemption value stated in daily statements provided by licensed banks | 6,605,940 | 6,560,537 | - During the reporting period, there were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into or out of Level 3 fair value measurements[120] Assets and Liabilities for Which Fair Value is Disclosed but Not Measured at Fair Value The Directors believe that the carrying amounts of financial assets and liabilities recorded at amortized cost approximate their fair values at the end of the reporting period - The Directors believe that the carrying amounts of financial assets and financial liabilities recorded at amortized cost approximate their fair values at the end of the reporting period[121]