中亚股份(300512) - 2025 Q2 - 季度财报

Part I Important Notice, Table of Contents, and Definitions Important Notice The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no false records, misleading statements, or major omissions - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report[3] - Company head Shi Zhongwei, chief accountant Lu Zhifeng, and head of accounting department Wang Jiaying declare the financial report is true, accurate, and complete[3] - Forward-looking statements regarding future plans in the report do not constitute substantial commitments to investors, who should maintain risk awareness[3] Risk Factors The company faces risks from downstream industry fluctuations, management and human resources failing to adapt to scale expansion, high customer concentration, declining gross profit margins, and changes in credit policy - The company's customer base is concentrated in the fast-moving consumer goods industry, where downstream industry prosperity directly impacts operating performance, posing challenges due to slowing sales growth[4] - As the company's operating scale expands, if management capabilities and human resources cannot meet demand in a timely manner, operational capacity and development momentum will be affected[5][6] - From 2023 to June 2025, the top five customers accounted for a high proportion of total sales revenue, and changes in major customers' operations may impact the company's performance[7] - The company's main business gross profit margin has continuously declined over the past three years, directly affecting profits; the company plans to increase R&D investment, innovate products, and control costs to maintain stable gross profit margins[8] - The company has appropriately relaxed credit policies for some important strategic partners and newly developed customers; unfavorable downstream customer conditions may lead to accounts receivable write-offs or extended collection periods[9] Table of Contents This section lists the structured table of contents for the semi-annual report, including important notices, company profile, management discussion and analysis, corporate governance, significant matters, share changes and shareholder information, bond-related matters, and financial statements Reference Documents This section provides a list of documents available for inspection during the reporting period, including financial statements signed and sealed by the company's head, chief accountant, and head of accounting department, as well as originals of all publicly disclosed company documents and announcements - Reference documents include financial statements signed and sealed by the company's head, chief accountant, and head of accounting department[14] - Originals of all company documents and announcements publicly disclosed during the reporting period are also included in the reference documents[15] Definitions This section provides definitions for common terms used in the report, including company names, major subsidiaries, associated companies, and financial reporting periods, to ensure clear understanding of the report's content - Clarifies that "the Company, this Company" refers to Hangzhou Zhongya Machinery Co., Ltd[16] - Lists abbreviations for major subsidiaries and associated companies, such as Peiyuan Investment, Zhongya Ruicheng, Gaodi Food, etc[16] - Defines "Reporting Period, this Reporting Period" as January 1, 2025, to June 30, 2025[16] Part II Company Profile and Key Financial Indicators I. Company Profile Hangzhou Zhongya Machinery Co., Ltd., stock abbreviation "Zhongya Shares," stock code 300512, is listed on the Shenzhen Stock Exchange, with Shi Zhongwei as its legal representative Basic Company Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | Zhongya Shares | | Stock Code | 300512 | | Listing Stock Exchange | Shenzhen Stock Exchange | | Chinese Name | Hangzhou Zhongya Machinery Co., Ltd. | | Legal Representative | Shi Zhongwei | II. Contact Person and Information The company's Board Secretary is Zhu Zheng, with the contact address at No. 189 Fangjiadai Road, Gongshu District, Hangzhou City, and contact details including phone, fax, and email Contact Information | Position | Name | Contact Address | Phone | Fax | Email | | :--- | :--- | :--- | :--- | :--- | :--- | | Board Secretary | Zhu Zheng | No. 189 Fangjiadai Road, Gongshu District, Hangzhou City | 0571-86522536 | 0571-88011205 | zheng.zhu@zhongyagroup.com | III. Other Information During the reporting period, there were no changes in the company's registered address, office address, website, email, information disclosure and storage locations, or registration status - The company's contact information, information disclosure and storage locations, and registration status remained unchanged during the reporting period[21][22][23] IV. Key Accounting Data and Financial Indicators In the first half of 2025, the company's operating revenue increased by 9.51% to 529 million yuan, but net profit attributable to shareholders decreased by 2.04% to 32.47 million yuan Key Accounting Data and Financial Indicators for H1 2025 | Indicator | Current Period (yuan) | Prior Period (yuan) | YoY Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 529,365,626.48 | 483,395,780.17 | 9.51% | | Net Profit Attributable to Shareholders of Listed Company | 32,473,107.63 | 33,149,436.84 | -2.04% | | Net Profit Attributable to Shareholders of Listed Company Excluding Non-recurring Gains and Losses | 19,675,012.62 | 27,295,536.80 | -27.92% | | Net Cash Flow from Operating Activities | 68,636,431.71 | -28,175,353.96 | 343.60% | | Basic Earnings Per Share (yuan/share) | 0.08 | 0.08 | 0.00% | | Diluted Earnings Per Share (yuan/share) | 0.08 | 0.08 | 0.00% | | Weighted Average Return on Net Assets | 2.01% | 2.03% | -0.02% | | Period-end Indicators | Current Period-end (yuan) | Prior Year-end (yuan) | Change from Prior Year-end | | Total Assets | 2,562,815,584.89 | 2,567,794,138.51 | -0.19% | | Net Assets Attributable to Shareholders of Listed Company | 1,614,512,195.08 | 1,602,617,229.00 | 0.74% | V. Differences in Accounting Data Under Domestic and Overseas Accounting Standards During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under International Accounting Standards or overseas accounting standards and those under Chinese Accounting Standards - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under International Accounting Standards and those under Chinese Accounting Standards[25] - During the reporting period, the company had no differences in net profit and net assets between financial reports disclosed under overseas accounting standards and those under Chinese Accounting Standards[26] VI. Non-recurring Gains and Losses and Amounts The company's total non-recurring gains and losses for the first half of 2025 amounted to 12,798,095.01 yuan, primarily from disposal gains/losses of non-current assets, government grants, and fair value changes in financial assets Non-recurring Gains and Losses for H1 2025 | Item | Amount (yuan) | Explanation | | :--- | :--- | :--- | | Disposal gains/losses of non-current assets | 6,723,695.50 | Gains from disposal of fixed assets, right-of-use assets, and long-term equity investments | | Government grants recognized in current profit or loss | 7,022,357.15 | Government grants | | Gains/losses from changes in fair value of financial assets and liabilities held by non-financial enterprises, and gains/losses from disposal of financial assets and liabilities | 510,773.87 | Investment income and fair value changes from wealth management products | | Other non-operating income and expenses apart from the above | -314,922.43 | | | Less: Income tax impact | 1,086,394.30 | | | Minority interest impact (after tax) | 57,414.78 | | | Total | 12,798,095.01 | | - 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 gains and losses[29] Part III Management Discussion and Analysis I. Main Business Activities During the Reporting Period The company is an intelligent packaging machinery manufacturer, primarily engaged in filling and sealing, post-packaging intelligent equipment, and hollow container blow molding equipment, offering integrated solutions - The company's main business is intelligent packaging machinery manufacturing, with products including filling and sealing equipment, post-packaging intelligent equipment, and hollow container blow molding equipment, providing comprehensive solutions[31] - The company expands into unmanned retail and freshly prepared beverage businesses through its controlled subsidiary Gaodi Food, which has relevance and synergy with existing businesses[31][32] - The company's products have technological advantages in filling accuracy and operational stability, achieving import substitution in the domestic market and actively expanding into international markets[35][36] - Performance drivers are primarily revenue and gross profit margin levels, with market growth potential in increased dairy consumption, expansion into other industries, rising demand for post-packaging intelligent equipment, and international market expansion[35][36][37] 1. Main Business Activities, Products, and Their Uses The company primarily engages in the R&D, manufacturing, and sales of intelligent packaging machinery, with products covering filling and sealing, post-packaging intelligent equipment, and hollow container blow molding equipment, applied in dairy, beverage, and healthcare industries - The company is an intelligent packaging machinery manufacturer integrating R&D, manufacturing, and sales, primarily focused on designing and manufacturing mid-to-high-end intelligent packaging equipment[31] - Main products include various filling and sealing equipment, post-packaging intelligent equipment, hollow container blow molding equipment, and comprehensive solutions for intelligent packaging production lines[31] - The company expands into the freshly prepared beverage market by opening "YOGBOX Yogurt Box" branded yogurt drink stores through its controlled subsidiary Gaodi Food[32] 2. Business Model The company's procurement model involves selecting suppliers through competitive bidding, with most settlements on a monthly basis, while production is make-to-order for customized products with a 2-8 month delivery cycle - Procurement Model: Major metal raw materials are purchased at market prices; mechanical and electrical components, plastic particles, etc., are sourced through competitive bidding, with settlement typically on a monthly basis[32] - Production Model: Primarily make-to-order non-standard customized equipment, managed by an ERP system, with a delivery cycle typically ranging from 2 to 8 months[32][33] - Sales Model: Primarily direct sales in China, and a combination of direct sales and agents internationally; product prices are determined based on manufacturing costs, market competition, and other factors[33] - Value-added Services: Provides after-sales services including installation, commissioning, maintenance, and training, extending to downstream industrial chain to supply配套 plastic packaging products[34][35] 3. Market Position of Company Products Some of the company's equipment technology has reached or is close to international industry standards, enabling competition with leading international enterprises, and has achieved import substitution in the domestic market - Some of the company's equipment technology has reached or is close to international industry standards, enabling it to compete with leading international enterprises[35] - Achieved import substitution in the domestic market by leveraging good cost-effectiveness[35] - The company will consolidate its position in the dairy industry and continuously enhance its influence and market position in beverages and other industries[35] 4. Key Performance Drivers The company's performance is primarily driven by revenue and gross profit margin levels, with future market growth opportunities in increased domestic dairy consumption, rising demand for high-end packaging equipment, and international market development - The company's performance drivers are primarily revenue and gross profit margin levels[35] - Domestic per capita dairy consumption has significant room for improvement, and overall market capacity and equipment investment will continue to grow[36] - Demand for high-end packaging equipment in food, beverage, healthcare, daily chemical, and condiment industries is continuously rising, providing favorable conditions for the company to expand into other sectors[36] - Rising labor costs drive rapid growth in demand for post-packaging intelligent equipment, and the company's intelligent post-packaging equipment can meet automated production needs[36] - The company will actively expand into surrounding international markets in conjunction with the "Belt and Road" national strategy, leveraging its technical indicators and cost-effectiveness advantages to seize market opportunities[36] II. Analysis of Core Competencies The company's core competencies lie in five key areas: technology, products, customers, manufacturing, and services, possessing extensive technological accumulation, industry-leading R&D capabilities, and aseptic technology advantages - The company has accumulated extensive proprietary technologies in the high-end packaging machinery industry, possessing unique core technologies in high cleanliness, high-precision filling, and aseptic environment control[38] - The company's product technology and quality are similar or close to international counterparts, but with a 30%-40% price advantage, achieving import substitution[41] - The company has established long-term partnerships with downstream industry giants, offering advanced technology, high cost-effectiveness, excellent service, and high customer satisfaction[43] - The company owns over a hundred advanced precision processing equipment, demonstrating strong manufacturing coverage and enhancing flexibility in equipment delivery cycles[44] - The company's services cover the entire equipment lifecycle, with timely and effective after-sales support, and is transitioning towards a "service capability + technology capability + digitalization capability" model[45][46] 1. Technological Advantages The company possesses extensive technological accumulation, continuous in-depth R&D, and unique core technologies in high-end packaging machinery, with leading advantages in high cleanliness and aseptic environment control - The company has accumulated extensive proprietary technologies across the entire production line for plastic bottle, cup, bag, and box packaging machinery, from forming, filling, and sealing to post-packaging[38] - The company possesses deep understanding and mastery of high cleanliness and high-precision filling technology, aseptic environment control technology, and dry sterilization technology[38] - The company's R&D department has been recognized as the "China Dairy Packaging Machinery Research and Development Center" and "Zhejiang Provincial Excellent Enterprise Technology Center"[38] - The company has established a comprehensive testing platform for aseptic filling equipment, ensuring seamless integration with actual production processes and reducing commissioning time and costs[40] - The company's aseptic filling technology holds a leading advantage in China, with the goal of covering a full range of aseptic filling equipment in the future[40][41] 2. Product Advantages The company's products offer high cost-effectiveness, with technical levels comparable to or approaching international counterparts but with significant price advantages, achieving import substitution - The company's independently developed fully automatic aseptic plastic bottle filling, sealing, and capping equipment, among other products, has technical levels similar or close to international counterparts, but with a 30%-40% price advantage[41] - The company has a complete product series, including filling and sealing equipment, post-packaging intelligent equipment, hollow container blow molding equipment, and unmanned retail equipment, covering the entire production and sales process[42] - The company's filling and sealing equipment covers vacuum negative pressure, electronic weighing, volumetric, and flowmeter types, as well as three hygiene levels: clean, ultra-clean, and aseptic[42] - The company can provide complete automated intelligent packaging equipment lines and offer comprehensive system solutions including line planning, design, delivery, installation, and commissioning based on customer needs[43][44] 3. Customer Advantages Leveraging years of business accumulation, the company has established long-term partnerships with downstream industry giants, with its product technology advantages and quality recognized by the industry - The company has established long-term partnerships with downstream industry giants, with its technological advantages and product quality recognized by the industry[43] - Existing customers typically continue to choose the company's equipment for new constructions, expansions, and technological upgrades, providing a continuous and stable source of revenue[43] - Major customers are leading brands in downstream industries, laying a favorable foundation for the company to attract new customers and expand into new markets[43] 4. Manufacturing and Processing Advantages The company possesses over a hundred advanced precision processing and testing equipment, forming an industry-leading information-controlled processing equipment group that covers most spare parts processing procedures - The company owns over a hundred advanced precision processing and testing equipment, including Shin Nippon Koki CNC gantry machining centers and German DMG high-speed, high-precision vertical machining centers[44] - These equipment processing groups essentially cover most major processing procedures for the company's product components, reducing reliance on external processing[45] - Manufacturing coverage enhances the flexibility of the company's equipment product delivery cycles, enabling it to meet urgent customer orders within a shorter timeframe[45] 5. Service Advantages The company's services cover the entire equipment lifecycle, reducing maintenance frequency and costs through thorough pre-sales communication, comprehensive system solutions, high-quality equipment production, and rapid service response - The company's services cover the entire equipment lifecycle, reducing equipment maintenance frequency and costs through thorough and detailed pre-sales communication, comprehensive system solutions, high-quality equipment production, and rapid service response[45] - The company's after-sales service radius for China and Asia is relatively short, providing timely and effective service and high customer satisfaction[45] - The company's core competitiveness will transform from "technological capability" to "service capability + technological capability + digitalization capability," driving the digital transformation of its core business[46] III. Main Business Analysis In the first half of 2025, the company's operating revenue increased by 9.51%, but operating costs grew faster than revenue, putting pressure on gross profit margins Year-on-Year Changes in Key Financial Data | Indicator | Current Period (yuan) | Prior Period (yuan) | YoY Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 529,365,626.48 | 483,395,780.17 | 9.51% | | | Operating Cost | 401,515,562.43 | 343,258,999.21 | 16.97% | | | Financial Expenses | -1,062,513.90 | 1,777,552.66 | -159.77% | Primarily due to increased interest income and decreased interest expenses in the current period | | Net Cash Flow from Operating Activities | 68,636,431.71 | -28,175,353.96 | 343.60% | Primarily due to increased cash received from sales of goods and services in the current period | | Net Cash Flow from Investing Activities | -37,150,336.07 | 176,187,550.58 | -121.09% | Primarily due to increased unredeemed wealth management products at period-end | | Net Increase in Cash and Cash Equivalents | -66,256,916.22 | 47,388,019.40 | -239.82% | Resulting from a combination of operating, investing, and financing activities | Products or Services Accounting for Over 10% | Product or Service | Operating Revenue (yuan) | Operating Cost (yuan) | Gross Profit Margin | YoY Change in Operating Revenue | YoY Change in Operating Cost | YoY Change in Gross Profit Margin | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Intelligent Packaging Equipment | 339,403,615.76 | 264,684,334.88 | 22.01% | -3.86% | 6.91% | -7.86% | | Plastic Packaging Products | 95,709,730.53 | 88,049,063.48 | 8.00% | 44.07% | 35.59% | 5.75% | | Parts and Others | 72,738,197.22 | 31,783,641.59 | 56.30% | 16.42% | 7.96% | 3.42% | | Dairy Industry | 316,462,165.29 | 240,727,247.47 | 23.93% | 18.55% | 28.86% | -6.09% | | Beverage Industry | 145,287,950.82 | 109,603,083.05 | 24.56% | 12.10% | 13.96% | -1.23% | | Domestic Market | 475,482,140.74 | 363,410,338.68 | 23.57% | 7.62% | 15.61% | -5.28% | | International Market | 52,775,144.84 | 37,085,559.55 | 29.73% | 31.45% | 34.30% | -1.49% | - There were no significant changes in the company's profit composition or sources of profit during the reporting period[49] IV. Non-Core Business Analysis The company's non-core business income primarily stemmed from investment income and the reversal of credit impairment losses, with 6.5612 million yuan in investment income generated from the disposal of long-term equity investments Non-Core Business Analysis | Item | Amount (yuan) | Proportion of Total Profit | Explanation of Formation Reason | Sustainability | | :--- | :--- | :--- | :--- | :--- | | Investment Income | 6,902,486.26 | 17.99% | Primarily investment income from disposal of long-term equity investments | No | | Gains/losses from fair value changes | 33,043.08 | 0.09% | Fair value change gains from financial assets designated as fair value through profit or loss | No | | Asset Impairment | -1,518,610.02 | -3.96% | Contract asset impairment losses | No | | Credit Impairment Losses | 4,527,425.86 | 11.80% | Bad debt losses | No | - Investment income primarily resulted from 6.5612 million yuan in investment gains from the disposal of long-term equity investments in the current period[49][53] V. Analysis of Assets and Liabilities At the end of the reporting period, the company's total assets slightly decreased, cash and cash equivalents decreased, while inventories and contract liabilities increased Significant Changes in Asset Composition | Item | Amount at Current Period-end (yuan) | Proportion of Total Assets | Amount at Prior Year-end (yuan) | Proportion of Total Assets | Change in Proportion | Explanation of Significant Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Cash Equivalents | 242,152,270.69 | 9.45% | 317,416,610.16 | 12.36% | -2.91% | Resulting from a combination of operating, investing, and financing activities | | Inventories | 1,118,569,663.25 | 43.65% | 1,060,450,571.91 | 41.30% | 2.35% | Primarily due to increased inventory of goods and goods in transit at period-end | | Short-term Borrowings | 156,088,750.00 | 6.09% | 230,194,722.22 | 8.96% | -2.87% | Primarily due to increased repayment of bank loans in the current period | | Contract Liabilities | 359,904,587.01 | 14.04% | 277,598,155.14 | 10.81% | 3.23% | Primarily due to increased advance receipts for goods in the current period | | Long-term Borrowings | 1,700,659.98 | 0.07% | 39,121,460.43 | 1.52% | -1.45% | Primarily due to increased repayment of bank loans in the current period | - The company holds overseas assets in Italy, Indonesia, and Hong Kong, with MAGEX S.R.L. (100% equity) having an asset scale of 33.7154 million yuan and earnings of 0.9977 million yuan[56] Financial Assets Measured at Fair Value | Item | Beginning Balance (yuan) | Fair Value Change Gains/Losses for Current Period (yuan) | Ending Balance (yuan) | | :--- | :--- | :--- | :--- | | Financial Assets Held for Trading | 10,033,739.99 | 33,043.08 | 19,926,374.93 | | Investments in Other Equity Instruments | 6,000,000.00 | 0.00 | 6,000,000.00 | | Accounts Receivable Financing | 715,214.85 | 0.00 | 1,874,914.52 | | Total | 16,748,954.84 | 33,043.08 | 27,801,289.45 | - As of the end of the reporting period, the company's restricted assets primarily consisted of cash and cash equivalents totaling 259,714.17 yuan, restricted due to guarantees and ETC deposits[60] VI. Analysis of Investment Status During the reporting period, the company's investment amount increased by 110.50% to 4.21 million yuan, with the main equity investment being the acquisition of 50% equity in Ruigao Fluid Investment Amount During the Reporting Period | Indicator | Amount (yuan) | YoY Change | | :--- | :--- | :--- | | Investment Amount for the Reporting Period | 4,210,000.00 | 110.50% | | Investment Amount for the Prior Period | 2,000,000.00 | | - Significant equity investment acquired during the reporting period was the acquisition of 50% equity in Ruigao Fluid for 3.71 million yuan, with industrial and commercial change registration completed[63] Overview of Entrusted Wealth Management | Specific Type | Amount of Entrusted Wealth Management (10,000 yuan) | Unexpired Balance (10,000 yuan) | | :--- | :--- | :--- | | Brokerage Wealth Management Products | 6,000 | 992.64 | | Bank Wealth Management Products | 1,000 | 1,000 | | Total | 7,000 | 1,992.64 | - The company had no use of raised funds, derivative investments, or entrusted loans during the reporting period[66][68][69] VII. Significant Asset and Equity Disposals During the reporting period, the company did not dispose of any significant assets, but its controlled subsidiary Gaodi Food transferred 8.75% equity in Shanghai Yousoupu for 1.4 million yuan, and the company transferred 50% equity in Suzhou Ruiteng for 2.5 million yuan - The company did not dispose of any significant assets during the reporting period[70] Significant Equity Disposal Information | Equity Disposed | Transaction Price (10,000 yuan) | Net Profit Contribution from Disposal (10,000 yuan) | Impact on Company's Business Continuity and Management Stability | | :--- | :--- | :--- | :--- | | 8.75% equity in Shanghai Yousoupu | 140 | -0.8 | No significant impact | | 50% equity in Suzhou Ruiteng | 250 | -140.7 | No significant impact on company's business continuity and management stability | - Upon completion of the transfer of 50% equity in Suzhou Ruiteng, it is no longer included in the company's consolidated financial statements[71] VIII. Analysis of Major Controlled and Invested Companies In the first half of 2025, the company's major subsidiary Ruidong Machinery achieved revenue of 39.3093 million yuan and a net loss of 13.4883 million yuan Financial Performance of Major Subsidiary Ruidong Machinery | Company Name | Company Type | Main Business | Registered Capital (yuan) | Total Assets (yuan) | Net Assets (yuan) | Operating Revenue (yuan) | Net Profit (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Ruidong Machinery | Subsidiary | R&D, production, and sales of intelligent packaging equipment | 81,500,000.00 | 395,203,783.50 | 296,333,245.80 | 39,309,275.54 | -13,488,263.74 | Acquisition and Disposal of Subsidiaries During the Reporting Period | Company Name | Method of Acquisition and Disposal of Subsidiary | Impact on Overall Production, Operations, and Performance | | :--- | :--- | :--- | | Ruigao Fluid | Acquisition Method: Equity Transfer | No significant impact | | Suzhou Ruiteng | Disposal Method: Equity Transfer | No significant impact | IX. Information on Structured Entities Controlled by the Company The company had no controlled structured entities during the reporting period - The company had no controlled structured entities during the reporting period[75] X. Risks Faced by the Company and Countermeasures The company faces risks from downstream industry fluctuations, management and human resources failing to adapt to scale expansion, high customer concentration, declining gross profit margins, and changes in credit policy - The company's customer base is concentrated in the fast-moving consumer goods industry, where downstream industry prosperity directly impacts operating performance, posing challenges due to slowing sales growth[75] - As the company's operating scale expands, if management capabilities and human resources cannot meet demand in a timely manner, operational capacity and development momentum will be affected[76] - From 2023 to June 2025, the top five customers accounted for a high proportion of total sales revenue, and changes in major customers' operations may impact the company's performance[76] - The company's main business gross profit margin has continuously declined over the past three years, directly affecting profits; the company plans to increase R&D investment, innovate products, and control costs to maintain stable gross profit margins[76] - The company has appropriately relaxed credit policies for some important strategic partners and newly developed customers; unfavorable downstream customer conditions may lead to accounts receivable write-offs or extended collection periods[77] XI. Registration Form for Research, Communication, Interview, and Other Activities During the Reporting Period On May 13, 2025, the company hosted investors through an online platform for discussions covering expansion into other industries, industrial chain extension, overseas market planning, unmanned retail business, and cost reduction and efficiency improvement plans - On May 13, 2025, the company hosted investors through an online platform for communication[78] - Discussion topics included the company's expansion into other industries, overseas market planning, unmanned retail business, cost reduction and efficiency improvement initiatives, R&D investment, and reasons for changes in revenue and gross profit margins[78][79] 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[80] - The company did not disclose a valuation enhancement plan[80] XIII. Implementation of 'Dual Improvement in Quality and Returns' Action Plan The company did not disclose an announcement regarding the "Dual Improvement in Quality and Returns" action plan during the reporting period - The company did not disclose an announcement regarding the "Dual Improvement in Quality and Returns" action plan[80] Part IV Corporate Governance, Environment, and Society I. Changes in Directors, Supervisors, and Senior Management There were no changes in the company's directors, supervisors, and senior management during the reporting period - There were no changes in the company's directors, supervisors, and senior management during the reporting period[81] II. Profit Distribution and Capital Reserve Conversion to Share Capital in the Current Period The company's board of directors approved the 2025 semi-annual profit distribution plan, proposing a cash dividend of 0.10 yuan (including tax) per 10 shares to all shareholders 2025 Semi-Annual Profit Distribution Plan | Indicator | Amount | | :--- | :--- | | Number of Bonus Shares per 10 Shares (shares) | 0 | | Dividend per 10 Shares (yuan) (incl. tax) | 0.10 | | Share Capital Base for Distribution Plan (shares) | 403,209,875 | | Cash Dividend Amount (yuan) (incl. tax) | 4,032,098.75 | | Proportion of Total Cash Dividend (incl. other methods) to Total Profit Distribution | 100.00% | | Distributable Profit (yuan) | 631,592,326.75 | - This profit distribution plan complies with the company's articles of association and other regulations, matches the company's performance growth, and balances both short-term and long-term shareholder interests[84] III. Implementation of Company's Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures and their implementation 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[85] IV. Environmental Information Disclosure The listed company and its major subsidiaries were not included in the list of enterprises required to disclose environmental information by law - The listed company and its major subsidiaries were not included in the list of enterprises required to disclose environmental information by law[86] V. Social Responsibility The company integrates corporate social responsibility into its development strategy, actively undertaking responsibilities towards stakeholders including shareholders, industry, employees, the environment, and society - The company genuinely integrates corporate social responsibility into its development strategy and production operations, actively undertaking responsibilities towards stakeholders including shareholders, industry, employees, the environment, and society[86] - The company explicitly stipulates equal rights for equal shares and a continuous and stable dividend policy in its Articles of Association, and has established a supervisory board to effectively protect shareholder interests[86] - The company establishes fair competition mechanisms through its "Procurement Control Procedures" and bidding system, and builds strategic partnerships with key suppliers to protect supplier interests[87] - The company provides cost-effective products based on customer needs, ensures after-sales technical services, strictly manages customer property, and establishes a lifetime technical support commitment to protect customer interests[87] - The company operates ISO14001 environmental management system and ISO45001 occupational health and safety management system, implementing energy saving, consumption reduction, and emission reduction, controlling "three wastes" pollution, ensuring product quality, safety, energy efficiency, and environmental protection, thereby protecting social interests[87] Part V Significant Matters I. Fulfillment of Commitments by Actual Controller, Shareholders, Related Parties, Acquirers, and the Company During the Reporting Period, and Overdue Unfulfilled Commitments as of the End of the Reporting Period During the reporting period, the company and relevant incentive recipients fully fulfilled their commitments regarding the equity incentive plan on time - The company's commitments regarding the equity incentive plan were fulfilled on April 30, 2025[89] - Commitments include guaranteeing document authenticity, legal establishment and existence of the company, absence of conditions prohibiting stock incentive plans, eligibility of incentive recipients, and non-provision of financial assistance[89][90][91][92] - Incentive recipients commit to returning all benefits if they fail to meet the grant or exercise arrangements due to false records, misleading statements, or major omissions in information disclosure documents[92] - Commitments were fulfilled on time, with no overdue unfulfilled situations[93] II. Non-Operating Occupation of Funds by Controlling Shareholders and Other Related Parties During the reporting period, there was no non-operating occupation of funds by controlling shareholders and other related parties of the listed company - During the reporting period, there was no non-operating occupation of funds by controlling shareholders and other related parties of the listed company[94] 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[95] IV. Appointment and Dismissal of Accounting Firms The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited[96] V. Explanations by the Board of Directors, Supervisory Board, and Audit Committee on the Accounting Firm's 'Non-Standard Audit Report' for the Current Period The company had no non-standard audit report during the reporting period, thus the board of directors, supervisory board, and audit committee do not need to provide explanations - The company had no non-standard audit report during the reporting period[97] VI. Explanations 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, thus the board of directors does not need to provide explanations - The company had no non-standard audit report for the prior year[97] VII. 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 period[97] VIII. Litigation Matters The company had no significant litigation or arbitration matters during the reporting period, but multiple other litigation matters, including arbitration where the company was the applicant and labor arbitrations where the company was the respondent - The company had no significant litigation or arbitration matters during the reporting period[98] Other Litigation Matters | Basic Information of Litigation (Arbitration) | Amount Involved (10,000 yuan) | Litigation (Arbitration) Progress | | :--- | :--- | :--- | | Arbitration where the company is the applicant | 96.49 | Not yet heard | | Labor arbitration where the company is the respondent | 7.58 | Heard, currently in mediation | | Labor arbitration where the company is the respondent | 16.67 | Not yet heard | IX. Penalties and Rectification The company's subsidiary Ruidong Machinery received an administrative penalty of 71,000 yuan for three employees performing electric welding without special operation certificates, but has since completed rectification - Subsidiary Ruidong Machinery was fined RMB 71,000 in administrative penalty for three employees performing electric welding without "Special Operation Certificates"[100] - Ruidong Machinery has submitted a "Rectification Report" and obtained a "Rectification Review Opinion Letter" from the Lin'an District Emergency Management Bureau of Hangzhou City, completing rectification by the specified date[100] X. Integrity Status of the Company, its Controlling Shareholder, and Actual Controller During the reporting period, there were no issues regarding the integrity status of the company, its controlling shareholder, or actual controller - During the reporting period, there were no issues regarding the integrity status of the company, its controlling shareholder, or actual controller[101] XI. Significant Related Party Transactions During the reporting period, the company engaged in several significant related party transactions, including daily operating related transactions, joint investment in Ruigao Fluid, related party housing leases, and related party creditor-debtor relationships Related Party Transactions Related to Daily Operations | Related Party | Related Party Transaction Content | Transaction Amount (10,000 yuan) | Approved Transaction Limit (10,000 yuan) | | :--- | :--- | :--- | :--- | | Zhongwu Optoelectronics | Purchase of pulsed light sterilization modules | 414.61 | 2,000 | | Yanshan Hotel | Use of accommodation, catering, and conference services provided by related party hotel | 32.51 | 500 | | Shanghai Yousoupu | Sale of goods and equipment | 44.25 | 150 | - The company jointly invested in Ruigao Fluid with related party Hangzhou Qianhong; Ruigao Fluid primarily designs and plans pre-treatment production lines, with a registered capital of 5 million yuan[105] - The company's controlled subsidiary Gaodi Food provided financial assistance of 0.35 million yuan to associated company Shanghai Yousoupu, with interest rates referencing the People's Bank of China's one-year working capital loan benchmark rate[107][108] - The company leases houses in Chengdu and Xi'an from Director and President Shi Zheng as dormitories for customer service and after-sales personnel, with annual rents of 30,000 yuan and 50,000 yuan respectively[113] - The company waived its preemptive right to acquire a portion of the equity transfer in its controlled subsidiary Ruigao Fluid, agreeing to Chen Lihua's transfer of her 0.75 million yuan equity in Ruigao Fluid to Hangzhou Qianhong[114] XII. Significant Contracts and Their Performance During the reporting period, the company had no significant entrustment, contracting, major daily operating contracts, or leasing projects that generated profits exceeding 10% of total profit - The company had no entrustment or contracting situations during the reporting period[117][118] - The company and its subsidiaries leased multiple houses, factories, office buildings, and commercial properties, and also leased out some properties for income, with rental pricing considering market fair value[119][120][121][122][123][124][125][126][127][128][129] - During the reporting period, there were no leasing projects that generated profits exceeding 10% of the company's total profit[130] Company Guarantees for Subsidiaries | Name of Guaranteed Party | Guarantee Limit (10,000 yuan) | Actual Guarantee Amount (10,000 yuan) | | :--- | :--- | :--- | | Hangzhou Ruidong Machinery Co., Ltd. | 16,000 | 0 | - The company had no significant daily operating contracts or other significant contracts during the reporting period[135][136] XIII. Explanation of Other Significant Matters On December 31, 2024, the company acquired 2.5 million yuan equity in Ruigao Fluid from Chen Lihua, and on April 7, 2025, controlling shareholder Peiyuan Investment released 8 million shares from pledge - On December 31, 2024, the company acquired 2.5 million yuan equity in Ruigao Fluid from Chen Lihua for 1.21 million yuan, with industrial and commercial change registration completed[137][138] - Controlling shareholder Peiyuan Investment released 8 million shares from pledge on April 3, 2025, accounting for 5.13% of its total shares held and 1.98% of the company's total share capital[138] - On June 9, 2025, the company transferred 2.5 million yuan equity in controlled subsidiary Suzhou Ruiteng to Zhao Deng for 2.5 million yuan, resulting in Suzhou Ruiteng no longer being included in the company's consolidated financial statements[139][140] XIV. Significant Matters of Company Subsidiaries On April 26, 2025, the company's controlled subsidiary Gaodi Food transferred 8.75% equity in Shanghai Yousoupu to Hangzhou Blue Light Oxygen for 1.4 million yuan - Controlled subsidiary Gaodi Food transferred 8.75% equity in Shanghai Yousoupu to Hangzhou Blue Light Oxygen on April 26, 2025, for a transaction price of 1.4 million yuan[141][142] - After the equity transfer, Gaodi Food holds 26.25% equity in Shanghai Yousoupu[142] - Hangzhou Blue Light Oxygen increased capital in Shanghai Yousoupu by 0.76823 million yuan in registered capital, corresponding to a 20% post-investment equity stake, at a price of 3.75 million yuan, with Gaodi Food waiving its preemptive subscription right[143] - After the capital increase, Gaodi Food holds 21.00% equity in Shanghai Yousoupu[143] Part VI Changes in Shares and Shareholder Information I. Changes in Share Capital During the reporting period, the company's restricted shares increased by 196,125 shares, unrestricted shares decreased by 196,125 shares, and total share capital remained unchanged Changes in Share Capital | Share Type | Number Before Change (shares) | Proportion Before Change | Increase/Decrease in Current Change (shares) | Number After Change (shares) | Proportion After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 79,101,224 | 19.40% | 196,125 | 79,297,349 | 19.45% | | Of which: Shares held by domestic natural persons | 79,101,224 | 19.40% | 196,125 | 79,297,349 | 19.45% | | II. Unrestricted Shares | 328,539,651 | 80.60% | -196,125 | 328,343,526 | 80.55% | | Of which: RMB ordinary shares | 328,539,651 | 80.60% | -196,125 | 328,343,526 | 80.55% | | III. Total Shares | 407,640,875 | 100.00% | 0 | 407,640,875 | 100.00% | - The reason for share changes is that at the beginning of each year, the locked-up shares of the company's directors and senior management are re-determined at 75% of their total shareholdings[148] Changes in Restricted Shares | Shareholder Name | Beginning Restricted Shares (shares) | Increase in Restricted Shares for Current Period (shares) | Ending Restricted Shares (shares) | Reason for Restriction | | :--- | :--- | :--- | :--- | :--- | | Xu Manhua | 30,919,396 | 0 | 30,919,396 | Locked-up shares for senior management | | Shi Zhongwei | 29,948,913 | 0 | 29,948,913 | Locked-up shares for senior management | | Shi Zheng | 11,662,753 | 112,500 | 11,775,253 | Locked-up shares for senior management | | Jin Weidong | 48,750 | 37,500 | 86,250 | Locked-up shares for senior management | | Ji Yonglin | 18,750 | 37,500 | 56,250 | Locked-up shares for senior management | | Others | 113,025 | 71,250 | 184,275 | Locked-up shares for senior management | II. Securities Issuance and Listing The company had no securities issuance or listing during the reporting period - The company had no securities issuance or listing during the reporting period[151] III. Number of Shareholders and Shareholding Structure At the end of the reporting period, the total number of ordinary shareholders was 15,019, with Hangzhou Peiyuan Investment Co., Ltd. as the largest shareholder - At the end of the reporting period, the total number of ordinary shareholders was 15,019[152] Shareholding of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Proportion | Number of Shares Held at Period-end (shares) | Number of Restricted Shares Held (shares) | Number of Unrestricted Shares Held (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Hangzhou Peiyuan Investment Co., Ltd. | Domestic Non-State-Owned Legal Person | 38.28% | 156,060,066 | 0 | 156,060,066 | | Xu Manhua | Domestic Natural Person | 10.11% | 41,225,862 | 30,919,396 | 10,306,466 | | Shi Zhongwei | Domestic Natural Person | 9.71% | 39,565,384 | 29,948,913 | 9,616,471 | | Hangzhou Fupai Management Consulting Co., Ltd. | Domestic Non-State-Owned Legal Person | 4.84% | 19,743,220 | 0 | 19,743,220 | | Shi Zheng | Domestic Natural Person | 3.85% | 15,700,338 | 11,775,253 | 3,925,085 | | Hangzhou Gaodi Enterprise Management Consulting Co., Ltd. | Domestic Non-State-Owned Legal Person | 1.26% | 5,124,943 | 0 | 5,124,943 | | Song Yousen | Domestic Natural Person | 1.03% | 4,186,692 | 3,140,019 | 1,046,673 | - Peiyuan Investment, Xu Manhua, Shi Zhongwei, Hangzhou Fupai Management Consulting Co., Ltd., Shi Zheng, Hangzhou Gaodi Enterprise Management Consulting Co., Ltd., and Song Yousen are parties acting in concert[153] - The company's special repurchase securities account held 4,431,000 shares at the end of the reporting period, accounting for 1.09% of total shares[153] IV. Changes in Shareholdings of Directors, Supervisors, and Senior Management During the reporting period, company Chairman Shi Zhongwei reduced his shareholding by 366,500 shares, with his period-end holding decreasing to 39,565,384 shares Changes in Shareholdings of Directors, Supervisors, and Senior Management | Name | Position | Employment Status | Beginning Shareholding (shares) | Number of Shares Reduced in Current Period (shares) | Ending Shareholding (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | | Shi Zhongwei | Chairman | Current | 39,931,884 | 366,500 | 39,565,384 | 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[155] - The company's actual controller remained unchanged during the reporting period[155] VI. Preferred Shares Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period[156] Part VII Bond-Related Information 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[158] Part VIII Financial Report I. Audit Report The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited[160] II. Financial Statements This section presents the company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity for the first half of 2025 - The consolidated balance sheet shows total assets of 2,562,815,584.89 yuan, total liabilities of 945,063,583.60 yuan, and total owners' equity of 1,617,752,001.29 yuan at period-end[164] - The consolidated income statement shows total operating revenue of 529,365,626.48 yuan, net profit of 32,232,096.05 yuan, and net profit attributable to parent company shareholders of 32,473,107.63 yuan for the current period[170][172] - The consolidated cash flow statement shows net cash flow from operating activities of 68,636,431.71 yuan, net cash flow from investing activities of -37,150,336.07 yuan, and net cash flow from financing activities of -98,190,207.80 yuan[177][178] III. Company Overview Hangzhou Zhongya Machinery Co., Ltd. was established on January 13, 2012, with a registered capital of 407.6409 million yuan, and its shares were listed on the Shenzhen Stock Exchange on May 26, 2016 - Hangzhou Zhongya Machinery Co., Ltd. was established on January 13, 2012, with a registered capital of 407.6409 million yuan, and its shares were listed on the Shenzhen Stock Exchange on May 26, 2016[195] - The company belongs to the general equipment manufacturing industry, primarily engaged in the R&D, production, and sales of food processing and packaging machinery[196] - These financial statements were approved for external release by the company's 9th meeting of the 5th Board of Directors on **Augus