景瑞控股(01862) - 2025 - 中期业绩

Interim Results Summary The Company reported significant declines in sales and revenue, a net loss of RMB2.112 billion, and no interim dividend Key Financial Indicators | Indicator | Six Months Ended June 30, 2025 (RMB million) | YoY Change | | :--- | :--- | :--- | | Contracted Sales | 472.0 | -48.4% | | Revenue | 586.8 | -76.2% | | Gross Loss | 70.2 | (Gross profit of 140.2 in 2024) | | Net Loss | 2,112.1 | Loss widened from RMB1,571.9 million in 2024 | | Total Assets (Period-end) | 28,375.7 | - | | Land Bank (Period-end) | 1,291,272 sq.m. | - | - The Board resolved not to declare any interim dividend[4] Financial Statements This chapter outlines the Company's H1 2025 condensed consolidated financial statements, detailing its financial position Condensed Consolidated Statement of Profit or Loss H1 2025 revenue significantly decreased, gross profit turned to loss, and net loss reached RMB2.112 billion Condensed Consolidated Statement of Profit or Loss | Indicator | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | Change | | :--- | :--- | :--- | :--- | | Revenue | 586,761 | 2,466,291 | -76.2% | | Cost of Sales | (656,934) | (2,326,078) | -71.8% | | Gross (Loss)/Profit | (70,173) | 140,213 | From profit to loss | | Operating Loss | (1,394,262) | (1,157,186) | Loss widened | | Net Finance Costs | (390,067) | (389,769) | Largely stable | | Loss for the Period | (2,112,069) | (1,571,946) | Loss widened | | Loss Attributable to Owners of the Company | (2,005,751) | (1,483,247) | Loss widened | | Basic Loss Per Share | RMB(1.30) | RMB(0.96) | Loss widened | Condensed Consolidated Statement of Comprehensive Income H1 2025 total comprehensive loss expanded to RMB2.107 billion, driven by increased loss Condensed Consolidated Statement of Comprehensive Income | Indicator | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Loss for the Period | (2,112,069) | (1,571,946) | | Fair value change of equity investments measured at fair value through other comprehensive income (net of tax) | 5,250 | (22,500) | | Total Comprehensive Loss for the Period (net of tax) | (2,106,819) | (1,594,446) | | Total Comprehensive Loss Attributable to Owners of the Company | (2,000,501) | (1,505,747) | Condensed Consolidated Statement of Financial Position As of June 30, 2025, total assets decreased, and total equity turned into a RMB1.424 billion deficit Condensed Consolidated Statement of Financial Position | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change | | :--- | :--- | :--- | :--- | | Total Assets | 28,375,740 | 30,617,773 | -7.3% | | Non-current Assets | 7,218,283 | 7,960,355 | -9.3% | | Current Assets | 21,157,457 | 22,657,418 | -6.7% | | Total Liabilities | 29,799,764 | 29,933,034 | -0.4% | | Non-current Liabilities | 3,723,603 | 3,504,629 | +6.2% | | Current Liabilities | 26,076,161 | 26,428,405 | -1.3% | | Total (Deficit)/Equity | (1,424,024) | 684,739 | From surplus to deficit | Notes to the Financial Statements This chapter provides essential background and details for understanding the financial statements General Information CIFI Holdings (Group) Co. Ltd. is a Cayman Islands-registered property developer in China - The Company primarily engages in property development in China[9] - The ultimate controlling shareholder of the Company is Mr. Yan Hao[10] Basis of Preparation H1 2025 significant loss and overdue borrowings raise material uncertainties about going concern - For the six months ended June 30, 2025, the Group recorded a loss for the period of approximately RMB2,112,069,000[13] - As of June 30, 2025, the Group had net current liabilities of RMB4,918,704,000[13] - As of June 30, 2025, the Group defaulted on borrowings of RMB11,903,932,000 and corresponding interest of RMB2,715,927,000 due to overdue principal and interest repayments, with legal actions initiated by certain lenders[14] - Management has formulated plans, including active negotiations with creditors, accelerating property sales and collections, and controlling administrative expenses, to alleviate liquidity pressure[15][16] Accounting Policies H1 2025 accounting policies are consistent with 2024, with no material impact from new HKFRS - The accounting policies adopted are consistent with the 2024 annual financial statements, except for the initial adoption of amended HKFRS[17] - The application of HKAS 21 (Amendments) "Lack of Exchangeability" had no material impact on these condensed consolidated financial statements[18] Revenue and Segment Information The Group manages performance across property development, investment, and other platforms - The Group's business is divided into property development platform, property investment platform, and all other platforms (including property management, design and decoration, investment, etc.)[19][20] - The Group's revenue and non-current assets are primarily located in China[21] Revenue Breakdown H1 2025 total revenue was RMB586.76 million, with property sales down 92.5% Revenue Breakdown | Revenue Source | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | YoY Change | | :--- | :--- | :--- | :--- | | Property Sales | 149,832 | 2,001,831 | -92.5% | | Property Management Services | 383,959 | 392,034 | -2.1% | | Rental Income | 48,709 | 60,518 | -19.5% | | Others | 4,261 | 11,908 | -64.2% | | Total Revenue | 586,761 | 2,466,291 | -76.2% | Segment Results H1 2025 saw all segments report losses, with property development recording a RMB1.647 billion loss Segment Revenue and Loss Before Income Tax | Segment | Six Months Ended June 30, 2025 Segment Revenue (RMB thousand) | Six Months Ended June 30, 2025 Segment Loss Before Income Tax (RMB thousand) | | :--- | :--- | :--- | | Property Development Platform | 156,180 | (1,647,424) | | Property Investment Platform | 46,436 | (59,627) | | All Other Platforms | 392,649 | (89,204) | | Total Segments | 595,265 | (1,796,255) | - As of June 30, 2025, the property development platform had assets of RMB49.89 billion and liabilities of RMB52.50 billion[23] Trade and Other Receivables and Prepayments As of June 30, 2025, total receivables decreased to RMB6.829 billion, with increased impairment Trade and Other Receivables and Prepayments | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Trade Receivables – Net | 640,954 | 626,682 | | Amounts Due from Related Parties | 905,475 | 923,938 | | Amounts Due from Non-controlling Interests of Subsidiaries | 2,308,638 | 2,319,895 | | Other Receivables | 1,586,264 | 1,652,671 | | Less: Impairment Provision | (1,663,495) | (886,729) | | Total | 6,829,374 | 7,664,092 | - Trade receivables with an aging of less than one year amounted to RMB5.212 billion[26] - Trade and other receivables and prepayments are primarily denominated in RMB[27] Trade and Other Payables As of June 30, 2025, total payables were RMB7.506 billion, including high interest payable Trade and Other Payables | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Trade and Bills Payables | 1,528,427 | 1,873,420 | | Amounts Due to Related Parties | 1,412,187 | 1,400,670 | | Interest Payable | 3,168,349 | 2,763,448 | | Total | 7,505,681 | 7,628,469 | - Trade and bills payables with an aging of less than one year amounted to RMB1.278 billion[29] - Trade and other payables are primarily denominated in RMB and USD[30] Other Income H1 2025 other income significantly decreased to RMB596 thousand, mainly from government grants Other Income | Income Source | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Government Grants | 596 | 5,042 | | Compensation Income | – | 406 | | Total | 596 | 5,448 | Other Gains or Losses – Net H1 2025 net other loss was RMB224.017 million, mainly from financial asset fair value losses Other Gains or Losses – Net | Loss Source | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Net fair value loss on financial assets measured at fair value through profit or loss | (196,344) | (360,911) | | Net exchange (loss)/gain | (13,402) | 12,415 | | Goodwill impairment | (7,389) | – | | Total | (224,017) | (616,249) | Analysis of Expenses H1 2025 total expenses decreased, but impairment losses on financial assets increased Analysis of Expenses | Expense Item | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Cost of Properties Sold | 174,444 | 1,922,316 | | Property Management Costs | 300,988 | 285,126 | | Impairment Provision for Properties Under Development and Properties Held for Sale | 166,976 | 101,869 | | Net Impairment Loss on Financial Assets | 809,374 | 182,576 | | Staff Costs | 100,931 | 128,069 | | Total | 1,678,695 | 2,789,085 | Net Finance Costs H1 2025 finance income increased, and net finance costs were RMB390.067 million, largely stable Net Finance Costs | Indicator | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Finance Income | 41,422 | 7,291 | | Finance Costs | (431,489) | (397,060) | | Net Finance Costs | (390,067) | (389,769) | Income Tax Expense H1 2025 income tax expense significantly increased due to deferred tax asset reversal Income Tax Expense | Tax Item | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Current Income Tax | (6,376) | (77,393) | | Deferred Income Tax | (309,438) | 66,093 | | Total Income Tax Expense for the Period | (315,814) | (11,300) | - The increase in income tax expense is primarily due to the reversal of deferred tax assets resulting from the Group's continuous losses[67] - China's corporate income tax rate is 25%, and land appreciation tax is levied at progressive rates of 30% to 60%[35][37] Loss Per Share H1 2025 basic loss per share widened to RMB1.30, with no dilutive effects included Loss Per Share | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Loss Attributable to Owners of the Company (RMB thousand) | (2,005,751) | (1,483,247) | | Weighted Average Number of Ordinary Shares in Issue (thousand shares) | 1,538,813 | 1,538,813 | | Basic Loss Per Share (RMB) | (1.30) | (0.96) | - Due to the Group's loss, the potential dilutive effect of the share award scheme was not included in the calculation of diluted loss per share[40] Dividends The Board resolved not to declare any interim dividend for H1 2025 - The Board resolved not to declare any interim dividend for the six months ended June 30, 2025[41] Business Review and Outlook This chapter reviews China's H1 2025 market and CIFI Holdings' business platforms Market Overview H1 2025 China's GDP grew, but the real estate market faced continued pressure - China's GDP grew approximately 5.2% to 5.4% in H1 2025, with the economy maintaining steady progress[42] - National new commercial housing sales area and value decreased by 2.9% and 3.8% year-on-year, respectively, with the decline narrowing compared to full-year 2024[42] - Real estate policies continued the "stabilize the property market" tone, with multiple central and local measures, but sales recovery fell short of expectations, leading to immense operating pressure for property enterprises[43] CIFI Property H1 2025 contracted sales significantly decreased, and property sales revenue was down 92.5% Contracted Sales H1 2025 contracted sales were RMB472 million, a 48.4% decrease Contracted Sales Performance | Indicator | H1 2025 | | :--- | :--- | | Contracted Sales | RMB472.0 million | | Total Contracted GFA | 32,775 sq.m. | | Average Selling Price | RMB14,401/sq.m. | - Contracted sales primarily originated from Jiangsu region (approximately RMB274.2 million, accounting for 58.1%) and Zhejiang region (approximately RMB76.4 million, accounting for 16.2%)[44] Land Bank As of June 30, 2025, the Group's total land bank was 1.2913 million sq.m. Land Bank by City Region | City Region | Total GFA (sq.m.) | % of Group's Total GFA | Attributable GFA (sq.m.) | % of Group's Attributable GFA | | :--- | :--- | :--- | :--- | :--- | | Municipalities Directly Under the Central Government | 250,196 | 19.4 | 225,768 | 27.5 | | Zhejiang Region | 126,613 | 9.7 | 97,632 | 11.9 | | Jiangsu Region | 327,365 | 25.4 | 163,858 | 20.0 | | Other Regions (mainly Wuhan) | 587,098 | 45.5 | 333,474 | 40.6 | | Total | 1,291,272 | 100.0 | 820,732 | 100.0 | Revenue from Property Sales H1 2025 revenue from property sales was RMB149.832 million, a 92.5% decrease Revenue from Property Sales by Project | Project Name | Revenue (RMB thousand) | % of Total Revenue | GFA (sq.m.) | Average Selling Price (RMB/sq.m.) | | :--- | :--- | :--- | :--- | :--- | | Suzhou CIFI • Huyu Shangyuan | 59,309 | 39.6 | 4,523 | 13,113 | | Tianjin CIFI • Yujing Tiandi | 22,393 | 14.9 | 1,198 | 18,692 | | Subtotal | 147,369 | 98.3 | 11,318 | 13,021 | - Revenue from property sales decreased by 92.5% year-on-year, primarily due to a reduction in GFA delivered during the review period[49][55] CIFI Real Estate CIFI Real Estate focuses on long-term rental apartments and office buildings, achieving high occupancy - CIFI Real Estate platform is dedicated to holding, managing, and operating long-term rental apartments and office properties[50] Occupancy Rates at Period-end | Project Type | Occupancy Rate at June 30, 2025 | | :--- | :--- | | Apartment Projects | 96.9% | | Office Projects | 94.6% | CIFI Services CIFI Services provides property management across 34 cities, managing over 20 million sq.m. - CIFI Services' business footprint spans 34 cities, with a contracted GFA exceeding 20 million sq.m.[51] - Services cover various property types, including residential, commercial complexes, office buildings, industrial parks, schools, banks, hospitals, and government public construction projects[51] Employees and Remuneration As of June 30, 2025, the Group employed 2,575 full-time employees, with decreasing staff costs Employee Headcount | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Total Full-time Employees | 2,575 | 2,661 | | Employees in Property Development Business | 177 | - | | Employees in Property Management | 2,356 | - | | Employees in Customer Service and Other Related Businesses | 42 | - | Staff Costs | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | | :--- | :--- | :--- | | Staff Costs | 100.9 | 128.1 | - The Company manages and incentivizes employees through an annual evaluation system, competitive compensation and benefits, and systematic training programs[52][53] Financial Performance Analysis This chapter analyzes CIFI Holdings' H1 2025 financial performance, revealing reasons for decline Revenue Analysis H1 2025 Group revenue significantly decreased by 76.2%, primarily from property sales Revenue Analysis | Revenue Source | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Property Sales | 149,832 | 2,001,831 | (92.5) | | Property Management Services | 383,959 | 392,034 | (2.1) | | Rental Income | 48,709 | 60,518 | (19.5) | | Others | 4,261 | 11,908 | (64.2) | | Total | 586,761 | 2,466,291 | (76.2) | - The decrease in property sales revenue was primarily due to a reduction in GFA delivered during the review period[55] - The decrease in rental income was primarily due to renovations of certain commercial projects[56] Cost of Sales Analysis H1 2025 cost of sales decreased by 71.8%, but impairment provision for properties increased Cost of Sales Breakdown | Cost Item | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Construction Costs | 72,765 | 690,365 | | Land Use Rights Costs | 85,465 | 1,009,487 | | Capitalized Interest | 16,214 | 222,464 | | Impairment Provision for Properties Completed for Sale or Under Development, Net | 166,976 | 101,869 | | Total | 656,934 | 2,326,078 | - Cost of sales decreased by 71.8% year-on-year, consistent with the decrease in revenue[57] Gross Loss/Profit and Gross Loss/Profit Margin H1 2025 saw a shift from gross profit to a gross loss of RMB70.173 million Gross Loss/Profit and Margin | Indicator | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--- | :--- | :--- | | Gross (Loss)/Profit | RMB(70.2) million | RMB140.2 million | | Gross Loss/Profit Margin | (12.0)% | 5.7% | - The gross loss was primarily due to the increased impairment provisions for property projects based on the Group's prudence principle[59] Fair Value Changes of Investment Properties This chapter analyzes fair value changes of investment properties, showing expanded loss for one platform Fair Value Loss of Investment Properties Under Property Investment Platform H1 2025 fair value loss expanded to RMB79.907 million, mainly due to project impairment Fair Value Loss of Investment Properties | Indicator | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Fair Value Loss of Investment Properties | (79,907) | (50,591) | - The expanded loss was primarily due to impairment of projects such as Beijing CIFI • Sanquan Apartment, Shanghai CIFI • Yinqiao Apartment, and Beijing CIFI • Zhongguancun Qianhai Zhongjin[60] Fair Value Gain/(Loss) of Investment Properties Under Other Platforms H1 2025 fair value of investment properties under other platforms shifted from loss to gain Fair Value Gain/(Loss) of Investment Properties | Indicator | Six Months Ended June 30, 2025 (RMB thousand) | Six Months Ended June 30, 2024 (RMB thousand) | | :--- | :--- | :--- | | Fair Value Gain/(Loss) of Investment Properties | 1,000 | (173,000) | Selling and Marketing Costs H1 2025 selling and marketing costs decreased by 23.0%, consistent with declining sales Selling and Marketing Costs | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Selling and Marketing Costs | 114.4 | 148.6 | (23.0) | - The decrease in selling and marketing costs is consistent with the decline in the Group's contracted sales[62] Administrative Expenses H1 2025 administrative expenses significantly increased due to increased bad debt provisions Administrative Expenses | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Administrative Expenses | 907.4 | 314.4 | 188.6 | - Administrative expenses increased primarily due to the increased bad debt provisions for receivables based on the Group's prudence principle[63] Other Income and Other Gains or Losses – Net H1 2025 other income was RMB0.6 million, and net other loss was RMB224.0 million Other Income and Other Gains or Losses – Net | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | | :--- | :--- | :--- | | Other Income | 0.6 | 5.4 | | Other Net Loss | (224.0) | (616.2) | - The other net loss primarily resulted from fair value losses on financial assets measured at fair value through profit or loss[64] Net Finance Costs H1 2025 finance income increased, and net finance costs were RMB390.1 million Net Finance Costs | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | | :--- | :--- | :--- | | Finance Income | 41.4 | 7.3 | | Finance Costs | (431.5) | (397.1) | | Net Finance Costs | (390.1) | (389.8) | Share of Results of Joint Ventures/Associates H1 2025 share of results was a loss of RMB11.9 million, primarily due to market downturn Share of Results of Joint Ventures/Associates | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | | :--- | :--- | :--- | | Share of Results of Joint Ventures/Associates | (11.9) | (13.7) | - The loss was primarily due to operating losses incurred by certain joint ventures/associates affected by the downturn in the real estate market[66] Income Tax Expense H1 2025 income tax expense significantly increased due to deferred tax asset reversal Income Tax Expense | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | | :--- | :--- | :--- | | Income Tax Expense | (315.8) | (11.3) | - The increase in income tax expense is primarily due to the reversal of deferred tax assets resulting from the Group's continuous losses[67] Loss for the Period H1 2025 loss for the period widened to RMB2.112 billion Loss for the Period | Indicator | Six Months Ended June 30, 2025 (RMB million) | Six Months Ended June 30, 2024 (RMB million) | | :--- | :--- | :--- | | Loss for the Period | (2,112.1) | (1,571.9) | | Loss Attributable to Owners of the Company | (2,005.8) | (1,483.2) | Liquidity and Capital Resources This chapter details CIFI Holdings' liquidity, borrowing, and risks, highlighting severe challenges Cash Position As of June 30, 2025, bank balances and cash were RMB231.1 million Bank Balances and Cash on Hand | Indicator | June 30, 2025 (RMB million) | | :--- | :--- | | Bank Balances and Cash on Hand | 231.1 | - Restricted cash is primarily for guarantees provided for mortgage financing of certain property buyers of the Group[70] Borrowings As of June 30, 2025, total outstanding borrowings were RMB15.858 billion, with 81.2% current Borrowings | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change (%) | | :--- | :--- | :--- | :--- | | Total Current Borrowings | 12,879,038 | 13,206,007 | (2.5) | | Total Non-current Borrowings | 2,978,756 | 2,736,256 | 8.9 | | Total | 15,857,794 | 15,942,263 | (0.5) | - As of June 30, 2025, the Group's long-term borrowings accounted for approximately 18.8% of total borrowings[73] - All secured borrowings are collateralized or guaranteed by land use rights, properties under development, investment properties, properties completed for sale, shares of subsidiaries, and/or guarantees from subsidiaries[71] Net Debt to Equity Ratio As of June 30, 2025, the net debt to equity ratio was -1,097% due to equity deficit Net Debt to Equity Ratio | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Net Debt to Equity Ratio | -1,097% | 2,281% | - The net debt to equity ratio is calculated by dividing net debt at period-end by total (deficit)/equity and multiplying by 100%[75] Contingent Liabilities As of June 30, 2025, the Group provided RMB876.2 million in mortgage guarantees Contingent Liabilities | Contingent Liability Type | June 30, 2025 (RMB million) | December 31, 2024 (RMB million) | | :--- | :--- | :--- | | Mortgage Guarantees for Property Buyers | 876.2 | 1,327.5 | | Bank Loan Guarantees for Joint Ventures/Associates | 680.9 | 294.3 | - The directors confirmed no significant buyer defaults, which have not had a material adverse impact on the financial position and operating results[76] Off-Balance Sheet Commitments and Arrangements As of June 30, 2025, the Group had no other significant off-balance sheet commitments - As of June 30, 2025, the Group had no other significant off-balance sheet commitments and arrangements[77] Interest Rate Risk The Group faces interest rate risk from borrowings and bonds, does not hedge, and anticipates no material impact - Interest rate risk primarily arises from borrowings from banks, trust financing providers, preference shares, and corporate bonds[78] - The Company does not hedge cash flow or fair value interest rate risk[78] Foreign Currency Risk The Group's foreign currency risk is minimal, primarily from USD assets, with no hedging policy - Almost all of the Group's transactions, assets, and liabilities are denominated in RMB, resulting in minimal foreign currency risk[79] - The primary foreign currency risk arises from USD bank deposits and USD-denominated preference shares[79] - The Company currently has no foreign currency hedging policy[79] Financial Assets Measured at Fair Value Through Profit or Loss/Other Comprehensive Income H1 2025 financial assets measured at fair value include liquidity funds and unlisted equity securities - Financial assets measured at fair value through profit or loss primarily include investments in liquidity opportunity funds, wealth management products, and other private equity investments[80] - Financial assets measured at fair value through other comprehensive income primarily include investments in unlisted equity securities[80] Other Important Matters This chapter discloses no significant acquisitions, limited investment plans, no dividend, and a winding-up petition Material Acquisitions and Disposals For H1 2025, the Group had no material acquisitions or disposals - For the six months ended June 30, 2025, the Group had no material acquisitions or disposals[81] Major Future Investment Plans Apart from ordinary business, there are currently no intentions for any major investments - Apart from ordinary business and seeking investors for project companies, there are currently no major investment plans[82] Interim Dividend The Board resolved not to declare any interim dividend for H1 2025 - The Board resolved not to declare any interim dividend for the six months ended June 30, 2025[83] Winding-Up Petition A winding-up petition for USD108 million was filed, which the Company is strongly opposing - China CITIC Financial Asset International Holdings Limited filed a winding-up petition against the Company, involving a loan debt of approximately USD108 million[84] - The petition hearing has been repeatedly adjourned, and the Company will strongly oppose it and take all necessary measures to protect its legal rights[84][85] Corporate Governance This chapter outlines CIFI Holdings' corporate governance practices and auditor's going concern statement Corporate Governance Practices The Company complies with the Corporate Governance Code, except for the combined Chairman and CEO roles - The Company complies with the Corporate Governance Code, but deviates from Code Provision C.2.1, where Mr. Yan Hao holds both the roles of Chairman and Chief Executive Officer[86][87] - The Board believes Mr. Yan Hao's dual role facilitates efficient execution of business strategies, and the high proportion of non-executive directors ensures independent judgment[88] Audit Committee Review of Interim Results The Audit Committee reviewed the H1 2025 unaudited interim results and accounting principles - The Audit Committee, composed of three independent non-executive directors, has reviewed the Group's unaudited interim results and accounting principles[89] Excerpt from Independent Auditor's Report The auditor disclaimed a conclusion due to material uncertainties about going concern - The independent auditor disclaimed a conclusion on the condensed consolidated financial statements due to material uncertainties related to going concern[90][92][93] - The Group reported a loss for the period, net current liabilities of RMB4.919 billion, and extensive overdue borrowings and interest defaults[90][91] - The auditor was unable to obtain sufficient appropriate evidence to support the reasonableness of the plans and measures underlying management's cash flow forecasts for its going concern assessment[92] Model Code for Securities Transactions The Company adopted the Model Code for Securities Transactions, and all directors confirmed compliance - The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers, and all directors have confirmed compliance during the reporting period[94] Repurchase, Sale or Redemption of the Company's Listed Securities For H1 2025, neither the Company nor its subsidiaries repurchased or sold listed securities - For the six months ended June 30, 2025, neither the Company nor any of its subsidiaries repurchased, sold, or redeemed any of the Company's listed securities[95] - As of June 30, 2025, the Company held no treasury shares[95] Publication of Report This interim results announcement has been published on the HKEX and the Company's website Publication of Unaudited Interim Results and 2025 Interim Report on HKEX and Company Website This interim results announcement has been published on the HKEX and the Company's website - This interim results announcement has been published on the HKEX and the Company's website[96] - The 2025 interim report will be dispatched to shareholders and published on the website in due course[96] By Order of the Board This announcement was issued by Mr. Yan Hao, Chairman, on August 28, 2025 - This announcement was issued by Mr. Yan Hao, Chairman of the Board, on August 28, 2025[97] - The Board comprises three executive directors (including Mr. Yan Hao), one non-executive director, and three independent non-executive directors[97]