安科瑞(300286) - 2025 Q2 - 季度财报

Section 1: Important Notices, Table of Contents, and Definitions Important Notices The Board of Directors and senior management affirm the authenticity, accuracy, and completeness of the semi-annual report and have detailed potential risks, with the Board approving a profit distribution plan of a CNY 1 cash dividend per 10 shares (tax inclusive) - The company's Board of Directors and senior management guarantee that the content of the semi-annual report is true, accurate, and complete, with no false records, misleading statements, or major omissions[4] - The company has detailed potential risks and corresponding measures in the "Section 10: Risks Faced by the Company and Countermeasures" part of "Section 3: Management Discussion and Analysis" in this report[4] 2025 Semi-Annual Profit Distribution Plan | Item | Content | | :--- | :--- | | Distribution Base | 247,173,755 shares (excluding repurchased shares) | | Cash Dividend per 10 Shares | CNY 1 (tax inclusive) | | Bonus Shares | 0 shares (tax inclusive) | | Capitalization of Capital Reserve | No capitalization | Table of Contents This report's table of contents clearly lists eight main sections, providing comprehensive navigation for investors - The report is divided into eight main sections, including Important Notices, Company Profile, Management Discussion and Analysis, Corporate Governance, Important Matters, Share Capital Changes, Bond Information, and Financial Report[6] Definitions This section provides definitions for frequently used terms in the report to ensure accurate understanding - Key terms such as "the Company," "Board of Directors," "Board of Supervisors," "CSRC," "Articles of Association," "Company Law," "Securities Law," "A-shares," "Reporting Period," "Same Period Last Year," "Jiangsu Acrel," and "Fourth Phase Employee Stock Ownership Plan" are clearly defined in the report[9] - The Reporting Period refers to January 1, 2025, to June 30, 2025, and the Same Period Last Year refers to January 1, 2024, to June 30, 2024[9] Section 2: Company Profile and Key Financial Indicators I. Company Profile Acrel Electric Co, Ltd (Stock Code: 300286) is listed on the Shenzhen Stock Exchange, with its primary information remaining consistent with the 2024 annual report Company Basic Information | Item | Content | | :--- | :--- | | Stock Abbreviation | Acrel | | Stock Code | 300286 | | Listing Stock Exchange | Shenzhen Stock Exchange | | Chinese Name | 安科瑞电气股份有限公司 | | Legal Representative | Zhou Zhong | II. Contact Persons and Methods The contact information for the Board Secretary Luo Yelan and Securities Affairs Representative Pu Lei remains unchanged Company Contact Information | Position | Name | Address | Phone | Fax | Email | | :--- | :--- | :--- | :--- | :--- | :--- | | Board Secretary | Luo Yelan | 253 Yulv Road, Jiading District, Shanghai | 021-69158331 | 021-69158330 | acrel@acrel.cn | | Securities Affairs Representative | Pu Lei | 253 Yulv Road, Jiading District, Shanghai | 021-69158331 | 021-69158330 | acrel@acrel.cn | III. Other Information The company's registered address, office address, website, and email remained unchanged during the reporting period, while the registration date was updated to May 27, 2025 - The company's registered address, office address, website, and email address did not change during the reporting period, as detailed in the 2024 annual report[13] - The stock exchange website and media for disclosing the semi-annual report, as well as the location for report preparation, remained unchanged during the reporting period, as detailed in the 2024 annual report[14] Registration Change Information | Item | Initial Registration | End of Reporting Period Registration | | :--- | :--- | :--- | | Date | July 20, 2022 | May 27, 2025 | | Address | 253 Yulv Road, Jiading District, Shanghai | 253 Yulv Road, Jiading District, Shanghai | | Unified Social Credit Code | 91310000751864205N | 91310000751864205N | IV. Key Accounting Data and Financial Indicators The company's H1 2025 operating revenue grew 1.54% YoY to CNY 539 million, while net profit attributable to shareholders increased by 24.83% to CNY 126 million, with total assets and net assets attributable to shareholders rising significantly due to a private placement H1 2025 Key Accounting Data and Financial Indicators | Indicator | Current Period (CNY) | Same Period Last Year (CNY) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 538,722,485.37 | 530,551,574.44 | 1.54% | | Net Profit Attributable to Shareholders | 125,566,316.01 | 100,593,463.75 | 24.83% | | Net Profit Attributable to Shareholders (Excluding Non-recurring Items) | 109,381,032.16 | 89,220,833.05 | 22.60% | | Net Cash Flow from Operating Activities | 89,212,559.03 | 69,520,003.36 | 28.33% | | Basic Earnings Per Share (CNY/share) | 0.55 | 0.48 | 14.58% | | Diluted Earnings Per Share (CNY/share) | 0.55 | 0.47 | 17.02% | | Weighted Average Return on Equity | 6.92% | 7.46% | -0.54% | | Indicator | End of Current Period (CNY) | End of Last Year (CNY) | Change from Last Year-End | | Total Assets | 2,560,653,623.62 | 1,833,830,264.10 | 39.63% | | Net Assets Attributable to Shareholders | 2,168,653,579.32 | 1,380,486,057.14 | 57.09% | - The company's share capital changed from the end of the reporting period to the disclosure date of the semi-annual report due to new share issuance and repurchases, affecting the amount of owners' equity[17] V. Differences in Accounting Data under Domestic and Foreign Accounting Standards There were no discrepancies in net profit or net assets between financial reports prepared under IFRS or other foreign accounting standards and those prepared under Chinese Accounting Standards during the reporting period - The company had no discrepancies in net profit and net assets between financial reports disclosed under International Accounting Standards and Chinese Accounting Standards during the reporting period[18] - The company had no discrepancies in net profit and net assets between financial reports disclosed under foreign accounting standards and Chinese Accounting Standards during the reporting period[20] VI. Non-recurring Profit and Loss Items and Amounts The company's total non-recurring profit and loss for the reporting period was CNY 16,185,283.85, primarily from government subsidies, fair value changes in financial assets, and income tax adjustments H1 2025 Non-recurring Profit and Loss Items and Amounts | Item | Amount (CNY) | Description | | :--- | :--- | :--- | | Gains/Losses on Disposal of Non-current Assets | 65,945.16 | | | Government Subsidies Included in Current Profit/Loss | 4,206,400.00 | | | Fair Value Gains/Losses from Financial Assets/Liabilities and Disposal Gains/Losses | 5,374,700.87 | Fair value change gains and investment income from structured deposits and wealth management products | | Reversal of Impairment Provision for Individually Tested Receivables | 968,910.27 | | | Other Non-operating Income and Expenses | -21,183.41 | | | Other P/L Items Meeting Non-recurring Definition | 7,111,719.53 | Difference from recalculating 2024 corporate income tax at a 10% rate after being recognized as a key software enterprise, versus the 15% rate previously accrued | | Less: Income Tax Impact | 1,520,238.47 | | | Minority Interest Impact (After Tax) | 970.10 | | | Total | 16,185,283.85 | | - The company did not classify any non-recurring profit and loss items listed in the "Explanatory Announcement No 1 on Information Disclosure for Companies Offering Securities to the Public - Non-recurring Profit and Loss" as recurring items[23] Section 3: Management Discussion and Analysis I. Principal Business Activities during the Reporting Period The company's principal business activities saw no significant changes during the reporting period and must adhere to disclosure requirements for the software and IT services industry - The company's principal business activities did not undergo significant changes during the reporting period; details can be found in the 2024 annual report[25] - The company is required to comply with the disclosure requirements for the "Software and Information Technology Services Industry" under the "Shenzhen Stock Exchange Self-Regulatory Guidance for Listed Companies No 3 - Industry Information Disclosure"[25] II. Core Competitiveness Analysis The company's core competitiveness remained stable without significant changes during the reporting period - The company's core competitiveness did not undergo significant changes during the reporting period; details can be found in the 2024 annual report[25] III. Main Business Analysis Main business revenue grew 1.54% YoY with no major changes in profit composition, while financial expenses dropped significantly by 96.75% due to increased interest income - The company's profit composition or sources of profit did not undergo significant changes during the reporting period[27] YoY Changes in Key Financial Data | Indicator | Current Period (CNY) | Same Period Last Year (CNY) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 538,722,485.37 | 530,551,574.44 | 1.54% | | | Operating Costs | 281,117,644.80 | 280,841,333.74 | 0.10% | | | Selling Expenses | 64,059,928.81 | 68,095,142.42 | -5.93% | | | Administrative Expenses | 30,625,757.00 | 30,880,012.49 | -0.82% | | | Financial Expenses | -1,637,405.14 | -832,228.64 | -96.75% | Due to increased interest income this period | | Income Tax Expense | 3,987,659.09 | 5,190,829.55 | -23.18% | | | R&D Investment | 52,102,023.80 | 59,687,306.06 | -12.71% | | | Net Cash Flow from Operating Activities | 89,212,559.03 | 69,520,003.36 | 28.33% | | | Net Cash Flow from Investing Activities | -332,185,617.41 | -27,810,866.12 | -1,094.45% | Due to increased purchases of bank wealth management products this period | | Net Cash Flow from Financing Activities | 631,620,110.10 | -63,948,646.53 | 1,087.70% | Due to the receipt of funds from a private placement this period | | Net Increase in Cash and Cash Equivalents | 388,530,324.99 | -22,054,762.82 | 1,861.66% | Due to the increase in net cash flow from financing activities this period | Products or Services Accounting for Over 10% of Revenue | Product or Service | Operating Revenue (CNY) | Operating Costs (CNY) | Gross Margin | Revenue YoY Change | Cost YoY Change | Gross Margin YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Power Monitoring & Substation Integrated Monitoring Systems | 225,943,327.24 | 116,714,325.46 | 48.34% | 0.01% | -1.96% | 1.03% | | Energy Efficiency Management Products & Systems | 174,611,027.62 | 90,116,195.51 | 48.39% | -0.12% | -1.50% | 0.73% | | Fire Safety & Electrical Safety Products | 40,860,597.71 | 21,257,450.92 | 47.98% | -0.85% | -2.13% | 0.69% | | Enterprise Microgrid - Others | 31,710,985.85 | 17,146,915.26 | 45.93% | 20.14% | 18.33% | 0.83% | | Current Sensors | 62,934,110.20 | 34,397,970.17 | 45.34% | 6.47% | 6.35% | 0.06% | Main Business Cost Composition | Cost Component | Current Period Amount (CNY) | % of Operating Costs | Same Period Last Year Amount (CNY) | % of Operating Costs | YoY Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Direct Materials | 243,705,582.91 | 86.69% | 242,639,692.70 | 86.39% | 0.44% | | Direct Labor | 26,847,727.38 | 9.55% | 26,754,614.88 | 9.53% | 0.35% | | Energy and Power | 1,366,513.99 | 0.49% | 1,225,188.74 | 0.44% | 11.53% | | Depreciation | 5,880,616.00 | 2.09% | 5,733,169.70 | 2.04% | 2.57% | | Others | 3,317,204.52 | 1.18% | 4,488,667.72 | 1.60% | -26.10% | IV. Non-main Business Analysis The company's non-main business income primarily consists of investment income, fair value changes, and other income, with some components like VAT rebates being sustainable Non-main Business Composition | Item | Amount (CNY) | % of Total Profit | Reason | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 8,173,907.37 | 6.31% | Mainly dividends from Qianhang Investment and income from wealth management products | No | | Fair Value Change Gains/Losses | 535,449.60 | 0.41% | Mainly due to fair value changes of outstanding wealth management products | No | | Asset Impairment | 21,753.10 | 0.02% | Mainly due to provision for inventory write-down | No | | Non-operating Income | 50,491.80 | 0.04% | Mainly scrap income | No | | Non-operating Expenses | 71,675.21 | 0.06% | Mainly compensation payments | No | | Other Income | 16,282,440.71 | 12.57% | Mainly VAT refund on software products and government subsidies related to daily operations | VAT refund is sustainable; government subsidies are not | | Credit Impairment Loss | -3,455,839.00 | -2.67% | Mainly provision for bad debts on accounts receivable | No | V. Analysis of Assets and Liabilities The company's asset and liability structure changed significantly, with cash, financial assets, and capital reserves increasing substantially due to a private placement, while construction in progress also rose - There were no significant changes in the measurement attributes of the company's main assets during the reporting period[39] 1. Significant Changes in Asset Composition At the end of the reporting period, cash and financial assets grew significantly due to a private placement and increased investment in wealth management products, while capital reserves and treasury stock also rose notably Significant Changes in Asset Composition | Item | End of Period Amount (CNY) | % of Total Assets | Year-End Amount (CNY) | % of Total Assets | Change in % | Reason for Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Bank Balances | 820,693,538.86 | 32.05% | 429,909,782.15 | 23.44% | 8.61% | Due to the receipt of funds from a private placement this period | | Construction in Progress | 86,721,142.77 | 3.39% | 52,850,226.64 | 2.88% | 0.51% | Due to increased construction payments for the Shanghai headquarters building this period | | Trading Financial Assets | 747,581,572.30 | 29.19% | 417,046,122.70 | 22.74% | 6.45% | Due to increased purchases of bank wealth management products this period | | Capital Reserve | 871,735,949.31 | 34.04% | 122,793,163.08 | 6.70% | 27.34% | Due to the receipt of funds from a private placement, increasing capital reserve | | Treasury Stock | 79,989,840.00 | 3.12% | 31,726,000.00 | 1.73% | 1.39% | Due to the repurchase of company shares this period | 3. Assets and Liabilities Measured at Fair Value The company's financial assets measured at fair value totaled CNY 941 million at period-end, primarily comprising trading financial assets, other equity instrument investments, and receivables financing, with a fair value change gain of CNY 681,000 for the period Assets and Liabilities Measured at Fair Value | Item | Opening Balance (CNY) | Fair Value Change P/L (CNY) | Purchases (CNY) | Sales (CNY) | Closing Balance (CNY) | | :--- | :--- | :--- | :--- | :--- | :--- | | Trading Financial Assets | 417,046,122.70 | 535,449.60 | 745,000,000.00 | 415,000,000.00 | 747,581,572.30 | | Other Equity Instrument Investments | 49,956,537.58 | 145,594.81 | | 10,391,315.97 | 39,710,816.42 | | Receivables Financing | 214,769,626.11 | | | | 153,436,636.01 | | Total | 681,772,286.39 | 681,044.41 | 745,000,000.00 | 425,391,315.97 | 940,729,024.73 | - Other changes represent the net difference of -CNY 61,332,990.10 between new and matured notes receivable during the period[38] VI. Investment Analysis The company's investment amount increased by 15.50% YoY to CNY 745 million, with CNY 380 million of the CNY 785 million net proceeds from a private placement used, while some investment projects have been postponed to December 2027 - The company did not have significant equity investments, ongoing significant non-equity investments, or financial assets measured at fair value during the reporting period[41][42] Investment Amount during the Reporting Period | Indicator | Amount (CNY) | | :--- | :--- | | Investment Amount in Reporting Period | 745,000,000.00 | | Investment Amount in Same Period Last Year | 645,000,000.00 | | Change | 15.50% | 5. Use of Raised Funds The company raised CNY 800 million in gross proceeds (CNY 785 million net) from a private placement in March 2025, with CNY 380 million utilized as of June 30, 2025, and some projects postponed to December 31, 2027 due to construction progress - In March 2025, the company issued 36,068,530 ordinary RMB shares (A-shares) to specific investors, raising gross proceeds of CNY 800 million and net proceeds of CNY 785.01 million[43] - As of June 30, 2025, the company had cumulatively used CNY 379.91 million of the raised funds, with a balance of CNY 405.94 million in the special account, including CNY 100 million used for cash management[43] Committed Investment Projects Using Raised Funds | Project Name | Committed Investment (CNY 10,000) | Cumulative Investment (CNY 10,000) | Investment Progress (3)=(2)/(1) | Expected Completion Date | Achieved Expected Benefits | | :--- | :--- | :--- | :--- | :--- | :--- | | R&D Headquarters and Enterprise Microgrid System Upgrade Project | 45,000 | 15,327.11 | 34.06% | December 31, 2027 | N/A | | Enterprise Microgrid Product Technical Transformation Project | 11,000 | 162.81 | 1.48% | December 31, 2027 | N/A | | Supplementary Working Capital | 22,501.13 | 22,501.13 | 100.00% | N/A | No | | Total | 78,501.13 | 37,991.05 | | | | - The "R&D Headquarters and Enterprise Microgrid System Upgrade Project" and "Enterprise Microgrid Product Technical Transformation Project" have been extended to December 31, 2027, due to longer-than-expected construction periods[46][47] 6. Entrusted Wealth Management, Derivative Investments, and Entrusted Loans The company engaged in entrusted wealth management totaling CNY 1.015 billion during the period, with an outstanding balance of CNY 745 million, and had no derivative investments or entrusted loans - The company had no derivative investments or entrusted loans during the reporting period[50][51] Overview of Entrusted Wealth Management | Type | Source of Funds | Amount Incurred (CNY 10,000) | Outstanding Balance (CNY 10,000) | | :--- | :--- | :--- | :--- | | Bank Wealth Management Products | Own Funds | 74,490 | 47,500 | | Bank Wealth Management Products | Raised Funds | 10,000 | 10,000 | | Brokerage Wealth Management Products | Own Funds | 9,000 | 9,000 | | Trust Wealth Management Products | Own Funds | 8,000 | 8,000 | | Total | | 101,490 | 74,500 | VII. Sale of Major Assets and Equity The company did not engage in the sale of major assets or equity during the reporting period - The company did not sell any major assets during the reporting period[52] - The company did not sell any major equity during the reporting period[53] VIII. Analysis of Major Holding and Participating Companies The company's main subsidiaries include Jiangsu Acrel Electrical Manufacturing Co, Ltd, which recorded a net profit of CNY 16.94 million, and Acrel E-commerce (Shanghai) Co, Ltd, which had a net loss of CNY 114,000, while another subsidiary was deregistered during the period Major Subsidiaries | Company Name | Type | Main Business | Registered Capital (CNY 10,000) | Total Assets (CNY 10,000) | Net Assets (CNY 10,000) | Operating Revenue (CNY 10,000) | Operating Profit (CNY 10,000) | Net Profit (CNY 10,000) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Jiangsu Acrel Electrical Manufacturing Co, Ltd | Subsidiary | Manufacturing and sales of electrical instruments, etc | 32,686.02 | 63,095.80 | 47,005.40 | 33,998.28 | 1,690.19 | 1,694.33 | | Acrel E-commerce (Shanghai) Co, Ltd | Subsidiary | E-commerce, sales of electronic components, etc | 1,000.00 | 4,592.24 | -1,329.66 | 6,142.94 | -8.79 | -11.40 | - During the reporting period, the company deregistered Jiangsu Acrel Microgrid System Technology Co, Ltd, which had no impact on overall production, operations, or performance[55] IX. Structured Entities Controlled by the Company The company did not have any controlled structured entities during the reporting period - The company had no controlled structured entities during the reporting period[56] X. Risks Faced by the Company and Countermeasures The company faces risks related to management, human resources, declining gross margins, accounts receivable, and increased fixed assets, which it addresses through enhanced internal controls, market expansion, and stringent financial management - Management and Human Resources Risk: Expanding operations challenge the management team's capabilities; the solution involves improving internal controls, exploring efficient management mechanisms, and strengthening systematic internal processes[56] - Risk of Declining Gross Margin: Intense market competition and rising costs are addressed by increasing R&D and market investment, implementing product differentiation, and improving production efficiency and bargaining power[57] - Accounts Receivable Risk: Increased receivables from system solution business pose liquidity or bad debt risks; countermeasures include strict collection policies, customer credit checks, and intensified collection efforts for overdue accounts[58] - Risk from Increased Fixed Assets: Expansion of the microgrid research institute and production base increases depreciation, potentially lowering ROE; the company plans to mitigate this by expanding market share and accelerating new product development[59] XI. Record of Investor Relations Activities During the reporting period, the company actively engaged with various institutional and individual investors through multiple channels and hosted its 2024 annual results presentation online - The company hosted several institutional and individual investors, including Zheshang Securities, East Money Securities, Guosheng Securities, GF Securities, and Morgan Stanley Investment Management, through on-site visits and online meetings on March 14, May 13, and June 24, 2025[60][61] - The company participated in the 2024 annual results presentation online via the "Investor Relations Interactive Platform" on p5w.net to communicate with investors[60] XII. Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company has not formulated a market value management system nor disclosed a valuation enhancement plan - The company has not formulated a market value management system[62] - The company has not disclosed a valuation enhancement plan[62] XIII. Implementation of the "Dual Enhancement of Quality and Returns" Action Plan The company has disclosed and is actively implementing its "Dual Enhancement of Quality and Returns" action plan, which includes increased dividend frequency, a share repurchase program, and enhanced investor communications - The company has disclosed its "Dual Enhancement of Quality and Returns" action plan, with details available in the announcement on Juchao Information Network on April 19, 2025[62] - In terms of investor returns, the company implemented its 2024 annual profit distribution plan, paying a cash dividend of CNY 3.009051 per 10 shares (tax inclusive), and increased dividend frequency[63] - The company announced a share repurchase plan on April 29, 2025, to buy back shares with its own funds of no less than CNY 80 million and no more than CNY 150 million; as of the end of the reporting period, 3,610,900 shares had been repurchased for a total of CNY 79,989,840.00[63] - In investor relations management, the company has strengthened communication with investors through various channels such as on-site visits, conference calls, strategy meetings, and online platforms[63] Section 4: Corporate Governance, Environment, and Society I. Changes in Directors, Supervisors, and Senior Management During the reporting period, supervisors Yan Xiaojun, Xu Fengming, and Shen Ruoxian resigned, and Liu Songhua was elected as an employee representative director Changes in Directors, Supervisors, and Senior Management | Name | Position | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Yan Xiaojun | Supervisor | Resigned | April 14, 2025 | Dismissal | | Xu Fengming | Supervisor | Resigned | April 14, 2025 | Dismissal | | Shen Ruoxian | Supervisor | Resigned | April 14, 2025 | Dismissal | | Liu Songhua | Employee Representative Director | Elected | April 01, 2025 | Elected | II. Profit Distribution and Capitalization of Capital Reserve for the Reporting Period The company's H1 2025 profit distribution plan proposes a cash dividend of CNY 1 per 10 shares (tax inclusive), totaling CNY 24,717,375.50, with no bonus shares or capitalization of capital reserve - The profit distribution plan has been approved by the 16th meeting of the 6th Board of Directors and does not require shareholder approval[67] H1 2025 Profit Distribution | Item | Amount/Quantity | | :--- | :--- | | Bonus Shares per 10 Shares (shares) | 0 | | Cash Dividend per 10 Shares (CNY) (tax inclusive) | 1 | | Share Capital Base for Distribution (shares) | 247,173,755 | | Cash Dividend Amount (CNY) (tax inclusive) | 24,717,375.50 | | Cash Dividend via Other Means (e.g., share repurchase) (CNY) | 79,989,840.00 | | Total Cash Dividend (including other means) (CNY) | 104,707,215.50 | | Profit (CNY) | 967,548,143.20 | | Total Cash Dividend (including other means) as a % of Total Profit Distribution | 100.00% | III. Implementation of Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentives The company had no equity incentive plans during the period; the fourth-phase employee stock ownership plan failed to meet performance conditions, leading to the sale of shares and return of capital to participants - The company had no equity incentive plans during the reporting period[69] - The second unlocking period of the fourth-phase employee stock ownership plan did not meet its conditions, and the corresponding 1.5863 million shares were not unlocked[69] - During the reporting period, the management committee of the fourth-phase employee stock ownership plan sold 2.5704 million shares, with 602,200 shares remaining, and returned the original capital and interest to the holders[69][70] - Shen Ruoxian resigned from the employee stock ownership plan management committee, and Pu Lei was elected as a replacement member[70][71] IV. Environmental Information Disclosure The company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law - The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law[71] V. Social Responsibility The company actively fulfills its social responsibilities by improving internal governance, protecting shareholder and employee rights, operating legally, and contributing to the community through donations - The company actively fulfills its corporate social responsibility, has established sound internal management and control systems, and standardizes shareholder meeting procedures to ensure shareholder rights[71] - The company adheres to a people-oriented talent philosophy, complies with labor laws, respects and protects employee rights, and enhances employee skills through training[72] - The company operates in accordance with the law, actively pays taxes, creates employment opportunities, supports local economic development, and focuses on protecting the rights of suppliers, customers, and consumers[72] - During the reporting period, the company donated CNY 5,000 to a public welfare project in the Jiangsu-Zhejiang-Shanghai region[73] Section 5: Important Matters I. Commitments Fulfilled or Overdue by Relevant Parties There were no commitments fulfilled or overdue by the company's actual controller, shareholders, related parties, or acquirers during the reporting period - The company had no commitments that were fulfilled during the reporting period or remained unfulfilled past their deadlines by the company's actual controller, shareholders, related parties, acquirers, or the company itself[75] II. Non-operating Fund Occupation by Controlling Shareholders and Other Related Parties There were no instances of non-operating fund occupation of the listed company by its controlling shareholder or other related parties during the reporting period - The company had no instances of non-operating fund occupation by its controlling shareholder or other related parties during the reporting period[76] III. Irregular External Guarantees The company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period[77] IV. Appointment and Dismissal of Accounting Firm The company's semi-annual financial report has not been audited - The company's semi-annual report has not been audited[78] V. Explanation on "Non-standard Audit Report" by the Board, Supervisory Committee, and Audit Committee There was no "non-standard audit report" issued by the accounting firm for the current reporting period - There was no "non-standard audit report" from the accounting firm for the current reporting period[79] VI. Board's Explanation on Last Year's "Non-standard Audit Report" There is no explanation regarding a "non-standard audit report" from the previous year as none was issued - The company has no explanation regarding a "non-standard audit report" from the previous year[79] VII. Bankruptcy and Reorganization Matters The company was not involved in any bankruptcy or reorganization matters during the reporting period - The company had no bankruptcy or reorganization matters during the reporting period[79] VIII. Litigation Matters The company had no major litigation or arbitration matters during the reporting period - The company had no major litigation or arbitration matters during this reporting period[80] - The company had no other litigation matters during the reporting period[80] IX. Penalties and Rectifications There were no penalties or rectifications involving the company during the reporting period - The company had no penalties or rectifications during the reporting period[81] X. Integrity Status of the Company, its Controlling Shareholders, and Actual Controller There were no integrity issues concerning the company, its controlling shareholders, or its actual controller during the reporting period - There were no integrity issues concerning the company, its controlling shareholders, or its actual controller during the reporting period[82] XI. Major Related-Party Transactions The company had no major related-party transactions during the reporting period, including those related to daily operations, asset acquisitions, or joint investments - The company had no related-party transactions related to daily operations during the reporting period[82] - The company had no related-party transactions involving the acquisition or sale of assets or equity during the reporting period[83] - The company had no related-party transactions involving joint external investments during the reporting period[84] - The company had no related-party credit or debt transactions during the reporting period[85] - There were no deposits, loans, credit lines, or other financial services between the company and related finance companies, or between the company's controlled finance companies and related parties[86][87] - The company had no other major related-party transactions during the reporting period[88] XII. Major Contracts and Their Performance The company had no custody, contracting, leasing, major guarantees, or other major contracts during the reporting period - The company had no custody, contracting, or leasing arrangements during the reporting period[89][90][91] - The company had no major guarantees during the reporting period[92] - The company had no major contracts related to daily operations during the reporting period[94] - The company had no other major contracts during the reporting period[95] XIII. Explanation of Other Major Matters Some of the company's investment projects funded by raised capital have been postponed, with details disclosed on Juchao Information Network - Some of the company's investment projects funded by raised capital have been postponed; for details, see the "Announcement on the Postponement and Re-evaluation of Certain Investment Projects Funded by Raised Capital" disclosed on Juchao Information Network on August 26, 2025[96] XIV. Major Matters Concerning Company Subsidiaries During the reporting period, the company increased the capital of its subsidiary Jiangsu Acrel by CNY 110 million using raised funds and completed the deregistration of another subsidiary - During the reporting period, the company used CNY 110 million of raised funds to increase the capital of its wholly-owned subsidiary Jiangsu Acrel and has completed the change in registered capital[97] - During the reporting period, the company completed the deregistration of its holding subsidiary, Jiangsu Acrel Microgrid System Technology Co, Ltd[98] Section 6: Changes in Share Capital and Shareholders I. Changes in Share Capital The company's total share capital increased to 250,784,655 shares due to a private placement of 36,068,530 new shares, while a share repurchase program was also implemented - The change in share capital was mainly due to the company's private placement of 36,068,530 ordinary RMB (A-share) stocks to specific investors and changes in executive lock-up shares due to an executive's departure[101][102] - On April 28, 2025, the company approved a share repurchase plan to use CNY 80 million to CNY 150 million of its own funds; as of June 30, 2025, 3,610,900 shares had been repurchased, representing 1.44% of the total share capital, for a total amount of CNY 79,989,840.00[104][105] - After the share capital change, the basic earnings per share for the reporting period was CNY 0.55/share, diluted earnings per share was CNY 0.55/share, and net assets per share attributable to common shareholders was CNY 8.65/share[106] Changes in Share Capital | Item | Before Change (shares) | Before Change (%) | Change (+, -) New Shares | Change (+, -) Other | Change (+, -) Subtotal | After Change (shares) | After Change (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 39,003,664 | 18.17% | 36,068,530 | -48,438 | 36,020,092 | 75,023,756 | 29.92% | | II. Unrestricted Shares | 175,712,461 | 81.83% | | 48,438 | 48,438 | 175,760,899 | 70.08% | | III. Total Shares | 214,716,125 | 100.00% | 36,068,530 | 0.00 | 36,068,530 | 250,784,655 | 100.00% | 2. Changes in Restricted Shares At the end of the reporting period, the company had 75,023,756 restricted shares, primarily comprising executive lock-up shares and shares from a private placement held by various institutional investors, with the latter set to be released on October 17, 2025 Changes in Restricted Shares | Shareholder Name | Opening Restricted Shares | Released This Period | Added This Period | Closing Restricted Shares | Reason for Restriction | Planned Release Date | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Zhou Zhong | 29,398,491 | | | 29,398,491 | Executive Lock-up | 25% of total holdings released annually | | Zhu Fang | 8,983,314 | | | 8,983,314 | Executive Lock-up | 25% of total holdings released annually | | Luo Yelan | 272,859 | | | 272,859 | Executive Lock-up | 25% of total holdings released annually | | Zong Shousong | 193,750 | 48,438 | | 145,312 | Executive Lock-up | 25% released 6 months post-resignation, until 6 months after term expires | | Fang Yan | 155,250 | | | 155,250 | Executive Lock-up | 25% of total holdings released annually | | Caitong Fund - Guosen Securities - Caitong Fund Yuquan 986 Single Asset Management Plan | | | 676,284 | 676,284 | Private Placement Lock-up | October 17, 2025 | | Guangdong Hengjian International Investment Co, Ltd | | | 9,017,132 | 9,017,132 | Private Placement Lock-up | October 17, 2025 | | Shenzhen Newfus Investment Management Co, Ltd - Newfus Xuebao No 5 Private Equity Fund | | | 2,479,711 | 2,479,711 | Private Placement Lock-up | October 17, 2025 | | Wuxi Jintou Capital Private Equity Fund Management Co, Ltd - Wuxi Listed Companies High-Quality Development Fund (LP) | | | 2,254,283 | 2,254,283 | Private Placement Lock-up | October 17, 2025 | | Total | 39,003,664 | 48,438 | 36,068,530 | 75,023,756 | | | II. Securities Issuance and Listing The company issued 36,068,530 ordinary RMB shares (A-shares) to specific investors at CNY 22.18 per share on March 21, 2025, which were listed on April 17, 2025 - This issuance was approved for registration by the China Securities Regulatory Commission under the "Approval for the Registration of Acrel Electric Co, Ltd's Stock Issuance to Specific Objects" (CSRC Permit [2024] No 1260)[113] Securities Issuance and Listing during the Reporting Period | Security Name | Issuance Date | Issuance Price (or Rate) | Issuance Volume | Listing Date | Approved Listing Volume | Disclosure Index | Disclosure Date | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Domestic Listed RMB Ordinary Shares (A-shares) | March 21, 2025 | 22.18 CNY/share | 36,068,530 | April 17, 2025 | 36,068,530 | Juchao Information Network "Acrel's Indicative Announcement on the Listing of Shares Issued to Specific Objects" Announcement No: 2025-013 | April 15, 2025 | III. Number of Shareholders and Shareholding Status At the end of the reporting period, the company had 13,810 common shareholders, with Zhou Zhong and Shanghai Qianhang Investment Co, Ltd being the top two shareholders - At the end of the reporting period, the total number of common shareholders was 13,810[115] - Zhou Zhong holds a 75.24% equity stake (CNY 3.95 million) in Shanghai Qianhang Investment Co, Ltd, indicating a related-party relationship[117] - The Acrel Electric Co, Ltd special repurchase securities account holds 3,610,900 shares[117] Shareholding of Top 10 Shareholders or Those Holding Over 5% | Shareholder Name | Shareholder Type | Shareholding Ratio | Shares Held at Period-End | Change During Period (shares) | Restricted Shares Held | Unrestricted Shares Held | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Zhou Zhong | Domestic Individual | 15.63% | 39,197,988 | 0 | 29,398,491 | 9,799,497 | | Shanghai Qianhang Investment Co, Ltd | Domestic Non-state-owned Corp | 13.88% | 34,800,000 | 0 | 0 | 34,800,000 | | Wu Jianming | Domestic Individual | 6.35% | 15,929,436 | 0 | 0 | 15,929,436 | | Zhu Fang | Domestic Individual | 4.78% | 11,977,752 | 0 | 8,983,314 | 2,994,438 | | Jiang Long | Domestic Individual | 4.16% | 10,420,953 | 0 | 0 | 10,420,953 | | Guangdong Hengjian International Investment Co, Ltd | Domestic Non-state-owned Corp | 3.60% | 9,017,132 | 9,017,132 | 9,017,132 | 0 | | Tang Jianjun | Domestic Individual | 2.51% | 6,284,446 | 0 | 0 | 6,284,446 | | ICBC - Lion Pioneer Hybrid Securities Investment Fund | Other | 1.15% | 2,886,999 | -2,145,500 | 0 | 2,886,999 | | Shenzhen Newfus Investment Management Co, Ltd - Newfus Xuebao No 5 Private Equity Fund | Other | 1.00% | 2,514,111 | 2,514,111 | 2,479,711 | 34,400 | | Wuxi Jintou Capital Private Equity Fund Management Co, Ltd - Wuxi Listed Companies High-Quality Development Fund (LP) | Other | 0.90% | 2,254,283 | 2,254,283 | 2,254,283 | 0 | IV. Changes in Shareholdings of Directors, Supervisors, and Senior Management The shareholdings of the company's directors, supervisors, and senior management did not change during the reporting period - The shareholdings of the company's directors, supervisors, and senior management did not change during the reporting period; details can be found in the 2024 annual report[118] V. Changes in Controlling Shareholder or Actual Controller There were no changes in the company's controlling shareholder or actual controller during the reporting period - The company's controlling shareholder did not change during the reporting period[119] - The company's actual controller did not change during the reporting period[119] VI. Preferred Stock Related Matters The company had no preferred stock during the reporting period - The company had no preferred stock during the reporting period[120] Section 7: Bond-related Matters The company had no bond-related matters during the reporting period - The company had no bond-related matters during the reporting period[122] Section 8: Financial Report I. Audit Report The company's semi-annual financial report has not been audited - The company's semi-annual financial report has not been audited[124] II. Financial Statements This section provides the company's consolidated and parent company financial statements for the first half of 2025, offering a comprehensive view of its financial position, operating results, and cash flows - This section includes the Consolidated Balance Sheet, Parent Company Balance Sheet, Consolidated Income Statement, Parent Company Income Statement, Consolidated Cash Flow Statement, Parent Company Cash Flow Statement, Consolidated Statement of Changes in Owners' Equity, and Parent Company Statement of Changes in Owners' Equity[125][129][133][135][138][141][144][153] 1. Consolidated Balance Sheet As of June 30, 2025, the company's consolidated total assets were CNY 2.561 billion, a 39.63% increase from the beginning of the year, with total liabilities at CNY 391 million and total owners' equity at CNY 2.170 billion Key Data from Consolidated Balance Sheet | Item | Closing Balance (CNY) | Opening Balance (CNY) | | :--- | :--- | :--- | | Total Assets | 2,560,653,623.62 | 1,833,830,264.10 | | Total Current Assets | 2,140,080,709.03 | 1,422,624,326.91 | | Total Non-current Assets | 420,572,914.59 | 411,205,937.19 | | Total Liabilities | 390,916,816.80 | 452,715,759.78 | | Total Owners' Equity | 2,169,736,806.82 | 1,381,114,504.32 | | Total Equity Attributable to Parent Company | 2,168,653,579.32 | 1,380,486,057.14 | 3. Consolidated Income Statement For the first half of 2025, the company's consolidated total operating revenue was CNY 539 million, a 1.54% YoY increase, with net profit attributable to parent company shareholders growing 24.83% to CNY 126 million Key Data from Consolidated Income Statement | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | I. Total Operating Revenue | 538,722,485.37 | 530,551,574.44 | | II. Total Operating Costs | 430,816,203.48 | 443,233,289.13 | | III. Operating Profit | 129,529,938.83 | 106,154,196.12 | | IV. Total Profit | 129,508,755.42 | 105,661,768.34 | | V. Net Profit | 125,521,096.33 | 100,470,938.79 | | Net Profit Attributable to Parent Company Shareholders | 125,566,316.01 | 100,593,463.75 | | VIII. Earnings Per Share: Basic EPS | 0.55 | 0.48 | | VIII. Earnings Per Share: Diluted EPS | 0.55 | 0.47 | 5. Consolidated Cash Flow Statement In H1 2025, net cash flow from operating activities was CNY 89.21 million, up 28.33% YoY, while net cash flow from financing activities was CNY 632 million due to a private placement, resulting in a net increase in cash of CNY 389 million Key Data from Consolidated Cash Flow Statement | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 89,212,559.03 | 69,520,003.36 | | Net Cash Flow from Investing Activities | -332,185,617.41 | -27,810,866.12 | | Net Cash Flow from Financing Activities | 631,620,110.10 | -63,948,646.53 | | Net Increase in Cash and Cash Equivalents | 388,530,324.99 | -22,054,762.82 | | Closing Balance of Cash and Cash Equivalents | 816,763,142.91 | 294,982,475.84 | III. Company Basic Information Acrel Electric Co, Ltd, established in 2003 and listed on the Shenzhen Stock Exchange in 2012, primarily engages in the R&D, production, and sale of enterprise microgrid products and systems - Acrel Electric Co, Ltd was formerly Shanghai Acrel Electric Co, Ltd, registered on June 23, 2003[158] - The company was converted into a joint-stock limited company on April 16, 2009, and was listed on the Shenzhen Stock Exchange on January 13, 2012[158] - As of June 30, 2025, the company's registered capital was CNY 250,784,655, with a total of 250,784,655 shares[158] - The company belongs to the instrument and meter manufacturing industry, with its main business activities being the R&D, production, sales, and service of enterprise microgrid products and systems[158] IV. Basis of Preparation for Financial Statements The company's financial statements are prepared on a going concern basis, with no material uncertainties affecting its continuing operations for the next 12 months - The company's financial statements are prepared on a going concern basis[159] - The company has no events or conditions that cast significant doubt on its ability to continue as a going concern for the 12 months from the end of the reporting period[160] V. Significant Accounting Policies and Estimates This section details the company's specific accounting policies and estimates for key areas such as financial instrument impairment, inventory, and revenue recognition, confirming compliance with enterprise accounting standards - The company has formulated specific accounting policies and estimates for transactions or events such as financial instrument impairment, inventory, fixed asset depreciation, construction in progress, intangible assets, and revenue recognition based on its actual production and operation characteristics[161] - The financial statements prepared by the company comply with the requirements of the Enterprise Accounting Standards, providing a true and complete view of the company's financial position, operating results, and cash flows[162] - The company has a short operating cycle and uses 12 months as the basis for classifying current and non-current assets and liabilities, with the Renminbi (RMB) as its functional currency[164][165] VI. Taxes The company is subject to various taxes including VAT and corporate income tax, and benefits from preferential policies such as VAT rebates for software products and a reduced 15% income tax rate for being a high-tech enterprise Main Taxes and Rates | Tax Type | Tax Base | Rate | | :--- | :--- | :--- | | Value-Added Tax (VAT) | Sales revenue from goods and taxable services | 6%, 9%, 13% | | Urban Maintenance and Construction Tax | Actual amount of turnover tax paid | 5%, 7% | | Corporate Income Tax | Taxable income | 15%, 17%, 25% | | Property Tax | 1.2% of the residual value after a 30% deduction from the original property value, or 12% of rental income | 1.2%, 12% | | Education Surcharge | Actual amount of turnover tax paid | 3% | | Local Education Surcharge | Actual amount of turnover tax paid | 2% | - As high-tech enterprises, the company and its subsidiary Jiangsu Acrel are subject to a reduced corporate income tax rate of 15%[284] - The company enjoys a VAT refund policy for its software products, where the portion of the actual tax burden exceeding 3% is refunded[284] - The company and its subsidiary Jiangsu Acrel qualify as advanced manufacturing enterprises and are eligible for an additional VAT deduction policy[285] VII. Notes to Consolidated Financial Statement Items This section provides detailed disclosures on the balances and changes of various items in the consolidated financial statements, covering assets, liabilities, equity, income, expenses, and cash flows - Cash and bank balances at period-end were CNY 821 million, including CNY 28.10 million held overseas; restricted funds include guarantee deposits and Alibaba account funds[286][287] - Trading financial assets at period-end were CNY 748 million, mainly consisting of bank structured deposits and wealth management products[289] - Accounts receivable at period-end had a carrying amount of CNY 224 million, with a bad debt provision of CNY 19.12 million; the top five debtors accounted for 17.35% of the total balance[298][303] - Share capital at period-end was CNY 251 million, an increase of 36.07 million shares from a private placement; capital reserve was CNY 872 million, up by CNY 749 million from the same placement[381][383] - Treasury stock at period-end was CNY 79.99 million, reflecting an increase of CNY 79.99 million from share repurchases and a decrease of CNY 31.73 million from the sale of shares under the fourth-phase employee stock ownership plan[385] - Operating revenue and cost: Main business revenue was CNY 537 million, a YoY increase of 1.45%; main business cost was CNY 281 million, a YoY increase of 0.10%[393] VIII. R&D Expenditures The company's total R&D expenditure for H1 2025 was CNY 52.10 million, all of which was expensed, primarily consisting of employee compensation and direct inputs R&D Expenditure Composition | Item | Current Period Amount (CNY) | Prior Period Amount (CNY) | | :--- | :--- | :--- | | Employee Compensation | 43,725,130.28 | 45,952,339.42 | | Direct Inputs | 4,115,058.17 | 6,380,087.89 | | Travel Expenses | 664,845.89 | 1,603,756.89 | | Depreciation and Amortization | 1,244,805.00 | 1,399,339.48 | | Office Expenses | 1,724,638.67 | 1,755,086.04 | | Equity-settled Share-based Payment Expenses | | 1,923,700.02 | | Others | 627,545.79 | 672,996.32 | | Total | 52,102,023.80 | 59,687,306.06 | | Of which: Expensed R&D Expenditure | 52,102,023.80 | 59,687,306.06 | IX. Changes in the Scope of Consolidation The scope of consolidation decreased during the reporting period as the holding subsidiary Jiangsu Acrel Microgrid System Technology Co, Ltd was deregistered on June 13, 2025 Decrease in Consolidation Scope | Company Name | Method of Disposal | Date of Disposal | Net Assets on Disposal Date | Net Profit from Period Start to Disposal Date | | :--- | :--- | :--- | :--- | :--- | | Jiangsu Acrel Microgrid System Technology Co, Ltd | Deregistration | June 13, 2025 | 0.00 | 0.00 | X. Equity in Other Entities The company holds equity in several subsidiaries, including Jiangsu Acrel and Acrel Singapore, with ownership stakes of 100% or 95%, all established through investment - All subsidiaries were established through investment[442] Composition of the Corporate Group | Subsidiary Name | Registered Capital (CNY) | Main Place of Business | Business Nature | Shareholding Ratio (Direct) | | :--- | :--- | :--- | :--- | :--- | | Jiangsu Acrel | 326,860,200.00 | Jiangyin City | Manufacturing | 100.00% | | Jiangsu Acrel Microgrid Research Institute Co, Ltd | 35,000,000.00 | Jiangyin City | Manufacturing | 100.00% (Indirect) | | Acrel E-commerce (Shanghai) Co, Ltd | 10,000,000.00 | Shanghai City | Commerce | 100.00% | | Jiangsu Acrel Electric Energy Service Co, Ltd | 30,000,000.00 | Jiangyin City | Manufacturing | 95.00% | | ACREL SINGAPORE PTE.LTD. | 32,135,700.00 | Singapore | Commerce | 100.00% | | Guangzhou Acrel System Integration Co, Ltd | 10,000,000.00 | Guangzhou City | IT Services | 100.00% | XI. Government Subsidies The company had no government subsidies recognized based on receivables at period-end, while deferred income related to asset-based subsidies was CNY 1,457,552.25, and CNY 12,257,919.74 was recognized in current profit and loss - At the end of the reporting pe