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申华控股(600653) - 2025 Q2 - 季度财报

Section I Definitions This section provides definitions of common terms used in the report, including the company itself, major subsidiaries, and related parties, to ensure clear understanding Definitions of Common Terms This chapter provides definitions of common terms used in the report, including the company itself, major subsidiaries, and related parties, to ensure clear understanding - The report defines "The Company, the Group, the Company, Shenhua Holdings" as Liaoning Shenhua Holdings Co., Ltd. (including subsidiaries)17 - Definitions of abbreviations for multiple related parties and subsidiaries are listed, such as Shenqi Group, Liaoning Huasheng, Huachen Group, and Lujin Shenhua17 Section II Company Profile and Key Financial Indicators This section outlines the company's basic information, contact details, changes in registration, information disclosure, stock overview, and key financial performance indicators 1. Company Information This section outlines the company's basic registration information, including its Chinese name, abbreviation, foreign name and its abbreviation, and legal representative - The company's Chinese name is Liaoning Shenhua Holdings Co., Ltd., abbreviated as Shenhua Holdings14 - The company's legal representative is Gao Xinggang14 2. Contact Persons and Information This section provides contact information for the company's Board Secretary and Securities Affairs Representative, facilitating communication for investors and relevant parties - Both the Board Secretary and Securities Affairs Representative are Zhou Chun and Zhu Xulan, with the contact address at No. 1 Ningbo Road, Shanghai15 3. Brief Introduction to Changes in Basic Information This section describes the historical changes in the company's registered address and confirms no other changes during the reporting period - The company's registered address was changed on December 10, 2020, and is now Room 235, 2nd Floor, No. 109-1 Quanyun Road, Shenyang Area, China (Liaoning) Pilot Free Trade Zone16 - No other changes in the company's basic information occurred during the reporting period16 4. Brief Introduction to Changes in Information Disclosure and Document Storage Locations This section lists the company's designated newspapers for information disclosure, website address, and the location for semi-annual report storage, stating no changes during the reporting period - The company's designated newspapers for information disclosure are "China Securities Journal", "Shanghai Securities News", "Securities Times", and the website is **www.sse.com.cn**[18](index=18&type=chunk) - The company's semi-annual report is stored at the Board Secretary's Office, No. 1 Ningbo Road, Shanghai18 5. Brief Introduction to Company Shares This section provides basic information about the company's shares, including the listing exchange, stock abbreviation, and code - The company's A-shares are listed on the Shanghai Stock Exchange, with stock abbreviation Shenhua Holdings and stock code 60065319 7. Key Accounting Data and Financial Indicators During the reporting period, the company's operating revenue increased by 3.13% year-on-year, but total profit and net profit attributable to shareholders significantly decreased, with net cash flow from operating activities also notably reduced Major Accounting Data and Financial Indicators (Jan-Jun 2025 vs. Prior Year Period) | Indicator | Current Period (Jan-Jun) | Prior Year Period | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,314,625,287.23 CNY | 2,244,413,702.03 CNY | 3.13 | | Total Profit | -84,088,451.81 CNY | -44,623,239.66 CNY | -88.44 | | Net Profit Attributable to Listed Company Shareholders | -59,313,460.38 CNY | -38,927,118.04 CNY | -52.37 | | Net Profit Attributable to Listed Company Shareholders After Deducting Non-Recurring Gains and Losses | -61,796,718.32 CNY | -64,911,320.04 CNY | 4.80 | | Net Cash Flow from Operating Activities | 9,329,395.26 CNY | 48,431,601.95 CNY | -80.74 | | Basic Earnings Per Share (CNY/share) | -0.0305 | -0.0200 | -52.50 | | Diluted Earnings Per Share (CNY/share) | -0.0305 | -0.0200 | -52.50 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses (CNY/share) | -0.0317 | -0.0333 | 4.80 | | Weighted Average Return on Net Assets (%) | -7.496 | -5.094 | Decreased by 2.40 percentage points | | Weighted Average Return on Net Assets After Deducting Non-Recurring Gains and Losses (%) | -7.810 | -8.494 | Increased by 0.68 percentage points | Period-End Asset and Liability Data (June 30, 2025 vs. Prior Year-End) | Indicator | Current Period-End | Prior Year-End | Change (%) | | :--- | :--- | :--- | :--- | | Net Assets Attributable to Listed Company Shareholders | 760,727,149.42 CNY | 820,890,018.67 CNY | -7.33 | | Total Assets | 2,986,431,075.11 CNY | 3,305,254,178.95 CNY | -9.65 | 9. Non-Recurring Gains and Losses Items and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to CNY 2,483,257.94, primarily from government subsidies, while also affected by disposal gains/losses of non-current assets and fair value changes of financial assets Non-Recurring Gains and Losses Items and Amounts | Non-Recurring Gains and Losses Item | Amount (CNY) | | :--- | :--- | | Disposal Gains and Losses of Non-Current Assets | -439,762.43 | | Government Grants Recognized in Current Period Profit or Loss | 7,163,060.13 | | Gains and Losses from Fair Value Changes and Disposal of Financial Assets and Liabilities Held by Non-Financial Enterprises | -308,285.63 | | Other Non-Operating Income and Expenses Apart from the Above | 135,438.09 | | Less: Income Tax Impact | 1,561,448.36 | | Minority Interest Impact (After Tax) | 2,505,743.86 | | Total | 2,483,257.94 | Section III Management Discussion and Analysis This section discusses the company's industry, main business, operating performance, core competencies, and potential risks during the reporting period 1. Explanation of the Company's Industry and Main Business During the Reporting Period The company's main business remained largely unchanged, primarily covering four segments: automotive consumer services, new energy, real estate, and quasi-financial services, with automotive sales focusing on mid-to-high-end brands like BMW, new energy business on photovoltaic power generation, real estate including leasing and project development, and quasi-financial services on financial leasing - The company's main business is divided into automotive consumer services, new energy, a small amount of real estate, and quasi-financial services segments, with no significant changes in business model25 - Automotive consumer services primarily include BMW and other mid-to-high-end brand automotive sales services and automotive cultural industrial park operations25 - New energy business mainly involves the operation of the Chuxiong photovoltaic power plant in Yunnan, real estate business includes leasing of Shenhua Financial Building and development/sales of the Hongjiang project in Hunan, and the quasi-financial segment is financial leasing25 2. Discussion and Analysis of Operating Performance During the reporting period, the company actively worked across all business segments, including automotive sales, automotive cultural industrial park, Shenhua Financial Building, new energy, and real estate, achieving growth in sales and exceeding expectations in some areas - From January to June 2025, the company's consolidated BMW brand sales reached 6,711 vehicles, a 17.6% year-on-year increase, achieving growth against a 15.5% overall market decline in China26 - Weinan Auto Expo Park attracted visitors by hosting exhibitions, added 4 new 4S stores for automotive brands, opened 2 new stores, and introduced auto trading companies and used car dealers, increasing the utilization rate of comprehensive exhibition halls27 - Shenhua Financial Building exceeded revenue and profit targets by enhancing its business image and optimizing facilities27 - The new energy segment's Chuxiong photovoltaic project in Yunnan operated stably, completing 12.12 million kWh of grid-connected electricity28 - Real estate business accelerated destocking, with Hongjiang "Xiangshui International" project achieving a cumulative destocking rate of 28% for shops and 41% for parking spaces; Xi'an "Qujiang Longdi" project achieved 95% for parking spaces and 95% for shops; the Hongjiang project's hotel formed a strategic partnership with Jinjiang Group, joining the "Non-Fan Yun Ju" brand28 3. Analysis of Core Competencies During the Reporting Period The company's core competencies lie in its strong market position in the automotive retail main business and its ownership and operation of high-quality office buildings, achieving stable sales growth and maintaining high occupancy rates - The company is one of the earliest and largest BMW brand dealer groups in China, owning 13 BMW brand 4S stores, achieving stable sales growth through high-quality store management and flexible sales strategies30 - The company's Shenhua Financial Building, located on the Huangpu River, maintained stability and increased its occupancy rate against a sluggish market by upgrading hardware, improving environment and safety, and diversifying tenant types31 4. Main Operating Performance During the Reporting Period This section details the company's financial statement item changes, profit composition, asset and liability situation, investment status, and operating performance of major controlled and invested companies, showing stable revenue growth but continued losses in some areas (1) Analysis of Main Business The company's operating revenue increased by 3.13% year-on-year, primarily due to proactive market response measures, with effective cost control leading to improved core business profitability despite overall profit declines Financial Statement Item Changes (Jan-Jun 2025 vs. Prior Year Period) | Item | Current Period Amount (CNY) | Prior Year Period Amount (CNY) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,314,625,287.23 | 2,244,413,702.03 | 3.13 | | Operating Costs | 2,246,946,631.17 | 2,118,623,828.50 | 6.06 | | Selling Expenses | 51,007,877.08 | 56,690,291.10 | -10.02 | | General and Administrative Expenses | 63,462,013.95 | 82,423,877.95 | -23.01 | | Financial Expenses | 31,888,201.98 | 37,522,229.66 | -15.02 | | Net Cash Flow from Operating Activities | 9,329,395.26 | 48,431,601.95 | -80.74 | | Net Cash Flow from Investing Activities | -4,891,212.78 | -5,372,030.69 | 8.95 | | Net Cash Flow from Financing Activities | -61,602,034.94 | -40,383,306.50 | -52.54 | - Changes in operating revenue and operating costs were mainly due to the company's proactive response to fluctuations in the vehicle market, achieving stable sales revenue growth through adjusting pace, strengthening services, and expanding channels32 - Decreases in selling, general and administrative, and financial expenses were primarily due to the company's refined control over market activity expenses, budget management, and capital management, effectively saving expenditures and reducing financing costs33 - Total profit decreased by 88.44% year-on-year, and net profit attributable to owners of the parent company decreased by 52.37% year-on-year, but net profit attributable to shareholders after deducting non-recurring gains and losses increased by 4.8% year-on-year, mainly due to not receiving similar rebate subsidies from BMW headquarters in the previous period35 (3) Analysis of Assets and Liabilities At the end of the reporting period, both the company's total assets and net assets attributable to shareholders decreased, with reductions in monetary funds and short-term borrowings reflecting debt optimization, and lower inventory levels indicating improved management Changes in Assets and Liabilities (Current Period-End vs. Prior Year-End) | Item Name | Current Period-End Amount (CNY) | Current Period-End % of Total Assets | Prior Year-End Amount (CNY) | Prior Year-End % of Total Assets | Current Period-End Change % vs. Prior Year-End | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 263,353,697.52 | 8.82 | 383,039,794.67 | 11.59 | -31.25 | Mainly due to repayment of financing borrowings in the current period | | Accounts Receivable | 186,154,185.46 | 6.23 | 205,421,281.03 | 6.21 | -9.38 | | | Inventories | 743,013,054.24 | 24.88 | 856,550,299.52 | 25.91 | -13.26 | Mainly due to the company strengthening inventory management, improving inventory turnover efficiency, and optimizing overall inventory levels in the current period, resulting in a decrease in inventories compared to the beginning of the year | | Short-Term Borrowings | 365,539,380.67 | 12.24 | 493,494,071.79 | 14.93 | -25.93 | Mainly due to continuous strengthening of capital management and rational arrangement of debt structure, compressing some bank borrowings in the current period | | Contract Liabilities | 79,957,446.27 | 2.68 | 71,856,198.91 | 2.17 | 11.27 | Mainly due to more settlement of customer accounts in the current period | - At the end of the current period, restricted assets for bill deposits, mortgages, and pledges totaled CNY 1,541,794,671.3938 (4) Analysis of Investment Status The company had no significant equity or non-equity investments during the current period but held financial assets measured at fair value, including shares of Jinbei Automobile and First Pharmaceutical, with a total book value of CNY 8,145,090.00 at period-end, and a fair value change loss of CNY -873,495.00 for the period Financial Assets Measured at Fair Value (Securities Investments) | Security Abbreviation | Beginning Book Value (CNY) | Current Period Fair Value Change Loss (CNY) | Period-End Book Value (CNY) | | :--- | :--- | :--- | :--- | | Jinbei Automobile | 1,645,776.00 | -436,587.80 | 1,209,188.20 | | First Pharmaceutical | 7,372,809.00 | -436,907.20 | 6,935,901.80 | | Total | 9,018,585.00 | -873,495.00 | 8,145,090.00 | (6) Analysis of Major Controlled and Invested Companies The company's major controlled and invested companies cover automotive sales, new energy, real estate, and property management, with automotive sales generally facing losses, while new energy and some real estate businesses achieved profitability Operating Performance of Major Controlled and Invested Companies (Jan-Jun 2025) | Company Name | Main Business | Operating Revenue (CNY 10,000) | Operating Profit (CNY 10,000) | Net Profit (CNY 10,000) | | :--- | :--- | :--- | :--- | :--- | | Shanghai Shenhua Chenbao Automobile Co., Ltd. (Consolidated) | Automotive and parts sales, repair, decoration, etc. | 227,050.37 | -5,962.25 | -4,628.51 | | Xuancheng Baolifeng Automobile Sales Service Co., Ltd. | Automotive sales | 18,452.15 | -349.69 | -262.26 | | Wuhu Baolisheng Automobile Sales Service Co., Ltd. | Automotive sales | 25,926.20 | -296.16 | -296.16 | | Bengbu Baolifeng Automobile Sales Service Co., Ltd. | Automotive sales | 22,465.10 | -338.12 | -252.69 | | Nanjing Baolifeng Automobile Sales Service Co., Ltd. | BMW brand automotive and parts sales, repair, decoration, etc. | 23,357.05 | -1,044.22 | -783.44 | | Yixing Baolifeng Automobile Sales Service Co., Ltd. | BMW brand automotive and parts sales, repair, decoration, etc. | 26,750.79 | -1,601.04 | -1,222.82 | | Cixi Baolifeng Automobile Sales Service Co., Ltd. | Automotive sales | 17,566.82 | -868.72 | -651.51 | | Dongyang Baolifeng Automobile Sales Service Co., Ltd. | Automotive sales | 97,220.68 | -1,216.05 | -912.36 | | Chongqing Baosheng Automobile Sales Service Co., Ltd. (Consolidated) | Automotive sales | 28,442.23 | 27.99 | 28.96 | | Chuxiong Changxiang Photovoltaic Power Generation Co., Ltd. | Photovoltaic power generation | 903.52 | 216.50 | 184.02 | | Shanghai Shenhua Financial Building Co., Ltd. | Property management | 572.20 | -149.54 | -149.54 | | Shaanxi Shenhua Investment Management Co., Ltd. | Real estate development and operation, industrial investment | 1,088.12 | 453.57 | 453.57 | | Lujin Shenhua Financial Leasing (Shanghai) Co., Ltd. | Financial leasing business | 1,916.15 | -587.52 | -589.17 | 5. Other Disclosures This section discloses the macroeconomic fluctuations and market risks faced by the company, as well as the risks of intensifying industry competition (1) Potential Risks The company faces economic downturn risks from macroeconomic fluctuations, tariff wars, geopolitical tensions, and trade protection, with domestic market competition intensifying, particularly in the automotive industry due to price wars and the expansion of new energy vehicles - Macroeconomic risks include global tariff wars, geopolitical tensions, and trade protection leading to economic downturns, as well as overcapacity in domestic traditional manufacturing and service industries, declining corporate profits, and increased uncertainty in consumer willingness44 - Industry risks are mainly reflected in intensified competition in the domestic automotive market, diversified price wars, expansion of the new energy vehicle market, intelligence becoming a core competitiveness, and traditional high-end brands and fuel vehicle brands facing transformation or elimination risks45 Section IV Corporate Governance, Environment, and Society This section details changes in the company's directors and senior management, as well as the board's resolution regarding profit distribution or capital reserve conversion 1. Changes in Company Directors and Senior Management During the reporting period, the company's board of directors and senior management underwent multiple changes, including resignations, new elections, the abolition of the supervisory board, and new appointments to key executive positions - Vice President Lin Shangtao resigned due to work adjustments50 - The company completed the re-election of the board of directors, with Gao Xinggang, Du Bo, and Fan Kai elected as directors, Jin Yongli, Li Zhuo, and Yu Yijian as independent directors, and Chen Jianfei as employee director50 - The company abolished the supervisory board, with its functions exercised by the board's audit committee50 - Gao Xinggang was appointed President, Chen Jianfei and Shen Minghui as Vice Presidents, and Zhou Chun as Vice President, CFO, and Board Secretary50 2. Profit Distribution or Capital Reserve Conversion Plan The company's board of directors resolved not to proceed with a profit distribution or capital reserve conversion plan for the current reporting period - The company will not distribute profits or convert capital reserves in the current reporting period51 Section V Significant Matters This section covers the fulfillment of commitments, significant litigation, related-party transactions, major contracts, and other important matters, including shareholder actions and strategic initiatives 1. Fulfillment of Commitments The company's controlling shareholder, Liaoning Huasheng, and its concerted parties continued to fulfill commitments made in the acquisition report and share increase plan, including maintaining the independence of the listed company, avoiding horizontal competition, standardizing related-party transactions, and increasing shareholdings, with all commitments strictly fulfilled on time Fulfillment of Commitments | Commitment Background | Commitment Type | Promisor | Commitment Content | Commitment Date | Fulfillment Period | Has Fulfillment Period | Commitment Term | Timely and Strictly Fulfilled | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Commitments made in the acquisition report or equity change report | Other | Liaoning Huasheng | Maintain the independence of the listed company, avoid horizontal competition, standardize and reduce related-party transactions | During Liaoning Huasheng's tenure as Shenhua Holdings shareholder | Long-term | Yes | Long-term | Yes | | Controlling shareholder's share increase plan (2nd time in 2024) | Other | Liaoning Huasheng and its concerted parties | Will not reduce their shareholdings in the listed company during the implementation period of this share increase and within the statutory period | From August 12, 2024, for 6 months (window period extended) | 6 months | Yes | 6 months | Yes | 7. Significant Litigation and Arbitration Matters During the reporting period, the company had two significant litigation and arbitration matters, both settled through mediation, involving outstanding debts and guarantee liabilities that are currently being fulfilled - Lujin Shenhua v. Huachen Auto Lease: The second instance of the Liaoning Provincial High People's Court concluded with mediation, where Huachen Auto Lease owed Lujin Shenhua a total of CNY 23.38 million, and Shenhua Holdings bore joint guarantee liability for CNY 22.18 million of this amount, with cash repayment currently underway5556 - Lujin Shenhua v. Shenhua Holdings: The first instance of the Shenyang Intermediate People's Court concluded with mediation, requiring Shenhua Holdings to pay Lujin Shenhua CNY 18.85 million for vehicle disposal fees and interest, with the settlement currently being fulfilled57 10. Significant Related-Party Transactions The company has daily related-party transactions with Huachen BMW, primarily for purchasing goods and receiving services, and also has significant unsettled related-party creditor and debtor balances - The company conducts daily related-party transactions with Huachen BMW, with current period purchases and services received amounting to CNY 1,423,094,216.72 and sales and services provided amounting to CNY 33,206,828.7959433435 Related-Party Creditor and Debtor Balances (Period-End) | Related Party | Relationship | Period-End Balance of Funds Provided to Related Parties (CNY) | Period-End Balance of Funds Provided by Related Parties to Listed Company (CNY) | | :--- | :--- | :--- | :--- | | Dalian Huachen Dongjin United Automobile International Trade Co., Ltd. | Group Brother | 3,293,003.12 | | | Huachen Automobile Manufacturing Co., Ltd. | Other Related Party | 29,895.97 | | | Shanghai Litu Automobile Equipment Co., Ltd. | Joint Venture | 8,138,172.98 | | | Nantong Ouya Vehicle Co., Ltd. | Associate | 5,552,121.93 | | | Yunnan Fengfan Mingyou Automobile Sales Service Co., Ltd. | Joint Venture | 22,584,003.55 | | | Liaoning Shenhua Commodity Exchange Center Co., Ltd. | Associate | | 11,000,000.00 | | Suzhou Huaxi Automobile Sales Service Co., Ltd. | Associate | 2,364,126.00 | | | Shaanxi Shenhua Yongli Real Estate Co., Ltd. | Associate | | 286,120,000.00 | | Shanghai Jiaoyun Mingyou Automobile Sales Service Co., Ltd. | Associate | 879,079.56 | | | Total | | 42,840,403.11 | 297,120,000.00 | 11. Significant Contracts and Their Fulfillment During the reporting period, the company had significant guarantee situations, including guarantees for subsidiaries and joint ventures, with a total guarantee amount of CNY 440.47 million, accounting for 46% of the company's net assets Company's Total Guarantee Situation (Including Guarantees for Subsidiaries) | Indicator | Amount (CNY 10,000) | | :--- | :--- | | Total Guarantee Amount (A+B) | 44,046.61 | | Total Guarantee Amount as % of Company's Net Assets | 46 | | Amount of Guarantees Provided for Shareholders, Actual Controllers, and Their Related Parties (C) | 0 | | Debt Guarantee Amount Provided Directly or Indirectly for Guaranteed Parties with Asset-Liability Ratio Exceeding 70% (D) | 36,206.40 | | Amount of Total Guarantees Exceeding 50% of Net Assets (E) | 0 | | Total of the Above Three Guarantee Amounts (C+D+E) | 36,206.40 | - During the reporting period, the total amount of guarantees provided to subsidiaries was CNY 1,721.25 million, with a period-end balance of CNY 381.31 million66 13. Explanation of Other Significant Matters During the reporting period, the company signed a long-term lease contract for part of the office space in Shenhua Financial Building and plans to use idle self-owned funds for entrusted wealth management - The company signed a "Lease Contract" with Shanghai Yaoying Hospital Co., Ltd., leasing part of the office space in Shenhua Financial Building, with a lease term from April 1, 2025, to December 31, 204067 - The company (including its controlled subsidiaries) plans to use part of its idle self-owned funds for entrusted wealth management in 2025, with a maximum daily balance of CNY 200 million, which can be cyclically invested and rolled over67 Section VI Share Changes and Shareholder Information This section details changes in the company's share capital, shareholder structure, and the shareholdings of directors and senior management 1. Changes in Share Capital The company's total share capital and share structure remained unchanged during the reporting period, while the controlling shareholder and its concerted parties completed two share increase plans, cumulatively increasing their shareholdings and consolidating control - During the reporting period, the company's total share capital and share structure remained unchanged69 - Controlling shareholder Liaoning Huasheng completed its first share increase plan in 2024, cumulatively increasing the company's shares by 56,170,039 shares, amounting to CNY 69.68 million, accounting for 2.89% of the total share capital70 - Liaoning Huasheng completed its second share increase plan in 2024, again increasing the company's shares by 13,359,400 shares, amounting to CNY 25.01 million, accounting for 0.69% of the total share capital71 - After the two share increases, Shenqi Group, through its controlled entities, collectively held 515,894,705 shares of the listed company, accounting for 26.51% of the total share capital71 2. Shareholder Information As of the end of the reporting period, the total number of common shareholders was 141,503, with the top three shareholders being state-owned legal entities, collectively holding over 25% of the shares and acting in concert - As of the end of the reporting period, the total number of common shareholders was 141,503 accounts73 Top Ten Shareholders' Shareholding (Period-End) | Shareholder Name | Period-End Shareholding (shares) | Percentage (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | Liaoning Huasheng Automotive Parts Co., Ltd. | 296,941,439 | 15.26 | State-owned Legal Entity | | Liaoning Zhengguo Investment Development Co., Ltd. | 197,280,000 | 10.14 | State-owned Legal Entity | | Huachen Automotive Group Holdings Co., Ltd. | 21,673,266 | 1.11 | State-owned Legal Entity | | Cao Zhengrong | 8,250,400 | 0.42 | Other | | Zhou Jianrong | 6,244,600 | 0.32 | Other | | Xiao Wenhui | 4,884,300 | 0.25 | Other | | J. P. Morgan Securities PLC-Own Funds | 4,833,185 | 0.25 | Other | | Sui Zhihui | 4,000,000 | 0.21 | Other | | Zhang Qi | 3,750,000 | 0.19 | Other | | Gu Bo | 3,200,000 | 0.16 | Other | - The top three shareholders, Liaoning Huasheng Automotive Parts Co., Ltd., Liaoning Zhengguo Investment Development Co., Ltd., and Huachen Automotive Group Holdings Co., Ltd., are concerted parties74 3. Information on Directors and Senior Management During the reporting period, the shareholdings of some directors and senior management changed, with former Chairman and President Li Jingwei compliantly reducing his shareholding after his resignation Changes in Shareholdings of Directors and Senior Management | Name | Position | Beginning Shareholding (shares) | Period-End Shareholding (shares) | Change in Shareholding During Reporting Period (shares) | Reason for Change | | :--- | :--- | :--- | :--- | :--- | :--- | | Du Bo | Director | 100,000 | 100,000 | 0 | -- | | Li Jingwei | Former Chairman, President (Resigned) | 200,000 | 2,000 | -18,000 | Resigned for over 6 months, compliant reduction | | Lin Shangtao | Former Vice President (Resigned) | 50,000 | 50,000 | 0 | -- | | Meng Lei | Former Board Secretary, CFO (Resigned) | 50,000 | 50,000 | 0 | -- | Section VII Bond-Related Information This section confirms that the company had no corporate bonds, enterprise bonds, non-financial enterprise debt financing instruments, or convertible corporate bonds during the reporting period 1. Corporate Bonds (Including Enterprise Bonds) and Non-Financial Enterprise Debt Financing Instruments The company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments during the current reporting period 2. Convertible Corporate Bonds The company had no convertible corporate bonds during the current reporting period Section VIII Financial Report This section presents the company's unaudited financial statements, including balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, along with notes on basic information, accounting policies, taxation, and other significant financial details 1. Audit Report This semi-annual report is unaudited - This semi-annual report is unaudited6 2. Financial Statements This section provides the company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity for the first half of 2025, comprehensively presenting the company's financial position, operating results, and cash flow situation at the end of the reporting period Consolidated Balance Sheet As of June 30, 2025, the company's consolidated total assets were CNY 2,986,431,075.11, a 9.65% decrease from the prior year-end; consolidated total liabilities were CNY 2,108,949,906.40; and total owners' equity attributable to the parent company was CNY 760,727,149.42, a 7.33% decrease from the prior year-end Major Data from Consolidated Balance Sheet (June 30, 2025 vs. December 31, 2024) | Item | June 30, 2025 (CNY) | December 31, 2024 (CNY) | | :--- | :--- | :--- | | Total Assets | 2,986,431,075.11 | 3,305,254,178.95 | | Total Liabilities | 2,108,949,906.40 | 2,347,186,671.42 | | Total Owners' Equity Attributable to Parent Company | 760,727,149.42 | 820,890,018.67 | | Minority Interests | 116,754,019.29 | 137,177,488.86 | | Total Owners' Equity | 877,481,168.71 | 958,067,507.53 | Parent Company Balance Sheet As of June 30, 2025, the parent company's total assets were CNY 3,007,438,293.63, a slight decrease from the prior year-end; total liabilities were CNY 2,540,216,305.28; and total owners' equity was CNY 467,221,988.35 Major Data from Parent Company Balance Sheet (June 30, 2025 vs. December 31, 2024) | Item | June 30, 2025 (CNY) | December 31, 2024 (CNY) | | :--- | :--- | :--- | | Total Assets | 3,007,438,293.63 | 3,041,727,620.76 | | Total Liabilities | 2,540,216,305.28 | 2,550,251,905.22 | | Total Owners' Equity | 467,221,988.35 | 491,475,715.54 | Consolidated Income Statement In the first half of 2025, the company's consolidated operating revenue was CNY 2,314,625,287.23, a 3.13% year-on-year increase, but both total profit and net profit attributable to parent company shareholders showed expanded losses Major Data from Consolidated Income Statement (First Half 2025 vs. First Half 2024) | Item | First Half 2025 (CNY) | First Half 2024 (CNY) | | :--- | :--- | :--- | | Total Operating Revenue | 2,314,625,287.23 | 2,244,413,702.03 | | Total Operating Costs | 2,402,168,248.62 | 2,305,725,514.83 | | Total Profit | -84,088,451.81 | -44,623,239.66 | | Net Profit | -68,581,338.82 | -40,712,582.76 | | Net Profit Attributable to Parent Company Shareholders | -59,313,460.38 | -38,927,118.04 | | Basic Earnings Per Share (CNY/share) | -0.0305 | -0.0200 | Parent Company Income Statement In the first half of 2025, the parent company's operating revenue was CNY 16,391,684.85, and net profit was CNY -24,253,727.19, with losses expanding year-on-year Major Data from Parent Company Income Statement (First Half 2025 vs. First Half 2024) | Item | First Half 2025 (CNY) | First Half 2024 (CNY) | | :--- | :--- | :--- | | Operating Revenue | 16,391,684.85 | 18,126,634.90 | | Total Profit | -24,253,727.19 | -18,309,073.33 | | Net Profit | -24,253,727.19 | -18,309,073.33 | | Basic Earnings Per Share (CNY/share) | -0.0125 | -0.0094 | Consolidated Cash Flow Statement In the first half of 2025, the company's net cash flow from operating activities significantly decreased by 80.74% to CNY 9,329,395.26, with negative net cash flows from investing and financing activities, resulting in a net decrease in cash and cash equivalents Major Data from Consolidated Cash Flow Statement (First Half 2025 vs. First Half 2024) | Item | First Half 2025 (CNY) | First Half 2024 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 9,329,395.26 | 48,431,601.95 | | Net Cash Flow from Investing Activities | -4,891,212.78 | -5,372,030.69 | | Net Cash Flow from Financing Activities | -61,602,034.94 | -40,383,306.50 | | Net Increase in Cash and Cash Equivalents | -57,163,852.46 | 2,645,575.28 | | Period-End Cash and Cash Equivalents Balance | 143,251,060.97 | 114,409,263.56 | Parent Company Cash Flow Statement In the first half of 2025, the parent company's net cash flow from operating activities was CNY 35,040,384.32, with positive net cash flow from investing activities and negative net cash flow from financing activities, resulting in a net increase in cash and cash equivalents Major Data from Parent Company Cash Flow Statement (First Half 2025 vs. First Half 2024) | Item | First Half 2025 (CNY) | First Half 2024 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 35,040,384.32 | 32,496,632.20 | | Net Cash Flow from Investing Activities | 747,800.51 | 350,000.00 | | Net Cash Flow from Financing Activities | -32,079,195.84 | -32,457,393.06 | | Net Increase in Cash and Cash Equivalents | 3,708,988.99 | 389,239.14 | | Period-End Cash and Cash Equivalents Balance | 7,003,562.44 | 1,470,369.61 | Consolidated Statement of Changes in Owners' Equity In the first half of 2025, the company's consolidated total owners' equity decreased by CNY 80,586,338.82, primarily due to net losses attributable to parent company owners and minority interests Consolidated Statement of Changes in Owners' Equity (First Half 2025) | Item | Beginning Balance (CNY) | Current Period Change Amount (CNY) | Period-End Balance (CNY) | | :--- | :--- | :--- | :--- | | Total Owners' Equity Attributable to Parent Company | 820,890,018.67 | -60,162,869.25 | 760,727,149.42 | | Minority Interests | 137,177,488.86 | -20,423,469.57 | 116,754,019.29 | | Total Owners' Equity | 958,067,507.53 | -80,586,338.82 | 877,481,168.71 | Parent Company Statement of Changes in Owners' Equity In the first half of 2025, the parent company's total owners' equity decreased by CNY 24,253,727.19, mainly due to net profit losses Parent Company Statement of Changes in Owners' Equity (First Half 2025) | Item | Beginning Balance (CNY) | Current Period Change Amount (CNY) | Period-End Balance (CNY) | | :--- | :--- | :--- | :--- | | Total Owners' Equity | 491,475,715.54 | -24,253,727.19 | 467,221,988.35 | 3. Company Basic Information This section introduces the company's registration information, listing status, and main business scope, confirming its primary engagement in automotive retail, building leasing, photovoltaic power generation, and real estate, and discloses that the financial statements were approved for issuance by the Board of Directors on August 26, 2025 - The company is a joint-stock limited company with publicly issued A-shares listed on the Shanghai Stock Exchange, registered at Room 235, 2nd Floor, No. 109-1 Quanyun Road, Shenyang Area, China (Liaoning) Pilot Free Trade Zone104 - The Group primarily engages in automotive retail, building leasing, photovoltaic power generation, and real estate businesses104 - These financial statements were approved for issuance by the company's Board of Directors on August 26, 2025104 4. Basis of Preparation of Financial Statements The company's financial statements are prepared on a going concern basis, in accordance with enterprise accounting standards and relevant disclosure regulations of the China Securities Regulatory Commission, using the accrual basis and historical cost measurement, and assessing the company's good going concern ability - The financial statements are prepared on a going concern basis, in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance and "Rules for Information Disclosure by Companies Issuing Public Securities No. 15 - General Provisions for Financial Reports (Revised 2023)" by the China Securities Regulatory Commission105 - The Group's accounting is based on the accrual basis, and except for certain financial instruments, all are measured at historical cost105 - After assessment, the company's ability to continue as a going concern for 12 months from the end of the reporting period is good, with no significant doubts106 5. Significant Accounting Policies and Accounting Estimates This section details the company's specific accounting policies and estimates for revenue recognition, business combinations, financial instruments, inventories, long-term equity investments, fixed assets, intangible assets, impairment of long-term assets, employee compensation, provisions, government grants, deferred income tax, and leases, emphasizing significant accounting judgments and estimates made by management in these areas - The Group has formulated several specific accounting policies and estimates for transactions and events such as revenue recognition, based on its actual production and operation characteristics107 - The company's financial statements comply with the requirements of enterprise accounting standards and truly and completely reflect the company's financial position, operating results, changes in shareholders' equity, and cash flows108 - Significant accounting judgments and estimates include revenue recognition, leases, impairment of financial assets, inventory write-down provisions, fair value of financial instruments, impairment provisions for long-term assets, depreciation and amortization, deferred income tax assets, income tax, and provisions200201202203204205 6. Taxation This section lists the company's main tax categories and rates, including value-added tax, urban maintenance and construction tax, and corporate income tax, and discloses tax preferential policies enjoyed by subsidiaries, such as corporate income tax preferences for western development enterprises and small low-profit enterprises Major Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Taxable income multiplied by the applicable tax rate to calculate output tax, and value-added tax is paid on the difference after deducting input tax allowed for the current period | 3%, 5%, 6%, 9%, 13% | | Urban Maintenance and Construction Tax | Based on the actual amount of turnover tax paid | 1%, 5%, 7% | | Corporate Income Tax | Based on taxable income | 15%, 20%, 25% | - Subsidiaries Chuxiong Changxiang Photovoltaic Power Generation Co., Ltd., Chongqing Fuhua Automobile Sales Co., Ltd., and Chongqing Baosheng Automobile Sales Service Co., Ltd. qualify for the Western Development policy and are subject to corporate income tax at a reduced rate of 15%209 - Subsidiaries Shaanxi Huateng Commercial Management Co., Ltd., Shanghai Shenhua Financial Club Co., Ltd., and Sichuan Mingyou Automobile Service Co., Ltd. meet the criteria for small low-profit enterprises and enjoy small low-profit enterprise income tax preferential policies209 7. Notes to Consolidated Financial Statement Items This section details the period-end balances, beginning balances, and changes of major items in the consolidated financial statements, including monetary funds, accounts receivable, inventories, long-term equity investments, fixed assets, intangible assets, goodwill, short-term borrowings, long-term borrowings, accounts payable, employee compensation payable, operating revenue and costs, various expenses, and gains/losses - Period-end balance of monetary funds was CNY 263,353,697.52, of which CNY 120,102,636.55 was restricted, mainly for acceptance bill deposits, letter of guarantee deposits, and freezes211 - Period-end book value of accounts receivable was CNY 186,154,185.46, with bad debt provisions of CNY 185,522,932.73 already made, where a significant amount of bad debt provisions was individually recognized, mainly involving amounts expected to be unrecoverable215216 - Period-end book value of inventories was CNY 743,013,054.24, with inventory write-down provisions of CNY 342,051,155.67 already made, mainly including development costs and development products258 - Period-end book value of long-term equity investments was CNY 527,520,431.18, with the investment in associate Shaanxi Shenhua Yongli Real Estate Co., Ltd. having the highest book value265 - Goodwill original book value was CNY 215,287,855.18, with impairment provisions of CNY 196,997,544.33 already made, mainly from Shanghai Shenhua Chenbao Automobile Co., Ltd. and Shanghai Hongxian Automobile Sales Service Co., Ltd.288290 - Period-end balance of short-term borrowings was CNY 365,539,380.67, and long-term borrowings was CNY 732,500,000.00, with some borrowings pledged or mortgaged298328 - Current period operating revenue and operating costs were CNY 2,314,625,287.23 and CNY 2,246,946,631.17, respectively, primarily from automotive retail business351 - Total profit was CNY -84,088,451.81, and net profit was CNY -68,581,338.82, mainly affected by total operating costs, investment losses, and credit impairment losses88 8. Changes in Consolidation Scope During the reporting period, the company's consolidation scope decreased by one subsidiary, as Xiangning Shenhua Chenxing New Energy Co., Ltd. exited due to capital reduction - During the current period, subsidiary Xiangning Shenhua Chenxing New Energy Co., Ltd. exited due to capital reduction, reducing the consolidation scope by one entity395 9. Interests in Other Entities This section details the company's interests in subsidiaries, joint ventures, and associates, including financial information for important non-wholly-owned subsidiaries and situations where joint ventures or associates incurred excess losses - The company owns multiple subsidiaries, with main operating and registered locations in Shanghai, Chengdu, Dalian, Shaanxi, Yunnan, Hunan, etc., and business natures covering investment platforms, automotive sales, new energy, real estate development, and service industries397398 Financial Information of Important Non-Wholly-Owned Subsidiaries (First Half 2025) | Subsidiary Name | Minority Shareholding Ratio (%) | Current Period Profit/Loss Attributable to Minority Shareholders (CNY) | Current Period Dividends Declared to Minority Shareholders (CNY) | Period-End Minority Shareholder Equity Balance (CNY) | | :--- | :--- | :--- | :--- | :--- | | Yixing Baolifeng Automobile Sales Service Co., Ltd. | 15% | -1,834,223.23 | | 5,736,460.58 | | Nanjing Baolifeng Automobile Sales Service Co., Ltd. | 49% | -3,838,840.33 | | 5,470,837.75 | | Chongqing Baosheng Automobile Sales Service Co., Ltd. | 49% | 141,899.26 | 7,350,000.00 | 56,101,315.83 | - The company's important associates include Shaanxi Shenhua Yongli Real Estate Co., Ltd. and Lujin Shenhua Financial Leasing (Shanghai) Co., Ltd., which are engaged in real estate development and financial leasing businesses, respectively404 - Some joint ventures or associates incurred excess losses, such as Nantong Ouya Vehicle Co., Ltd. and Shanghai Jiaoyun Mingyou Automobile Sales Service Co., Ltd., with a significant cumulative amount of unrecognized losses407 10. Government Grants This section discloses the government grants received by the company during the reporting period, totaling CNY 7,163,060.13 recognized in current period profit or loss, primarily from commercial retail policy rewards and on-time project completion performance rewards Liability Items Related to Government Grants (Deferred Income) | Financial Statement Item | Beginning Balance (CNY) | Current Period New Grant Amount (CNY) | Current Period Amount Recognized in Non-Operating Income (CNY) | Current Period Transferred to Other Income (CNY) | Period-End Balance (CNY) | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 6,701,403.33 | | | 112,945.02 | 6,588,458.31 | Asset Related | Government Grants Recognized in Current Period Profit or Loss (First Half 2025) | Type | Current Period Amount (CNY) | Prior Period Amount (CNY) | | :--- | :--- | :--- | | Asset Related | 112,945.02 | 1,432,945.19 | | Income Related | 7,050,115.11 | 409,740.24 | | Total | 7,163,060.13 | 1,842,685.43 | - Current period government grants mainly include CNY 6,883,888.85 for 2024 commercial retail policy rewards and CNY 112,945.02 for on-time project completion performance rewards411 11. Risks Related to Financial Instruments This section analyzes the market risks (including exchange rate risk, interest rate risk, and other price risks), credit risk, and liquidity risk faced by the company, and how these risks are managed - The company's main financial instruments include equity investments, borrowings, receivables, and payables, with risk management aiming to balance risk and return, minimizing the negative impact of risks on operating performance412 - Exchange rate risk has no significant impact on the company's main and ongoing operations, as operations are all within China and primarily settled in RMB414 Interest Rate Risk Sensitivity Analysis (Impact on Net Profit and Shareholders' Equity) | Item | Impact on Profit (CNY) | Impact on Shareholders' Equity (CNY) | | :--- | :--- | :--- | | RMB Benchmark Interest Rate Increase of 15 Basis Points | -307,717.45 | -307,717.45 | | RMB Benchmark Interest Rate Decrease of 15 Basis Points | 307,717.45 | 307,717.45 | Other Price Risk Sensitivity Analysis (Impact on Net Profit and Shareholders' Equity) | Item | Impact on Net Profit (CNY) | Impact on Shareholders' Equity (CNY) | | :--- | :--- | :--- | | Fair Value of Equity Instrument Investments Increases by 5% | | 2,686,591.55 | | Fair Value of Equity Instrument Investments Decreases by 5% | | -2,686,591.55 | | Fair Value of Other Non-Current Financial Assets Increases by 5% | 407,254.50 | | | Fair Value of Other Non-Current Financial Assets Decreases by 5% | -407,254.50 | | - Credit risk mainly arises from monetary funds, notes receivable, dividends receivable, accounts receivable, and other receivables, which the company controls by assessing customer creditworthiness and regular monitoring418419 - Liquidity risk is managed by maintaining sufficient cash and cash equivalents, monitoring the use of bank borrowings, and ensuring standby funds419 12. Disclosure of Fair Value This section discloses the period-end fair values of assets and liabilities measured at fair value, primarily including other equity instrument investments and other non-current financial assets, with valuation methods varying based on asset type Period-End Fair Value of Assets Measured at Fair Value | Item | Level 1 Fair Value Measurement (CNY) | Level 3 Fair Value Measurement (CNY) | Total (CNY) | | :--- | :--- | :--- | :--- | | Other Equity Instrument Investments | | 53,731,831.04 | 53,731,831.04 | | Other Non-Current Financial Assets | 8,145,090.00 | | 8,145,090.00 | | Total Assets Continuously Measured at Fair Value | 8,145,090.00 | 53,731,831.04 | 61,876,921.04 | - Other non-current financial assets (e.g., Jinbei Automobile, First Pharmaceutical shares) are valued at fair value based on public market quotations423 - Other equity instrument investments (e.g., Dalian Dagao Valve Co., Ltd.) are valued at fair value using comparable market methods; some invested enterprises with poor operating conditions (e.g., Shanghai Laifu, Huachen Automobile Investment) are assessed with a fair value of CNY 0424 - The fair value of financial assets and liabilities measured at amortized cost approximates their book value426 13. Related Parties and Related-Party Transactions This section details the company's parent company, subsidiaries, joint ventures and associates, and other related parties, and lists related-party transactions during the reporting period, including purchases and sales of goods, provision and acceptance of services, related-party leases, related-party guarantees, and related-party fund borrowings - The company's ultimate controlling party is the Shenyang State-owned Assets Supervision and Administration Commission427 - Parent companies include Liaoning Huasheng Automotive Parts Co., Ltd., Liaoning Zhengguo Investment Development Co., Ltd., and Huachen Automotive Group Holdings Co., Ltd.427 - The company has significant related-party transactions for purchases and sales of goods and services with Huachen BMW Automobile Co., Ltd., with current period purchases amounting to CNY 1,423,094,216.72 and sales amounting to CNY 33,206,828.79433435 - The company, as guarantor, provides guarantees for multiple subsidiaries, including Chuxiong Changxiang Photovoltaic Power Generation Co., Ltd. and Wuhu Baolisheng Automobile Sales Service Co., Ltd., with a significant total guarantee amount441 - The company has provided funds to related parties, with some amounts unrecoverable due to the deteriorating operating conditions of related parties, and full impairment provisions have been made440442 - Receivables from related parties include accounts receivable, prepayments, and other receivables, with significant amounts from Huachen BMW Automobile Co., Ltd. and Yunnan Fengfan Mingyou Automobile Sales Service Co., Ltd., among others443 - Payables to related parties include notes payable, accounts payable, and other payables, with significant amounts from Shaanxi Shenhua Yongli Real Estate Co., Ltd. and Dongtou (Beijing) Energy Co., Ltd., among others444445 14. Commitments and Contingencies This section discloses the company's significant external commitments at the end of the reporting period, primarily a guarantee for Shenyang Huabao Automobile Sales Service Co., Ltd. amounting to CNY 59,159,117.10, which has not yet been fulfilled - The company provided a guarantee for Shenyang Huabao Automobile Sales Service Co., Ltd., with a guarantee amount of CNY 59,159,117.10, starting on January 20, 2025, and maturing on April 22, 2026, which has not yet been fulfilled446 15. Post-Balance Sheet Events The company had no significant non-adjusting events, profit distribution, or sales returns as post-balance sheet events during the current reporting period 16. Other Significant Matters This section discloses that the company's controlling shareholder completed two share increase plans, further consolidating control, and the company established a joint venture with Shuocheng Technology to develop AI predictive maintenance services for automotive intelligent manufacturing and industrial production - Controlling shareholder Liaoning Huasheng completed two share increase plans, cumulatively increasing the company's shares by over 70 million shares, accounting for 3.58% of the company's total share capital, with Shenqi Group, through its controlled entities, collectively holding 26.51% of the listed company's shares451452 - The company established Shenwei Exploration (Shenyang) Technology Co., Ltd. as a joint venture with Shuocheng Technology, with a registered capital of CNY 10 million, where the company invested CNY 5.1 million, holding a 51% stake452 - The joint venture will leverage the company's resources in the automotive industry and Shuocheng Technology's AI operation and maintenance capabilities to develop AI predictive maintenance services for automotive intelligent manufacturing and industrial production in the northern region453 17. Notes to Parent Company Financial Statement Major Items This section details the notes to major items in the parent company's financial statements, including accounts receivable, other receivables, and long-term equity investments, highlighting their book values and associated impairment provisions - Period-end book value of parent company's accounts receivable was CNY 95,071,411.41, with bad debt provisions of CNY 5,042,927.20 already made457 - Period-end book value of parent company's other receivables was CNY 1,221,703,203.23, with intercompany balances within the consolidation scope accounting for a larger proportion, and bad debt provisions of CNY 331,636,403.79 already made464470472 - Period-end book value of parent company's long-term equity investments was CNY 1,368,547,171.43, including CNY 1,337,893,761.71 in investments in subsidiaries and CNY 30,653,409.72 in investments in associates and joint ventures478 - Period-end balance of impairment provisions for parent company's investments in subsidiaries was CNY 584,859,889.90, and for investments in associates and joint ventures was CNY 4,268,811.63479481 - Parent company's investment income for the current period was CNY -1,609,595.44, primarily from long-term equity investments accounted for using the equity method482 18. Supplementary Information This section provides supplementary information, including a detailed statement of non-recurring gains and losses, and return on net assets and earnings per share, showing total non-recurring gains and losses of CNY 2,483,257.94 and negative basic and diluted earnings per share Detailed Statement of Current Period Non-Recurring Gains and Losses | Item | Amount (CNY) | | :--- | :--- | | Disposal Gains and Losses of Non-Current Assets | -439,762.43 | | Government Grants Recognized in Current Period Profit or Loss | 7,163,060.13 | | Gains and Losses from Fair Value Changes and Disposal of Financial Assets and Liabilities Held by Non-Financial Enterprises | -308,285.63 | | Other Non-Operating Income and Expenses | 135,438.09 | | Less: Income Tax Impact | 1,561,448.36 | | Minority Interest Impact (After Tax) | 2,505,743.86 | | Total | 2,483,257.94 | Return on Net Assets and Earnings Per Share | Profit for the Reporting Period | Weighted Average Return on Net Assets (%) | Earnings Per Share (CNY/share) | | :--- | :--- | :--- | | Net Profit Attributable to Common Shareholders of the Company | -7.496 | -0.0305 | | Net Profit Attributable to Common Shareholders of the Company After Deducting Non-Recurring Gains and Losses | -7.810 | -0.0317 |