Important Notes, Table of Contents, and Definitions This section provides crucial disclaimers, the report's structure, and definitions of key terms used throughout the document Important Notes The report emphasizes management's assurance of content accuracy and completeness, along with a risk warning and a plan for no half-yearly dividend distribution - The company's board of directors, supervisory board, and senior management guarantee the report's truthfulness, accuracy, and completeness, free from false records, misleading statements, or major omissions4 - The company's principal, head of accounting, and head of accounting department declare the financial report is true, accurate, and complete4 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital5 Table of Contents This section lists the eight main chapters of the half-yearly report and their corresponding page numbers List of Reference Documents This section details the half-yearly report's reference documents, including signed reports, financial statements, and other materials, available at the company's securities department - Reference documents include the half-yearly report signed by the legal representative, signed and sealed financial statements, original drafts of publicly disclosed documents on designated websites, and other relevant materials89 - Reference documents are kept at the company's securities department9 Definitions This section defines common terms used in the report, covering company information, reporting period, subsidiaries, and core business-related technical terms - Defines basic information such as the company, reporting period, and subsidiaries11 - Explains AiDC business-related terms such as AiDC, barcode, and automatic identification technology11 - Explains power semiconductor business-related technical terms such as semiconductor, power semiconductor, MFER, SGT-MOSFET, and SiC1112 Company Profile and Key Financial Indicators This section presents the company's basic information and key financial performance metrics for the reporting period Company Profile This section outlines the company's stock abbreviation, code, listing exchange, names, and legal representative - Stock Abbreviation: Mind Electronics, Stock Code: 300656, Listing Exchange: Shenzhen Stock Exchange14 - Legal Representative: Huang Xiaodong14 Contact Person and Contact Information This section provides contact details for the company's board secretary and securities affairs representative - Board Secretary: Chen Guobing, Securities Affairs Representative: Yang Jiarui15 - Contact Address: 5th Floor (1), Section 1, Building 25, Industrial Park, Central Area, High-tech Zone, Nanshan District, Shenzhen15 Other Information This section confirms no changes in the company's contact details, information disclosure, or registration status during the reporting period - The company's contact information, information disclosure and storage location, and registration status remained unchanged during the reporting period161718 Key Accounting Data and Financial Indicators This section presents the company's key accounting data and financial indicators, showing a revenue decrease but significant net profit growth Key Accounting Data and Financial Indicators (Consolidated Statements) | Indicator | Current Period (RMB) | Prior Period (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 130,074,066.00 | 160,919,890.88 | -19.17% | | Net Profit Attributable to Shareholders of Listed Company | 10,318,162.69 | -7,704,440.92 | 233.92% | | Net Profit Attributable to Shareholders of Listed Company Excluding Non-recurring Gains and Losses | -41,467,419.11 | -8,017,076.77 | -417.24% | | Net Cash Flow from Operating Activities | -30,931,132.76 | 20,569,936.70 | -250.37% | | Basic Earnings Per Share (RMB/share) | 0.0605 | -0.0448 | 235.04% | | Diluted Earnings Per Share (RMB/share) | 0.0605 | -0.0448 | 235.04% | | Weighted Average Return on Net Assets | 1.02% | -0.67% | Increased by 1.69 percentage points | | End of Current Period | End of Prior Year | Change from End of Prior Year | | | Total Assets | 2,373,707,931.54 | 1,590,427,817.13 | 49.25% | | Net Assets Attributable to Shareholders of Listed Company | 1,001,371,203.50 | 1,019,179,300.72 | -1.75% | Differences in Accounting Data Under Domestic and Overseas Accounting Standards This section confirms no differences in net profit and net assets under domestic and overseas accounting standards for the reporting period - The company had no differences in net profit and net assets under domestic and overseas accounting standards during the reporting period2021 Non-recurring Gains and Losses and Amounts This section details non-recurring gains and losses, totaling RMB 51.7856 million, primarily from investment income due to the Guangxin Microelectronics merger Non-recurring Gains and Losses and Amounts | Item | Amount (RMB) | Explanation | | :--- | :--- | :--- | | Gains or losses on disposal of non-current assets | 59,977,614.56 | Primarily investment income generated from the consolidation of Guangxin Microelectronics in the current reporting period | | Government grants recognized in current profit or loss | 1,409,127.60 | | | Fair value changes and disposal gains/losses from financial assets and liabilities held by non-financial enterprises, excluding effective hedge accounting related to normal business operations | 962.44 | | | Other non-operating income and expenses apart from the above | 142,747.79 | | | Less: Income tax impact | 9,381,894.55 | | | Minority interests impact (after tax) | 362,976.04 | | | Total | 51,785,581.80 | | - The company has no other profit or loss items that meet the definition of non-recurring gains and losses, nor does it classify non-recurring gains and losses as recurring ones24 Management Discussion and Analysis This section analyzes the company's business operations, financial performance, and risk management strategies during the reporting period Principal Businesses Engaged by the Company During the Reporting Period The company primarily engages in AiDC equipment and power semiconductor businesses, advancing its smart IDM ecosystem while managing electronic component distribution - The company's principal businesses include AiDC equipment R&D, manufacturing, and sales, as well as power semiconductor wafer foundry, design, and distribution26 - The company continues to advance the construction of its power semiconductor smart IDM ecosystem, with Guangxin Microelectronics and Xinwei Tech in a healthy expansion phase, and Jingrui Electronics' production and sales continuously growing35 - AiDC business maintains steady development, while electronic component distribution business scaled down due to market downturn, leading to decreased revenue3536 (I) Company's Principal Businesses and Products The company's core businesses include AiDC products and power semiconductors, covering wafer foundry, design, and electronic component distribution - AiDC business: Provides AI industrial code readers, AI inductive imaging platforms, embedded AI scanning modules, and other machine vision products, and is involved in logistics automation26 - Power semiconductor wafer foundry: Primarily manufactures power devices such as MFER and high-voltage VDMOS26 - Power semiconductor design: Main products include MFER, SGT-MOSFET, Super Junction MOSFET, FRD, etc., applied in photovoltaic inverters, energy storage, and other scenarios27 - Electronic component distribution: Primarily passive component distribution, extending to new energy power and energy storage battery businesses27 (II) Company's Business Model The company employs diverse business models across its AiDC, power semiconductor wafer foundry, design, and electronic component distribution segments - AiDC business: Independent R&D, outsourced processing, in-house assembly and testing, combining direct sales and distribution28 - Power semiconductor wafer foundry: Customized production, full-service (materials and labor), direct sales of wafers to design companies28 - Power semiconductor design: Independent R&D and design, cooperative production with foundries, combining direct sales and distribution28 - Electronic component distribution: Procures from upstream manufacturers, provides components and solutions to downstream customers through distribution channels, and develops new energy power and energy storage battery businesses29 (III) Industry Overview The AiDC business benefits from broad market trends, while the semiconductor industry, particularly power semiconductors, shows strong growth and significant import substitution potential in China - AiDC business: Barcode recognition technology is widely applied, benefiting from informatization, IoT, mobile payments, and industrial automation, with broad market potential30 - Semiconductor industry: Global market size reached $346 billion from January to June 2025, a 18.90% year-on-year increase, with an estimated 11.20% full-year growth31 - China's semiconductor market: Integrated circuit output grew 8.70% year-on-year from January to June 2025, exports grew 20.60%, with new energy vehicles, photovoltaic energy storage, and industrial automation contributing 72% of market growth3133 - Power semiconductors: Global market size $53.06 billion in 2024, projected CAGR of 8.43% from 2024-2029 to $79.53 billion; China's market size RMB 175.255 billion, a 15.30% year-on-year increase, with low localization rate and vast import substitution potential3233 - Company's strategic layout: Completed core segment layout of the power semiconductor industry chain (wafer raw materials, wafer foundry, special processes, chip design), aiming to build a smart IDM ecosystem centered on Guangxin Microelectronics34 (IV) Analysis of Company's Operations Operating revenue decreased due to consolidation adjustments and business compression, while net profit increased significantly due to investment gains from the Guangxin Microelectronics merger Key Financial Indicator Changes for H1 2025 | Indicator | Current Period (RMB 10k) | Prior Period (RMB 10k) | YoY Change | Main Reasons | | :--- | :--- | :--- | :--- | :--- | | Total Operating Revenue | 13,007.41 | 16,091.99 | -19.17% | Guangxin Microelectronics consolidation adjustments, Junan Technology logistics business progress, Taiboxunrui business compression | | Net Profit Attributable to Shareholders of Listed Company | 1,031.82 | -770.44 | 233.92% | Consolidation of Guangxin Microelectronics generated RMB 50.99 million after-tax investment income | | Net Profit Attributable to Shareholders of Listed Company Excluding Non-recurring Gains and Losses | -4,146.74 | -801.71 | -417.24% | Guangxin Microelectronics losses, Taiboxunrui impairment provisions | | Net Cash Flow from Operating Activities | -3,093.11 | 2,056.99 | -250.37% | Guangxin Microelectronics in capacity ramp-up phase, expenditures exceeded revenues | - Production capacity of core enterprises in the company's power semiconductor smart IDM ecosystem is gradually increasing, with Guangxin Microelectronics, Xinwei Tech, and Jingrui Electronics experiencing continuous growth in production and sales, and Guangwei Integrated's product sales gradually recovering3940424446 - AiDC business maintains steady development with good gross profit margin, launching multispectral fusion, intelligent dynamic dimming technology, and AI restoration algorithms, expanding general OCR data acquisition solutions4849 - Electronic component distribution business revenue and net profit significantly decreased year-on-year, and will continue to strictly control operating costs and risks, maintaining a smaller business scale50 Analysis of Core Competencies The company's core strengths include strategic focus, R&D innovation, talent, quality management, supply chain integration, and robust marketing and customer networks - Development Strategy: Deeply cultivate AiDC, focus on power semiconductors, build a smart IDM ecosystem, and strategically deploy key segments across the entire industry chain51 - Independent Innovation and R&D Advantages: R&D expenses RMB 15.1646 million, a 22.60% year-on-year increase; possesses 109 valid authorized patents, 68 software copyrights, 16 integrated circuit layout designs, and 10 PCT applications52 - High-end Talent Advantage: 233 R&D and technical personnel, accounting for 38.90% of total staff, with a core power semiconductor technical team led by Dr. Xie Gang5253 - Quality Management System: All business segments passed ISO9001 certification, and Guangxin Microelectronics passed IATF16949 and ISO45001 certifications53 - Supply Chain Integration Capability: AiDC business involves independent design of core components, outsourced production, and in-house assembly and testing; power semiconductor business achieves independent control by integrating the entire industry chain through equity participation/control54 - Marketing Network and Customer Resources: AiDC business has a sound domestic and international marketing network; semiconductor business focuses on leading customers in strategic emerging industry segments54 Analysis of Principal Business Operating revenue declined, while administrative and financial expenses rose due to the Guangxin Microelectronics merger; net profit increased primarily from merger-related investment income Year-on-Year Changes in Key Financial Data | Indicator | Current Period (RMB) | Prior Period (RMB) | YoY Change | Reasons for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 130,074,066.00 | 160,919,890.88 | -19.17% | Guangxin Microelectronics consolidation adjustments, decrease in equipment leasing revenue; reduction in subsidiary business scale | | Operating Cost | 82,619,056.31 | 103,589,981.21 | -20.24% | Overall business scale reduction | | Administrative Expenses | 24,062,316.46 | 10,946,106.59 | 119.83% | Inclusion of Guangxin Microelectronics' administrative expenses | | Financial Expenses | 16,709,958.67 | 7,120,833.54 | 134.66% | Inclusion of Guangxin Microelectronics' financial expenses; increase in financial institution borrowings | | R&D Investment | 15,164,584.93 | 12,368,776.35 | 22.60% | Inclusion of Guangxin Microelectronics' R&D expenses | | Net Cash Flow from Operating Activities | -30,931,132.76 | 20,569,936.70 | -250.37% | Inclusion of Guangxin Microelectronics, which is in capacity ramp-up phase with expenditures exceeding revenues | | Net Cash Flow from Financing Activities | 48,765,559.36 | -18,976,259.36 | 356.98% | Increase in bank borrowings | - Significant change in profit composition: The consolidation of Guangxin Microelectronics generated RMB 50.99 million in after-tax investment income, which is the primary reason for the increase in net profit attributable to the parent company57 Products or Services Accounting for Over 10% | Product or Service Segment | Operating Revenue (RMB) | Operating Cost (RMB) | Gross Profit Margin | YoY Change in Operating Revenue | YoY Change in Operating Cost | YoY Change in Gross Profit Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Information Recognition and Automation Products | 101,427,477.52 | 52,299,695.77 | 48.44% | -10.54% | -16.40% | 3.61% | | Power Semiconductor Products | 13,070,161.14 | 16,110,886.84 | -23.26% | 267.96% | 349.53% | -22.37% | | Electronic Component Products | 15,576,427.34 | 14,208,473.70 | 8.78% | -45.01% | -44.32% | -1.13% | R&D Investment R&D investment increased by 22.60%, focusing on advanced semiconductor technologies, supported by a strong intellectual property portfolio and a large technical team - R&D investment: RMB 15.1646 million, a 22.60% year-on-year increase, accounting for 11.66% of operating revenue61 - R&D focus: Silver surface Schottky diode process platform, ultra-low on-resistance super junction field-effect transistors, new trench gate Schottky diodes, etc61 - Intellectual property: Possesses 109 valid authorized patents (35 invention, 65 utility model, 9 design), 68 software copyrights, 16 integrated circuit layout designs, and 10 PCT applications60 - Personnel structure: 233 R&D and technical personnel, accounting for 38.9% of total employees62 Analysis of Non-Principal Business Non-principal business primarily includes non-sustainable investment income from the Guangxin Microelectronics acquisition and significant asset impairment losses from inventory Analysis of Non-Principal Business | Item | Amount (RMB) | Proportion of Total Profit | Reason for Formation | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 49,593,771.39 | -106.79% | Primarily investment income generated from the acquisition of Guangxin Microelectronics Co., Ltd | No | | Asset Impairment | -76,945,751.42 | 165.69% | Primarily inventory impairment losses | No | Analysis of Assets and Liabilities Total assets significantly increased due to the Guangxin Microelectronics merger, impacting fixed assets, inventories, goodwill, and various liabilities Significant Changes in Asset Composition | Item | Amount at End of Current Period (RMB) | Proportion of Total Assets | Change in Proportion | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | | Total Assets | 2,373,707,931.54 | 100.00% | 49.25% | | | Cash and Cash Equivalents | 43,286,265.24 | 1.82% | -2.09% | Decrease due to purchase of fixed assets, share repurchases, and operating payments | | Inventories | 136,086,989.31 | 5.73% | 0.60% | Inclusion of inventories from subsidiary Guangxin Microelectronics | | Long-term Equity Investments | 205,135,996.04 | 8.64% | -14.37% | Guangxin Microelectronics became a subsidiary, leading to a corresponding reduction in long-term equity investments | | Fixed Assets | 1,032,265,611.45 | 43.49% | 15.14% | Inclusion of fixed assets from subsidiary Guangxin Microelectronics | | Intangible Assets | 105,635,022.83 | 4.45% | 4.25% | Inclusion of intangible assets from subsidiary Guangxin Microelectronics | | Goodwill | 162,032,011.72 | 6.83% | 6.62% | Goodwill formed from the acquisition and consolidation of Guangxin Microelectronics | | Deferred Income Tax Assets | 110,322,441.29 | 4.65% | 3.45% | Deferred income tax assets of consolidated Guangxin Microelectronics | | Short-term Borrowings | 328,913,746.12 | 13.86% | 4.99% | Inclusion of Guangxin Microelectronics' short-term borrowings and increase in company borrowings | | Long-term Borrowings | 469,515,350.84 | 19.78% | 6.52% | Inclusion of Guangxin Microelectronics' long-term borrowings | | Accounts Payable | 225,986,273.53 | 9.52% | 3.91% | Accounts payable of consolidated Guangxin Microelectronics | | Deferred Income | 63,784,096.34 | 2.69% | 2.69% | Government grants received and deferred income of consolidated Guangxin Microelectronics | - Overseas assets: RMB 2.02 million in inventories, RMB 36.96 million in accounts receivable, with significant impairment risk for accounts receivable68 - Assets and liabilities measured at fair value: Total financial assets at period-end RMB 73.7304 million, primarily other equity instrument investments70 Analysis of Investment Status Total investment decreased significantly, with a major equity investment in Guangxin Microelectronics resulting in a current period loss, and no other significant investments - Investment amount during the reporting period: RMB 40.0097 million, a 77.91% year-on-year decrease72 - Significant equity investment: Acquisition of Zhejiang Guangxin Microelectronics Co., Ltd., investment amount RMB 106.6836 million, shareholding 50.10%, current period investment profit/loss -RMB 39.3581 million74 - Wealth management products: Current period amount RMB 0.36 million, no outstanding balance or overdue unrecovered amounts at period-end77 - The company had no use of raised funds, derivative investments, or entrusted loans during the reporting period757879 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 period80 - The company did not sell significant equity during the reporting period81 Analysis of Major Holding and Associate Companies This section reviews the operating performance of key subsidiaries and associates, noting varying revenue trends and profitability challenges during their growth phases Operating Performance of Major Holding and Associate Companies | Company Name | Company Type | Operating Revenue (RMB 10k) | Net Profit (RMB 10k) | Impact Explanation | | :--- | :--- | :--- | :--- | :--- | | Zhejiang Guangxin Microelectronics Co., Ltd. | Subsidiary | 2,583.50 | -7,520.80 | Revenue increased by 1681.72%, but still incurred losses and net profit decreased by 117.63% year-on-year (capacity ramp-up period) | | Guangwei Integrated Technology (Shenzhen) Co., Ltd. | Subsidiary | 698.58 | -280.08 | Revenue increased by 96.67%, net profit increased by 43.52% (product sales recovery) | | Shenzhen Taiboxunrui Technology Co., Ltd. | Subsidiary | 1,557.64 | -1,067.83 | Revenue decreased by 45.01%, net profit decreased by 48.67% (business scale compression, impairment provisions) | | Shenzhen Junan Hongtu Technology Co., Ltd. | Subsidiary | 2,071.55 | -304.39 | Revenue decreased by 28.08%, net profit decreased by 321.57% (impacted by project implementation progress) | | Zhejiang Jingrui Electronics Technology Co., Ltd. | Associate Company | 18,090.59 | -3,281.53 | Revenue increased by 17.31%, net profit increased by 15.78% (production and sales growth, but still incurred losses due to market downturn) | | Zhejiang Xinwei Tech Semiconductor Co., Ltd. | Associate Company | 3,189.84 | -1,292.85 | Revenue increased by 7267.07%, net profit decreased by 9.74% (production and sales improvement, but still incurred losses during capacity ramp-up) | 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 period85 Risks Faced by the Company and Countermeasures The company addresses industry, market, and operational risks through strategic adjustments, R&D, talent management, and enhanced post-investment oversight - Industry and Market Risks: The semiconductor industry is affected by macroeconomics, technological updates, market supply and demand, leading to price fluctuations; AiDC business faces fierce competition, and the power semiconductor industry competition intensifies, requiring timely development of process platforms to meet customer needs85 - Operating Risks: Management risks from new business expansion, human resource risks, technology R&D risks, goodwill impairment risk (goodwill amount RMB 162.032 million at period-end), increased depreciation and amortization of fixed assets, and impairment risk888990 - Countermeasures: Closely monitor market trends, adjust operating strategies, leverage the benefits of the smart IDM ecosystem, diversify industry layout; accelerate product iteration and improve cost-effectiveness, expand overseas markets; strengthen comprehensive management, improve corporate governance structure, attract industry elite talent; adhere to internal approval system for new product R&D and full lifecycle risk management; strengthen post-investment management, focus on operating risks of member companies, and promote increased production and sales858687888990 Registration Form for Research, Communication, Interview, and Other Activities During the Reporting Period The company engaged with institutional and public investors through online meetings and performance briefings in April 2025 - April 28, 2025: Online meeting, phone communication, hosted institutional investors, discussed the company's recent development92 - April 29, 2025: Value Online platform, online communication, hosted public investors, conducted 2024 annual performance briefing92 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 during the reporting period - The company has not formulated a market value management system93 - The company has not disclosed a valuation enhancement plan93 Implementation of "Quality and Return Dual Enhancement" Action Plan The company has not disclosed an announcement regarding the "Quality and Return Dual Enhancement" action plan during the reporting period - The company has not disclosed an announcement regarding the "Quality and Return Dual Enhancement" action plan93 Corporate Governance, Environment, and Society This section covers changes in governance, profit distribution, environmental disclosures, and social responsibility initiatives Changes in Directors, Supervisors, and Senior Management There were no changes in the company's directors, supervisors, or senior management during the reporting period - No changes in the company's directors, supervisors, and senior management during the reporting period95 Profit Distribution and Capital Reserve Conversion to Share Capital in the Current Reporting Period The company plans no cash dividends, bonus shares, or capital reserve conversions for the half-year period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the half-year period96 Implementation of Company's Equity Incentive Plan, Employee Stock Ownership Plan, or Other Employee Incentive Measures The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures during the reporting period - The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures during the reporting period97 Environmental Information Disclosure Zhejiang Guangxin Microelectronics Co., Ltd. is listed as an enterprise required to disclose environmental information, with its 2025 report to be published on the provincial environmental system - Zhejiang Guangxin Microelectronics Co., Ltd. is included in the list of enterprises required to disclose environmental information by law98 - Guangxin Microelectronics' 2025 report will be disclosed on the Zhejiang Provincial Department of Ecology and Environment system98 Social Responsibility The company prioritizes stakeholder rights, employee welfare, customer/supplier relations, community engagement, and ethical, environmentally conscious operations - Protection of Shareholder and Creditor Rights: Sound internal controls, optimized governance structure, truthful, comprehensive, and timely information disclosure, communication with investors via interactive platforms, and formulation of reasonable profit distribution plans99 - Protection of Employee Rights: Fostering a positive corporate culture, improving compensation and incentive mechanisms, providing training and development platforms, focusing on employee health and safety, organizing cultural and sports activities, strictly complying with labor laws, and paying social insurance and housing provident funds99100101 - Protection of Customer and Supplier Rights: Adhering to legal compliance and win-win principles, establishing long-term strategic partnerships, providing high-quality products and services, and strengthening communication101 - Public Welfare Activities: Jointly launched the "Mingxue Program" educational public welfare project with Shenzhen University, investing approximately RMB 0.1 million annually, building a platform for "academic assistance + skill training"101 - Other Social Responsibilities: Operating with integrity, abiding by laws and regulations, actively paying taxes, promoting employment, responding to environmental protection policies, and committing to green and environmentally friendly products102 Significant Matters This section details various significant corporate events, including commitments, related party transactions, litigation, and guarantees Commitments The company had no fulfilled or overdue unfulfilled commitments from relevant parties during the reporting period - The company had no commitments fulfilled or overdue unfulfilled by relevant parties during the reporting period104 Non-Operating Funds Occupied The company had no non-operating funds occupied by controlling shareholders or other related parties during the reporting period - The company had no non-operating funds occupied by controlling shareholders or other related parties during the reporting period105 Irregular External Guarantees The company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period106 Appointment and Dismissal of Accounting Firms The company's half-yearly financial report was unaudited - The company's half-yearly report is unaudited107 Explanation by the Board of Directors, Supervisory Board, and Audit Committee on the Accounting Firm's "Non-Standard Audit Report" for the Current Reporting Period The company had no non-standard audit report during the current reporting period - The company had no non-standard audit report during the reporting period108 Explanation by the Board of Directors on the "Non-Standard Audit Report" for the Prior Year The company had no non-standard audit report for the prior year during the reporting period - The company had no non-standard audit report for the prior year during the reporting period108 Bankruptcy and Reorganization Matters The company had no bankruptcy and reorganization matters during the reporting period - The company had no bankruptcy and reorganization matters during the reporting period108 Litigation Matters The company had no major litigation, but two subsidiary-related goods payment disputes were settled by reconciliation - The company had no significant litigation or arbitration matters during the reporting period109 - There were two other litigation matters, both involving goods payment disputes of subsidiary Taiboxunrui110 - Weifang Hanbo New Energy Technology Co., Ltd. overdue payment case: Involved amount RMB 10.8289 million, settled by reconciliation, court issued judicial confirmation ruling, currently preparing for compulsory enforcement application110 - Shandong Hantang Electric Vehicle Technology Co., Ltd. overdue payment case: Involved amount RMB 1.3443 million, settled by reconciliation, court issued mediation statement, still within the agreed reconciliation performance period110 Penalties and Rectification The company had no penalties or rectification situations during the reporting period - The company had no penalties or rectification during the reporting period111 Integrity Status of the Company, its Controlling Shareholder, and Actual Controller The company, its controlling shareholder, and actual controller had no integrity issues during the reporting period - The company had no integrity issues concerning itself, its controlling shareholder, or actual controller during the reporting period112 Significant Related Party Transactions The company had no significant related party transactions, including daily operations, asset/equity deals, joint investments, or related party debt/credit - The company had no related party transactions related to daily operations during the reporting period112 - The company had no related party transactions involving asset or equity acquisition/disposal during the reporting period113 - The company had no related party transactions involving joint external investments during the reporting period114 - The company had no related party creditor-debtor relationships during the reporting period115 - There were no deposits, loans, credit lines, or other financial transactions between the company and related financial companies, or between financial companies controlled by the company and related parties116117 Significant Contracts and Their Performance The company had no trusteeship, contracting, or leasing situations, but provided significant guarantees for subsidiaries, totaling RMB 288.61 million - The company had no trusteeship, contracting, or leasing situations during the reporting period119120121 Company's Guarantees for Subsidiaries | Name of Guaranteed Party | Actual Guaranteed Amount (RMB 10k) | Guarantee Type | Guarantee Period | Fulfilled | Related Party Guarantee | | :--- | :--- | :--- | :--- | :--- | :--- | | Shenzhen Mind Automatic Identification Equipment Co., Ltd. | 633 | Joint and several liability guarantee | Until the principal debt is repaid | No | No | | Shenzhen Taiboxunrui Technology Co., Ltd. | 900 | Joint and several liability guarantee | Until the principal debt is repaid | No | No | | Shenzhen Taiboxunrui Technology Co., Ltd. | 1,000 | Joint and several liability guarantee | Three years after the due date of the principal debt | Yes | No | | Shenzhen Taiboxunrui Technology Co., Ltd. | 300 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Shenzhen Taiboxunrui Technology Co., Ltd. | 500 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Shenzhen Taiboxunrui Technology Co., Ltd. | 1,000 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Shenzhen Junan Hongtu Technology Co., Ltd. | 1,000 | Joint and several liability guarantee | Until the principal debt is repaid | No | No | | Shenzhen Junan Hongtu Technology Co., Ltd. | 1,000 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Guangwei Integrated Technology (Shenzhen) Co., Ltd. | 1,000 | Joint and several liability guarantee | Until the principal debt is repaid | No | No | | Guangwei Integrated Technology (Shenzhen) Co., Ltd. | 1,000 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Guangwei Integrated Technology (Shenzhen) Co., Ltd. | 200 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Zhejiang Guangxin Microelectronics Co., Ltd. | 1,000 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Zhejiang Guangxin Microelectronics Co., Ltd. | 3,000 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Zhejiang Guangxin Microelectronics Co., Ltd. | 5,000 | Joint and several liability guarantee | Three years after the due date of the principal debt | No | No | | Mind Electronics (Lishui) Co., Ltd. | 35,000 | Joint and several liability guarantee | Three years from the maturity date of the principal debt | No | No | - At the end of the reporting period, the total actual guarantee balance for subsidiaries was RMB 288.61 million, accounting for 28.82% of the company's net assets123 - The company had no other significant contracts during the reporting period127 Explanation of Other Significant Matters The company had no other significant matters requiring explanation during the reporting period - The company had no other significant matters requiring explanation during the reporting period128 Significant Matters of Company Subsidiaries The company had no significant matters concerning its subsidiaries during the reporting period - The company had no significant matters concerning subsidiaries during the reporting period129 Share Changes and Shareholder Information This section details the company's share capital, shareholder structure, and changes in shareholdings of key personnel Share Change Status The company's total shares remained unchanged, with a completed share repurchase program in April 2025 - Total shares: 171,125,072 shares, no change133 - Share repurchase: The second round of repurchase was completed in April 2025, with a cumulative repurchase of 1,207,200 shares, accounting for 0.7054% of total share capital, with a total transaction amount of RMB 30.0991 million133 Securities Issuance and Listing The company had no securities issuance or listing activities during the reporting period - The company had no securities issuance or listing during the reporting period134 Number of Shareholders and Shareholding Status The company had 16,774 common shareholders, with the controlling shareholders holding 25.34% and several top shareholders having pledged shares - Total number of common shareholders at period-end: 16,774 accounts135 - Controlling shareholders and actual controllers: Xu Xiangcan and Xu Wenjuan (father and son), holding 25.34% combined135 - Among the top ten shareholders, Xu Wenjuan, Yi Yangqing, Huang Xiaodong, and Luo Yuanxiong have pledged shares135 Changes in Shareholdings of Directors, Supervisors, and Senior Management There were no changes in the shareholdings of the company's directors, supervisors, or senior management during the reporting period - No changes in shareholdings of the company's directors, supervisors, and senior management during the reporting period137 Changes in Controlling Shareholder or Actual Controller The company's controlling shareholder and actual controller remained unchanged during the reporting period - The company's controlling shareholder did not change during the reporting period138 - The company's actual controller did not change during the reporting period138 Preferred Share Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period139 Bond-Related Information The company had no bond-related information during the reporting period - The company had no bond-related information during the reporting period141 Financial Report This section presents the company's unaudited half-yearly financial statements, including balance sheets, income statements, cash flow statements, and notes Audit Report The company's half-yearly financial report was unaudited - The company's half-yearly financial report is unaudited143 Financial Statements This section provides the company's consolidated and parent company financial statements for the half-year, detailing financial position, operating results, and cash flows Company Basic Information This section outlines the company's establishment, listing, registered capital, business scope, actual controllers, and consolidated subsidiary count - The company was established on February 23, 2004, and listed on the Shenzhen Stock Exchange on May 19, 2017176 - Registered capital RMB 171.13 million, actual controllers are Xu Xiangcan and Xu Wenjuan (father and son)176177 - Principal business activities: AiDC equipment R&D, manufacturing, and sales, power semiconductor wafer foundry, design, and distribution177 - The scope of consolidated financial statements includes 11 subsidiaries178 Basis of Financial Statement Preparation Financial statements are prepared under Enterprise Accounting Standards on a going concern basis, with no doubts about the company's continued operations - Financial statements are prepared in accordance with Enterprise Accounting Standards and relevant regulations of the China Securities Regulatory Commission179 - Prepared on a going concern basis, with no significant doubts about the company's ability to continue as a going concern180 Significant Accounting Policies and Estimates This section details the company's accounting policies and estimates for various financial items, ensuring compliance and transparent reporting - Complies with Enterprise Accounting Standards, truthfully and completely reflecting financial position, operating results, and cash flows182 - Functional currency: RMB for domestic companies, USD for overseas subsidiaries185 - Classification of financial instruments: Measured at amortized cost, at fair value through other comprehensive income, and at fair value through profit or loss194 - Inventory valuation: Valued at weighted average method upon issuance, measured at the lower of cost and net realizable value at period-end206 - Depreciation of fixed assets: Uses straight-line method, residual value rate 5%, depreciation period 20-40 years (buildings), 3-10 years (machinery and equipment), etc214 - R&D expenditures: Research phase expensed to current profit or loss, development phase capitalized as intangible assets when conditions are met220 - Revenue recognition: Revenue recognized when customers obtain control of related goods or services, distinguishing between domestic and international sales models231235 - Government grants: Asset-related grants recognized as deferred income, income-related grants recognized in current profit or loss or offset against costs and expenses based on the compensation object238239 - No significant changes in accounting policies and accounting estimates during the reporting period252 Taxation This section outlines the company's main tax types, rates, and applicable tax incentives, including high-tech enterprise status and R&D super deductions - Main tax types and rates: VAT 13%/9%/6%/3%, Urban Maintenance and Construction Tax 7%, Corporate Income Tax 15%/16.5%/20%/25%, etc252 - Tax incentives: The company and Junan Technology enjoy immediate refund of VAT exceeding 3% for self-developed software product sales; the company, Junan Technology, and Guangwei Integrated are recognized as National High-tech Enterprises, enjoying a 15% corporate income tax rate; Mind Automatic and Mind Semiconductor enjoy small and micro-enterprise corporate income tax benefits, paying at a 20% rate; the company, Junan Technology, and Guangwei Integrated enjoy a 5% VAT super deduction policy for advanced manufacturing enterprises; R&D expense super deduction policy: 100% super deduction for expenses not forming intangible assets, 200% amortization for those forming intangible assets254255256 Notes to Consolidated Financial Statement Items This section provides detailed explanations and period-end balances for consolidated financial statement items, highlighting significant changes - Cash and cash equivalents at period-end RMB 43.2863 million, of which overseas funds are RMB 0.6938 million258 - Trading financial assets at period-end RMB 7.3382 million, primarily compensation payments259 - Accounts receivable at period-end RMB 152.123 million, bad debt provision RMB 27.1551 million269 - Inventories at period-end RMB 136.087 million, inventory impairment provision RMB 107.8844 million309 - Fixed assets book value at period-end RMB 1,032.2656 million, increased by RMB 636.7381 million due to business combination in current period322 - Goodwill book original value at period-end RMB 335.6985 million, of which RMB 158.662 million increased due to acquisition of Guangxin Microelectronics in current period336 - Short-term borrowings at period-end RMB 328.9137 million, long-term borrowings at period-end RMB 469.5154 million356376 - Deferred income at period-end RMB 63.7841 million, primarily government grants382 - Treasury stock at period-end RMB 30.1022 million, increased by RMB 27.4994 million in current period for share repurchase payments389 - Operating revenue RMB 130.0741 million, operating cost RMB 82.6191 million399 - Investment income RMB 49.5938 million, primarily from RMB 59.9855 million generated by disposal of long-term equity investment (consolidation of Guangxin Microelectronics)415 - Asset impairment losses RMB 76.9458 million, primarily RMB 73.0807 million in inventory impairment losses and RMB 3.5677 million in fixed asset impairment losses419 - Net cash flow from operating activities -RMB 30.9311 million438 R&D Expenditures All R&D expenditures, totaling RMB 15.1646 million, were expensed during the reporting period, primarily for employee compensation and materials Composition of R&D Expenditures | Item | Current Period Amount (RMB) | Prior Period Amount (RMB) | | :--- | :--- | :--- | | Employee Compensation | 12,675,519.29 | 9,628,068.63 | | Material Costs | 1,432,499.06 | 1,135,143.64 | | Depreciation and Amortization Expenses | 687,482.14 | 792,575.87 | | Technical Service Fees | 37,838.60 | 311,518.08 | | Other | 331,245.84 | 501,470.13 | | Total | 15,164,584.93 | 12,368,776.35 | - All R&D expenditures were expensed450 Changes in Consolidation Scope The company acquired a controlling stake in Zhejiang Guangxin Microelectronics, leading to a business combination and goodwill recognition, with a gain from remeasuring prior equity - Non-same control business combination occurred in current period: Acquisition of 15.67% equity in Zhejiang Guangxin Microelectronics Co., Ltd., acquisition date January 2, 2025452 - Consolidation cost: RMB 316.6834 million, resulting in goodwill of RMB 158.662 million454 - Equity held before acquisition date: Originally held 34.43% equity in Guangxin Microelectronics, fair value remeasurement on acquisition date generated a gain of RMB 59.9855 million459 Interests in Other Entities This section details the company's equity interests in its 11 subsidiaries and important associates, confirming no major restrictions or structured entities - Composition of enterprise group: The company has 11 subsidiaries, including Mind Automatic, Mind Hong Kong, Mind Semiconductor, Junan Technology, Taiboxunrui, Hong Kong Taibo, Taibo Design, Ruichuang International, Guangwei Integrated, Mind Lishui, and Guangxin Microelectronics460461 - Important non-wholly owned subsidiaries: Junan Technology (holding 49%), Guangwei Integrated (holding 16.49%), Guangxin Microelectronics (holding 49.9%)463 - Important associates: Zhejiang Jingrui Electronics Technology Co., Ltd. (holding 22.10%), Zhejiang Xinwei Tech Semiconductor Co., Ltd. (holding 28.57%)470 - The company has no significant restrictions on the use of enterprise group assets or repayment of enterprise group debts, nor any structured entities included in the scope of consolidated financial statements468469 Government Grants Reports that the company received RMB 30.7698 million in new government grants, primarily asset-related, with RMB 1.2505 million recognized in other income Liability Items Involving Government Grants | Account Title | Beginning Balance (RMB) | New Grants in Current Period (RMB) | Amount Recognized in Other Income in Current Period (RMB) | Other Changes in Current Period (RMB) | Ending Balance (RMB) | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 0.00 | 30,769,800.00 | 1,250,455.63 | 34,264,751.97 | 63,784,096.34 | Asset-related | - Total government grants recognized in current profit or loss for the period were RMB 4.2573 million481 Risks Related to Financial Instruments The company manages credit, liquidity, and market risks (interest rate, exchange rate) through various strategies, with sensitivity analysis provided for interest and exchange rates - The company faces credit risk, liquidity risk, and market risk (interest rate risk, exchange rate risk)482 - Credit risk: Primarily from cash and cash equivalents, notes receivable, accounts receivable, etc., controlled by assessing customer creditworthiness and regular monitoring483 - Liquidity risk: Ensured sufficient funds by monitoring cash balances, forecasting cash flows, and obtaining commitments for backup funding484 - Interest rate risk: If floating-rate borrowing interest rates rise by 100 basis points, net profit will decrease by RMB 7.2577 million489 - Exchange rate risk: Primarily from USD-denominated financial assets and liabilities; if RMB appreciates or depreciates by 1% against the USD, net profit will increase or decrease by RMB 0.6366 million490 Fair Value Disclosure This section discloses assets measured at fair value, totaling RMB 82.4218 million, primarily using discounted cash flow and agreed transfer price valuation techniques Assets Measured at Fair Value at Period-End | Item | Fair Value at Period-End (RMB) | Valuation Technique | Unobservable Inputs | | :--- | :--- | :--- | :--- | | Trading Financial Assets | 7,338,227.36 | Discounted cash flow method | Expected rate of return | | Other Equity Instrument Investments | 66,392,218.00 | Agreed transfer price | Liquidity discount | | Receivables Financing | 8,691,333.36 | Discounted cash flow method | Expected rate of return | | Total | 82,421,778.72 | | | Related Parties and Related Party Transactions This section identifies the ultimate controlling parties and other related parties, detailing various related party transactions including purchases, sales, guarantees, and key management compensation - Ultimate controlling parties: Xu Xiangcan and Xu Wenjuan (father and son)495 - Other related parties: Shenzhen Changchong Industrial Co., Ltd., Zhejiang Lijun Power Semiconductor Co., Ltd., Zhejiang Xixin Microelectronics Technology Co., Ltd., Xie Gang, Gao Feng, Gong Liangyun498 Related Party Transactions for Purchase/Sale of Goods/Acceptance of Services | Related Party | Related Transaction Content | Current Period Amount (RMB) | Prior Period Amount (RMB) | | :--- | :--- | :--- | :--- | | Zhejiang Jingrui Electronics Technology Co., Ltd. | Purchase of goods | 9,653,098.37 | 0.00 | | Shenzhen Haiyada Digital Technology Co., Ltd. | Purchase of goods/Acceptance of services | 4,279,444.29 | 6,325,169.00 | | Shenzhen Changchong Industrial Co., Ltd. | Acceptance of services | 566,037.72 | 2,244,975.01 | | Zhejiang Xinwei Tech Semiconductor Co., Ltd. | Purchase of goods/Acceptance of services | 8,318.58 | 0.00 | | Shenzhen Haiyada Digital Technology Co., Ltd. | Sale of goods | 797,681.41 | 1,033,628.33 | | Zhejiang Lijun Power Semiconductor Co., Ltd. | Sale of goods | 5,908,889.27 | 0.00 | | Zhejiang Xixin Microelectronics Technology Co., Ltd. | Sale of goods | 99,429.93 | 0.00 | - The company provides several joint and several liability guarantees for subsidiaries, including Junan Technology, Guangwei Integrated, Taiboxunrui, Mind Automatic, Mind Lishui, Guangxin Microelectronics, etc503504 - Key management personnel compensation: Current period amount RMB 1.8244 million506 - Related party receivables and payables: Accounts receivable primarily from Haiyada, Lijun, Xixin Micro; other receivables primarily from Gao Feng, Gong Liangyun, Xie Gang; accounts payable primarily from Jingrui Electronics, Haiyada, Changchong Industrial, Xinwei Tech, Lijun508510 Commitments and Contingencies The company has no significant commitments but has approved substantial comprehensive credit lines and guarantees for subsidiaries - The company has no significant commitments requiring disclosure511 - Contingencies: The company and its subsidiaries plan to apply for a total comprehensive credit line of up to RMB 1.39 billion from financial institutions for 2025; the company intends to provide joint and several liability guarantees totaling up to RMB 0.99 billion for comprehensive credit lines applied by subsidiaries within the consolidated scope; the company intends to provide joint and several liability guarantees of up to RMB 0.3 billion for financing lease business conducted by its wholly-owned subsidiary Mind (Lishui)512513 Events After the Balance Sheet Date The company received RMB 21.0165 million in compensation from former shareholders of Taiboxunrui after the balance sheet date, related to 2024 goodwill impairment - The company received RMB 21.0165 million in compensation from former shareholders Gao Feng and Gong Liangyun of Taiboxunrui on August 27, 2025518 - This compensation is related to the RMB 21.0165 million goodwill impairment of Taiboxunrui in 2024518 Other Significant Matters The company does not disclose segment information due to the inability to accurately allocate operating assets and liabilities to specific segments - The company does not disclose segment information as it cannot accurately allocate operating assets and liabilities directly attributable to a specific segment519 Notes to Parent Company Financial Statement Major Items This section provides detailed notes on the parent company's key financial statement items, including receivables, long-term equity investments, revenue, costs, and investment income - Parent company accounts receivable at period-end RMB 35.8871 million, bad debt provision RMB 0.7746 million523 - Parent company other receivables at period-end RMB 148.1613 million, primarily intercompany balances with consolidated related p
民德电子(300656) - 2025 Q2 - 季度财报