如意集团(002193) - 2025 Q2 - 季度财报

Important Notice, Table of Contents, and Definitions This chapter provides essential disclaimers, outlines the report's structure, and defines key terms for clarity and consistency Important Notice The board, supervisory board, and senior management guarantee the report's accuracy, while the company plans no cash dividends or bonus shares - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report[5] - The company's person in charge, Qiu Chenran, the head of accounting work, Wang Muyu, and the head of the accounting department, Wang Muyu, declare that the financial report is true, accurate, and complete[5] - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital[6] Table of Contents This report's clear table of contents lists nine main chapters, covering all content from important notices to financial reports and other submitted data - The report includes nine main chapters, such as important notices, company profile, management discussion and analysis, and financial report[8] Definitions This section defines key terms and abbreviations used in the report, including company names, related parties, regulatory bodies, and the reporting period - "Company", "this company", "Shandong Ruyi", and "Ruyi Group" all refer to Shandong Ruyi Woolen Textile Garment Group Co., Ltd[13] - "Reporting Period" refers to January 1, 2025, to June 30, 2025[13] Company Profile and Key Financial Indicators This section introduces the company's basic information, contact details, and presents key financial data and indicators for the reporting period I. Company Profile The company's stock abbreviation is "Ruyi Group," stock code 002193, listed on the Shenzhen Stock Exchange, with Qiu Chenran as its legal representative - Stock Abbreviation: Ruyi Group, Stock Code: 002193[15] - The company's legal representative is Qiu Chenran[15] II. Contact Person and Contact Information This section provides detailed contact information for the company's Board Secretary Wang Qinglin and Securities Affairs Representative Hao Lin, including address, phone, fax, and email - Board Secretary: Wang Qinglin, Contact Number: 0537-2933069, Email: sdwangql@126.com[16] - Securities Affairs Representative: Hao Lin, Contact Number: 0537-2933069, Email: haolin@chinaruyi.com[16] III. Other Information The company's registered address, office address, website, email, and information disclosure and storage locations remained unchanged during the reporting period - The company's registered address, office address and its postal code, company website, email, etc., remained unchanged during the reporting period[17] - The securities exchange website and media name and URL for the company's semi-annual report disclosure, and the company's semi-annual report storage location, remained unchanged during the reporting period[18] IV. Key Accounting Data and Financial Indicators In H1 2025, revenue declined 32.25%, net loss widened 105.00%, while operating cash flow significantly improved by 192.90% from negative to positive Key Accounting Data and Financial Indicators | Indicator | Current Period (CNY) | Prior Period (CNY) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 154,477,788.59 | 228,004,869.41 | -32.25% | | Net Profit Attributable to Shareholders of Listed Company | -95,725,661.73 | -46,695,244.35 | -105.00% | | Net Cash Flow from Operating Activities | 3,746,997.78 | -4,033,566.88 | 192.90% | | Basic Earnings Per Share (CNY/share) | -0.370 | -0.1800 | -105.56% | | Total Assets (CNY) | 2,680,817,890.42 | 2,746,371,228.80 | -2.39% | | Net Assets Attributable to Shareholders of Listed Company (CNY) | 571,941,078.05 | 667,666,739.78 | -14.34% | V. Differences in Accounting Data under Domestic and Overseas Accounting Standards The company reported no differences in net profit and net assets between financial reports prepared under international or overseas accounting standards and Chinese accounting standards during the reporting period - The company reported no differences in net profit and net assets between financial reports disclosed under international accounting standards and Chinese accounting standards during the reporting period[21] - The company reported no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and Chinese accounting standards during the reporting period[22] VI. Non-Recurring Gains and Losses and Amounts The company's total non-recurring gains and losses for the reporting period amounted to -CNY 732,960.82, primarily comprising other non-operating income and expenses, and income tax impact Non-Recurring Gains and Losses and Amounts | Item | Amount (CNY) | | :--- | :--- | | Other non-operating income and expenses apart from the above | -814,949.94 | | Less: Income tax impact | -81,989.12 | | Total | -732,960.82 | - The company has no other profit and loss items that meet the definition of non-recurring gains and losses[24] Management Discussion and Analysis This chapter analyzes the company's main business operations, core competencies, financial performance, and discusses risks and mitigation strategies I. Main Business Activities of the Company During the Reporting Period The company primarily designs, produces, and sells textiles, apparel, and accessories, along with processing and selling wool and other textile raw materials, maintaining a leading position in worsted wool with a complete industry chain and innovation capabilities - The company's main business involves the design, production, and sale of textiles, apparel, and accessories, as well as the acquisition, processing, and sale of wool and other textile raw materials and auxiliary materials[29] - In the first half of 2025, China's textile industry's capacity utilization rate was higher than the national industrial level, value added increased by 3.1% year-on-year, per capita clothing consumption expenditure increased by 2.1% year-on-year, and fixed asset investment completion amounts all increased by over 10% year-on-year[27] - The development trends in the company's industry primarily include intelligence, greening, branding, and technological upgrading, with smart manufacturing technology penetration increasing to 35% and green technology reducing energy consumption by over 30%[27] (I) Industry Situation of the Company During the Reporting Period In H1 2025, China's textile industry showed strong vitality with growth in capacity utilization, value added, consumption, and exports, shifting towards quality improvement, intelligence, greening, and branding, which the company actively addresses through process optimization and green certifications - From January to June 2025, the value added of national textile enterprises above designated size increased by 3.1% year-on-year; per capita clothing consumption expenditure increased by 2.1% year-on-year[27] - Fixed asset investment completion amounts in China's textile, apparel, and chemical fiber industries all increased by over 10% year-on-year[27] - The company reduced water consumption by 3% through process optimization and obtained OEKO-TEX100 ecological textile certification[27] (II) Main Business Activities of the Company During the Reporting Period The company's main business remains unchanged, focusing on worsted wool fabrics and suits with a complete industry chain, offering various product series and customized services through smart manufacturing and a sales-driven, digitalized operating model - The company's products are mainly worsted wool fabrics and suits, possessing a complete industry chain from wool to fabric to apparel[29] - Worsted wool products have obtained "Golden Wool" mark certification, Oeko-Tex Standard 100 ecological textile certification, Responsible Wool Standard (RWS), and other green certifications[30] - Suit products combine smart manufacturing with traditional Italian craftsmanship in the sewing process, offering full canvas handmade customization, half canvas customization, streamlined business series, vibrant workplace series, and personalized customization services[31][32][33] II. Analysis of Core Competitiveness The company's core competitiveness lies in its focus on main business, quality-centric approach, deep integration of AI digital technology with smart manufacturing, a robust R&D system, efficient digitalized supply chain, multi-channel marketing, and comprehensive quality control - The company adheres to innovation leadership, deeply integrating AI digital technology with smart manufacturing to foster new technical systems such as AI intelligent design and flexible manufacturing[36] - The company's independently developed "High-Efficiency Short-Process Embedded Composite Spinning Technology" ("Ruyi Spinning") won the National Science and Technology Progress First Prize, and it possesses national-level technology R&D centers, academician workstations, and postdoctoral workstations[36] - Leveraging smart manufacturing, professional design capabilities, and high-quality products, the company has a complete supply chain system, achieving rapid production cycle reduction and establishing supply-demand relationships with numerous domestic and international custom brands and fast fashion suppliers[37] III. Analysis of Main Business Main business revenue declined 32.25% due to reduced exports, net loss widened 105.00%, while operating cash flow significantly improved by 192.90% Key Financial Data Year-on-Year Changes | Indicator | Current Period (CNY) | Prior Period (CNY) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 154,477,788.59 | 228,004,869.41 | -32.25% | Decrease in export business year-on-year | | Operating Cost | 127,118,411.55 | 185,830,560.82 | -31.59% | Decrease in export business year-on-year, decrease in cost year-on-year | | Financial Expenses | 19,473,525.39 | 14,312,179.61 | 36.06% | Creditor committee agreement expired, interest accrued at contract rate | | Net Cash Flow from Operating Activities | 3,746,997.78 | -4,033,566.88 | 192.90% | Decrease in cash outflow was greater than decrease in cash inflow | Operating Revenue Composition (by Industry/Product/Region) | Category | Item | Current Period Amount (CNY) | Proportion of Operating Revenue | YoY Change | | :--- | :--- | :--- | :--- | :--- | | By Industry | Worsted Wool | 40,148,916.67 | 25.99% | -52.91% | | | Apparel | 105,897,508.08 | 68.55% | -13.49% | | By Region | Domestic Sales | 13,900,014.64 | 9.00% | -58.72% | | | Export Sales | 140,577,773.95 | 91.00% | -27.66% | Changes in Gross Margin of Main Businesses | Item | Current Period Gross Margin | YoY Change in Gross Margin | | :--- | :--- | :--- | | Worsted Wool | 3.86% | -81.75% | | Apparel | 21.18% | 25.47% | | Domestic Sales | 42.41% | 187.92% | | Export Sales | 15.27% | -20.26% | IV. Other Information Required by Disclosure Guidelines for Textile and Apparel Industries The company's total worsted wool capacity is 4 million meters and apparel 1.5 million sets/pieces, with a capacity utilization rate of 63.00%, employing a user-centric sales model through global networks, and maintaining robust brand building and quality control - The company's total worsted wool capacity is 4 million meters, and apparel capacity is 1.5 million sets/pieces; the capacity utilization rate for the current reporting period is 63.00%, compared to 65.00% in the prior period[46] - Worsted wool sales are conducted through a global multi-dimensional marketing network, while apparel business clients are primarily well-known European and American brands and large and medium-sized domestic enterprises[46][47] - Online sales revenue accounts for less than 30%, with the company collaborating with third-party sales platforms[49] Inventory Situation | Main Product | Inventory Turnover Days | | :--- | :--- | | Worsted Wool and Lining Materials | 214 | | Apparel | 179 | V. Analysis of Non-Main Business Non-main business activities significantly impacted total profit, with asset impairment and credit impairment losses accounting for 23.66% and 21.53% respectively, both lacking sustainability, while non-operating income primarily consisted of government subsidies and non-operating expenses were mainly late payment fees Impact of Non-Main Business on Total Profit | Item | Amount (CNY) | Proportion of Total Profit | Sustainability | | :--- | :--- | :--- | :--- | | Asset Impairment | -24,682,326.18 | 23.66% | No | | Non-Operating Income | 278,165.28 | -0.27% | No | | Non-Operating Expenses | 1,093,115.22 | -1.05% | No | | Credit Impairment Losses | -22,462,827.34 | 21.53% | No | VI. Analysis of Assets and Liabilities At the end of the reporting period, total assets were CNY 2.68 billion, a 2.39% decrease from the previous year-end, with significant portions of assets, totaling CNY 760 million, restricted due to pledges and freezes Significant Changes in Asset Composition | Item | Amount at End of Current Period (CNY) | Proportion of Total Assets | Amount at End of Prior Year (CNY) | Proportion of Total Assets | Change in Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Bank Balances | 13,917,592.23 | 0.52% | 9,057,085.54 | 0.33% | 0.19% | | Accounts Receivable | 208,482,899.91 | 7.78% | 259,236,074.06 | 9.44% | -1.66% | | Inventories | 502,021,869.48 | 18.73% | 499,123,741.26 | 18.17% | 0.56% | | Fixed Assets | 899,333,895.12 | 33.55% | 924,408,417.80 | 33.66% | -0.11% | | Short-term Borrowings | 661,014,581.20 | 24.66% | 661,014,582.20 | 24.07% | 0.59% | Asset Rights Restricted as of the End of the Reporting Period | Item | Book Balance (CNY) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Bank Balances | 7,914,509.35 | Deposits, freezes, other | | Fixed Assets | 202,449,647.17 | Loan collateral | | Intangible Assets | 96,838,560.02 | Loan collateral | | Construction in Progress | 21,170,000.00 | Loan collateral | | Other Non-current Financial Assets | 431,300,168.05 | Freezes | | Total | 759,672,884.59 | | VII. Analysis of Investment Status During the reporting period, the company did not undertake any significant equity investments, non-equity investments, securities investments, or derivative investments, nor did it utilize any raised funds - The company had no securities investments during the reporting period[59] - The company had no derivative investments during the reporting period[60] - The company had no utilization of raised funds during the reporting period[61] VIII. Significant Asset and Equity Sales During the reporting period, the company did not sell any significant assets or equity - The company did not sell significant assets during the reporting period[62] - The company did not sell significant equity during the reporting period[63] IX. Analysis of Major Holding and Participating Companies This section lists the financial status of the company's major holding and participating companies, with Shandong Ruyi Smart Textile and Apparel Co., Ltd. reporting a net loss of -CNY 24.68 million, significantly impacting the company's net profit Major Subsidiaries and Participating Companies with Over 10% Impact on Company's Net Profit | Company Name | Company Type | Main Business | Net Profit (CNY) | | :--- | :--- | :--- | :--- | | Xinjiang Jiahe Woolen Textile Co., Ltd. | Subsidiary | Worsted Wool | 2,073,040.00 | | Shandong Ruyi Smart Textile and Apparel Co., Ltd. | Subsidiary | Apparel Manufacturing | -24,683,582.55 | | Jining Ruyi New Material Technology Co., Ltd. | Subsidiary | Textile Raw Material Trade | 4,668,232.78 | X. Information on Structured Entities Controlled by the Company The company did not control any structured entities during the reporting period - The company had no structured entities under its control during the reporting period[65] XI. Risks Faced by the Company and Countermeasures The company faces multiple risks including insufficient market demand, intense industry competition, raw material price fluctuations, trade policy uncertainties, exchange rate volatility, and production safety, for which it has developed corresponding mitigation strategies - Risk of insufficient market demand: Affected by the sluggish domestic and international economic environment, terminal demand continues to weaken, and the company will adapt to economic changes, prepare contingency plans, and make active adjustments[65] - Risk of industry competition: The worsted wool industry faces fierce competition, and the company will diligently study market transformation needs, adhere to technological innovation, and continuously launch products that meet new consumer demands[65] - Risk of trade policy uncertainty: The unstable trade environment requires the company to adjust its layout for new customer resources and make proactive contingency plans and market adjustments[66] - Risk of exchange rate fluctuations: The company's overseas business is primarily settled in USD, and fluctuations in the RMB to USD exchange rate may result in exchange gains or losses; the company will closely monitor and flexibly use foreign exchange settlement tools to mitigate risks[66] XII. Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company did not formulate a market value management system or disclose a valuation enhancement plan during the reporting period - The company did not formulate a market value management system[67] - The company did not disclose a valuation enhancement plan[67] XIII. Implementation of "Quality and Return Dual Improvement" Action Plan The company did not disclose an announcement regarding the "Quality and Return Dual Improvement" action plan during the reporting period - The company did not disclose an announcement regarding the "Quality and Return Dual Improvement" action plan[67] Corporate Governance, Environment, and Society This section covers changes in directors and senior management, profit distribution, environmental disclosures, and social responsibility initiatives I. Changes in Directors, Supervisors, and Senior Management of the Company During the reporting period, there were no changes in the company's directors, supervisors, and senior management - There were no changes in the company's directors, supervisors, and senior management during the reporting period[68] II. Profit Distribution and Capital Reserve Conversion to Share Capital During the Reporting Period The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period[69] III. Implementation of Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company did not implement any 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 and their implementation during the reporting period[70] IV. Environmental Information Disclosure The company is included in the list of enterprises required to disclose environmental information by law and has publicly disclosed its environmental information report, with no environmental accidents occurring during the reporting period - The company is included in the list of enterprises required to disclose environmental information by law[71] - The query index for the company's legally disclosed environmental information report is http://221.214.62.226:8090/EnvironmentDisclosure/[72](index=72&type=chunk) - The listed company had no environmental accidents[72] V. Social Responsibility The company actively fulfills its social responsibilities by maintaining robust corporate governance, ensuring shareholder rights, adhering to labor laws, prioritizing employee welfare, promoting green development, and engaging in community philanthropy - The company has established a relatively complete corporate governance structure, strictly discloses information in accordance with laws and regulations, and protects the legitimate rights and interests of all shareholders[72] - The company strictly complies with the "Labor Law" and "Labor Contract Law," focuses on employee welfare construction, and cares for employees by paying various insurances, allocating housing, and providing health examinations[73] - The company adheres to the concept of green development, integrates sustainable development into product design, prioritizes environmentally friendly fibers, and has obtained Oeko-Tex Standard 100 ecological textile certification[74][75] - The company actively gives back to society by organizing various social welfare activities and participating in various forms of donations and volunteer work for charitable causes[76] Significant Matters This chapter details commitments, related party transactions, litigation, penalties, and other significant events impacting the company I. Commitments Fulfilled or Overdue by the Company's Actual Controller, Shareholders, Related Parties, Acquirers, and Other Committed Parties During and as of the End of the Reporting Period During the reporting period, there were no commitments fulfilled or overdue by the company's actual controller, shareholders, related parties, acquirers, or other committed parties - During the reporting period, there were no commitments fulfilled or overdue by the company's actual controller, shareholders, related parties, acquirers, or other committed parties[78] II. Non-Operating Funds Occupied by Controlling Shareholders and Other Related Parties of the Listed Company During the reporting period, there were no non-operating funds occupied by controlling shareholders and other related parties of the listed company - During the reporting period, there were no non-operating funds occupied by controlling shareholders and other related parties of the listed company[79] III. Irregular External Guarantees The company had no irregular external guarantees during the reporting period - The company had no irregular external guarantees during the reporting period[80] IV. Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was not audited - The company's semi-annual report was not audited[81] V. Explanations by the Board of Directors and Supervisory Board on the Accounting Firm's "Non-Standard Audit Report" for the Current Reporting Period The company did not receive a "non-standard audit report" from its accounting firm for the current reporting period - The company had no explanation regarding a "non-standard audit report" from its accounting firm for the current reporting period[82] VI. Explanations by the Board of Directors on the "Non-Standard Audit Report" for the Previous Year The Board explained the non-standard unqualified audit opinion issued by Zhongxi Certified Public Accountants for the 2024 annual report, primarily concerning a long-term equity investment in Lycra New Materials (Foshan) Co., Ltd., where a shareholder's failure to contribute capital led to operational issues and ongoing litigation, with the Board actively seeking solutions - Zhongxi Certified Public Accountants issued a non-standard unqualified audit report on the company's 2024 annual report[82] - The non-standard opinion relates to the company's long-term equity investment of 25.72% in Lycra New Materials (Foshan) Co., Ltd., where shareholder Chuanglai Fiber (Foshan) Co., Ltd. failed to fulfill its capital contribution obligations, leading to Lycra New Materials' inability to operate normally, with related legal proceedings still ongoing[82][84] - The Board of Directors attaches great importance to this matter and will actively urge management to take effective measures, including negotiating with creditors for in-kind capital contributions, to eliminate adverse effects as soon as possible[84][85] VII. Matters Related to Bankruptcy and Reorganization The company had no matters related to bankruptcy and reorganization during the reporting period - The company had no matters related to bankruptcy and reorganization during the reporting period[86] VIII. Litigation Matters The company had no significant litigation or arbitration matters during the current reporting period - The company had no significant litigation or arbitration matters during the current reporting period[87] IX. Penalties and Rectification Status The company and relevant senior management received administrative regulatory measures from the Shandong Regulatory Bureau of the China Securities Regulatory Commission, including orders for rectification and warning letters, due to inaccurate information disclosure in the 2024 semi-annual report and performance forecast, and failure to fulfill review procedures and information disclosure obligations for related party transactions - The company and relevant parties received administrative regulatory measures from the Shandong Regulatory Bureau of the China Securities Regulatory Commission[87] - Reasons for penalties include inaccurate information disclosure in the 2024 semi-annual report and related interim announcements, inaccurate information disclosure in the 2024 annual performance forecast, and failure to fulfill review procedures and information disclosure obligations for related party transactions[87][88] - Penalty types include orders for rectification and warning letters[87][88] X. Integrity Status of the Company, its Controlling Shareholder, and Actual Controller As of the end of the reporting period, all shares held by the controlling shareholder, Ruyi Technology Group Co., Ltd. (11.66% of total share capital), were pledged, marked, and frozen, and both the controlling shareholder and actual controller have been listed as dishonest judgment debtors and restricted from high consumption - The company's controlling shareholder, Ruyi Technology Group Co., Ltd., holds 30,514,665 shares, accounting for 11.66% of the company's total shares, of which 30,514,665 shares are pledged, marked, or frozen[89] - The company's controlling shareholder and actual controller have been listed as dishonest judgment debtors and restricted from high consumption[89] XI. Significant Related Party Transactions During the reporting period, the company engaged in various daily related party transactions with its controlling shareholder, Ruyi Technology Group Co., Ltd., and its controlled companies, primarily involving sales of goods, procurement of fuel and power, and procurement of wool tops and cotton yarn, with total estimated transactions of CNY 69.5 million and actual transactions of CNY 26.13 million Related Party Transactions Related to Daily Operations (Sales of Goods) | Related Party | Related Transaction Content | Related Transaction Amount (CNY 10,000) | Proportion of Similar Transactions | | :--- | :--- | :--- | :--- | | Shandong Ruyi Technology Group Co., Ltd. | Sales of Goods | 2.18 | 0.01% | | Guangzhou Lujiana Apparel Co., Ltd. Jining Branch | Sales of Goods | 18.82 | 0.12% | | Libang (Shandong) Brand Apparel Co., Ltd. | Sales of Goods | 12.52 | 0.08% | | Shandong Ruyi Life Technology Co., Ltd. | Sales of Goods | 21.21 | 0.14% | Related Party Transactions Related to Daily Operations (Procurement of Fuel and Power) | Related Party | Related Transaction Content | Related Transaction Amount (CNY 10,000) | Proportion of Similar Transactions | | :--- | :--- | :--- | :--- | | Jining Ruyi High-tech Fiber Material Co., Ltd. | Electricity Fees | 372.56 | 80.89% | | Shandong Ruyi Hengcheng Production and Research New Material Technology Co., Ltd. | Electricity Fees | 88.22 | 19.11% | - The total estimated amount for the aforementioned daily related party transactions is CNY 69.5 million, with an actual amount of CNY 26.13 million[92] XII. Significant Contracts and Their Performance During the reporting period, the company had a research center lease generating CNY 2.29 million in rental income, but no other significant contracts such as trusteeship, contracting, major guarantees, or wealth management Lease Situation | Item | Lease Income (CNY) | | :--- | :--- | | Research Center Lease | 2,288,250.00 | - The company had no trusteeship arrangements during the reporting period[100] - The company had no significant guarantees during the reporting period[103] - The company had no wealth management activities during the reporting period[104] XIII. 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 period[106] XIV. Significant Matters of Subsidiaries The company had no significant matters concerning its subsidiaries during the reporting period - The company had no significant matters concerning its subsidiaries during the reporting period[107] Share Changes and Shareholder Information This section provides an overview of share capital changes, securities issuance, shareholder structure, and changes in director/supervisor/senior management holdings I. Share Changes During the reporting period, the company's total share capital remained unchanged at 261,715,550 shares, with no changes in the number and proportion of restricted and unrestricted shares Share Changes | Item | Quantity Before Change (shares) | Proportion Before Change | Increase/Decrease in Change (shares) | Quantity After Change (shares) | Proportion After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 1,500 | 0.00% | 0 | 1,500 | 0.00% | | II. Unrestricted Shares | 261,714,050 | 100.00% | 0 | 261,714,050 | 100.00% | | III. Total Shares | 261,715,550 | 100.00% | 0 | 261,715,550 | 100.00% | II. Securities Issuance and Listing The company had no securities issuance and listing during the reporting period - The company had no securities issuance and listing during the reporting period[111] III. Company Shareholder Count and Shareholding Status As of the end of the reporting period, the company had 28,860 common shareholders, with its top ten shareholders, including Shandong Ruyi Technology Group Co., Ltd. and Shandong Ruyi Woolen Textile Group Co., Ltd., having all their shares pledged, marked, or frozen - The total number of common shareholders at the end of the reporting period was 28,860[112] Shareholding Status of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Proportion | Number of Shares Held at End of Reporting Period (shares) | Share Status | Number (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Shandong Ruyi Technology Group Co., Ltd. | Domestic Non-State-Owned Legal Person | 11.66% | 30,514,665 | Pledged, Marked, or Frozen | 30,514,665 | | Shandong Ruyi Woolen Textile Group Co., Ltd. | Domestic Non-State-Owned Legal Person | 7.75% | 20,280,000 | Pledged, Marked, or Frozen | 20,280,000 | | China Orient Asset Management Co., Ltd. | State-Owned Legal Person | 7.24% | 18,935,500 | Not Applicable | 0 | - Among the company's top ten shareholders, Shandong Ruyi Technology Group Co., Ltd. and Shandong Ruyi Woolen Textile Group Co., Ltd. are companies controlled by the same actual controller[113] IV. Changes in Shareholdings of Directors, Supervisors, and Senior Management The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period - The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period[115] V. 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 remained unchanged during the reporting period[116] - The company's actual controller remained unchanged during the reporting period[116] VI. Preferred Shares Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period[117] Bond-Related Information This chapter addresses any bond-related information for the reporting period Bond-Related Information The company had no bond-related information during the reporting period - The company had no bond-related information during the reporting period[119] Financial Report This comprehensive section includes the audit report, detailed financial statements, company background, accounting policies, tax information, and financial notes I. Audit Report The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited[121] II. Financial Statements This section provides the company's consolidated and parent company financial statements for the first half of 2025, including balance sheets, income statements, cash flow statements, and statements of changes in owners' equity, comprehensively reflecting the financial position, operating results, and cash flows - This section includes the consolidated balance sheet, parent company balance sheet, consolidated income statement, parent company income statement, consolidated cash flow statement, parent company cash flow statement, consolidated statement of changes in owners' equity, and parent company statement of changes in owners' equity[122][125][129][133][136][138][141][149] 1. Consolidated Balance Sheet As of June 30, 2025, the company's consolidated total assets were CNY 2.68 billion, total liabilities CNY 2.11 billion, and total owners' equity CNY 572 million Consolidated Balance Sheet (Period-End) | Item | Period-End Balance (CNY) | | :--- | :--- | | Total Assets | 2,680,817,890.42 | | Total Liabilities | 2,108,876,812.37 | | Total Owners' Equity | 571,941,078.05 | 2. Parent Company Balance Sheet As of June 30, 2025, the parent company's total assets were CNY 4.95 billion, total liabilities CNY 3.43 billion, and total owners' equity CNY 1.51 billion Parent Company Balance Sheet (Period-End) | Item | Period-End Balance (CNY) | | :--- | :--- | | Total Assets | 4,947,007,080.01 | | Total Liabilities | 3,434,973,665.10 | | Total Owners' Equity | 1,512,033,414.91 | 3. Consolidated Income Statement In the first half of 2025, the company's consolidated total operating revenue was CNY 154 million, a 32.25% year-on-year decrease, with a net loss of -CNY 95.73 million, expanding the loss by 105.00%, and basic earnings per share of -CNY 0.370 Consolidated Income Statement (Current Period) | Item | Current Period Amount (CNY) | Prior Period Amount (CNY) | | :--- | :--- | :--- | | Total Operating Revenue | 154,477,788.59 | 228,004,869.41 | | Net Profit | -95,725,661.73 | -46,695,244.35 | | Basic Earnings Per Share | -0.370 | -0.1800 | 4. Parent Company Income Statement In the first half of 2025, the parent company's operating revenue was CNY 180 million, a 29.84% year-on-year decrease, with a net loss of -CNY 68.15 million, expanding the loss by 251.84%, and basic earnings per share of -CNY 0.26 Parent Company Income Statement (Current Period) | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | Operating Revenue | 179,715,025.62 | 256,127,603.05 | | Net Profit | -68,147,082.33 | -19,369,213.20 | | Basic Earnings Per Share | -0.26 | -0.07 | 5. Consolidated Cash Flow Statement In the first half of 2025, the company's consolidated net cash flow from operating activities was CNY 3.75 million, turning positive from a negative value in the prior year, representing a significant 192.90% year-on-year increase, while net cash flows from investing and financing activities were both negative Consolidated Cash Flow Statement (Current Period) | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 3,746,997.78 | -4,033,566.88 | | Net Cash Flow from Investing Activities | -233,233.60 | -23,267.28 | | Net Cash Flow from Financing Activities | -59,931.91 | -39,594.14 | | Net Increase in Cash and Cash Equivalents | 4,705,960.63 | -2,606,924.12 | 6. Parent Company Cash Flow Statement In the first half of 2025, the parent company's net cash flow from operating activities was CNY 16,765.43, a significant decrease from the prior year, with net cash flow from investing activities at zero and net cash flow from financing activities being negative Parent Company Cash Flow Statement (Current Period) | Item | H1 2025 (CNY) | H1 2024 (CNY) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 16,765.43 | 1,486,358.54 | | Net Cash Flow from Investing Activities | 0.00 | 0.00 | | Net Cash Flow from Financing Activities | -4,256.35 | -2,865.91 | | Net Increase in Cash and Cash Equivalents | 12,507.78 | 1,483,533.49 | 7. Consolidated Statement of Changes in Owners' Equity During the reporting period, the company's consolidated total owners' equity decreased from CNY 668 million at the beginning of the period to CNY 572 million at the end, primarily due to a negative net profit attributable to parent company owners - The total owners' equity attributable to the parent company at the end of the period was CNY 571,941,078.05, compared to CNY 667,666,739.78 at the beginning of the period, representing a decrease of CNY 95,725,661.73 for the current period[144] 8. Parent Company Statement of Changes in Owners' Equity During the reporting period, the parent company's total owners' equity decreased from CNY 1.58 billion at the beginning of the period to CNY 1.51 billion at the end, primarily due to the net loss incurred in the current period - The parent company's total owners' equity at the end of the period was CNY 1,512,033,414.91, compared to CNY 1,580,180,497.24 at the beginning of the period, representing a decrease of CNY 68,147,082.33 for the current period[152] III. Company Basic Information Established in December 1993, the company's registered capital is CNY 262 million as of December 31, 2024, with its registered and head office in Jining High-tech Zone Ruyi Industrial Park, controlled by Qiu Yafu, and primarily engaged in wool textile businesses - The company's registered capital increased to CNY 261.71555 million[156] - The company's registered address is Jining High-tech Zone Ruyi Industrial Park, the company's organizational form is a joint-stock company, and its head office is located in Jining High-tech Zone Ruyi Industrial Park, Shandong Province[157] - The actual controller is Qiu Yafu[157] - The company's industry is wool textiles, and its business scope includes the design, production, and sale of textiles, apparel, and accessories[157] IV. Basis for Preparation of Financial Statements The company's financial statements are prepared in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance and relevant regulations of the China Securities Regulatory Commission, based on a going concern assumption, with no significant doubts about its ability to continue as a going concern - The company prepares its financial statements based on actual transactions and events, in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance and the "Information Disclosure and Reporting Rules for Companies Issuing Securities No. 15" of the China Securities Regulatory Commission[158] - These financial statements are prepared on a going concern basis[159] V. Significant Accounting Policies and Accounting Estimates This section details the company's significant accounting policies and estimates for financial statement preparation, covering business combinations, consolidated financial statements, financial instruments, receivables, inventories, long-term equity investments, fixed assets, intangible assets, revenue recognition, and government grants, with some policy changes during the period having no financial impact - The company classifies financial assets into those measured at amortized cost, at fair value through other comprehensive income, and at fair value through profit or loss, based on the business model for managing financial assets and the contractual cash flow characteristics of the financial assets[178] - The company performs impairment accounting for financial assets measured at amortized cost, financial assets classified as at fair value through other comprehensive income, lease receivables, and contract assets based on expected credit losses[191] - The company recognizes revenue when it satisfies a performance obligation in the contract, which is when the customer obtains control of the related goods or services, at the transaction price allocated to that performance obligation[239] - The company implemented "accounting treatment for deferred income tax related to assets and liabilities arising from a single transaction not applicable to initial recognition exemption" and "accounting treatment for sale-leaseback transactions" in the current year, but these had no impact on the company's financial position, operating results, or cash flows[253][254] VI. Taxes This section lists the company's main tax categories and applicable rates, including VAT, urban maintenance and construction tax, corporate income tax, education surcharge, and local education surcharge, with Shandong Ruyi Woolen Textile Garment Group Co., Ltd. enjoying a 15% corporate income tax preferential rate as a high-tech enterprise Main Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | Value-Added Tax | Based on sales of goods and taxable services calculated according to tax laws, after deducting input VAT allowed for the current period, the difference is VAT payable | 13%, 9%, 6% | | Urban Maintenance and Construction Tax | Levied on actual VAT paid and tax-exempt/deductible amounts | 5%, 7% | | Corporate Income Tax | Levied on taxable income | 15%, 25% | | Education Surcharge | Levied on actual VAT paid and tax-exempt/deductible amounts | 3% | | Local Education Surcharge | Levied on actual VAT paid and tax-exempt/deductible amounts | 2% | - Shandong Ruyi Woolen Textile Garment Group Co., Ltd., as a high-tech enterprise, enjoys a 15% corporate income tax rate for 2025[257] VII. Notes to Consolidated Financial Statement Items This section provides detailed notes on key consolidated financial statement items, including cash and bank balances, accounts receivable, inventories, short-term borrowings, employee compensation payable, operating revenue, and operating costs, highlighting that CNY 7.91 million of cash is restricted and CNY 661 million in short-term borrowings are overdue Cash and Bank Balances | Item | Period-End Balance (CNY) | | :--- | :--- | | Cash on Hand | 61,151.12 | | Bank Deposits | 13,856,396.75 | | Other Cash and Bank Balances | 44.36 | | Total | 13,917,592.23 | | Of which: Restricted Cash and Bank Balances | 7,914,509.35 | Accounts Receivable and Impairment Provisions | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 329,499,063.54 | 121,016,163.63 | 208,482,899.91 | Inventories and Inventory Impairment Provisions | Item | Period-End Book Balance (CNY) | Inventory Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 576,584,579.20 | 74,562,709.72 | 502,021,869.48 | - The period-end balance of short-term borrowings is CNY 661,014,581.20, all of which is overdue and unpaid[341][342] Operating Revenue and Operating Cost | Item | Current Period Amount (Revenue) (CNY) | Current Period Amount (Cost) (CNY) | | :--- | :--- | :--- | | Main Business | 145,885,658.48 | 122,067,264.46 | | Other Businesses | 8,592,130.11 | 5,051,147.09 | | Total | 154,477,788.59 | 127,118,411.55 | VIII. Research and Development Expenses The company's total R&D expenditure for the current period was CNY 12.90 million, all recognized as expense-type R&D expenditure in current profit or loss R&D Expenditure | Item | Current Period Amount (CNY) | | :--- | :--- | | R&D Expenditure | 12,902,694.45 | | Total | 12,902,694.45 | | Of which: Expensed R&D Expenditure | 12,902,694.45 | IX. Equity in Other Entities The company holds 100% equity in wholly-owned subsidiaries such as Xinjiang Jiahe Woolen Textile Co., Ltd. and Shandong Ruyi Smart Textile and Apparel Co., Ltd., and a 25.72% stake in associate Lycra New Materials (Foshan) Co., Ltd., accounted for using the equity method Composition of Enterprise Group (Subsidiaries) | Subsidiary Name | Shareholding Proportion (Direct) | | :--- | :--- | | Xinjiang Jiahe Woolen Textile Co., Ltd. | 100.00% | | Shandong Ruyi Smart Textile and Apparel Co., Ltd. | 100.00% | | Jining Ruyi New Material Technology Co., Ltd. | 100.00% | | Ruyi Smart Network Technology (Beijing) Co., Ltd. | 100.00% | | Shandong Lujiana Textile and Apparel Co., Ltd. | 100.00% | | Shandong Ruyi International Trade Co., Ltd. | 100.00% | Important Joint Ventures or Associates | Joint Venture or Associate Name | Shareholding Proportion (Direct) | Accounting Method | | :--- | :--- | :--- | | Lycra New Materials (Foshan) Co., Ltd. | 25.72% | Equity Method | X. Government Grants The company recognized total government grants of CNY 477,556.12 during the reporting period, with CNY 249,628.56 recorded in other income and CNY 227,927.56 in non-operating income, and the period-end balance of asset-related deferred income from government grants was CNY 13.18 million Liability Items Involving Government Grants | Accounting Account | Beginning Balance (CNY) | Amount Recognized in Non-Operating Income This Period (CNY) | Amount Transferred to Other Income This Period (CNY) | Period-End Balance (CNY) | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 13,654,642.81 | 227,927.56 | 249,628.56 | 13,177,086.69 | Asset-related | Government Grants Recognized in Current Profit or Loss | Accounting Account | Current Period Amount (CNY) | | :--- | :--- | | Other Income | 249,628.56 | | Non-Operating Income | 227,927.56 | | Total | 477,556.12 | XI. Risks Related to Financial Instruments The company faces credit, liquidity, and market risks (including exchange rate, interest rate, and price risks) related to its financial instruments, which it manages through risk management policies, continuous monitoring of credit exposure, maintaining sufficient cash reserves, and tracking market fluctuations - The company's main financial instruments include cash and bank balances, equity investments, borrowings, receivables, and payables, facing credit risk, liquidity risk, and market risk (exchange rate risk, interest rate risk, price risk)[437] - Credit risk management: Appropriate credit policies have been formulated, transactions are conducted only with creditworthy counterparties, and accounts receivable balances and recovery status are continuously monitored[438][439] - Liquidity risk management: The company continuously monitors its short-term and long-term funding needs to ensure sufficient cash reserves are maintained[442] - Market risk management: Exchange rate risk is mitigated by monitoring foreign currency transactions and asset-liability scales; interest rate risk is reduced by continuously monitoring interest rate levels[445] XII. Disclosure of Fair Value At period-end, the company's assets measured at fair value primarily consisted of other non-current financial assets totaling CNY 431.30 million, valued using Level 3 valuation techniques, while the book value of financial assets and liabilities not measured at fair value was very close to their fair value Period-End Fair Value of Assets and Liabilities Measured at Fair Value | Item | Level 3 Fair Value Measurement (CNY) | Total (CNY) | | :--- | :--- | :--- | | Other Non-current Financial Assets | 431,300,168.05 | 431,300,168.05 | | Total Assets Continuously Measured at Fair Value | 431,300,168.05 | 431,300,168.05 | - A portion of the other non-current financial assets held represents the company's priority partnership interests in Yinchuan Weixin Industrial Fund Partnership (Limited Partnership), measured at the assessed value as a reasonable estimate of fair value[448] - The book value of financial assets and liabilities not measured at fair value is very close to their fair value[449] XIII. Related Parties and Related Party Transactions The company's ultimate controlling party is Qiu Yafu, and during the reporting period, it engaged in daily related party transactions with its controlling shareholder, Ruyi Technology Group Co., Ltd., and its controlled subsidiaries, including sales, procurement, and leasing, with several related parties also providing guarantees for the company's overdue borrowings - The ultimate controlling party of this enterprise is Qiu Yafu[450] Procurement of Goods/Acceptance of Services | Related Party | Related Transaction Content | Current Period Amount (CNY) | | :--- | :--- | :--- | | Jining Ruyi Energy Technology Development Co., Ltd. | Procurement of Fuel and Power | 228,006.63 | | Shandong Yifeng International Trade Co., Ltd. | Procurement of Wool Tops | 19,463,286.85 | | Wenshang Ruyi Technical Textile Co., Ltd. | Procurement of Cotton Yarn | 481,144.38 | | Total | | 20,172,437.86 | Sales of Goods/Provision of Services | Related Party | Related Transaction Content | Current Period Amount (CNY) | | :--- | :--- | :--- | | Shandong Ruyi Technology Group Co., Ltd. | Sales of Goods | 21,796.49 | | Guangzhou Lujiana Apparel Co., Ltd. | Sales of Goods | 188,204.72 | | Shandong Ruyi Hengcheng Production and Research New Material Technology Co., Ltd. | Processing | 561,311.40 | | Jining Ruyi High-tech Fiber Material Co., Ltd. | Sales of Fuel and Power | 3,725,137.66 | | Total | | 5,956,591.03 | - The company, as the guaranteed party, received multiple guarantees from related parties such as Shandong Ruyi Technology Group Co., Ltd., with some of the guaranteed borrowings being overdue[464][465][466][467] XIV. Commitments and Contingencies The company has significant commitments, including overdue mortgage contracts with Construction Bank and Bank of China involving buildings, land use rights, and construction in progress, provides joint liability guarantees for subsidiaries, and faces contingent liabilities from pending lawsuits and arbitrations, such as loan disputes and contract disputes, with some raw materials already seized and slated for auction - The company signed maximum mortgage contracts with China Construction Bank Jining Branch for guarantee liabilities up to CNY 67.28 million and CNY 43.35 million, involving buildings and land use rights, which are overdue but still valid[475] - Subsidiary Shandong Ruyi Smart Textile and Apparel Co., Ltd. signed a CNY 380 million fixed asset loan agreement with Bank of China Tai'an Daiyue Sub-branch, involving fixed assets, construction in progress, and land use rights as collateral, and the contract is overdue[476] - The company provides joint liability guarantee for its subsidiary Shandong Ruyi Smart Textile and Apparel Co., Ltd.'s CNY 29.52 million working capital loan from Tianjin Bank Tai'an Branch, with the guarantee period extending to March 22, 2027[477] - The company has pending lawsuits, such as the Taiyuan Intermediate People's Court ruling that the company must repay a loan principal of CNY 90 million plus interest; and Xiamen Port Business Information Co., Ltd. suing the company for contract disputes, with a ruling that the company must repay principal, interest, etc., totaling CNY 31.47 million, and some wool materials have been seized and are planned for auction[479] XV. Post-Balance Sheet Events The company's profit distribution plan after the balance sheet date is to make no distribution - The profit distribution plan is to make no distribution[482] XVI. Other Significant Matters The company has multiple non-related party guarantees, some of which are overdue, and its wholly-owned subsidiary, Xinjiang Jiahe Woolen Textile Co., Ltd., has been largely suspended since April 2019 due to the inability to rebuild wastewater treatment facilities, with no clear development plan yet Non-Related Party Guarantees for the Company | Guarantor | Guarantee Start Date | Guarantee End Date | Actual Guarantee Amount (CNY) | Is Guarantee Fulfilled | | :--- | :--- | :--- | :--- | :--- | | Yulong Group Co., Ltd. | 2021/1/19 | Long-term | 19,874,871.20 | No | | Linghua Group Co., Ltd. | 2021/6/17 | Long-term | 28,440,000.00 | No | | Shandong Zhongyi Group Co., Ltd. | 2021/12/21 | Long-term | 24,000,000.00 | No | | Total | | | 145,675,164.45 | | - The company's wholly-owned subsidiary, Xinjiang Jiahe Woolen Textile Co., Ltd., has been largely suspended since April 2019 because its main sewage outfall, sewage treatment plant, and other facilities were dismantled and could not be rebuilt, and the company has not yet clarified its next development plan[483] XVII. Notes to Parent Company Financial Statement Major Items This section provides detailed notes on key parent company financial statement items, including accounts receivable, other receivables, and long-term equity investments, with accounts receivable book value of CNY 749 million, other receivables book value of CNY 781 million, and investments in subsidiaries book value of CNY 1.53 billion Parent Company Accounts Receivable and Impairment Provisions | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 829,327,907.22 | 80,238,695.75 | 749,089,211.47 | Parent Company Other Receivables and Impairment Provisions | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Total | 799,188,520.93 | 18,343,734.00 | 780,844,786.93 | Parent Company Investments in Subsidiaries | Item | Period-End Book Balance (CNY) | Impairment Provisions (CNY) | Book Value (CNY) | | :--- | :--- | :--- | :--- | | Investments in Subsidiaries | 1,546,337,934.02 | 17,331,600.22 | 1,529,006,333.80 | | Total | 1,546,337,934.02 | 17,331,600.22 | 1,529,006,333.80 | XVIII. Supplementary Information This section provides supplementary information, including a detailed statement of non-recurring gains and losses totaling -CNY 732,960.82, and key financial ratios such as a weighted average return on net assets of -15.44% and basic earnings per share of -CNY 0.370 Current Period Non-Recurring Gains and Losses Detail Statement | Item | Amount (CNY) | | :--- | :--- | | Other non-operating income and expenses apart from the above | -814,949.94 | | Less: Income tax impact | -81,989.12 | | Total | -732,960.82 | Return on Net Assets and Earnings Per Share | Profit for the Reporting Period | Weighted Average Return on Net Assets | Basic Earnings Per Share (CNY/share) | Diluted Earnings Per Share (CNY/share) | | :--- | :--- | :--- | :--- | | Net Profit Attributable to Common Shareholders of the Company | -15.44% | -0.370 | -0.370 | | Net Profit Attributable to Common Shareholders of the Company After Deducting Non-Recurring Gains and Losses | -15.33% | -0.363 | -0.363 | Other Submitted Data This chapter covers other significant social safety issues, investor relations activities, and related party fund transactions I. Other Significant Social Security Issues The company and its subsidiaries had no other significant social security issues and received no administrative penalties during the reporti