东土科技(300353) - 2025 Q2 - 季度财报

Section I Important Notice, Table of Contents, and Definitions This section provides important notices, the report's table of contents, and definitions of key terms for clarity Important Notice The Board of Directors and senior management declare the report's content to be true, accurate, and complete, advising investors to note risks in "Management Discussion and Analysis," with no interim cash dividends, bonus shares, or capital increase from reserves planned - The company's Board of Directors and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions[4] - The company's head, chief accountant, and head of accounting department declare the financial report to be true, accurate, and complete[4] - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period[5] Table of Contents This section outlines the report's overall structure, comprising eight main chapters covering company profile, financial indicators, management discussion and analysis, corporate governance, significant events, share changes and shareholder information, bond-related matters, and financial reports Definitions This section defines common terms used in the report, including company names, controlling shareholders, key subsidiaries, and critical technology concepts like Time-Sensitive Networking (TSN), AUTBUS, and Software-Defined Control, ensuring clear understanding - "Company," "the Company," or "Kyland" refers to Beijing Kyland Technology Co., Ltd[12] - "Controlling Shareholder" and "Actual Controller" refer to Li Ping[12] - TSN (Time-Sensitive Networking) defines time-sensitive mechanisms for Ethernet data transmission, adding determinism and reliability to standard Ethernet[12] - AUTBUS is a domestic new high-speed industrial fieldbus that addresses IPv6 unified addressing and deterministic communication, supporting multi-protocol interconnection in industrial communication[12] - Software-Defined Control refers to allocating and managing chip hardware resources through software, achieving physical isolation of chip micro-resources, independently completing different tasks, and concurrently processing real-time and non-real-time services with real-time collaboration[12] Section II Company Profile and Key Financial Indicators This section provides an overview of the company's basic information and presents key financial data and performance indicators for the reporting period I. Company Profile This section provides fundamental company information, including stock ticker, code, listing exchange, Chinese and English names and abbreviations, and legal representative, offering basic insights for investors Company Basic Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | Kyland | | Stock Code | 300353 | | Stock Exchange | Shenzhen Stock Exchange | | Company's Chinese Name | 北京东土科技股份有限公司 | | Company's Legal Representative | Li Ping | II. Contact Person and Contact Information This section provides contact details for the company's Board Secretary and Securities Affairs Representative, including names, addresses, phone numbers, faxes, and email addresses, facilitating investor communication and information inquiries Company Contact Information | Position | Name | Contact Address | Phone | Fax | Email | | :--- | :--- | :--- | :--- | :--- | :--- | | Board Secretary | Pan Jun | 8th to 12th Floor, Building 2, No. 30 Shixing Street, Shijingshan District, Beijing | 010-88793012 | 010-88799850 | ir@kyland.com | | Securities Affairs Representative | Ke Xueli | 8th to 12th Floor, Building 2, No. 30 Shixing Street, Shijingshan District, Beijing | 010-88793012 | 010-88799850 | ir@kyland.com | III. Other Information This section states that the company's registered address, office address, website, email, information disclosure, and document storage locations, as well as registration status, remained unchanged during the reporting period, with specific details available in the 2024 annual report - The company's registered address, office address, website, and email remained unchanged during the reporting period[16] - Information disclosure and document storage locations remained unchanged during the reporting period[17] - The company's registration status remained unchanged during the reporting period[18] IV. Key Accounting Data and Financial Indicators During the reporting period, the company's operating revenue decreased by 7.13% year-on-year, net profit attributable to shareholders narrowed losses by 4.65%, but net cash flow from operating activities decreased by 58.23%, with both total assets and net assets attributable to shareholders declining Key Accounting Data and Financial Indicators (Consolidated Statements) | Indicator | Current Period (CNY) | Prior Period (CNY) | Change from Prior Period | | :--- | :--- | :--- | :--- | | Operating Revenue | 390,338,121.12 | 420,309,492.82 | -7.13% | | Net Profit Attributable to Shareholders of Listed Company | -88,796,877.44 | -93,129,893.37 | 4.65% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Gains/Losses) | -101,182,308.83 | -109,761,614.36 | 7.82% | | Net Cash Flow from Operating Activities | -159,518,303.31 | -100,816,742.76 | -58.23% | | Basic Earnings Per Share (CNY/share) | -0.14 | -0.15 | 6.67% | | Diluted Earnings Per Share (CNY/share) | -0.14 | -0.15 | 6.67% | | Weighted Average Return on Net Assets | -4.19% | -4.48% | 0.29% | | Indicator | Current Period-End (CNY) | Prior Year-End (CNY) | Change from Prior Year-End | | :--- | :--- | :--- | :--- | | Total Assets | 3,703,450,741.74 | 3,890,373,494.67 | -4.80% | | Net Assets Attributable to Shareholders of Listed Company | 2,079,784,431.24 | 2,161,635,340.26 | -3.79% | V. Differences in Accounting Data Under Domestic and Overseas Accounting Standards The company had no differences in net profit and net assets between financial reports disclosed under International Accounting Standards, overseas accounting standards, and Chinese Accounting Standards during the reporting period - The company had no differences in net profit and net assets between financial reports disclosed under International Accounting Standards and Chinese Accounting Standards during the reporting period[20] - The company had no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese Accounting Standards during the reporting period[21] VI. Non-Recurring Gains and Losses and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to CNY 12,385,431.39, primarily from government grants, disposal gains/losses of non-current assets, and fair value changes of financial assets and liabilities, including special R&D expenses incurred for national scientific research projects Non-Recurring Gains and Losses and Amounts | Item | Amount (CNY) | Notes | | :--- | :--- | :--- | | Disposal gains/losses of non-current assets | 41,271.11 | | | Government grants recognized in current profit or loss | 11,169,722.13 | | | Gains/losses from changes in fair value of financial assets and liabilities held by non-financial enterprises, and gains/losses from disposal of financial assets and liabilities, excluding effective hedge accounting related to normal business operations | 867,616.70 | | | Reversal of impairment provisions for accounts receivable subject to separate impairment testing | 1,923,820.91 | | | Gains/losses from contingent events unrelated to normal business operations | 478,229.40 | | | Other non-operating income and expenses apart from the above | 524,052.65 | | | Other gains/losses meeting the definition of non-recurring gains/losses | -1,463,134.19 | The company incurred special R&D expenses of CNY 1.4631 million for national scientific research projects in the current period, which are not closely related to the company's daily operations | | Less: Income tax impact | 1,126,836.33 | | | Impact on minority interests (after tax) | 29,310.99 | | | Total | 12,385,431.39 | | Section III Management Discussion and Analysis This section provides management's perspective on the company's operations, financial condition, and future outlook, including business activities, core competencies, and risk factors I. Principal Business Activities During the Reporting Period During the reporting period, the company continued to focus on core industrial network and intelligent control technologies, promoting "Software-Defined Control" and "All-IP Industrial Networks," with products categorized into industrial operating systems and software services, intelligent controllers and solutions, and industrial network communications, detailing their operating models and key technical indicators - The company continues to focus on industrial network and intelligent control core technologies, promoting "Software-Defined Control" and "All-IP Industrial Networks" applications[27] - The company's products are categorized into three types: industrial operating systems and related software services, intelligent controllers and solutions, and industrial network communication[27] (I) Business Activities The company's business encompasses industrial software like Hongdao industrial operating system and MaVIEW intelligent control tools, applied in machine tools and robotics; intelligent controllers and solutions serving semiconductor and clean energy sectors; and industrial network communication products such as industrial Ethernet switches, widely used in smart grids and rail transit - Hongdao (Intewell) industrial operating system kernel and some key code have 100% independent intellectual property, offering microsecond-level strong real-time response performance, suitable for various application scenarios such as industrial machine tools, semiconductor equipment, and intelligent robots[29] - MaVIEW intelligent control tool software supports the integration of AI, PLC control, high-speed motion control, and machine vision, empowering industrial embodied robots and general product quality defect detection[30][31] - Kyland intelligent controllers, developed based on the Intewell operating system and MaVIEW software platform, integrate logic control, motion control, machine vision, HMI, databases, and customer applications, ushering in the era of intelligent industrial controllers in China[33] - The company's industrial communication products (e.g., independently controllable industrial Ethernet switches, TSN communication equipment) hold a leading position among domestic industrial communication manufacturers, widely applied in smart grids, nuclear power, rail transit, and other industries[39][40] (II) Operating Model The company's industrial operating system adopts a direct sales model, driving industry promotion through demonstration projects; intelligent controller and industrial network communication businesses use a "key account strategy + regional deep cultivation + industry sales" marketing model, combining direct sales and agency distribution; industrial internet solutions are project-demand-oriented, providing customized solutions - Industrial operating system products primarily serve defense and industrial clients, adopting a direct sales model to drive industry promotion through demonstration projects[43] - Intelligent controller and industrial network communication businesses employ a "key account strategy + regional deep cultivation + industry sales" marketing model, combining direct sales, agency distribution, integrators, industry partners, and e-commerce platforms[48] - Industrial Internet solutions are guided by actual project demands, collaborating with clients through bidding or negotiation to provide customized solutions[52] - The company's production is mainly multi-variety, small-to-medium batch, combining standard and customized products, primarily through in-house production supplemented by outsourced processing[47] 1. Key Technical or Performance Indicators Applicable to Products or Services The company's industrial Ethernet switches feature 100% wire-speed forwarding throughput, an average store-and-forward latency of less than 10μs, and zero frame loss rate, integrating Time-Sensitive Networking (TSN) characteristics such as IEEE802.1AS and Qbv - Industrial Ethernet switch throughput achieves 100% wire-speed forwarding[52] - Average store-and-forward latency is less than 10μs[53] - Frame loss rate is 0[54] - Time-Sensitive Networking (TSN) features include IEEE802.1AS precise clock synchronization, IEEE802.1Qbv time-aware shaper, IEEE802.1Qbu/br frame preemption, IEEE802.1Qcc configuration management, and IEEE802.1CB redundancy[55] 2. Production, Operations, and Investment Projects During the reporting period, the company's industrial network communication product production and sales volume were affected by product structure changes, with sales increasing by 37.31% year-on-year, but gross profit margin decreased by 5.97% due to a higher proportion of customized products for major clients Industrial Network Communication Product Production and Sales | Indicator | Current Period | Prior Period | Change | | :--- | :--- | :--- | :--- | | Capacity (Units) | 400,000 | 400,000 | No change | | Production Volume (Units) | 209,382 | 166,938 | Growth of 25.43% | | Sales Volume (Units) | 195,179 | 142,144 | Growth of 37.31% | | Operating Revenue (CNY 10,000s) | 26,923.03 | 27,302.45 | Decrease of 1.39% | | Gross Profit Margin | 38.16% | 44.13% | Decrease of 5.97% | - Industrial network communication product production and sales volume were primarily affected by changes in the internal product structure, with some large client customized products having relatively lower gross profit margins[55] 3. Orders Obtained Through Bidding During the reporting period, the company did not disclose specific details of orders obtained through bidding 4. Progress of Major Investment Projects During the reporting period, the company did not disclose the progress of any ongoing major investment projects II. Analysis of Core Competencies The company's core competencies include full-stack independent R&D, secure and controllable localization solutions, an industrial operating system ecosystem covering mainstream domestic and international chip manufacturers, comprehensive industrial-grade product quality assurance, sustained R&D investment, and intellectual property advantages, alongside a leading position in industry standard setting and certifications - The company's core products, from chip and software R&D to hardware manufacturing, are fully independently controllable, forming an industrial internet "root technology" system capable of creating fully localized solutions[56] - Hongdao (Intewell) industrial operating system is the only domestic industrial operating system that has signed strategic cooperation agreements with three international chip giants (NXP, Intel, Qualcomm) and covers mainstream domestic chips, establishing a global network of over 300 software and hardware partners[57][58] - The company has over 20 years of experience serving demanding clients in power, rail transit, and other sectors, with products boasting an MTBF (Mean Time Between Failures) exceeding 100,000 hours and having received IRIS certification for 10 consecutive years[59] R&D Investment | Year/Period | R&D Investment Amount (CNY 100 million) | R&D Investment as % of Operating Revenue | | :--- | :--- | :--- | | 2022 | 2.2 | 19.96% | | 2023 | 2.55 | 21.93% | | 2024 | 3.03 | 29.44% | | H1 2025 | 1.09 | 27.80% | - As of June 30, 2025, the company and its subsidiaries have obtained a total of 1,029 authorized invention patents domestically and internationally[60] - The company has led the formulation of 6 international standards and 36 national standards, participated in the formulation of 2 international standards, and undertaken multiple national, municipal, and district-level major government R&D projects[61][62] III. Analysis of Principal Business In the first half, the company optimized its business structure and fostered high-margin businesses in line with new industrialization and industrial AI trends. Gross profit margin for industrial operating systems and related software services increased by 11.56%, with orders growing by 72.35%; intelligent controller business orders increased by 93.41%. The company made progress in embodied robotics, smart manufacturing, industrial AI applications, national key R&D programs, and overseas market expansion, while deepening refined management to enhance profitability - The company systematically assessed the development trends of industrial digitalization and intelligence, actively adapting to industrial transformation needs through technological innovation and business optimization, solidifying its underlying technology system for industrial neural networks and intelligent industrial control, and strengthening core competitiveness[63] - The company launched the "Hongdao" embodied robot operating system, pioneering a "brain" and "cerebellum" fusion solution that significantly reduces power consumption and extends battery life, and established a strategic partnership with Hygon Information to promote a full-stack localized solution[66] - In the semiconductor industry, the company has built a full-stack localized system-level solution, from underlying domestic industrial operating systems and controller hardware to upper-layer MaVIEW software, achieving batch scenario implementation in multiple machine types such as etching and cleaning[67][68] - In industrial AI applications, the company completed technical iterations of its unmanned intelligent tower crane system, achieving automatic path planning, dynamic anti-sway, and multi-crane collaboration, and obtained a patent for automatic tower crane avoidance[68] - Intelligent transportation business achieved a 150.4% year-on-year increase in sales orders, pioneering integrated active recognition and edge linkage control technology[69] - The company joined the global Open Automation Organization (UAO) and, as a core unit, participated in a national key R&D program to develop a new interactive intelligent control system, contributing to the high-quality development of process industries[70][71] - The company actively promotes the integrated innovative application of Time-Sensitive Networking (TSN) and AUTBUS industrial broadband bus technology, making progress in the power, hydropower, and defense sectors[72][73] - Overseas business delivered multiple projects in Turkey, Southern Europe, and Spain, continuously promoting the international adoption of the AUTBUS protocol, and intensifying market expansion in countries like India and the Middle East[74] H1 2025 Principal Business Financial Data | Indicator | Current Period (CNY) | Prior Period (CNY) | Year-on-Year Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 390,338,121.12 | 420,309,492.82 | -7.13% | Decrease in intelligent controller and solution business revenue | | Net Profit Attributable to Shareholders of Listed Company | -88,796,877.44 | -93,129,893.37 | 4.65% | Loss reduction of CNY 4.333 million year-on-year | | Selling Expenses | 75,322,682.18 | 84,319,087.42 | -10.67% | Sales team structure adjustment improved operational efficiency | | Administrative Expenses | 70,161,152.91 | 74,010,235.60 | -5.20% | Organizational structure optimization, refined management | | Financial Expenses | 13,642,581.24 | 10,642,609.42 | 28.19% | Decrease in average fund balance, reduction in interest income | | Income Tax Expense | 1,006,166.20 | -3,437,222.64 | 129.27% | Income tax expense accrued for some profitable subsidiaries | | R&D Investment | 108,531,958.47 | 155,735,483.73 | -30.31% | Organizational structure optimization and resource integration, optimization of employee compensation expenses | | Net Cash Flow from Operating Activities | -159,518,303.31 | -100,816,742.76 | -58.23% | Decrease in sales collections, reduction in government grants | | Net Cash Flow from Investing Activities | 14,366,598.46 | -88,974,841.56 | 116.15% | Redemption of unexpired wealth management products, recovery of investment funds | | Net Cash Flow from Financing Activities | 25,927,097.06 | 507,152.10 | 5,012.29% | New borrowings, increase in cash inflow from financing activities | | Net Increase in Cash and Cash Equivalents | -117,471,195.16 | -189,309,381.59 | 37.95% | Decrease in sales collections, reduction in government grants | Operating Revenue, Cost, and Gross Profit Margin by Product or Service | Product or Service | Operating Revenue (CNY) | Operating Cost (CNY) | Gross Profit Margin | Change in Operating Revenue from Prior Period | Change in Operating Cost from Prior Period | Change in Gross Profit Margin from Prior Period | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Industrial Network Communication | 269,230,339.13 | 166,479,564.97 | 38.16% | -1.39% | 9.14% | -5.97% | | Intelligent Controllers and Solutions | 78,266,001.02 | 63,551,688.12 | 18.80% | -22.99% | -9.34% | -12.23% | | Industrial Operating Systems and Related Software Services | 42,841,780.97 | 9,334,491.57 | 78.21% | -6.16% | -38.70% | 11.56% | - The decrease in industrial network communication gross profit margin was primarily due to an increased proportion of revenue from customized switches for major clients, which have lower gross profit margins in the current period[78] - The decline in intelligent controller and solution business revenue was mainly affected by a weaker overall market environment and outstanding orders for some controller businesses that have not yet been delivered[78] - The gross profit margin for industrial operating systems and related software services increased by 11.56% year-on-year, primarily due to an increased proportion of licensing fee revenue, driving overall profitability improvement[79] IV. Analysis of Non-Principal Business During the reporting period, the company's non-principal businesses primarily included investment income, fair value change gains/losses, asset impairment, and non-operating income and expenses, with investment income and fair value change gains/losses being non-sustainable, while asset impairment is sustainable Non-Principal Business Analysis | Item | Amount (CNY) | Percentage of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 2,396,341.93 | -2.61% | Dividends from associates, investment income accounted for by equity method, and wealth management product income | No | | Fair Value Change Gains/Losses | -1,718,006.23 | 1.87% | Fair value changes of financial assets held for trading | No | | Asset Impairment | -15,596,416.24 | 17.01% | Impairment losses recognized for accounts receivable, contract assets, inventory, etc | Yes | | Non-Operating Income | 327,106.74 | -0.36% | Income from contract penalties, etc | No | | Non-Operating Expenses | 238,217.02 | -0.26% | Expenses from contract penalties, donations, etc | No | V. Analysis of Assets and Liabilities As of the end of the reporting period, both the company's total assets and net assets attributable to shareholders decreased. The reduction in monetary funds was primarily due to decreased sales collections; a decrease in short-term borrowings and an increase in long-term borrowings reflect the company's debt structure optimization, replacing some short-term debt with long-term debt to alleviate short-term repayment pressure - The company's total assets at period-end were CNY 3,703,450,741.74, a 4.80% decrease from the prior year-end[19] - Net assets attributable to shareholders of the listed company at period-end were CNY 2,079,784,431.24, a 3.79% decrease from the prior year-end[19] 1. Significant Changes in Asset Composition As of the end of the reporting period, the company's monetary funds decreased due to reduced sales collections, while short-term borrowings decreased and long-term borrowings increased, reflecting the company's debt structure optimization by replacing some short-term debt with long-term debt to reduce short-term repayment pressure Significant Changes in Asset Composition | Item | Current Period-End Amount (CNY) | % of Total Assets | Prior Year-End Amount (CNY) | % of Total Assets | Change in Proportion | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 420,751,144.79 | 11.36% | 549,172,181.14 | 14.12% | -2.76% | Sales collections decreased in the current period | | Short-Term Borrowings | 690,336,007.89 | 18.64% | 733,496,503.22 | 18.85% | -0.21% | Optimized debt structure, replaced some short-term borrowings with long-term borrowings to reduce short-term repayment pressure | | Long-Term Borrowings | 38,000,000.00 | 1.03% | 0.00 | 0.00% | 1.03% | Optimized debt structure, replaced some short-term borrowings with long-term borrowings to reduce short-term repayment pressure | 2. Major Overseas Assets The company did not disclose specific details of its major overseas assets during the reporting period 3. Assets and Liabilities Measured at Fair Value As of the end of the reporting period, the company's financial assets measured at fair value totaled CNY 676,169,545.58, a decrease from CNY 760,286,040.03 at the beginning of the period, primarily due to the sale and fair value changes of financial assets held for trading Changes in Financial Assets Measured at Fair Value | Item | Beginning Balance (CNY) | Fair Value Change Gains/Losses for Current Period (CNY) | Purchases for Current Period (CNY) | Sales for Current Period (CNY) | Period-End Balance (CNY) | | :--- | :--- | :--- | :--- | :--- | :--- | | Financial Assets Held for Trading | 112,550,043.96 | 478,229.40 | 235,000,000.00 | 320,000,000.00 | 28,028,273.36 | | Other Equity Instrument Investments | 489,988,070.81 | 0.00 | 0.00 | 0.00 | 489,988,070.81 | | Other Non-Current Financial Assets | 157,747,925.26 | -2,196,235.63 | 4,600,000.00 | 1,998,488.22 | 158,153,201.41 | | Subtotal Financial Assets | 760,286,040.03 | -1,718,006.23 | 239,600,000.00 | 321,998,488.22 | 676,169,545.58 | 4. Asset Rights Restricted as of the End of the Reporting Period As of the end of the reporting period, details of the company's restricted asset rights are provided in Section X, "Assets with Restricted Ownership or Use Rights," of this report - As of the end of the reporting period, the company's asset rights restricted situation is detailed in Section X, "Assets with Restricted Ownership or Use Rights," of this report[89] VI. Analysis of Investment Status During the reporting period, the company's total investment increased by 31.18% year-on-year, primarily involving capital-raised investment projects such as digital factory intelligent control solutions, digital construction and intelligent engineering equipment control solutions, and R&D training and exhibition centers, with adjustments made to these projects. The company also engaged in entrusted wealth management but had no derivative investments or entrusted loans Report Period Investment Amount | Indicator | Investment Amount for Reporting Period (CNY) | Investment Amount for Prior Period (CNY) | Change | | :--- | :--- | :--- | :--- | | Total Investment | 85,775,056.64 | 65,387,907.68 | 31.18% | 1. Overall Situation During the reporting period, the company's total investment amounted to CNY 85,775,056.64, representing a 31.18% increase compared to the same period last year Report Period Investment Amount | Indicator | Investment Amount for Reporting Period (CNY) | Investment Amount for Prior Period (CNY) | Change | | :--- | :--- | :--- | :--- | | Total Investment | 85,775,056.64 | 65,387,907.68 | 31.18% | 2. Significant Equity Investments Acquired During the Reporting Period The company did not acquire any significant equity investments during the reporting period 3. Significant Non-Equity Investments in Progress During the Reporting Period The company did not have any significant non-equity investments in progress during the reporting period 4. Financial Assets Measured at Fair Value The company did not disclose specific details of financial assets measured at fair value during the reporting period 5. Use of Raised Funds As of June 30, 2025, the company had cumulatively invested CNY 422.2313 million in raised funds, with a utilization rate of 48.26%. Some capital-raised investment projects (e.g., digital factory intelligent control solutions) were modified, adjusting investment amounts and implementation methods, and a new "Ubiquitous Industrial Operating System Project" was added Overall Use of Raised Funds | Fundraising Year | Fundraising Method | Total Raised Funds (CNY 10,000s) | Net Raised Funds (CNY 10,000s) | Total Raised Funds Used in Current Period (CNY 10,000s) | Total Raised Funds Used Cumulatively (CNY 10,000s) | Raised Funds Utilization Rate at Period-End | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | 2023 | Issuance of shares to specific targets | 87,500 | 87,500 | 4,971.5 | 42,223.13 | 48.26% | - As of June 30, 2025, the company had cumulatively invested a total of CNY 422.2313 million in raised funds, with an unused balance of CNY 461.0511 million[93] - On October 24, 2024, the company approved the "Proposal on Adding New Capital-Raised Investment Projects and Changing Some Capital-Raised Investment Projects," adding the "Ubiquitous Industrial Operating System Project" and adjusting investment amounts and implementation methods for projects such as the "Digital Factory Intelligent Control Solution Project"[96] - On June 4, 2025, the company approved the "Proposal on Changing Some Capital-Raised Investment Projects," reallocating CNY 50 million from the original "Ubiquitous Industrial Operating System Project" to the "Digital Factory Intelligent Control Solution Project"[100] 6. Entrusted Wealth Management, Derivative Investments, and Entrusted Loans During the reporting period, the company engaged in entrusted wealth management with bank wealth management products, including CNY 5 million from自有资金 (own funds) and CNY 90 million from raised funds. The company had no derivative investments or entrusted loans during the reporting period Overview of Entrusted Wealth Management During the Reporting Period | Specific Type | Source of Entrusted Funds | Amount of Entrusted Wealth Management (CNY 10,000s) | Unexpired Balance (CNY 10,000s) | Overdue Unrecovered Amount (CNY 10,000s) | | :--- | :--- | :--- | :--- | :--- | | Bank Wealth Management Products | Own Funds | 500 | 500 | 0 | | Bank Wealth Management Products | Raised Funds | 9,000 | 0 | 0 | | Total | | 9,500 | 500 | 0 | - The company had no derivative investments during the reporting period[102] - The company had no entrusted loans during the reporting period[103] VII. Significant Asset and Equity Disposals The company did not undertake any significant asset or equity disposals during the reporting period - The company did not dispose of any significant assets during the reporting period[104] - The company did not dispose of any significant equity during the reporting period[105] VIII. Analysis of Major Holding and Participating Companies During the reporting period, the company's major subsidiary, Shanghai Kyland Intelligent Technology Development Co., Ltd., had total assets of CNY 1,038.3814 million and a net loss of CNY 13.8253 million. The company also adjusted its subsidiary structure through mergers, liquidations, and new establishments, but these changes did not significantly impact current net profit Financial Performance of Major Subsidiary Shanghai Kyland Intelligent Technology Development Co., Ltd | Company Name | Company Type | Registered Capital (CNY) | Total Assets (CNY 10,000s) | Net Assets (CNY 10,000s) | Operating Revenue (CNY 10,000s) | Net Profit (CNY 10,000s) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Shanghai Kyland Intelligent Technology Development Co., Ltd | Subsidiary | 533,884,058.00 | 103,838.14 | 44,725.68 | 15,318.62 | -1,382.53 | Acquisition and Disposal of Subsidiaries During the Reporting Period | Company Name | Method of Acquisition and Disposal of Subsidiaries During the Reporting Period | Impact on Overall Production, Operations, and Performance | | :--- | :--- | :--- | | Kyland Huihe Technology Co., Ltd | Absorption merger (industrial and commercial change completed) | No impact on current net profit | | Kyland Huasheng Technology Co., Ltd | Absorption merger (industrial and commercial change completed) | No impact on current net profit | | Inner Mongolia Kyland Zhixing Technology Co., Ltd | Deregistration | No impact on current net profit | | Shanghai Kehong Chuangzhi Technology Co., Ltd | New establishment | Current net profit CNY 0 | | Nanjing Dachao Zhijian Technology Co., Ltd | New establishment | Current net profit CNY 0 | | Guangzhou Lingyun Technology Investment Partnership (Limited Partnership) | New establishment | Current net profit -CNY 0.03 million | IX. Structured Entities Controlled by the Company The company had no controlled structured entities during the reporting period X. Risks Faced by the Company and Countermeasures The company faces operational risks, new technology R&D risks, risks of declining gross profit margins due to intensified competition, management risks, accounts receivable risks, and defense product pricing review risks, actively responding through increased market expansion, continuous R&D innovation, strengthening independent control, improving internal control mechanisms, strict credit management, and optimizing pricing strategies - The company faces operational risks, such as potential market demand decline due to macroeconomic deterioration. Countermeasures include increasing market expansion, continuous cutting-edge technology R&D, exploring customer needs, and strengthening refined management to enhance profitability[109] - The company faces new technology R&D risks, as many R&D products are high-tech products that are nationally scarce and urgently needed, involving significant technical difficulty, long development cycles, and high R&D investment. Countermeasures include cultivating high-level R&D teams, continuously tracking industry dynamics, precise R&D, and strengthening cooperation with universities and research institutions[110] - The company faces the risk of declining gross profit margins due to intensified competition. Countermeasures include adhering to an independently controllable and secure business strategy, increasing R&D investment in cutting-edge technologies and products, continuous innovation and optimization, and strict management of product development, design, procurement, production, and service processes[111][112] - The company faces management risks due to continuous rapid growth in assets, production and sales, and personnel scale, which places higher demands on resource integration, market development, R&D and quality management, internal control systems, and organizational structure. Countermeasures include continuously improving internal control mechanisms and subsidiary management systems, and strengthening management and control over business operations, financial activities, and external investments[113] - The company faces accounts receivable risk, with a net amount of CNY 807.1984 million in accounts receivable at the end of the reporting period. Countermeasures include establishing credit risk control systems, strictly assessing customer creditworthiness, and ensuring controllable risk through quarterly credit rating monitoring and monthly aging analysis reviews[114] - The company faces defense product pricing review risk, which may lead to fluctuations in revenue and performance. Countermeasures include continuously improving the product system, enhancing performance, emphasizing quality and service assurance levels, and primarily using contract prices or historical prices of similar products as provisional prices to ensure controllable pricing review risk[115][116] XI. Registration Form for Research, Communication, Interview, and Other Activities During the Reporting Period During the reporting period, the company hosted multiple on-site research visits from institutional investors, including China Asset Management, Penghua Fund, and Noah Fund, engaging in communication and providing relevant information on investor concerns - On March 14, 2025, the company hosted on-site research visits from institutional investors including China Asset Management, Penghua Fund, and Noah Fund[117] - On April 1, 2025, the company hosted on-site research visits from institutional investors including Nuanyixin Investment Management Co., Ltd. and Noah Fund[117] - On April 24, 2025, the company hosted on-site research visits from institutional investors including Bosera Asset Management, Western Securities, and CITIC Securities[117] XII. Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company did not formulate a market value management system or disclose a valuation enhancement plan during the reporting period - The company has not formulated a market value management system[118] - The company has not disclosed a valuation enhancement plan[118] XIII. Implementation of "Quality and Return Dual Improvement" Action Plan The company did not disclose an announcement regarding the "Quality and Return Dual Improvement" action plan during the reporting period - The company did not disclose an announcement regarding the "Quality and Return Dual Improvement" action plan[119] Section IV Corporate Governance, Environment, and Society This section details the company's corporate governance structure, environmental protection efforts, and social responsibility initiatives, including changes in key personnel and employee incentive plans I. Changes in Directors, Supervisors, and Senior Management During the reporting period, the company experienced multiple changes in its directors, supervisors, and senior management, including the departure, dismissal, appointment, and election of independent directors, board secretaries, directors, and financial controllers, to meet company development and management needs Changes in Directors, Supervisors, and Senior Management | Name | Position | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Huang Dehan | Independent Director | Term expired | February 05, 2025 | Re-election | | Wu Jianguo | Board Secretary | Term expired | February 05, 2025 | Re-election | | Xue Baihua | Director | Resignation | April 24, 2025 | Personal reasons | | Yang Xiaoteng | Director | Resignation | April 24, 2025 | Personal reasons | | Li Xia | Financial Controller | Dismissal | May 20, 2025 | Job transfer | | Zhu Hongyuan | Financial Controller | Appointment | May 21, 2025 | Appointment | | Pan Jun | Board Secretary | Appointment | May 21, 2025 | Appointment | | Qi Huaijin | Independent Director | Elected | February 05, 2025 | Elected | | Liu Dong | Director | Elected | May 14, 2025 | Elected | | Wang Xiaojun | Director | Elected | May 14, 2025 | Elected | II. Profit Distribution and Capital Reserve Conversion to Share Capital in the Current Reporting Period The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period[121] III. Implementation of Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company canceled a portion of granted but unvested restricted shares from the 2022 incentive plan and launched the 2025 stock option incentive plan, granting a total of 6.6667 million stock options to grantees, with an exercise price of CNY 15.00 per option - Due to the departure of some grantees and the failure to meet the 2024 company-level performance assessment, the company canceled 3.255 million restricted shares from the 2022 restricted stock incentive plan that had been granted but not yet vested[122] - The company plans to implement a 2025 stock option incentive plan, granting a total of 6.6667 million stock options to grantees, including 5.3333 million shares for initial grant and 1.3333 million shares for reserved grant, with an exercise price of CNY 15.00 per option[123] - On March 10, 2025, the company initially granted 5.333333 million stock options to 30 grantees, completing registration on April 10[123] - On May 21, 2025, the company reservedly granted 1.333333 million stock options to 24 grantees, completing registration on June 13[124] IV. Environmental Information Disclosure The company is 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[126] V. Social Responsibility The company prioritizes social responsibility, striving for a harmonious balance between economic and social benefits. It protects shareholder and creditor rights by improving governance and ensuring information disclosure; safeguards employee rights by adhering to a "people-oriented" approach, providing a healthy and safe work environment; upholds "tax compliance and integrity" in taxation; and actively responds to "carbon peaking and carbon neutrality" initiatives by promoting comprehensive energy efficiency management solutions - The company prioritizes social responsibility, focusing on customer needs, providing low-energy consumption and high-efficiency industrial internet solutions, and actively responding to policies on domestic autonomous and controllable alternatives and industrial internet technology innovation[126] - The company strictly adheres to laws and regulations, improves its corporate governance structure, safeguards shareholders' rights to information, participation, and dividends, and communicates with investors through multiple channels[127] - The company adheres to a "people-oriented" approach, respects employee dignity, protects legal rights, provides a healthy and safe working environment, and continuously improves its welfare system[128] - The company upholds the principle of "tax compliance and integrity," accurately accounting for operating results and fulfilling tax obligations according to law[129] - The company actively responds to the "carbon peaking and carbon neutrality" action plan, launching a series of energy efficiency management comprehensive solutions to achieve digital and intelligent energy monitoring systems for clean energy use, carbon reduction, and efficiency improvement[130] Section V Significant Matters This section covers significant events and commitments, including compliance with undertakings, related party transactions, litigation, and other material developments affecting the company I. Commitments Fulfilled and Overdue Unfulfilled Commitments by Controlling Shareholder, Shareholders, Related Parties, Acquirers, and the Company During and as of the End of the Reporting Period During the reporting period, some of the company's commitments were fulfilled, but a portion of Tuoming Technology's performance compensation commitment remains outstanding, for which the company has recovered some compensation and shares through litigation and enforcement. Controlling shareholder Li Ping's commitments regarding non-competition, related party transactions, fund occupation, and share lock-up were all fulfilled on time - Tuoming Technology's performance commitments for 2015-2018 were not fully met, with actual net profit of CNY 217.6325 million, achieving 90.41% of the target[39] - As of now, performance commitment parties Chang Qing, Wang Guanshan, Jiang Yong, and Beijing Huizhi Lixin Technology Co., Ltd. have completed their performance compensation; Song Yongqing has not yet completed his performance compensation[39] - The company has initiated litigation and enforced collection against Song Yongqing for unfulfilled compensation, having received CNY 8,600,736.15 in enforcement funds, and 2,701,549 shares held by Song Yongqing have been transferred to the company's buyback special securities account[134] - Controlling shareholder Li Ping's commitments regarding non-competition, related party transactions, fund occupation, and share lock-up were all fulfilled on time[132] II. Non-Operating Fund Occupation by Controlling Shareholder and Other Related Parties of the Listed Company The company had no non-operating fund occupation by controlling shareholders or other related parties of the listed company during the reporting period - The company had no non-operating fund occupation by controlling shareholders or other related parties of the listed company during the reporting period[135] 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[136] IV. Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was unaudited - The company's semi-annual report was unaudited[137] V. Explanation by the Board of Directors and Audit Committee on the Accounting Firm's "Non-Standard Audit Report" for the Current Reporting Period The company did not receive a "non-standard audit report" from the accounting firm during the reporting period VI. Explanation by the Board of Directors on the "Non-Standard Audit Report" for the Prior Year The company did not receive a "non-standard audit report" from the accounting firm during the reporting period VII. Bankruptcy and Reorganization Matters The company had no bankruptcy and reorganization matters during the reporting period - The company had no bankruptcy and reorganization matters during the reporting period[139] VIII. Litigation Matters The company is involved in significant equity transfer dispute litigation with Song Yongqing, having received partial enforcement funds and planning to cancel the remaining shares. Additionally, the company and its subsidiaries are involved in other litigation and arbitration matters not meeting the threshold for significant disclosure - The company's equity transfer dispute litigation with Song Yongqing has concluded with a final judgment, and the company has received CNY 2,092,553.73 in enforcement funds, and will actively take measures to protect the legitimate rights and interests of the company and its shareholders[140] - The company's contract dispute litigation with Song Yongqing has concluded with a final judgment, and the company has received CNY 8,600,736.79 in enforcement funds, with 2,701,549 shares held by Song Yongqing transferred to the company's buyback special securities account, and the company will apply for share cancellation procedures[140][141] Summary of Other Litigation Matters | Basic Information of Litigation (Arbitration) | Amount Involved (CNY 10,000s) | Provision for Contingent Liabilities Formed | Litigation (Arbitration) Progress | | :--- | :--- | :--- | :--- | | Summary of other litigation matters where the company and its subsidiaries are plaintiffs, not meeting the threshold for significant litigation disclosure | 3,540.99 | No | Under review/arbitration/enforcement | | Summary of other litigation matters where the company and its subsidiaries are defendants, not meeting the threshold for significant litigation disclosure | 180.20 | No | Under review/arbitration/enforcement | IX. Penalties and Rectification The company's controlling shareholder, Li Ping, received a warning letter from the Beijing Regulatory Bureau for violating information disclosure and listed company acquisition regulations. Mr. Li Ping has committed to strictly implement rectification measures and enhance awareness of compliant operations - The company's controlling shareholder, Li Ping, received a warning letter from the Beijing Regulatory Bureau for violating the "Measures for the Administration of Information Disclosure by Listed Companies" and the "Measures for the Administration of Acquisitions of Listed Companies"[143] - Mr. Li Ping has committed to strictly implement rectification work as required by the Beijing Securities Regulatory Bureau, enhance awareness of compliant operations, and strictly fulfill information disclosure obligations[144] X. Integrity Status of the Company, its Controlling Shareholder, and Actual Controller The company did not disclose the integrity status of the company, its controlling shareholder, or actual controller during the reporting period XI. Significant Related Party Transactions During the reporting period, the company engaged in related party transactions involving the purchase and sale of goods, and provision and acceptance of labor, but there were no significant related party transactions unrelated to ordinary operations, such as asset or equity acquisitions/disposals, joint external investments, related party receivables/payables, or transactions with finance companies Related Party Transactions for Purchase and Sale of Goods/Acceptance of Services | Related Party | Related Transaction Content | Amount for Current Period (CNY) | Approved Transaction Limit (CNY 10,000s) | Exceeded Transaction Limit | Amount for Prior Period (CNY) | | :--- | :--- | :--- | :--- | :--- | :--- | | Related Party A | Purchase of goods and acceptance of services | 5,414,598.92 | 6,000 | No | 2,486,776.80 | | Related Party B | Purchase of goods and acceptance of services | 186,974.92 | 6,000 | No | 321,566.51 | | Related Party C | Purchase of goods and acceptance of services | 53,190.46 | 6,000 | No | 26,548.68 | | Beijing Jinggonghui Technology Co., Ltd | Purchase of goods and acceptance of services | 1,346,359.05 | 800 | No | 415,624.85 | Related Party Transactions for Sale of Goods/Provision of Services | Related Party | Related Transaction Content | Amount for Current Period (CNY) | Amount for Prior Period (CNY) | | :--- | :--- | :--- | :--- | | Related Party A | Sale of goods and provision of services | 3,411,134.04 | 5,424,587.16 | | Related Party B | Sale of goods and provision of services | 3,669.81 | 1,145,866.42 | | Related Party D | Sale of goods and provision of services | 353,797.78 | 0.00 | | Shandong Chuangzhihui Technology Co., Ltd | Sale of goods and provision of services | 1,162,059.16 | 2,839,937.00 | | Beijing Jinggonghui Technology Co., Ltd | Sale of goods and provision of services | 336,140.70 | 511,506.35 | - The company had no related party transactions unrelated to ordinary operations during the reporting period[145] - The company had no related party transactions involving asset or equity acquisitions/disposals during the reporting period[146] - The company had no related party transactions involving joint external investments during the reporting period[147] - The company had no related party receivables or payables during the reporting period[148] XII. Significant Contracts and Their Performance During the reporting period, the company had no trusteeship, contracting, or leasing matters. The company provided several joint liability guarantees for its subsidiaries, with approved guarantee limits totaling CNY 106.9 million, actual guarantees totaling CNY 118.9282 million, and an outstanding guarantee balance of CNY 169.9282 million at period-end, representing 8.17% of the company's net assets. The company had no other significant contracts in ordinary operations - The company had no trusteeship, contracting, or leasing arrangements during the reporting period[152][153][154] Company Guarantees for Subsidiaries | Name of Guaranteed Party | Announcement Date of Guarantee Limit | Guarantee Limit (CNY 10,000s) | Actual Occurrence Date | Actual Guarantee Amount (CNY 10,000s) | Guarantee Type | Guarantee Period | Fulfilled | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Beijing Feixun Digital Technology Co., Ltd | March 06, 2023 | 1,000 | March 25, 2025 | 400 | Joint and several liability guarantee | 3 years | No | | Shanghai Kyland Intelligent Technology Development Co., Ltd | April 10, 2024 | 1,000 | September 26, 2024 | 1,000 | Joint and several liability guarantee | 1 year | No | | Beijing Kyland Junyue Technology Co., Ltd | June 05, 2024 | 1,000 | June 23, 2025 | 1,000 | Joint and several liability guarantee | 3 years | No | | Beijing Keyin Jingcheng Technology Co., Ltd | November 20, 2024 | 1,000 | September 30, 2024 | 1,000 | Joint and several liability guarantee | 1 year | No | | Kyland Technology (Yichang) Co., Ltd | March 04, 2025 | 4,000 | May 13, 2025 | 412.82 | Joint and several liability guarantee | 1 year | No | | Beijing Kyland Tuoming Technology Co., Ltd | March 04, 2025 | 1,000 | March 10, 2025 | 1,000 | Joint and several liability guarantee | 1 ye