中国汽车内饰(00048) - 2025 - 中期业绩

Interim Results Announcement Announcement Details This announcement presents the unaudited consolidated interim results of China Automobile Interior Group Limited and its subsidiaries for the six months ended June 30, 2025, with comparative figures for 2024 - The announcement presents the unaudited consolidated interim results of China Automobile Interior Group Limited for the six months ended June 30, 2025, including comparative data for the same period in 2024[2] Unaudited Condensed Consolidated Financial Statements Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, revenue increased by 29.9% to RMB 64,257 thousand, gross profit rose to RMB 9,711 thousand, and operating loss significantly narrowed to RMB 1,850 thousand, primarily due to a net gain from other income, gains, and losses Key Data from Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 64,257 | 49,456 | +29.9% | | Cost of sales | (54,546) | (41,192) | +32.4% | | Gross profit | 9,711 | 8,264 | +17.5% | | Other income, gains and losses, net | 4,272 | (12,745) | From loss to gain | | Operating loss | (1,850) | (14,876) | -87.6% | | Finance costs | (602) | (1,127) | -46.6% | | Loss before tax | (2,452) | (16,003) | -84.7% | | Income tax expense | (3) | (21) | -85.7% | | Loss for the period | (2,455) | (16,024) | -84.7% | | Basic and diluted loss per share | (1.40) cents | (9.15) cents | -84.7% | Statement of Financial Position As of June 30, 2025, total assets were RMB 256,629 thousand, a slight decrease from December 31, 2024, with significant declines in cash and bank balances, while liquidity and debt-to-asset ratios remained healthy Key Data from Statement of Financial Position (As of June 30) | Indicator | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | Change (%) | | :--- | :--- | :--- | :--- | | Assets | | | | | Non-current assets | 80,769 | 84,372 | -4.27% | | Current assets | 175,860 | 183,874 | -4.36% | | Total assets | 256,629 | 268,246 | -4.2% | | Equity | | | | | Total equity | 176,023 | 179,091 | -1.71% | | Liabilities | | | | | Non-current liabilities | 3,812 | 5,529 | -31.06% | | Current liabilities | 76,794 | 83,626 | -8.17% | | Total liabilities | 80,606 | 89,155 | -9.59% | | Net current assets | 99,066 | 100,248 | -1.18% | Statement of Changes in Equity For the six months ended June 30, 2025, total equity decreased from approximately RMB 179,091 thousand to RMB 176,023 thousand, primarily due to the loss for the period and negative foreign currency translation reserve impact, partially offset by a reduction in accumulated losses from lapsed share options Key Data from Statement of Changes in Equity (For the six months ended June 30) | Indicator | June 30, 2025 (RMB thousands) | January 1, 2025 (RMB thousands) | June 30, 2024 (RMB thousands) | January 1, 2024 (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | Share capital | 3,643 | 3,643 | 3,643 | 3,643 | | Share premium | 325,645 | 325,645 | 325,645 | 325,645 | | Merger reserve | 5,992 | 5,992 | 5,992 | 5,992 | | Exchange fluctuation reserve | 33,971 | 34,584 | 42,010 | 35,064 | | Share option reserve | – | 573 | 4,993 | 7,867 | | Statutory reserve | 11,818 | 11,818 | 11,830 | 11,818 | | Accumulated losses | (205,046) | (203,164) | (250,999) | (237,837) | | Total equity | 176,023 | 179,091 | 143,114 | 152,192 | - As of June 30, 2025, the share option reserve was zero, with all 4,800,000 share options having lapsed[15][137] Statement of Cash Flows For the six months ended June 30, 2025, net cash used in operating activities significantly increased to RMB 28,614 thousand, net cash used in investing activities was RMB 223 thousand, and net cash from financing activities was RMB 3,804 thousand Key Data from Statement of Cash Flows (For the six months ended June 30) | Indicator | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Net cash used in operating activities | (28,614) | (3,443) | | Net cash (used in)/generated from investing activities | (223) | 57 | | Net cash generated from/(used in) financing activities | 3,804 | (2,076) | | Net decrease in cash and cash equivalents | (25,033) | (5,462) | | Cash and cash equivalents at beginning of period | 49,419 | 26,043 | | Cash and cash equivalents at end of period | 24,516 | 27,728 | Notes to the Unaudited Condensed Consolidated Interim Financial Statements General Information The company, incorporated in the Cayman Islands, primarily engages in investment holding, with the group's core business being the manufacturing and sale of non-woven fabric products for automotive interiors and other parts - The company's principal business is investment holding, with the group's core business being the manufacturing and sale of non-woven fabric products for automotive interior parts and other applications[19][24] Basis of Preparation The interim financial statements are prepared in accordance with Appendix D2 of the Listing Rules of The Stock Exchange of Hong Kong Limited and HKAS 34 "Interim Financial Reporting" issued by the HKICPA, adopting the same accounting policies as the 2024 annual financial statements, with changes expected in the 2025 annual financial statements - The financial statements are prepared in accordance with Appendix D2 of the Hong Kong Listing Rules and HKAS 34, adopting 2024 accounting policies, with policy changes anticipated in 2025[21][22][25] Application of New and Amendments to HKFRS Accounting Standards During this interim period, the Group first applied new and amended HKFRS accounting standards, mandatory for annual periods beginning on or after January 1, 2025, including amendments to HKAS 21 "Lack of Exchangeability," which had no material impact on the financial position or performance for the current and prior periods - The Group first applied new and amended HKFRS accounting standards, including HKAS 21 "Lack of Exchangeability," which had no material impact on the financial position or performance for the current and prior periods[27][30] Revenue For the six months ended June 30, 2025, the Group's revenue primarily derived from non-woven fabric related products for automotive applications, totaling RMB 64,257 thousand, a 29.9% increase from RMB 49,456 thousand in the same period of 2024 Revenue Composition (For the six months ended June 30) | Revenue Source | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Non-woven fabric related products for automotive | 64,257 | 49,456 | - The Group's revenue primarily comes from automotive non-woven fabric products, with a 29.9% year-on-year increase in the first half of 2025[31][32][93] Other Income, Gains and Losses, Net For the six months ended June 30, 2025, other income, gains and losses, net, turned from a net loss of RMB 12,745 thousand in 2024 to a net gain of RMB 4,272 thousand, primarily due to fair value gains on financial assets at fair value through profit or loss Other Income, Gains and Losses, Net (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Interest income | 40 | 21 | | Fair value gains/(losses) on financial assets at fair value through profit or loss | 2,276 | (15,694) | | Loss on disposal of property, plant and equipment | – | (33) | | Gain on disposal of a deconsolidated subsidiary | – | 923 | | Rental income | 1,947 | 2,005 | | Others | 9 | 33 | | Total | 4,272 | (12,745) | - In the first half of 2025, other income, gains and losses, net, turned from a loss to a gain, primarily driven by fair value gains on financial assets[39][95][100] Segment Information The Group's operations are primarily focused on the single reportable and operating segment of manufacturing and selling non-woven fabric related products for automotive interiors and other parts, with its business operations and non-current assets mainly located in China - The Group focuses on a single operating segment: manufacturing and selling automotive non-woven fabric products[35][37] - The Group's principal business operations and non-current assets are located in China[36][38] Loss from Operations For the six months ended June 30, 2025, operating loss was RMB 1,850 thousand, a significant reduction from RMB 14,876 thousand in the same period of 2024, mainly due to changes in various expenses such as depreciation, staff costs, and net provision for expected credit losses Operating Loss Components (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Depreciation of property, plant and equipment | 2,124 | 645 | | Depreciation of right-of-use assets | 1,183 | 858 | | Directors' emoluments | 336 | 234 | | Net provision for expected credit losses | 4,978 | – | | Cost of inventories recognized as cost of sales | 54,546 | 41,192 | | Staff costs (including directors' emoluments) | 5,715 | 4,859 | - The operating loss significantly narrowed in the first half of 2025, but the net provision for expected credit losses was RMB 4,978 thousand, compared to zero in the prior year period[7][41] Finance Costs For the six months ended June 30, 2025, finance costs were RMB 602 thousand, a 46.6% decrease from RMB 1,127 thousand in the same period of 2024, primarily due to lower interest expenses on bank borrowings Finance Costs Components (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Interest expense on bank borrowings | 416 | 1,023 | | Interest expense on bonds | 109 | – | | Interest expense on lease liabilities | 77 | 104 | | Total | 602 | 1,127 | - Finance costs decreased by 46.6% year-on-year, primarily due to a reduction in bank borrowing interest expenses[7][43] Income Tax Expense For the six months ended June 30, 2025, income tax expense was RMB 3 thousand, a significant reduction from RMB 21 thousand in the same period of 2024, with the Group exempt from income tax in the Cayman Islands and BVI, no assessable profits in Hong Kong, and Chinese subsidiaries subject to a 25% corporate income tax rate Income Tax Expense (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | PRC corporate income tax | 3 | 21 | - There were no assessable profits in Hong Kong, and Chinese subsidiaries are subject to a 25% corporate income tax rate[48][49][50] Loss Per Share For the six months ended June 30, 2025, basic and diluted loss per share significantly narrowed to RMB 1.40 cents from 9.15 cents in the same period of 2024, with diluted loss per share being the same as basic loss per share due to no dilutive potential ordinary shares Loss Per Share (For the six months ended June 30) | Indicator | 2025 | 2024 | | :--- | :--- | :--- | | Basic and diluted loss per share | (1.40) cents | (9.15) cents | - Loss per share significantly narrowed, and basic and diluted losses are consistent due to no dilutive potential ordinary shares[51][52][57] Dividend The Board of Directors does not recommend the payment of an interim dividend for the six months ended June 30, 2025, consistent with the same period in 2024 - The Board of Directors does not recommend the payment of an interim dividend for the first half of 2025[53][58] Property, Plant and Equipment For the six months ended June 30, 2025, the Group acquired property, plant and equipment of approximately RMB 480 thousand, a decrease from RMB 933 thousand in the same period of 2024, and no loss on disposal of property, plant and equipment was recognized this period - In the first half of 2025, property, plant and equipment acquisitions amounted to RMB 480 thousand, a 48.6% year-on-year decrease[54][59] - No loss on disposal of property, plant and equipment was recognized this period, compared to RMB 33 thousand in the prior year period[55][59] Investment Property For the six months ended June 30, 2025, the Group recognized depreciation of approximately RMB 178 thousand for investment property, consistent with the same period in 2024 - In the first half of 2025, investment property depreciation was RMB 178 thousand, consistent with the prior year period[56][60] Trade and Bills Receivables As of June 30, 2025, total trade and bills receivables were RMB 78,351 thousand, a significant increase from RMB 56,249 thousand as of December 31, 2024, with a notable increase in receivables aged 91-180 days and 181-365 days Trade and Bills Receivables (As of June 30) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade receivables | 73,016 | 55,662 | | Bills receivables | 5,335 | 587 | | Total | 78,351 | 56,249 | Ageing Analysis of Trade Receivables (As of June 30) | Ageing | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | 0 to 90 days | 45,636 | 51,845 | | 91 to 180 days | 13,580 | 2,812 | | 181 to 365 days | 13,800 | 1,005 | - Trade terms generally provide a credit period of 30 to 120 days, with overdue balances regularly reviewed[65][66] Share Capital As of June 30, 2025, the company's authorized share capital was 40,000,000,000 ordinary shares of HKD 0.025 each, with 175,115,104 issued and fully paid shares amounting to RMB 3,643 thousand, unchanged from January 1, 2025 Share Capital Structure (As of June 30) | Item | Number of Shares | Amount (HKD thousands) | Amount (RMB thousands) | | :--- | :--- | :--- | :--- | | Authorized ordinary shares (HKD 0.025 each) | 40,000,000,000 | 1,000,000 | 863,495 | | Issued and fully paid ordinary shares (HKD 0.025 each) | 175,115,104 | 4,378 | 3,643 | - The share capital structure remained stable during the reporting period, with no new issues or redemptions[68][122][126] Trade Payables As of June 30, 2025, total trade and bills payables were RMB 31,837 thousand, a decrease from RMB 39,812 thousand as of December 31, 2024, with a decline in 0-90 day trade payables but stable long-term payables over 365 days Trade and Bills Payables (As of June 30) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Trade payables | 31,837 | 38,222 | | Bills payables | – | 1,590 | | Total | 31,837 | 39,812 | Ageing Analysis of Trade Payables (As of June 30) | Ageing | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | 0 to 90 days | 18,988 | 24,338 | | 91 to 180 days | 885 | 1,936 | | 181 to 365 days | 255 | 235 | | Over 365 days | 11,709 | 11,713 | - Trade payables generally have a credit period of 10 to 60 days, and bills payables range from 90 to 180 days[74][78] Bank Borrowings As of June 30, 2025, total bank borrowings increased to RMB 30,325 thousand from RMB 25,000 thousand as of December 31, 2024, all repayable within one year and secured by the Group's investment properties, leasehold land, and personal guarantees from Director Zhuang Yuejin and his spouse Bank Borrowings (As of June 30) | Item | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Bank loans, secured | 30,325 | 25,000 | - Bank borrowings are secured by investment properties, leasehold land, and personal guarantees from a director, and are all repayable within one year[77][80] - As of the reporting period end, no covenants were breached, and short-term bank loans face cash flow interest rate risk[80][81][82] Material Related Party Transactions During the reporting period, the Group's main related party transactions involved remuneration paid to key management personnel, including directors' emoluments, which increased to RMB 336 thousand for the six months ended June 30, 2025, from RMB 234 thousand in the same period of 2024 Key Management Personnel Remuneration (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Salaries and other short-term benefits | 336 | 234 | | Employer's retirement benefit scheme contributions | – | – | | Total | 336 | 234 | - Key management personnel remuneration increased year-on-year, but there were no employer's retirement benefit scheme contributions[84] Management Discussion and Analysis Business Review The Group primarily manufactures and sells non-woven fabric products for automotive interiors and engages in securities investment and financial services, facing increased competition despite growth in China's passenger vehicle production and sales - The Group's core business is the manufacturing and sale of automotive interior non-woven fabric products, also involved in securities investment and financial services[85][89] Manufacture and sale of nonwoven fabric products The Group produces non-woven fabric products for automotive interiors in China (Cangzhou, Changchun, Chengdu) for Chinese auto parts manufacturers, with passenger vehicle production and sales growing by 12.1% and 14.5% respectively in H1 2025, but increased industry competition led to a decline in gross profit margin - The Group operates production facilities in China, primarily manufacturing non-woven fabric products for Chinese automotive parts manufacturers[86][90] China Passenger Vehicle Production and Sales (For the six months ended June 30) | Indicator | 2025 (Units) | 2024 (Units) | Year-on-year Growth | | :--- | :--- | :--- | :--- | | Production volume | Approx. 2,441,000 | - | Approx. 12.1% | | Sales volume | Approx. 2,536,000 | - | Approx. 14.5% | - Increased competition in the automotive industry led to a decline in the Group's gross profit margin for non-woven fabric products[87][90] Interest in associates The Group indirectly holds a 42% equity interest in Smart Easy Oriental Securities through a joint venture, which holds Type 1, 4, and 9 regulated activity licenses under the Hong Kong Securities and Futures Ordinance, and recognized a share of loss of approximately RMB 0.3 million from the associate for the six months ended June 30, 2025 - The Group indirectly holds a 42% equity interest in Smart Easy Oriental Securities, which possesses licenses for Hong Kong securities dealing, advising, and asset management[88][91] - For the first half of 2025, the Group recognized a share of loss from the associate of approximately RMB 0.3 million[88][91] Financial Review In the first half of 2025, the Group's revenue grew by 29.9% to RMB 64.3 million, gross profit increased by RMB 1.4 million to RMB 9.7 million, and other income, gains and losses, net, turned from a loss to a gain, while loss attributable to owners significantly narrowed to RMB 2.5 million - In the first half of 2025, revenue increased by 29.9% year-on-year, and gross profit increased by RMB 1.4 million[93][94][98][99] - Other income, gains and losses, net, turned from a net loss of RMB 12.7 million in 2024 to a net gain of RMB 4.3 million in 2025, primarily due to fair value gains on financial assets[95][100] - Administrative expenses slightly increased to RMB 9.0 million[96][101] - Loss attributable to owners of the Company significantly narrowed to RMB 2.5 million, compared to RMB 16.0 million in the prior year period[97][102] Revenue For the six months ended June 30, 2025, the Group's revenue increased to approximately RMB 64.3 million, a 29.9% growth from approximately RMB 49.5 million in the same period of 2024, primarily due to improved business conditions Revenue (For the six months ended June 30) | Year | Revenue (RMB thousands) | | :--- | :--- | | 2025 | 64,257 | | 2024 | 49,456 | - Revenue growth was primarily driven by improved business conditions[93][98] Gross Profit For the six months ended June 30, 2025, the Group's gross profit increased by RMB 1.4 million to approximately RMB 9.7 million, mainly due to increased revenue from the manufacturing and sale of non-woven fabric related products - Gross profit increased by RMB 1.4 million to RMB 9.7 million, primarily driven by increased sales revenue from non-woven fabric products[94][99] Other income, gains and losses, net For the six months ended June 30, 2025, other income, gains and losses, net, turned from a net loss of RMB 12.7 million in 2024 to a net gain of approximately RMB 4.3 million in 2025, mainly due to fair value gains on financial assets at fair value through profit or loss - Other income, gains and losses, net, turned from a loss to a gain, primarily due to fair value gains on financial assets of approximately RMB 2.3 million, compared to a loss of approximately RMB 15.7 million in the prior year period[95][100] Administrative expenses For the six months ended June 30, 2025, administrative expenses increased by approximately RMB 0.3 million to approximately RMB 9.0 million from approximately RMB 8.7 million - Administrative expenses increased by approximately RMB 0.3 million to RMB 9.0 million year-on-year[96][101] Loss attributable to the owners of the Company For the six months ended June 30, 2025, loss attributable to owners of the Company was approximately RMB 2.5 million, a significant reduction from a loss of approximately RMB 16.0 million in the same period of 2024 - Loss attributable to owners of the Company significantly narrowed from RMB 16.0 million to RMB 2.5 million[97][102] Prospect and Outlook The Board anticipates challenges in the non-woven fabric business in 2025 due to rising costs and safety requirements, planning production upgrades, R&D, new client acquisition, and a new Chongqing production line by 2026, while seeking diversification investments - The non-woven fabric product business in 2025 faces challenges from rising production costs and increased automotive safety requirements[104][106] - The Group plans to enhance competitiveness through production line upgrades, new machinery installation, R&D, strengthened quality control, and new client acquisition[109] - A new production line has been established in Chongqing, scheduled to commence production of automotive carpet fabrics and other products in 2026, to expand revenue streams[104][107] - The Group will prudently manage its lending business and seek expansion, while also identifying potential investment opportunities for business diversification[105][108] Significant Investments As of June 30, 2025, the Group held equity interests in six Hong Kong listed companies, whose fair values fluctuated, with some recording gains and others losses, and its financial assets primarily comprise 17 Hong Kong listed equity securities - The Group holds equity interests in six Hong Kong listed companies: China Investment and Finance, Hao Wen, Wanmin Haowu, Fuyu, Longcheng Financial, and Taijin[110][112] Significant Investment Fair Value and Gains/Losses (As of June 30) | Company Name | Fair Value Gain/(Loss) as of June 30, 2025 (RMB thousands) | Fair Value as of June 30, 2025 (RMB thousands) | Approximate Percentage of Total Assets (%) | Fair Value as of December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | China Investment and Finance (CI) | 1,247 | 10,924 | 4.26 | 10,037 | | Hao Wen (HW) | (2,270) | 1,395 | 0.54 | 3,781 | | Wanmin Haowu (WH) | (29) | 1,811 | 0.71 | 1,907 | | Fuyu (WG) | 2,096 | 3,745 | 1.46 | 1,725 | | Longcheng Financial (LF) | 607 | 2,219 | 0.86 | 1,675 | | Taijin (TK) | (411) | 979 | 0.38 | 1,437 | - The value of significant investments may be affected by overall stock market conditions[116][119] Liquidity and Financial Resources The Group primarily funds its operations through internal cash resources and bank financing, with cash and bank balances decreasing to RMB 24.5 million as of June 30, 2025, from RMB 49.4 million as of December 31, 2024, while maintaining healthy liquidity and debt-to-asset ratios - The Group primarily funds operations through internal cash and bank financing[117][120] Liquidity Indicators (As of June 30) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and bank balances (RMB millions) | 24.5 | 49.4 | | Current ratio (Current assets/Current liabilities) | 2.29 | 2.20 | | Gearing ratio (Total liabilities/Total assets) | 0.31 | 0.33 | Foreign Exchange Exposure The Group's majority of assets and liabilities are denominated in RMB, USD, and HKD, and as of June 30, 2025, the Group did not face significant foreign exchange risk from foreign currency contracts, interest, currency swaps, or other financial derivatives - The Group's assets and liabilities are primarily denominated in RMB, USD, and HKD[121][125] - As of the reporting period end, the Group had no significant foreign exchange risk exposure[121][125] Capital Structure There have been no significant changes in the Group's capital structure from December 31, 2024, up to the date of this report - The Group's capital structure has remained unchanged since December 31, 2024[122][126] Other Information Directors' and Chief Executives' Interests in Shares, Underlying Shares and Debentures As of June 30, 2025, Mr. Zhuang Yuejin held 8.66% of the company's shares, while Ms. Xiao Suni and Ms. Zhu Chunyan each held 0.45%, with no other disclosable interests or short positions in shares or underlying shares by directors or chief executives Directors' Long Positions in Company Shares (As of June 30) | Name | Capacity and Nature of Interest | Number of Ordinary Shares Held | Approximate Percentage of Company's Shareholding | | :--- | :--- | :--- | :--- | | Zhuang Yuejin | Beneficial owner | 15,164,800 | 8.66% | | Xiao Suni | Beneficial owner | 790,000 | 0.45% | | Zhu Chunyan | Beneficial owner | 790,000 | 0.45% | - During the reporting period, no rights to acquire shares or debentures of the company were granted to directors or their spouses/children[130][134] Substantial Shareholders' and Other Persons' Interests or Short Positions in the Shares or Underlying Shares of the Company As of June 30, 2025, other than the disclosed directors' interests, the Board was not aware of any other persons holding substantial interests or short positions in the shares or underlying shares of the company required to be disclosed under the Securities and Futures Ordinance - Apart from directors' interests, no other substantial shareholders or persons held disclosable material interests or short positions[131][135] Share Option Scheme The company's share option scheme adopted on June 5, 2015, expired on June 4, 2025, with no share options granted, exercised, or cancelled during the six months ended June 30, 2025, but 4,800,000 share options lapsed, resulting in no outstanding unexercised share options at period-end - The company's share option scheme expired on June 4, 2025[132][136] - In the first half of 2025, 4,800,000 share options lapsed, resulting in no unexercised share options at period-end[137][142] - Share option exercise prices were not less than the closing price on the grant date, the average closing price of the preceding five days, or the nominal value of the shares[138][140] Purchase, Sale or Redemption of the Listed Securities of the Company For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - During the reporting period, neither the company nor its subsidiaries purchased, sold, or redeemed any listed securities[143][152] Director's Interest in Competing Interests For the six months ended June 30, 2025, the Board was not aware of any business or conflict of interest of directors, controlling shareholders, and their associates that competes or may compete with the Group's business - During the reporting period, the Board found no competing business or conflicts of interest involving directors, controlling shareholders, or their associates[144][148] Code of Conduct Regarding Securities Transactions by Directors The company has adopted a code of conduct for directors' securities transactions no less exacting than the Model Code set out in the Listing Rules and confirmed that all directors complied with the code during the reporting period - The company adopted a code of conduct for directors' securities transactions, and all directors complied with it during the reporting period[145][149] Corporate Governance For the six months ended June 30, 2025, the company complied with the Corporate Governance Code, except for code provision C.2.1 where the Chairman and Chief Executive Officer roles are held by the same person, Mr. Zhuang Yuejin, an arrangement the Board believes is more efficient - The company complied with the Corporate Governance Code, except for code provision C.2.1, where the Chairman and Chief Executive Officer roles are combined and held by Mr. Zhuang Yuejin[146][150][147][151] - The Board believes this arrangement is more efficient, with three independent non-executive directors ensuring checks and balances[147][151] Material Acquisitions or Disposals For the six months ended June 30, 2025, the Group did not undertake any material acquisitions or disposals of subsidiaries and associated companies - During the reporting period, the Group did not undertake any material acquisitions or disposals of subsidiaries and associated companies[153][158] Pledge on Assets As of June 30, 2025, the Group pledged buildings with a carrying value of approximately RMB 3.2 million and leasehold land of approximately RMB 2.1 million as collateral for its bank loans - The Group pledged buildings with a carrying value of approximately RMB 3.2 million and leasehold land of approximately RMB 2.1 million as collateral for bank loans[154][159] Employees and Remuneration Policy As of June 30, 2025, the Group employed 101 staff, an increase from 82 in the same period of 2024, with remuneration based on experience, qualifications, and ability, and benefits including statutory MPF, social insurance, and housing provident fund Number of Employees (As of June 30) | Year | Number of Employees | | :--- | :--- | | 2025 | 101 | | 2024 | 82 | - Remuneration policy is based on experience, qualifications, and ability, with employee benefits including statutory MPF, social insurance, and housing provident fund[155][160] - The Remuneration Committee reviews the remuneration policy for directors and senior management[156][160] Events After the Reporting Period No significant events occurred after the six months ended June 30, 2025, and up to the date of this report - No significant events occurred after the reporting period up to the date of this report[157][161] Nomination Committee The Nomination Committee, established on September 13, 2010, comprises an executive director, Mr. Zhuang Yuejin (Chairman), and two independent non-executive directors, Mr. Yuan Weiqiang and Ms. Wu Lina - The Nomination Committee consists of Mr. Zhuang Yuejin (Chairman), Mr. Yuan Weiqiang, and Ms. Wu Lina[162][165] Remuneration Committee The Remuneration Committee, established on September 13, 2010, comprises an executive director, Mr. Zhuang Yuejin, and two independent non-executive directors, Mr. Yuan Weiqiang (Chairman) and Ms. Zhu Chunyan - The Remuneration Committee consists of Mr. Zhuang Yuejin, Mr. Yuan Weiqiang (Chairman), and Ms. Zhu Chunyan[163][166] Audit Committee The Audit Committee, established on September 13, 2010, comprises three independent non-executive directors, Mr. Yuan Weiqiang (Chairman), Ms. Wu Lina, and Ms. Zhu Chunyan, and has reviewed the interim results, deeming them compliant with applicable accounting standards and adequately disclosed - The Audit Committee comprises Mr. Yuan Weiqiang (Chairman), Ms. Wu Lina, and Ms. Zhu Chunyan[164][167] - The Audit Committee reviewed these interim results, finding them compliant with applicable accounting standards and adequately disclosed, though not audited by the company's auditors[164][167] Board of Directors As of June 30, 2025, the Board of Directors comprises three executive directors (Mr. Zhuang Yuejin, Mr. Wu Zhonghao, Ms. Xiao Suni) and three independent non-executive directors (Mr. Yuan Weiqiang, Ms. Wu Lina, Ms. Zhu Chunyan), with Mr. Zhuang Yuejin serving as Chairman - The Board of Directors consists of three executive directors and three independent non-executive directors, with Mr. Zhuang Yuejin serving as Chairman[168][170]