Part I Important Notes, Table of Contents, and Definitions This section provides important notices, the report's table of contents, and definitions of key terms used throughout the report Important Notes The Board of Directors, Supervisory Board, and senior management guarantee the report's truthfulness, accuracy, and completeness, advising investors to be aware of risks. The company plans no cash dividends, bonus shares, or capital increase from capital reserves - The company's Board of Directors, Supervisory Board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions4 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital5 - The company has thoroughly explained the main risks it may face in the future, urging investors to be aware of investment risks4 Table of Contents The report provides a detailed table of contents covering company profile, management discussion and analysis, corporate governance, significant events, share changes, bond information, and financial reports, along with reference documents - The report comprises nine main chapters, covering company operations, finance, governance, and significant matters7 - Reference documents include signed and sealed financial statements, the original semi-annual report, and publicly disclosed documents91011 Definitions This section defines key terms used in the report, including company names, organizational structures, currency units, reporting periods, controlling shareholders, ultimate controllers, and various architectural ceramic product terminologies - "Dongpeng Holdings," "the Company," and "this Company" refer to Guangdong Dongpeng Holdings Co., Ltd14 - The reporting period refers to January 1, 2025, to June 30, 202514 - Detailed explanations are provided for architectural ceramics, ceramic tiles, glazed tiles, unglazed tiles, polished glazed tiles, antique tiles, wall tiles, polished tiles, sanitary ceramics, rock slabs, ecological stone, graphene smart heated rock slabs, and other products14 Part II Company Profile and Key Financial Indicators This section presents the company's basic information and key financial performance indicators for the reporting period Company Profile This section outlines the company's basic information, including stock ticker, code, listing exchange, legal representative, contact details, and information disclosure channels, confirming no significant changes during the reporting period - The company's stock ticker is "Dongpeng Holdings," stock code "003012," listed on the Shenzhen Stock Exchange16 - The legal representative is He Xinming, and the Board Secretary is Huang Zheng1617 - The company's registered address, office address, website, email, and information disclosure location remained unchanged during the reporting period1819 Key Accounting Data and Financial Indicators During the reporting period, the company's operating revenue decreased by 5.18% year-on-year, but net profit attributable to shareholders increased by 3.85%, and net cash flow from operating activities surged by 92.99%, indicating improved operational quality and cash collection under market pressure, while total assets and net assets attributable to shareholders slightly declined 2025 Half-Year Key Accounting Data and Financial Indicators | Indicator | Current Reporting Period (yuan) | Prior Year Period (yuan) | Change from Prior Year Period | | :--- | :--- | :--- | :--- | | Operating Revenue | 2,933,751,363.05 | 3,094,160,291.34 | -5.18% | | Net Profit Attributable to Listed Company Shareholders | 218,608,614.39 | 210,508,854.80 | 3.85% | | Net Profit Attributable to Listed Company Shareholders Excluding Non-recurring Gains and Losses | 200,414,540.49 | 199,501,073.15 | 0.46% | | Net Cash Flow from Operating Activities | 436,956,180.41 | 226,408,246.08 | 92.99% | | Basic Earnings Per Share (yuan/share) | 0.19 | 0.18 | 5.56% | | Diluted Earnings Per Share (yuan/share) | 0.19 | 0.18 | 5.56% | | Weighted Average Return on Net Assets | 2.90% | 2.75% | 0.15% | | Period-End Indicators | Current Period-End (yuan) | Prior Year-End (yuan) | Change from Prior Year-End | | Total Assets | 11,371,582,808.69 | 12,006,436,364.97 | -5.29% | | Net Assets Attributable to Listed Company Shareholders | 7,492,144,834.98 | 7,648,971,417.34 | -2.05% | - The company has no situations requiring retrospective adjustment or restatement of prior year accounting data21 Non-recurring Gains and Losses and Amounts This section lists non-recurring gains and losses for the reporting period, totaling 18,194,073.90 yuan, primarily from disposal of non-current assets, government grants, fair value changes of financial assets, and entrusted investment gains 2025 Half-Year Non-recurring Gains and Losses and Amounts | Item | Amount (yuan) | | :--- | :--- | | Gains or losses from disposal of non-current assets | 421,638.40 | | Government grants recognized in current profit or loss | 6,585,419.10 | | Gains or losses from changes in fair value of financial assets and liabilities held by non-financial enterprises, and disposal gains or losses of financial assets and liabilities | 66,844.69 | | Gains or losses from entrusted investment or asset management | 9,971,276.30 | | Other non-operating income and expenses apart from the above | 4,310,209.08 | | Less: Income tax impact | 3,086,972.51 | | Minority interest impact (after tax) | 74,341.16 | | Total | 18,194,073.90 | - The company has no other profit and loss items that meet the definition of non-recurring gains and losses, nor has it classified non-recurring gains and losses as recurring gains and losses26 Part III Management Discussion and Analysis This section provides management's discussion and analysis of the company's operations, financial performance, and future outlook Principal Businesses Engaged in by the Company During the Reporting Period In the first half of 2025, Dongpeng Holdings achieved growth in net profit attributable to the parent company and operating cash flow despite market pressure, by deepening channels, value marketing, lean operations, and cost control, solidifying its leading position as a prominent architectural and sanitary ceramics enterprise - In the first half of 2025, the company achieved operating revenue of 2.934 billion yuan, with ceramic tile retail channel revenue increasing by 5.94% year-on-year28 - Net profit attributable to listed company shareholders was 219 million yuan, a year-on-year increase of 3.85%; net cash flow from operating activities rose to 437 million yuan, a year-on-year increase of 92.99%28 - The company was recognized by the Ministry of Industry and Information Technology as the only "Green Supply Chain Management Enterprise" in the ceramic tile industry, with its Qingyuan, Fengcheng, and Chongqing production bases selected as national "Green Factories"30 - Founded in 1972, the company is one of the leading professional manufacturers and top brands of ceramic tiles/rock slabs and sanitary products in China, with its main business including the production and sale of ceramic tiles, rock slabs, sanitary ware, integrated wall panels, auxiliary materials, new green building materials, and "home installation" services31 - The company focuses on ceramic tiles and rock slabs as its core, synergistically developing multiple categories such as integrated sanitary ware, ecological new materials, and integrated wall panels, to build core competitiveness as a "green space overall solution service provider"35 - "Dongpeng" is a leading brand in China's architectural and sanitary ceramics industry, having won multiple honors such as the "Leading Enterprise Award" in the China Architectural Ceramics and Sanitary Ware Industry, and ranks among the top in product R&D, production technology, marketing channels, brand influence, and professional service capabilities44 - The company's principal business sales models include distribution and direct sales, while its main production models are self-production and outsourcing, with no significant changes during the reporting period45 - The company achieves its strategic goals through four paths: innovation-driven, lean operations, digital empowerment, and green development, empowering new quality productive forces for transformation and upgrading46 Analysis of Core Competitiveness Dongpeng Holdings' core competitiveness stems from its 53-year history, brand advantage, extensive national marketing network, proprietary manufacturing bases, green supply chain, multi-category hard decoration solutions, and continuous innovation in technology, brand, model, green, and digitalization - The company is one of China's oldest ceramic tile enterprises, founded in 1972, honored as a "China Industry Iconic Brand" and "Guangdong Time-honored Brand," with products widely used in landmark buildings such as the Beijing Olympic and Winter Olympic venues and the National Centre for the Performing Arts50 - The company possesses a vast, efficient marketing network across the country, being one of the ceramic tile enterprises with the largest number of distributors and retail stores, boasting advantages in retail, integrated decoration, and engineering channels51 - The company's proprietary production bases are strategically located in major ceramic tile production areas such as South China, Central China, and Southwest China, with eight ceramic tile and sanitary ware production bases in provinces and cities including Guangdong, Jiangxi, Hunan, Shanxi, and Chongqing, and over 40 advanced production lines53 - The company is the only ceramic tile enterprise selected by the Ministry of Industry and Information Technology as a "Green Supply Chain Management Enterprise," possessing a nationally distributed supply chain system comprising base warehouses, central warehouses, and shared warehouses54 - The company boasts a rich multi-category product line, primarily ceramic tiles and rock slabs, while also covering green building and decorative materials such as sanitary ware, auxiliary materials, integrated wall panels, ecological stone, ecological soft tiles, and lightweight partition panels, offering one-stop hard decoration product solutions55 - The company and its controlled subsidiaries have accumulated 2,505 patents of various types, with 1,300 valid patents (including 418 invention patents), continuing to lead the ceramic tile industry56 - The company, by understanding user needs, launched Dongpeng "Super Match" space design and "Home Installation" one-stop service including tiling, as well as rock slab space delivery "six-package service," achieving a full-link upgrade from product to design and delivery59 - Dongpeng Holdings, with its strategic positioning of "Low-Carbon Dongpeng, Green Building Pioneer," was the first in the industry to establish a low-carbon development strategic committee, comprehensively promoting green manufacturing and green development60 - Dongpeng continuously iterates its digitalization and AI strategy, advancing the implementation of its Digital Empowerment 2.0 strategy, focusing on improving supply chain collaboration efficiency, product quality, and user experience, and was the first to partner with Baidu Wenxin Yiyan61 Analysis of Principal Business During the reporting period, the company's operating revenue decreased by 5.18% year-on-year, mainly due to market demand pressure and adjustments in engineering channel strategy, with ceramic tile business accounting for 84.69% of revenue and significant reductions in sales and administrative expenses, while net cash flow from operating activities substantially increased by 92.99% Major Financial Data Year-on-Year Changes | Indicator | Current Reporting Period (yuan) | Prior Year Period (yuan) | Year-on-Year Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 2,933,751,363.05 | 3,094,160,291.34 | -5.18% | Market demand pressure, adjustment of engineering channel strategy | | Operating Cost | 2,043,998,488.99 | 2,147,882,424.23 | -4.84% | | | Selling Expenses | 310,405,310.27 | 361,124,083.46 | -14.04% | | | Administrative Expenses | 145,465,801.65 | 169,049,363.47 | -13.95% | | | Financial Expenses | -11,122,431.97 | -25,749,142.12 | 56.80% | Decrease in interest income this period | | R&D Investment | 101,754,310.50 | 101,652,384.90 | 0.10% | | | Net Cash Flow from Operating Activities | 436,956,180.41 | 226,408,246.08 | 92.99% | Decrease in expenses and payments this period | | Net Cash Flow from Investing Activities | -172,721,143.22 | -364,219,305.87 | 52.58% | Decrease in long-term asset expenditures this period | | Net Cash Flow from Financing Activities | -509,849,714.16 | -662,388,375.49 | 23.03% | | | Net Increase in Cash and Cash Equivalents | -245,617,808.14 | -800,189,961.08 | 69.31% | Net cash flow from operating activities increased year-on-year | Operating Revenue Composition (by Industry, Product, Region) | Category | Item | Current Reporting Period Amount (yuan) | Proportion of Operating Revenue | Prior Year Period Amount (yuan) | Proportion of Operating Revenue | Year-on-Year Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | By Industry | Ceramic Tiles | 2,484,674,564.57 | 84.69% | 2,578,565,473.21 | 83.34% | -3.64% | | | Sanitary Ware | 371,783,063.30 | 12.67% | 436,742,941.43 | 14.12% | -14.87% | | By Product | Glazed Tiles | 2,456,555,514.97 | 83.73% | 2,505,864,499.29 | 80.99% | -1.97% | | | Unglazed Tiles | 28,119,049.60 | 0.96% | 72,700,973.92 | 2.35% | -61.32% | | By Region | South China | 1,040,855,183.36 | 35.48% | 940,625,995.10 | 30.40% | 10.66% | | | North China | 527,427,861.77 | 17.98% | 586,025,984.44 | 18.94% | -10.00% | - The year-on-year decrease in operating revenue is mainly due to market demand pressure, intensified competition, a prudent development strategy for engineering channels, and the fact that sanitary ware and ecological new materials businesses are still in their development stage66 Analysis of Non-Principal Business The company's non-principal businesses had a certain impact on total profit, with investment income and government grants contributing positively, while asset impairment was the main negative factor, and these non-principal businesses are considered sustainable Impact of Non-Principal Business on Total Profit | Item | Amount (yuan) | Proportion of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 7,137,888.45 | 2.88% | Long-term equity investment gains/losses, wealth management income | Yes | | Gains or losses from changes in fair value | 66,844.69 | 0.03% | Fair value changes during the holding period of transactional financial assets | Yes | | Asset Impairment | -90,679,524.36 | -36.57% | Provision for bad debts on receivables, provision for inventory depreciation | Yes | | Non-operating Income | 9,838,885.47 | 3.97% | Gains from disposal of fixed assets, liquidated damages, forfeited engineering filing fees, etc. | Yes | | Non-operating Expenses | 5,610,903.33 | 2.26% | Losses from disposal of fixed assets, as well as external donations, cross-regional compensation expenses, etc. | Yes | | Other Income | 22,042,984.16 | 8.89% | Government grants received or amortization of deferred income | Yes | | Asset Disposal Income | 503,865.34 | 0.20% | Disposal of long-term assets such as fixed assets, intangible assets, right-of-use assets | Yes | Analysis of Assets and Liabilities At the end of the reporting period, the company's total assets and net assets attributable to shareholders both decreased, with reductions in monetary funds and construction in progress primarily due to decreased sales collection, dividends, share repurchases, and transfers of construction in progress to fixed assets, while fixed assets and long-term borrowings increased and short-term borrowings decreased, maintaining a stable asset-liability structure Major Changes in Asset Composition | Item | Current Period-End Amount (yuan) | Proportion of Total Assets | Prior Year-End Amount (yuan) | Proportion of Total Assets | Change in Proportion | Explanation of Major Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 2,802,315,962.94 | 24.64% | 3,214,862,715.91 | 26.78% | -2.14% | Decrease in sales collection, dividends, share repurchases, and repayment of borrowings | | Accounts Receivable | 922,259,174.37 | 8.11% | 883,303,104.46 | 7.36% | 0.75% | | | Inventories | 1,629,912,246.37 | 14.33% | 1,685,326,009.22 | 14.04% | 0.29% | | | Fixed Assets | 3,656,336,866.14 | 32.15% | 3,543,846,781.41 | 29.52% | 2.63% | Due to transfer of construction in progress to fixed assets this period | | Construction in Progress | 29,472,133.50 | 0.26% | 299,664,658.09 | 2.50% | -2.24% | Due to transfer of construction in progress to fixed assets this period | Major Changes in Liability Composition | Item | Current Period-End Amount (yuan) | Proportion of Total Assets | Prior Year-End Amount (yuan) | Proportion of Total Assets | Change in Proportion | Explanation of Major Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Short-term Borrowings | 168,000,000.00 | 1.48% | 400,000,000.00 | 3.33% | -1.85% | Due to repayment this period | | Long-term Borrowings | 171,680,000.00 | 1.51% | 95,000,000.00 | 0.79% | 0.72% | | - The fair value of financial assets measured at fair value at period-end was 184,116,943.65 yuan, compared to 225,380,098.96 yuan at the beginning of the period74 - Restricted monetary funds at period-end totaled 597,054,833.88 yuan, primarily for guarantees and pledged time deposits75 Analysis of Investment Status During the reporting period, the company's investment decreased by 28.57% year-on-year, mainly in securities and financial assets, with no use of raised funds or derivative investments - Investment amount for the reporting period was 110,714,605.33 yuan, compared to 154,997,665.99 yuan in the prior year period, a year-on-year decrease of 28.57%76 - Securities investment: Held shares in Guangtian Group, with a book value of 154,329.56 yuan at period-end, accounted for as financial assets held for trading78 - The company had no derivative investments or use of raised funds during the reporting period7980 Significant Asset and Equity Sales The company did not engage in any significant asset or equity sales during the reporting period - The company did not sell significant assets during the reporting period81 - The company did not sell significant equity during the reporting period82 Analysis of Major Holding and Participating Companies This section lists major subsidiaries significantly impacting the company's net profit, including Qingyuan Nafuna Ceramics Co., Ltd., Fengcheng Dongpeng Ceramics Co., Ltd., and Chongqing Shiwan Dongpeng Ceramics Co., Ltd., and discloses the newly established subsidiary Guangdong Lishi Home Building Materials Co., Ltd. during the reporting period Major Subsidiary Financial Data (Impact on Company Net Profit Exceeding 10%) | Company Name | Company Type | Main Business | Registered Capital (ten thousand yuan) | Total Assets (yuan) | Net Assets (yuan) | Operating Revenue (yuan) | Operating Profit (yuan) | Net Profit (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Qingyuan Nafuna Ceramics Co., Ltd. | Subsidiary | Ceramic tile production | 2300 | 1,968,288,441.03 | 1,477,922,119.89 | 623,539,435.74 | 97,330,236.38 | 87,127,714.67 | | Fengcheng Dongpeng Ceramics Co., Ltd. | Subsidiary | Ceramic tile production | 66500 | 1,931,689,912.64 | 1,423,579,512.70 | 563,419,115.04 | 63,970,977.13 | 59,028,842.18 | | Chongqing Shiwan Dongpeng Ceramics Co., Ltd. | Subsidiary | Ceramic tile sales | 200 | 897,379,851.28 | 364,143,778.88 | 577,813,387.87 | 81,885,464.12 | 70,519,396.78 | - During the reporting period, the company newly established a controlling subsidiary, Guangdong Lishi Home Building Materials Co., Ltd., with a registered capital of 5.8824 million yuan, and the company holds 51% equity83 Information on Structured Entities Controlled by the Company The company did not control any structured entities during the reporting period - The company had no controlled structured entities during the reporting period84 Risks Faced by the Company and Countermeasures The company faces risks from intensified market competition, macroeconomic changes, downstream industry demand fluctuations, rising raw material and energy prices, and increased accounts receivable, which it addresses through continuous innovation, channel expansion, lean operations, overseas market development, optimized procurement, and strengthened accounts receivable management - The company faces risks of low market concentration and fierce competition in the architectural and sanitary ceramics industry, which it addresses by continuously implementing channel breakthroughs, product leadership, and M&A integration to increase market share85 - The company's main business is closely related to the real estate industry, affected by the macroeconomic environment, international situation changes, and "dual carbon" policies, which it addresses by strengthening policy research, expanding overseas sales channels, exploring overseas M&A or establishing overseas factories, and building a green manufacturing system8687 - Continuously high raw material and energy prices exert significant pressure on the company's operations, which it addresses through lean production, cost reduction and efficiency improvement, optimizing sales prices, and increasing group procurement and raw material outsourcing88 - Accounts receivable primarily stem from real estate strategic engineering business, posing potential collection risks, which the company addresses by adopting a prudent engineering development strategy, actively managing risks, implementing contract approval and accounts receivable control strategies, and strengthening collection efforts to maintain ample cash flow8990 Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company has not formulated a market value management system or disclosed a valuation enhancement plan - The company has not formulated a market value management system91 - The company has not disclosed a valuation enhancement plan91 Implementation of "Quality and Return Dual Enhancement" Action Plan The company has disclosed its "Quality and Return Dual Enhancement" action plan, aiming to improve listed company quality and investment value through innovation, ESG practices, investor returns, share repurchases, and strengthened governance - The company has disclosed its "Quality and Return Dual Enhancement" action plan announcement91 - The action plan includes: leading high-quality development through innovation-driven, lean operations, digital empowerment, and green development; practicing ESG concepts to promote sustainable development; prioritizing investor returns and cash dividends; implementing share repurchases to boost market confidence; strengthening governance to improve standardized operations; and further improving information disclosure and investor relations management9192 Part IV Corporate Governance, Environment, and Society This section covers changes in the company's governance structure, environmental information disclosure, and social responsibility initiatives Changes in Directors, Supervisors, and Senior Management During the reporting period, three Vice General Managers, Zhang Xiongcai, Zhu Duanming, and Shi Jinping, resigned due to work transfers and personal reasons - Zhang Xiongcai resigned as Vice General Manager on April 17, 2025, due to work transfer94 - Zhu Duanming resigned as Vice General Manager on April 17, 2025, due to personal reasons94 - Shi Jinping resigned as Vice General Manager on June 13, 2025, due to work transfer94 Profit Distribution and Capital Reserve Conversion to Share Capital in This Reporting Period The company plans no cash dividends, bonus shares, or capital increase from capital reserves for the half-year period - The company plans no cash dividends, bonus shares, or capital increase from capital reserves for the half-year period95 Implementation of Company Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures During the reporting period, the company adjusted its 2022 and 2024 stock option incentive plans, canceling some non-compliant options, adjusting the exercise price for the 2024 plan, and granting reserved stock options to eligible grantees - For the 2022 stock option incentive plan, some grantees no longer met the eligibility criteria, and the company failed to achieve the performance target for the third exercise period of the initial grant, leading to the cancellation of 8.007 million units of granted but unexercised stock options96 - For the 2024 stock option incentive plan, some grantees no longer met the eligibility criteria, and the company failed to achieve the performance target for the first exercise period of the initial grant, leading to the cancellation of 8.595 million units of granted but unexercised stock options97 - The exercise price for the 2024 stock option incentive plan was adjusted from 6.70 yuan/share to 6.45 yuan/share98 - The company granted 1.95 million units of reserved stock options to 8 eligible grantees, completing the grant registration on June 10, 20259899 Environmental Information Disclosure The company and its six major subsidiaries are included in the list of enterprises required to disclose environmental information by law and have publicly disclosed environmental reports, with no significant environmental pollution incidents during the reporting period - The company and its 6 major subsidiaries are included in the list of enterprises required to disclose environmental information by law100 - The company had no significant environmental pollution incidents100 Social Responsibility In the first half of 2025, the company actively fulfilled its social responsibilities, achieving significant results in green development, ESG practices, and rural revitalization, including being recognized as a "Green Supply Chain Management Enterprise" and "National Green Factory," achieving the highest AA rating in Wind ESG, and actively participating in rural greening and educational donations - Dongpeng Holdings was certified by the Ministry of Industry and Information Technology as the only "Green Supply Chain Management Enterprise" in the architectural ceramics industry, with its Qingyuan, Fengcheng, and Chongqing production bases successfully recognized as national "Green Factories"101 - Dongpeng Holdings serves as the only architectural ceramics enterprise among the core members of the UN Global Compact (UNGC) "25 Sustainable Development Chain Leaders Alliance," taking the lead in launching the first national chain leader action101 - The company released its "2024 ESG Report," achieving the highest AA rating in the Wind ESG assessment, ranking among the top listed companies in the building products industry102 - The company actively implements the 3R concept throughout the product lifecycle, transforming industrial waste residue, construction waste, and mine tailings into high-value-added products, successfully developing innovative environmentally friendly products such as ecological stone, ecological soft tiles, and ecological rock slabs102 - The Chongqing base added 17.78 MW of photovoltaic installed capacity, bringing the company's total photovoltaic installed capacity to 71.56 MW, an increase of 33.06%103 - The company actively responded to the government's "Hundred, Thousand, Ten Thousand Project" initiative, proactively participating in rural greening construction in Yuantan Town, donating 300,000 yuan and investing relevant resources104 - The Qingyuan base donated educational funds to Taiqian Primary School in Yuantan Town, Qingcheng District, Qingyuan City, addressing the educational concerns of employees' children104 Part V Significant Events This section details significant events during the reporting period, including commitments, related party transactions, litigation, and other material matters Fulfillment of Commitments During the reporting period, there were no commitments made by the company's actual controllers, shareholders, related parties, acquirers, or the company that were either fulfilled or overdue and unfulfilled by the end of the reporting period - The company had no commitments from related parties that were fulfilled or overdue and unfulfilled during the reporting period106 Non-Operating Funds Occupied by Controlling Shareholders and Other Related Parties from the Listed Company During the reporting period, there were no non-operating funds occupied by controlling shareholders or other related parties from the listed company - The company had no non-operating funds occupied by controlling shareholders or other related parties during the reporting period107 Illegal External Guarantees The company had no illegal external guarantees during the reporting period - The company had no illegal external guarantees during the reporting period108 Appointment and Dismissal of Accounting Firms The company's half-year financial report was not audited - The company's semi-annual report was not audited109 Explanation by the Board of Directors and Supervisory Board on the "Non-Standard Audit Report" for This Reporting Period The company did not have a non-standard audit report during the reporting period - The company had no non-standard audit report during the reporting period110 Explanation by the Board of Directors on the "Non-Standard Audit Report" for the Previous Year The company did not have a non-standard audit report for the previous year during the reporting period - The company had no non-standard audit report for the previous year during the reporting period110 Bankruptcy Reorganization Matters The company did not undergo any bankruptcy reorganization matters during the reporting period - The company had no bankruptcy reorganization matters during the reporting period110 Litigation Matters During the reporting period, the company had no significant litigation or arbitration matters, but was involved in other lawsuits/arbitrations totaling 927.355 million yuan, some of which are ongoing or in execution, while others have been completed, with no expected material impact on the company - The company had no significant litigation or arbitration matters during this reporting period111 - There were other litigation (arbitration) matters involving a total amount of 927.355 million yuan, with some cases currently under trial (arbitration) or in the execution phase, and some cases already completed112 - The outcomes of the litigated (arbitrated) cases are not expected to have a material impact on the company112 Penalties and Rectification The company had no penalties or rectification situations during the reporting period - The company had no penalties or rectification situations during the reporting period113 Integrity Status of the Company, its Controlling Shareholders, and Actual Controllers During the reporting period, the company, its controlling shareholders, and actual controllers maintained good integrity, with no unfulfilled obligations from effective court judgments or large overdue debts - During the reporting period, the company, its controlling shareholders, and actual controllers maintained good integrity, with no unfulfilled obligations from effective court judgments or large overdue debts that were due and unpaid114 Significant Related Party Transactions During the reporting period, the company had no significant related party transactions concerning daily operations, asset or equity acquisitions/disposals, joint external investments, related party creditor-debtor relationships, or other major related party transactions - The company had no significant related party transactions related to daily operations during the reporting period115 - The company had no related party transactions involving asset or equity acquisitions/disposals during the reporting period116 - The company had no related party transactions involving joint external investments during the reporting period117 - The company had no related party creditor-debtor relationships during the reporting period118 - The company had no other significant related party transactions during the reporting period121 Significant Contracts and Their Performance During the reporting period, the company had no entrustment, contracting, or leasing matters, but provided guarantees for subsidiaries, with an actual guarantee balance of 820.7327 million yuan at period-end, representing 10.95% of the company's net assets, and engaged in entrusted wealth management with a transaction amount of 7,075.286 million yuan - The company had no entrustment, contracting, or leasing situations during the reporting period122123124 Company Guarantees for Subsidiaries (Partial) | Guaranteed Party Name | Guarantee Limit (ten thousand yuan) | Actual Guarantee Amount (ten thousand yuan) | Guarantee Type | Guarantee Period | Fulfilled | Related Party Guarantee | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Chongqing Shiwan Dongpeng Ceramics Co., Ltd. | 70,000 | 15,864.88 | Joint and several liability guarantee | 2025.01.02-2026.03.18 | No | Yes | | Foshan Dongpeng Ceramic Development Co., Ltd. | 65,000 | 19,744.58 | Joint and several liability guarantee | 2025.01.08-2028.09.08 | No | Yes | | Qingyuan Nafuna Ceramics Co., Ltd. | 80,000 | 13,691.5 | Joint and several liability guarantee | 2025.02.21-2029.12.31 | No | Yes | - At the end of the reporting period, the total approved guarantee limit for subsidiaries was 5.55 billion yuan, with an actual guarantee balance of 820.7327 million yuan, accounting for 10.95% of the company's net assets128 - Entrusted wealth management transactions amounted to 7.075286 billion yuan, with an outstanding balance of 50.1078 million yuan and no overdue unrecovered amounts131 Explanation of Other Significant Matters The company in the reporting period implemented a share repurchase program, accumulating 15,666,500 shares for a total of 95,287,091.00 yuan, and completed a change in registered capital by canceling 16,018,842 repurchased shares, reducing the total share capital to 1,156,981,158 shares - As of June 30, 2025, the company had cumulatively repurchased 15.6665 million shares through its dedicated share repurchase securities account via centralized bidding, accounting for 1.35% of the company's current total share capital, with a total transaction amount of 95.287091 million yuan132140 - On December 27, 2024, the company completed the cancellation of 16.018842 million repurchased shares, reducing the company's registered capital accordingly, and the total share capital changed from 1.173 billion shares to 1.156981158 billion shares133134 Significant Matters of Company Subsidiaries During the reporting period, the company established a new controlling subsidiary, Guangdong Lishi Home Building Materials Co., Ltd., changed managers for several wholly-owned subsidiaries (Zibo Kapoor Ceramics Co., Ltd., Dongpeng Eco-New Materials Technology (Guangdong) Co., Ltd., Jiangmen Dongpeng Smart Home Co., Ltd.), and Shenzhen Dongpeng Ceramics Co., Ltd. obtained a construction enterprise qualification certificate - In February 2025, the company newly established a controlling subsidiary, Guangdong Lishi Home Building Materials Co., Ltd., with a registered capital of 5.8824 million yuan, and the company holds 51% equity134 - The manager of Zibo Kapoor Ceramics Co., Ltd. changed from Wei Xingshan to Xu Youqiang134 - The manager of Dongpeng Eco-New Materials Technology (Guangdong) Co., Ltd. changed from Gu Wencan to Luo Hong134 - The manager of Jiangmen Dongpeng Smart Home Co., Ltd. changed from Yang Lixin to Luo Xinqiong135 - Shenzhen Dongpeng Ceramics Co., Ltd. obtained a construction enterprise qualification certificate, with its licensed business scope changed to: residential interior decoration and renovation135 Part VI Share Changes and Shareholder Information This section details changes in the company's share capital and information regarding its shareholders Share Change Status During the reporting period, restricted shares increased by 374,722 shares, and unrestricted shares decreased by 374,722 shares, primarily due to changes in restricted shares following executive resignations, while the company continued its share repurchase plan, having repurchased 15,666,500 shares by period-end - Before this change, restricted shares totaled 12,096,180 shares, with an increase of 374,722 shares in this change, resulting in 12,470,902 shares after this change138 - Before this change, unrestricted shares totaled 1,144,884,978 shares, with a decrease of 374,722 shares in this change, resulting in 1,144,510,256 shares after this change138 - The reason for the share change is that Mr. Zhang Xiongcai no longer serves as the company's Vice General Manager, leading to a change in the number of his restricted shares; part of the restricted shares held by former executive Mr. Wang Yue were released from restriction during the reporting period139 - As of June 30, 2025, the company had cumulatively repurchased 15.6665 million shares through its dedicated share repurchase securities account via centralized bidding, accounting for 1.35% of the company's current total share capital, with a total transaction amount of 95.287091 million yuan140 Changes in Restricted Shares At the end of the reporting period, the total number of restricted shares was 1,500,813, with former executive Wang Yue's restricted shares decreasing by 275 and Zhang Xiongcai's restricted shares increasing by 374,997 Changes in Restricted Shares | Shareholder Name | Restricted Shares at Beginning of Period (shares) | Shares Released from Restriction This Period (shares) | Shares Added to Restriction This Period (shares) | Restricted Shares at End of Period (shares) | Reason for Restriction | | :--- | :--- | :--- | :--- | :--- | :--- | | Wang Yue (Former Executive) | 1,100 | -275 | 0 | 825 | Executive Lock-up Shares | | Zhang Xiongcai (Former Executive) | 1,124,991 | 0 | 374,997 | 1,499,988 | Executive Lock-up Shares | | Total | 1,126,091 | -275 | 374,997 | 1,500,813 | -- | Securities Issuance and Listing Status The company had no securities issuance or listing activities during the reporting period - The company had no securities issuance or listing activities during the reporting period142 Number of Shareholders and Shareholding Status At the end of the reporting period, the total number of common shareholders was 27,782, with Ningbo Lijian Venture Capital Partnership (Limited Partnership) holding 30.28% as the controlling shareholder, and the company's share repurchase account holding 33,867,664 shares, representing 2.93% of the total share capital - At the end of the reporting period, the total number of common shareholders was 27,782143 Shareholding Status of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Ratio | Number of Shares Held at Period-End (shares) | Change in Shareholding During Reporting Period (shares) | Number of Unrestricted Shares Held (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Ningbo Lijian Venture Capital Partnership (Limited Partnership) | Domestic Non-State-Owned Legal Person | 30.28% | 350,379,778 | 0 | 350,379,778 | | Foshan Huashengchang Ceramics Co., Ltd. | Domestic Non-State-Owned Legal Person | 14.00% | 162,000,000 | 0 | 162,000,000 | | Ningbo Hongyisheng Equity Investment Partnership (Limited Partnership) | Domestic Non-State-Owned Legal Person | 11.71% | 135,482,100 | 0 | 135,482,100 | | Beijing Sequoia Kundu Investment Management Center (Limited Partnership) - Shanghai Zhede Investment Center (Limited Partnership) | Domestic Non-State-Owned Legal Person | 2.57% | 29,699,527 | -5,592,840 | 29,699,527 | | HSG Growth I Holdco B, Ltd. | Overseas Legal Person | 2.43% | 28,149,483 | -5,784,260 | 28,149,483 | | Hong Kong Securities Clearing Company Limited | Overseas Legal Person | 2.02% | 23,398,653 | 12,750,202 | 23,398,653 | | Ningbo Kexilai Investment Partnership (Limited Partnership) | Domestic Non-State-Owned Legal Person | 1.71% | 19,804,200 | -3,566,600 | 19,804,200 | | Guangdong Yuhe Commercial and Trade Co., Ltd. | Domestic Non-State-Owned Legal Person | 1.56% | 18,000,000 | 0 | 18,000,000 | | Shenzhen Pengsheng Enterprise Management Partnership (Limited Partnership) | Domestic Non-State-Owned Legal Person | 1.19% | 13,728,700 | 0 | 13,728,700 | | Shanghai Jiuming Investment Management Co., Ltd. - Jiuming Exclusive No. 31 Private Securities Investment Fund | Domestic Non-State-Owned Legal Person | 1.08% | 12,550,000 | 12,550,000 | 12,550,000 | - The company's share repurchase dedicated securities account held 33.867664 million shares, accounting for 2.93% of the company's total share capital144 Changes in Shareholdings of Directors, Supervisors, and Senior Management There were no changes in the shareholdings of the company's directors, supervisors, and senior management during the reporting period - There were no changes in the shareholdings of the company's directors, supervisors, and senior management during the reporting period146 Changes in Controlling Shareholder or Actual Controller The company's controlling shareholder and actual controller did not change during the reporting period - The company's controlling shareholder did not change during the reporting period147 - The company's actual controller did not change during the reporting period147 Preferred Share Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period148 Part VII Bond-Related Information The company had no bond-related information during the reporting period - The company had no bond-related information during the reporting period150 Part VIII Financial Report This section presents the company's comprehensive financial statements, including balance sheets, income statements, cash flow statements, and statements of changes in equity, along with notes on accounting policies and financial risks Audit Report The company's half-year financial report was not audited - The company's semi-annual financial report was not audited152 Financial Statements This section provides the company's 2025 half-year consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, comprehensively presenting the company's financial position, operating results, and cash flow - The consolidated balance sheet at period-end shows total assets of 11,371,582,808.69 yuan, total liabilities of 3,878,760,569.73 yuan, and total owners' equity of 7,492,822,238.96 yuan154156 - The consolidated income statement for the current period shows total operating revenue of 2,933,751,363.05 yuan, net profit of 218,458,503.44 yuan, and net profit attributable to parent company shareholders of 218,608,614.39 yuan163164165 - The consolidated cash flow statement shows net cash flow from operating activities of 436,956,180.41 yuan, net cash flow from investing activities of -172,721,143.22 yuan, and net cash flow from financing activities of -509,849,714.16 yuan168169 - The parent company balance sheet at period-end shows total assets of 6,885,499,666.25 yuan, total liabilities of 2,227,897,643.09 yuan, and total owners' equity of 4,657,602,023.16 yuan159160 - The parent company income statement for the current period shows operating revenue of 513,812,666.33 yuan and net profit of -19,368,378.27 yuan166167 - The parent company cash flow statement shows net cash flow from operating activities of 287,407,426.27 yuan, net cash flow from investing activities of 5,425,628.55 yuan, and net cash flow from financing activities of -288,582,797.74 yuan171172 Company Basic Information Guangdong Dongpeng Holdings Co., Ltd. was established on November 4, 2011, listed on the Shenzhen Stock Exchange in October 2020, with Ningbo Lijian Venture Capital Partnership (Limited Partnership) as its controlling shareholder and He Xinming and He Ying as ultimate controllers, primarily engaged in R&D, production, and sales of architectural and sanitary ceramic products - Guangdong Dongpeng Holdings Co., Ltd. was established on November 4, 2011, and issued RMB ordinary shares (A-shares) and listed on the Shenzhen Stock Exchange in October 2020189190 - Ningbo Lijian Venture Capital Partnership (Limited Partnership) holds 30.28% of the company's shares and is its parent company; the ultimate controllers of the company are He Xinming and He Ying190 - The main business scope of the company and its subsidiaries (hereinafter referred to as "the Group") is the research and development, production, and sales of architectural and sanitary ceramic products, represented by ceramic tiles and sanitary ware190 Basis of Financial Statement Preparation The Group's financial statements are prepared in accordance with the Enterprise Accounting Standards issued by the Ministry of Finance and relevant regulations, and financial information is disclosed according to the "Information Disclosure Rules for Companies Issuing Securities No. 15 - General Provisions for Financial Reports (Revised 2023)," with no significant doubts about its going concern ability - The Group prepares its financial statements in accordance with the Enterprise Accounting Standards issued by the Ministry of Finance and relevant regulations, and discloses relevant financial information in accordance with the "Information Disclosure Rules for Companies Issuing Securities No. 15 - General Provisions for Financial Reports (Revised 2023)"192 - The Group has evaluated its ability to continue as a going concern for the 12 months from June 30, 2025, and found no significant doubts or circumstances regarding its going concern ability; therefore, these financial statements are prepared on a going concern basis193 Significant Accounting Policies and Accounting Estimates This section details the significant accounting policies and estimates followed by the company in preparing its financial statements, covering compliance with accounting standards, accounting period, operating cycle, functional currency, materiality, business combinations, consolidated financial statements, joint arrangements, cash and cash equivalents, foreign currency transactions, financial instruments, notes receivable, accounts receivable, other receivables, inventories, long-term equity investments, investment properties, fixed assets, construction in progress, borrowing costs, intangible assets, impairment of long-term assets, long-term deferred expenses, contract liabilities, employee benefits, provisions, share-based payments, revenue, contract costs, government grants, deferred income tax assets/liabilities, and leases - The financial statements prepared by the company comply with the requirements of enterprise accounting standards, truly and completely reflecting the consolidated and parent company's financial position as of June 30, 2025, and the consolidated and parent company's operating results and cash flows for the period from January 1 to June 30, 2025195 - The Group's accounting year is the calendar year, from January 1 to December 31; the Group's operating cycle is the calendar year, from January 1 to December 31196197 - The Group's financial assets include two categories: financial assets measured at amortized cost and financial assets measured at fair value with changes recognized in current profit or loss; after initial recognition, different categories of financial assets are subsequently measured at amortized cost or at fair value with changes recognized in current profit or loss, respectively218 - The Group recognizes revenue when it satisfies a performance obligation in the contract, i.e., when the customer obtains control of the related goods or services, at the transaction price allocated to that performance obligation293 - The recognition of deferred income tax assets primarily depends on future actual profitability and the actual tax rate in the future years when deductible temporary differences are utilized323 Taxation This section discloses the company's main tax categories and rates, along with detailed explanations of tax incentives enjoyed by the company and its subsidiaries, including VAT super deduction for advanced manufacturing, Western Development corporate income tax benefits, and high-tech enterprise income tax benefits Main Tax Categories and Rates | Tax Category | Tax Base | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Difference between output tax and deductible input tax | 13% | | Urban Maintenance and Construction Tax | Actual amount of turnover tax paid | 7% and 5% | | Corporate Income Tax | Taxable income | 15%, 16.5%, 20%, 25% | | Property Tax | Taxable residual value or rental income | 1.2%/12% | | Education Surcharge and Local Education Surcharge | Actual amount of turnover tax paid | 3% and 2% | - Six subsidiaries, including Qingyuan Nafuna Ceramics Co., Ltd., enjoyed the VAT input tax super deduction policy for advanced manufacturing enterprises from January to April 2025331 - Four subsidiaries, including Changdu Yuhe Commercial and Trade Co., Ltd., qualified for the Western Development tax incentive policy, paying corporate income tax at a preferential rate of 15% from January to June 2025332 - Six subsidiaries, including Foshan Donghuashengchang Technology Co., Ltd., enjoyed the high-tech enterprise tax incentive policy, paying corporate income tax at a preferential rate of 15% from January to June 2025332333334 - Three subsidiaries, including Dongpeng Eco-New Materials Technology (Guangdong) Co., Ltd., enjoyed the small and micro enterprise income tax preferential policy from January to June 2025335 Notes to Consolidated Financial Statement Items This section provides detailed notes on various asset, liability, owner's equity, income, and expense items in the consolidated financial statements, including monetary funds, financial assets held for trading, notes receivable, accounts receivable, other receivables, inventories, long-term equity investments, fixed assets, construction in progress, intangible assets, goodwill, short-term borrowings, notes payable, accounts payable, other payables, contract liabilities, employee compensation payable, taxes payable, long-term borrowings, lease liabilities, deferred income, share capital, capital reserves, treasury stock, surplus reserves, undistributed profits, operating revenue and costs, taxes and surcharges, administrative expenses, selling expenses, research and development expenses, financial expenses, other income, fair value change gains, investment income, credit impairment losses, asset impairment losses, asset disposal gains, non-operating income, non-operating expenses, income tax expenses, and cash flow statement items - Monetary funds at period-end totaled 2,802,315,962.94 yuan, of which 597,054,833.88 yuan were restricted33875 - Accounts receivable at period-end had a book value of 922,259,174.37 yuan, with a bad debt provision of 1,014,452,090.93 yuan359361 - Inventories at period-end had a book value of 1,629,912,246.37 yuan, with an inventory depreciation provision of 136,073,037.65 yuan428 - Fixed assets at period-end had a book value of 3,656,336,866.14 yuan, with accumulated depreciation of 3,521,806,098.62 yuan485 - Construction in progress at period-end had a book value of 29,472,133.50 yuan, a significant decrease from 299,664,658.09 yuan at the beginning of the period, mainly due to transfers to fixed assets during the current period49771 - Short-term borrowings at period-end totaled 168,000,000.00 yuan, a significant decrease from 400,000,000.00 yuan at the beginning of the period, mainly due to repayments during the current period53972 - Employee compensation payable at period-end totaled 77,256,257.28 yuan, with an increase of 423,614,108.02 yuan and a decrease of 488,926,790.21 yuan during the current period561 - Operating revenue for the current period was 2,933,751,363.05 yuan, of which principal business revenue was 2,887,277,068.20 yuan, with ceramic tile revenue accounting for 84.69%609610 - Selling expenses for the current period amounted to 310,405,310.27 yuan, a year-on-year decrease of 14.04%62064 - R&D expenses for the current period amounted to 101,754,310.50 yuan, remaining largely flat compared to 101,652,384.90 yuan in the prior period62164 - Net cash flow from operating activities for the current period was 436,956,180.41 yuan, a substantial year-on-year increase of 92.99%65464 Research and Development Expenses During the reporting period, the company had no R&D projects eligible for capitalization or significant externally acquired R&D projects - The company had no R&D projects eligible for capitalization during the reporting period135136 - The company had no significant externally acquired R&D projects during the reporting period136 Changes in Consolidation Scope During the reporting period, the company had no business combinations involving non-common control, common control, or reverse acquisitions, but the consolidation scope changed due to the establishment of a new controlling subsidiary, Guangdong Lishi Home Building Materials Co., Ltd - The company had no business combinations involving non-common control, common control, or reverse acquisitions during the reporting period136138139 - In February 2025, the company newly established a controlling subsidiary, Guangdong Lishi Home Building Materials Co., Ltd., with a registered capital of 5.8824 million yuan, and the company holds 51% equity, leading to a change in the consolidation scope139 Interests in Other Entities This section details the company's interests in subsidiaries and associates, including numerous wholly-owned or controlled subsidiaries engaged in production and sales, and significant influence over associates such as Aifengchao (Suzhou) E-commerce Co., Ltd. and Foshan Zhongtaolian Network Technology Co., Ltd - The company owns over 30 subsidiaries, including Qingyuan Nafuna Ceramics Co., Ltd. and Fengcheng Dongpeng Ceramics Co., Ltd., with most holding 100% equity, and their business nature covers production and sales699[70
东鹏控股(003012) - 2025 Q2 - 季度财报