Section I Important Notice, Table of Contents, and Definitions This section provides crucial preliminary information, including management's assurances, the report's structure, and key term definitions Important Notice The company's board of directors, supervisory board, and senior management guarantee the report's truthfulness, accuracy, and completeness, with no plans for cash dividends or capital increase from reserves - The company's board of directors, supervisory board, and senior management guarantee the report's truthfulness, accuracy, and completeness3 - Company head Yang Zhenhua, chief accountant Cao Xinjuan, and head of accounting Xiao Fei declare the financial report is true, accurate, and complete3 - During the reporting period, the company's main business, core competitiveness, and key financial indicators were consistent with industry trends, with no significant adverse changes3 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital4 Table of Contents This section lists the eight main chapters of the semi-annual report and their starting page numbers, providing an overview of the report's structure - The report comprises eight main chapters, covering company profile, management discussion and analysis, corporate governance, significant matters, share changes, bond information, and financial reports6 Definitions This section defines common terms used in the report, including company names, subsidiaries, regulatory bodies, and the reporting period, ensuring consistent understanding - "Company/This Company/Philix" is defined as Beijing Philix Technology Co., Ltd9 - The "Reporting Period" is specified as January 1, 2025, to June 30, 20259 - Major subsidiaries and their abbreviations are listed, such as Philix Electronics, East Blue Digital, and Tianyun Power9 Section II Company Profile and Key Financial Indicators This section outlines the company's fundamental information and presents its key financial performance metrics and indicators I. Company Profile This section provides the company's basic information, including stock ticker, code, listing exchange, Chinese and English names, and legal representative - Stock ticker: Philix, Stock code: 30028711 - Company Chinese name: Beijing Philix Technology Co., Ltd., Legal representative: Yang Zhenhua11 - The company's shares are listed on the Shenzhen Stock Exchange11 II. Contact Persons and Information This section provides contact details for the company's board secretary and securities affairs representative, facilitating investor communication - Board Secretary Wu Mingjin, Securities Affairs Representative Zhang Shiqi12 - Contact address for both is 12th Floor, Philix Building, No. 2 Tayuan Zhixincun, Haidian District, Beijing12 - Telephone, fax, and email contact information are provided12 III. Other Information This section states that the company's contact information, disclosure, and registration details remained unchanged during the reporting period, referring to the 2024 annual report for specifics - The company's registered address, office address, website, and email remained unchanged during the reporting period13 - Information disclosure and document storage locations remained unchanged during the reporting period14 - The company's registration status remained unchanged during the reporting period15 IV. Key Accounting Data and Financial Indicators This section discloses the company's key accounting data and financial indicators for the current and prior periods, showing a decrease in operating revenue but a narrowed net loss and improved operating cash flow Key Accounting Data and Financial Indicators (Consolidated Statements) | Indicator | Current Period (Yuan) | Prior Period (Yuan) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Operating Revenue | 210,398,387.95 | 280,825,675.30 | -25.08% | | Net Profit Attributable to Shareholders of Listed Company | -67,582,215.03 | -106,469,601.63 | 36.52% | | Net Cash Flow from Operating Activities | -21,980,886.45 | -69,821,159.56 | 68.52% | | Basic Earnings Per Share (Yuan/share) | -0.0471 | -0.0742 | 36.52% | | Total Assets (Period-end) | 2,178,570,975.34 | 2,341,866,459.37 | -6.97% | | Net Assets Attributable to Shareholders of Listed Company (Period-end) | 1,108,458,709.25 | 1,175,558,530.01 | -5.71% | V. Differences in Accounting Data Under Domestic and Overseas Accounting Standards The company reports no differences in net profit and net assets between international or overseas accounting standards and Chinese accounting standards for the reporting period - The company had no differences in net profit and net assets disclosed under international accounting standards versus Chinese accounting standards during the reporting period17 - The company had no differences in net profit and net assets disclosed under overseas accounting standards versus Chinese accounting standards during the reporting period18 VI. Non-Recurring Gains and Losses and Their Amounts This section lists non-recurring gains and losses for the reporting period, primarily including non-current asset disposal gains and government subsidies, with no other items meeting the definition Non-Recurring Gains and Losses and Their Amounts | Item | Amount (Yuan) | | :--- | :--- | | Gains and losses from disposal of non-current assets | 190,215.99 | | Government grants recognized in current profit or loss | 3,469,865.51 | | Other non-operating income and expenses apart from the above | 12,993.52 | - 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 losses21 Section III Management Discussion and Analysis This section provides an in-depth analysis of the company's business operations, financial performance, and strategic initiatives during the reporting period I. Company's Main Business Activities During the Reporting Period The company focused on its 'AI+Industry' strategy, advancing the 'Lizhifang' intelligent base platform, building four intelligent hubs, and developing three core business segments, while achieving breakthroughs in AI audio-video technology and emerging sectors - The company's core strategy is "AI+Industry," focusing on the "Lizhifang" intelligent base platform, deeply integrating large models, knowledge graphs, and other cutting-edge technologies23 - The "Lizhifang" platform has built four intelligent hubs—Ling Shu, Da Yan, Gui Zang, and Lian Shan—to provide a one-stop AI capability factory25 - The company's business covers three major segments: audio-video and control, data software and services, and IoT and intelligentization, empowering smart cities, digital government, and energy sectors33 - During the reporting period, the company achieved core business upgrades in AI audio-video technology (issuing group standards) and its AI product matrix (upgrading the "Lian Shan" module)38 - The company is actively deploying in emerging sectors like the low-altitude economy and robotics, building a 3D digital base and exploring products such as underground robots3940 (I) Intelligent Base Platform This section details the 'Lizhifang' intelligent base platform's technological breakthroughs, including language-graph bidirectional conversion, the construction of four intelligent hubs, and its application across ten core scenarios - The "Lizhifang" platform's core breakthrough is language-graph bidirectional conversion technology, addressing the pain points of difficult knowledge inheritance and low application efficiency for enterprises23 - Through the Ling Shu, Da Yan, Gui Zang, and Lian Shan modules, it builds a "one-stop AI capability factory" to support enterprises in rapidly generating customized intelligent agents25 - It establishes a "external circulation empowerment, internal circulation foundation" bidirectional value ecosystem, achieving data rights confirmation, asset-based operations, and knowledge engineering28 - "Lizhifang" covers ten core application scenarios, including spatiotemporal data analysis, public opinion analysis, knowledge system construction, scientific research achievement transformation, power data analysis, public opinion hot spot analysis, intelligent drafting, paperless document review, intelligent Q&A, trusted data circulation management, smart government applications, and intelligent energy industry applications303132 (II) Three Major Business Segments The company's 'AI+Industry' strategy focuses on audio-video and control, data software and services, and IoT and intelligentization, providing end-to-end digital capabilities for smart cities, digital government, and energy sectors - The company's core strategy is "AI+Industry," building an "perception-transmission-analysis-decision" full-chain digital capability system33 - The Audio-Video and Control segment specializes in smart conferencing, converged media, and education informatization, offering localized conferencing systems, AI-enhanced equipment, integrated audio-video products, and support for major national conferences3435 - The Data Software and Services segment, based on data processing, geographic information, remote sensing, and digital twin technologies, provides core products like the Norma big data platform, Jingtou Earth APP, and the "Lizhifang" large model platform, supporting smart cities, power energy, and government management3536 - The IoT and Intelligentization segment focuses on RFID, optical communication, and passive IoT, offering core products such as the Ruishixin RFID series, PhiliCube IoT platform, and optical transmission communication equipment, serving smart water, agricultural IoT, and smart building scenarios3637 (III) Innovation Breakthroughs and Strategic Advancement During the reporting period, the company achieved significant progress in AI audio-video technology, AI product matrix development, and emerging sector deployment, including industry standard setting and expansion into low-altitude economy and robotics - The company led the compilation of "Technical Requirements for Streaming Media-Based On-site Intelligent Conference Systems" T/ZSA 300-2025, enhancing AI audio-video technology38 - The "Lian Shan" module of the "Lizhifang" platform launched the "Trusted Data Space" function, strengthening multi-modal data processing and intelligent decision support capabilities38 - The "Shengwen Shield" platform was introduced, utilizing big data and AI large model technology to provide enterprises with network infringement governance and reputation protection services39 - The company is actively deploying in the low-altitude economy sector, providing a high-precision 3D digital base to support airspace management and route planning39 - Exploration includes the research and development of complete robot machines (e.g., underground robots) and the establishment of an embodied AI robot alliance to promote commercial applications40 (IV) Stability of Business Model The company's business model remained stable during the reporting period, determined by customer needs, product customization, industry technology, and business composition - The company's business model did not undergo significant changes during the reporting period40 - The business model is determined by factors such as downstream customer demand, product customization, industry technical characteristics, and the company's business composition40 II. Analysis of Core Competitiveness The company's core competitiveness spans technology, products, human resources, qualifications, and customer base, forming a comprehensive advantage in its target markets - Technological Advantage: The company has built a full-chain technological moat in audio-video and control, data software and services, and IoT and intelligentization, achieving a dual-driven strategy of "hard technology + soft power"4142 - Product Advantage: It has formed three core product clusters—AI+acoustic perception, Lizhifang large model application platform, and high-precision sensing with independent control—realizing "hardware standardization + software platformization + service scenarioization"4344 - Human Resources Advantage: The company possesses a pyramid-shaped talent structure, with experienced core management, internally cultivated middle-level backbone, and technical talent covering full-stack capabilities, implementing a "recruitment and development" talent strategy45 - Qualification Advantage: It holds leading industry qualifications such as Electronic and Intelligent Engineering Professional Contracting Grade I, Engineering Design Building Intelligent System Special Grade A, Audio-Video Integration Engineering Enterprise Capability Level I, and Grade A Surveying and Mapping qualifications46 - Customer Advantage: With over two decades of industry experience, the company has cultivated a diversified, highly sticky, and sustainable high-quality customer ecosystem spanning government, infrastructure, energy, and smart city sectors47 III. Analysis of Main Business Operating revenue decreased by 25.08% year-on-year, but net loss attributable to shareholders narrowed by 36.52%, with significant improvements in financial expenses and operating cash flow, while business segments showed mixed performance across products and regions Key Financial Data Year-on-Year Changes | Indicator | Current Period (Yuan) | Prior Period (Yuan) | Year-on-Year Change | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 210,398,387.95 | 280,825,675.30 | -25.08% | | | Operating Cost | 181,909,815.78 | 239,203,729.80 | -23.95% | | | Selling Expenses | 13,671,233.76 | 19,166,257.77 | -28.67% | | | Administrative Expenses | 46,106,496.49 | 59,397,925.16 | -22.38% | | | Financial Expenses | -978,583.10 | 1,555,722.22 | -162.90% | Decrease in interest expense due to reduced borrowings | | Income Tax Expense | 473,476.13 | -3,089,143.38 | -115.33% | Due to changes in deferred income tax | | R&D Investment | 28,613,358.62 | 33,057,010.23 | -13.44% | | | Net Cash Flow from Operating Activities | -21,980,886.45 | -69,821,159.56 | 68.52% | Increase in collections compared to the same period | | Net Cash Flow from Financing Activities | -10,911,049.19 | -4,747,335.43 | -129.84% | Increase in repayments compared to the same period | Products or Services Accounting for Over 10% of Revenue | Product or Service | Operating Revenue (Yuan) | Year-on-Year Change in Operating Revenue | Year-on-Year Change in Gross Profit Margin | | :--- | :--- | :--- | :--- | | Audio-Video and Control | 46,232,730.35 | 54.97% | 6.24% | | Data, Software, and Services | 46,758,025.33 | -65.66% | 7.52% | | IoT and Intelligentization | 106,875,550.27 | 5.20% | 8.26% | | Property, Data Center Leasing, and Other | 10,532,082.00 | -20.46% | -159.35% | Regional Operating Revenue Year-on-Year Changes | Region | Year-on-Year Change in Operating Revenue | | :--- | :--- | | North China | -41.03% | | Central South China | 317.85% | | Southwest China | -90.99% | | East China | 14.93% | | Northeast China | -94.53% | | Northwest China | -64.86% | IV. Analysis of Non-Core Business Non-core business activities primarily include investment income, asset impairment, non-operating income and expenses, and credit impairment losses, with credit impairment losses representing a significant portion of total profit Non-Core Business Analysis | Item | Amount (Yuan) | Percentage of Total Profit | Sustainability | | :--- | :--- | :--- | :--- | | Investment Income | -2,192,415.45 | 3.26% | Yes | | Asset Impairment | -934,847.92 | 1.39% | Yes | | Non-Operating Income | 13,571.80 | -0.02% | No | | Non-Operating Expenses | 57,555.35 | -0.09% | No | | Credit Impairment Losses | -7,091,720.19 | 10.54% | Yes | V. Analysis of Assets and Liabilities Total assets and net assets attributable to shareholders decreased, with changes in various current assets and liabilities, notably an increase in right-of-use assets and lease liabilities, alongside frozen bank deposits and mortgaged properties Significant Changes in Asset Composition | Item | Period-end (Yuan) | % of Total Assets | Year-end (Yuan) | % of Total Assets | Change in Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | | Monetary Funds | 104,725,516.35 | 4.81% | 123,325,748.95 | 5.27% | -0.46% | | Accounts Receivable | 536,297,980.38 | 24.62% | 642,549,227.54 | 27.44% | -2.82% | | Inventories | 243,558,355.30 | 11.18% | 262,585,189.74 | 11.21% | -0.03% | | Right-of-Use Assets | 17,965,780.38 | 0.82% | 591,666.24 | 0.03% | 0.79% | | Short-term Borrowings | 10,500,000.00 | 0.48% | 16,591,369.08 | 0.71% | -0.23% | | Contract Liabilities | 197,303,681.94 | 9.06% | 236,244,474.15 | 10.09% | -1.03% | | Lease Liabilities | 10,148,772.37 | 0.47% | 172,446.67 | 0.01% | 0.46% | - As of the end of the reporting period, the company's total bank deposits of 73.17 million Yuan were frozen, and some factory buildings were mortgaged to banks58 VI. Analysis of Investment Status Investment increased by 96.46% year-on-year, but the company had no significant equity or non-equity investments, financial assets measured at fair value, use of raised funds, entrusted wealth management, derivative investments, or entrusted loans during the reporting period - The investment amount for the reporting period was 4.98 million Yuan, compared to 2.53 million Yuan in the prior period, representing a 96.46% change59 - The company had no significant equity investments, non-equity investments, financial assets measured at fair value, use of raised funds, entrusted wealth management, derivative investments, or entrusted loans during the reporting period60616263 VII. Significant Asset and Equity Disposals The company did not undertake any significant asset or equity disposals during the reporting period - The company did not dispose of significant assets during the reporting period64 - The company did not dispose of significant equity during the reporting period65 VIII. Analysis of Major Holding and Participating Companies This section discloses the financial status of key subsidiaries, including Beijing Philix Electronic Technology Co., Ltd., Beijing Tianyun Power Technology Co., Ltd., and Lishui Cloud Data Center Co., Ltd., with no acquisitions or disposals of subsidiaries during the period Major Subsidiary Financial Status | Company Name | Total Assets (Yuan) | Net Assets (Yuan) | Operating Revenue (Yuan) | Net Profit (Yuan) | | :--- | :--- | :--- | :--- | :--- | | Beijing Philix Electronic Technology Co., Ltd. | 1,101,501,838.45 | -122,419,127.62 | 78,957,291.80 | -6,530,819.79 | | Beijing Tianyun Power Technology Co., Ltd. | 570,654,021.25 | 28,003,360.77 | 69,877,261.46 | 1,418,296.96 | | Lishui Cloud Data Center Co., Ltd. | 691,489,111.02 | 409,239,601.28 | 4,460,989.53 | -18,196,400.72 | - The company had no acquisitions or disposals of subsidiaries during the reporting period66 IX. 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 period67 X. Risks Faced by the Company and Countermeasures The company faces risks from macro policies, market competition, rising R&D costs, talent loss, and accounts receivable, addressed through strategic adjustments, market consolidation, talent management, and enhanced collection efforts - Macro Policy Risk: Changes in national policies may affect digital city business development and industry support policies; the company will strengthen policy research and upgrade products and solutions6768 - Market Competition Risk: Expanding business scope intensifies competition; the company will consolidate traditional markets, develop new markets, improve sales channels, enhance management, and strengthen brand competitiveness6869 - Rising R&D Investment Cost Risk: Market competitiveness of innovative technology R&D outcomes is uncertain; the company will closely follow cutting-edge technologies, be customer-demand oriented, and strictly control R&D progress and efficiency69 - Core Talent Loss Risk: The software industry is talent-intensive with high turnover; the company will improve its talent management system, offer competitive compensation and growth opportunities, and strengthen team cohesion7072 - Accounts Receivable Risk: Major customers are government and public institutions with long project cycles, posing risks of bad debt losses and cash flow pressure; the company will intensify collection efforts, scrutinize customer credit, strengthen dynamic monitoring, and improve financial planning7273 XI. Registration Form for Research, Communication, Interview, and Other Activities During the Reporting Period On May 16, 2025, the company conducted a cloud interview via the 'Hudongyi' platform, discussing its 2024 annual performance and answering questions - On May 16, 2025, the company conducted a cloud interview via the "Hudongyi" platform, presenting its 2024 annual performance and answering questions74 Section IV Corporate Governance, Environment, and Society This section covers the company's governance structure, environmental disclosures, and social responsibility initiatives I. Changes in Directors, Supervisors, and Senior Management There were no changes in the company's directors, supervisors, or senior management during the reporting period, with details available in the 2024 annual report - The company's directors, supervisors, and senior management experienced no changes during the reporting period76 II. Profit Distribution and Capital Reserve Conversion to Share Capital During the Reporting Period The company plans no cash dividends, bonus shares, or capital reserve conversions to 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 period77 III. Implementation of 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 in place or implemented 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 period78 IV. Environmental Information Disclosure Neither the listed company nor its major subsidiaries are included in the list of enterprises required to disclose environmental information by law - The listed company and its major subsidiaries are not included in the list of enterprises required to disclose environmental information by law79 V. Social Responsibility The company actively fulfills its social responsibilities by engaging in public welfare activities and plans to continue leveraging technology to empower social good - The company actively carries out various social welfare activities, fulfilling its social responsibilities as a listed company79 - In the future, the company will continue to fulfill its social responsibilities and empower public welfare with technology79 Section V Significant Matters This section details various significant events and commitments, including unfulfilled performance pledges, ongoing litigations, and other material disclosures I. Fulfillment of Commitments by Actual Controllers, Shareholders, Related Parties, Acquirers, and the Company During the Reporting Period, and Unfulfilled Commitments as of the End of the Reporting Period This section details the fulfillment status of various commitments made during asset restructuring, IPO, or refinancing, including share lock-ups, performance undertakings, and non-competition clauses, noting unfulfilled performance and accounts receivable commitments from certain former shareholders - The performance commitment party for East Blue Digital failed to meet its 2016 performance commitment; the company initiated arbitration and received a final award, but the respondent has entered bankruptcy liquidation, and the funds have not been executed81101 - Cai Hongbing, a former shareholder of Jingtou Information, committed to resolving the non-competition issue and name change for Zhongke Jingtou, but as of the report disclosure date, Zhongke Jingtou has not changed its name91102 - Cai Hongbing and 34 other shareholders failed to fully fulfill their accounts receivable recovery commitments, and the company is actively communicating and urging them91103 - The company's controlling shareholder, actual controller, and other shareholders are all fulfilling their commitments regarding share lock-ups, avoiding horizontal competition, regulating related party transactions, and maintaining the independence of the listed company858688899193959799 II. Non-Operating Funds Occupied by Controlling Shareholders and Other Related Parties from the Listed Company During the reporting period, there were no instances of non-operating funds being occupied by controlling shareholders or other related parties from the listed company - The company had no non-operating funds occupied by controlling shareholders or other related parties from the listed company during the reporting period104 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 period105 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 audited106 V. Explanations by the Board of Directors, Supervisory Board, and Audit Committee Regarding the Accounting Firm's "Non-Standard Audit Report" for the Current Period The company did not have a non-standard audit report for the current reporting period - The company had no non-standard audit report during the reporting period107 VI. Explanations by the Board of Directors Regarding the "Non-Standard Audit Report" for the Previous Year The company did not have a non-standard audit report for the previous year - The company had no non-standard audit report for the previous year107 VII. Bankruptcy and Reorganization Matters The company had no bankruptcy or reorganization-related matters during the reporting period - The company had no bankruptcy or reorganization-related matters during the reporting period107 VIII. Litigation Matters The company is involved in multiple significant lawsuits and arbitrations, including unexecuted performance compensation, ongoing enforcement for engineering payments, and contract disputes, with substantial amounts at stake and some cases in bankruptcy liquidation - The company has received an arbitration award regarding East Blue Digital's performance compensation, ruling the counterparty to pay cash compensation, but the funds have not been executed as the respondent has entered bankruptcy liquidation108111 - Philix Electronics sued Divi (Lianyungang) Real Estate Co., Ltd. and Wu Zhen for engineering payments, involving 160.03 million Yuan, and the case is currently in compulsory enforcement108110 - Philix Electronics sued Qingdao Shibei District Development and Reform Bureau for contract payments, involving 75.92 million Yuan, with the second instance upholding the original judgment and the case in compulsory enforcement110 - East Blue sued Shanghai Keden Enterprise Management Co., Ltd. and others, involving 53 million Yuan, with the lawsuit filed but not yet heard110 - Philix Electronics sued Shenyang Tieneng Communication Intelligence Co., Ltd., involving 49.55 million Yuan, and has received partial execution proceeds110 - Zhejiang Jintang Engineering Construction Co., Ltd. sued Lishui Cloud Data Center Co., Ltd., involving 35.88 million Yuan, with the judgment rejecting all plaintiff's claims110 - East Blue Digital Co., Ltd. has a contract dispute with Ningbo Zhenhai Smart City Operations Co., Ltd., involving 34.76 million Yuan, with compulsory enforcement applied but no funds executed, and the counterparty has entered bankruptcy liquidation110112 - The company has a sales contract dispute with China Silk Group Hainan Company, involving 20.48 million Yuan, with the counterparty in bankruptcy liquidation and partial funds recovered112 IX. Penalties and Rectification The company had no penalties or rectification situations during the reporting period - The company had no penalties or rectification situations during the reporting period113 X. Integrity Status of the Company, its Controlling Shareholders, and Actual Controllers The company, its controlling shareholders, and actual controllers maintained a good integrity status, with no applicable issues during the reporting period - The integrity status of the company, its controlling shareholders, and actual controllers is not applicable114 XI. Significant Related Party Transactions During the reporting period, the company had no significant related party transactions concerning daily operations, asset/equity acquisitions or disposals, joint external investments, related party debts, or financial company dealings - The company had no related party transactions related to daily operations during the reporting period114 - The company had no related party transactions involving asset or equity acquisitions or disposals during the reporting period115 - The company had no related party transactions involving joint external investments during the reporting period116 - The company had no related party debt transactions during the reporting period117 - The company had no deposits, loans, credit lines, or other financial business with related financial companies or financial companies controlled by the company and related parties118119 - The company had no other significant related party transactions during the reporting period120 XII. Significant Contracts and Their Performance The company had no entrusted management, contracting, or leasing matters, but provided a 8.5 million Yuan guarantee for a subsidiary, representing 0.77% of net assets, with no other significant contracts disclosed - The company had no entrusted management, contracting, or leasing situations during the reporting period121122123 - The company provided joint liability guarantees for its subsidiary Hubei Philix Electronic Equipment Co., Ltd., with a total guarantee amount of 8.5 million Yuan, and an actual guarantee balance of 8.5 million Yuan at the end of the reporting period, accounting for 0.77% of the company's net assets125126 - The company did not disclose significant contracts for daily operations or other significant contracts128129 XIII. Explanation of Other Significant Matters This section details announcements regarding abnormal stock trading, completion of director share reduction plans, and asset impairment provisions, also noting a report to public security authorities concerning a former director's alleged embezzlement - The company disclosed announcements regarding abnormal stock trading, the completion/expiration of director share reduction plans, and the provision for asset impairment129 - A former director (who left due to illness in November 2023 and completed resignation procedures in April 2024) may have been involved in alleged embezzlement during their tenure, and the company has reported the matter to the public security authorities129 XIV. Significant Matters of Company Subsidiaries The company's subsidiaries had no significant matters during the reporting period - The company's subsidiaries had no significant matters during the reporting period130 Section VI Share Changes and Shareholder Information This section details changes in the company's share capital and provides information on its shareholders I. Share Change Information The company's total share capital remained unchanged, but restricted shares decreased by 7.47 million shares while unrestricted shares increased by the same amount, primarily due to the release of lock-up shares for executives and major asset restructuring Share Change Information | Item | Quantity Before Change (shares) | Change (shares) | Quantity After Change (shares) | | :--- | :--- | :--- | :--- | | I. Restricted Shares | 124,522,927 | -7,471,087 | 117,051,840 | | Of which: Shares held by domestic natural persons | 114,016,015 | -7,471,087 | 106,544,928 | | II. Unrestricted Shares | 1,310,750,881 | 7,471,087 | 1,318,221,968 | | III. Total Shares | 1,435,273,808 | 0 | 1,435,273,808 | - Changes in restricted shares primarily include the release of 5,900,025 shares for Chen Hongshun and 1,571,062 shares for Luo Wei135 - The reasons for share changes, approval status, transfer status, and progress of share repurchases are all not applicable or unchanged134 II. Securities Issuance and Listing The company had no securities issuance or listing activities during the reporting period - The company had no securities issuance or listing activities during the reporting period137 III. Number of Shareholders and Shareholding Information As of the end of the reporting period, the company had 139,799 common shareholders, with key disclosures on top shareholders including Yang Zhenhua (5.79% holding, partially frozen) and Cao Xinjuan (2.19% holding), who are acting in concert - As of the end of the reporting period, the total number of common shareholders was 139,799137 Top 10 Shareholders' Shareholding Information | Shareholder Name | Shareholder Nature | Shareholding Percentage | Period-end Shareholding (shares) | Restricted Shares Held (shares) | Unrestricted Shares Held (shares) | Share Status | Pledged, Marked, or Frozen Quantity (shares) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Yang Zhenhua | Domestic Natural Person | 5.79% | 83,071,009 | 62,303,257 | 20,767,752 | Frozen | 17,269,656 | | Cao Xinjuan | Domestic Natural Person | 2.19% | 31,411,510 | 23,558,632 | 7,852,878 | Not Applicable | 0 | | Chen Hongshun | Domestic Natural Person | 1.23% | 17,700,139 | 17,700,139 | 0 | Not Applicable | 0 | | Hong Kong Securities Clearing Company Limited | Overseas Legal Person | 0.90% | 12,893,431 | 0 | 12,893,431 | Not Applicable | 0 | | Zhao Jingwei | Domestic Natural Person | 0.69% | 9,925,000 | 0 | 9,925,000 | Not Applicable | 0 | - Mr. Yang Zhenhua and Mr. Cao Xinjuan are parties acting in concert138 - Shareholders Xu Subo and He Qilin hold shares through both ordinary securities accounts and investor credit securities accounts139 IV. Changes in Shareholdings of Directors, Supervisors, and Senior Management During the reporting period, Director Yang Huichao reduced holdings by 100,250 shares and Director Yue Lu by 200,000 shares, while other senior management shareholdings remained unchanged Changes in Shareholdings of Directors, Supervisors, and Senior Management | Name | Position | Beginning of Period Shareholding (shares) | Shares Reduced During Period (shares) | End of Period Shareholding (shares) | | :--- | :--- | :--- | :--- | :--- | | Yang Zhenhua | Chairman, General Manager | 83,071,009 | 0 | 83,071,009 | | Cao Xinjuan | Director, Deputy General Manager, CFO | 31,411,510 | 0 | 31,411,510 | | Yue Lu | Director | 3,570,000 | 200,000 | 3,370,000 | | Yang Huichao | Director | 401,000 | 100,250 | 300,750 | | Li Shiyu | Chairman of Supervisory Board | 6,200 | 0 | 6,200 | V. Changes in Controlling Shareholder or Actual Controller There were no changes in the company's controlling shareholder or actual controller during the reporting period - The company's controlling shareholder did not change during the reporting period142 - The company's actual controller did not change during the reporting period142 VI. Preferred Share Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period143 Section VII Bond-Related Information This section confirms the absence of any bond-related activities or instruments for the company during 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 period145 Section VIII Financial Report This section presents the company's comprehensive financial statements, including balance sheets, income statements, cash flow statements, and notes, reflecting its financial position and performance I. Audit Report The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited147 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 semi-annual period, reflecting financial position and operating results - The consolidated balance sheet shows total assets of 2.18 billion Yuan and owners' equity attributable to the parent company of 1.11 billion Yuan at period-end151 - The consolidated income statement shows total operating revenue of 210.40 million Yuan and net profit attributable to parent company shareholders of -67.58 million Yuan for the current period159160 - The consolidated cash flow statement shows net cash flow from operating activities of -21.98 million Yuan165 - Parent company financial statements are also disclosed, reflecting the parent company's financial position and operating results154163167179 III. Company Basic Information The company, listed on the Shenzhen Stock Exchange in 2012, operates in the software and information technology services industry with 1.435 billion shares and 1.435 billion Yuan in registered capital, ultimately controlled by Yang Zhenhua and Cao Xinjuan - The company was listed on the ChiNext board of the Shenzhen Stock Exchange on February 1, 2012186 - As of June 30, 2025, the company's total issued share capital was 1.435 billion shares, and its registered capital was 1.435 billion Yuan186 - The company belongs to the software and information technology services industry, primarily engaged in conference system engineering, human resource management system software development, and intelligent engineering187 - The group's ultimate actual controllers are Yang Zhenhua and Cao Xinjuan186 IV. Basis of Financial Statement Preparation The financial statements are prepared on a going concern basis, adhering to enterprise accounting standards and CSRC regulations, using the accrual basis of accounting and historical cost measurement, with no significant doubts about going concern ability - The financial statements are prepared on a going concern basis, in accordance with enterprise accounting standards and relevant regulations of the China Securities Regulatory Commission188 - Accounting is performed on an accrual basis, and all items are measured at historical cost, except for certain financial instruments188 - The company has evaluated its ability to continue as a going concern and found no significant doubts189 V. Significant Accounting Policies and Accounting Estimates This section details the company's adherence to enterprise accounting standards, covering various policies from financial instruments to revenue recognition, with a notable accounting policy change related to quality assurance estimated liabilities - The company's financial statements comply with enterprise accounting standards, accurately and completely reflecting its financial position and operating results190 - The classification, measurement, impairment, and derecognition methods for financial instruments, including debt and equity instruments, are detailed218219221225 - Revenue recognition and measurement policies are clarified, primarily from system integration and software development, technical services, product and software/hardware sales, engineering contracts, and rental income297299300301 - The current period's accounting policy change involves the provisions for quality assurance estimated liabilities under "Interpretation No. 18 of Enterprise Accounting Standards," leading to retrospective adjustments of comparable period financial statement data, reclassifying some amounts from selling expenses to operating costs326 - The company has no significant changes in accounting estimates327 VI. Taxation This section outlines the company's main tax categories and rates, including VAT, urban maintenance and construction tax, and corporate income tax, highlighting various preferential tax policies for high-tech enterprises, small-profit enterprises, and software products Main Tax Categories and Rates | Tax Category | Tax Rate | | :--- | :--- | | Value-Added Tax | 3%, 6%, 9%, 13% | | Urban Maintenance and Construction Tax | 1%, 5%, 7% | | Enterprise Income Tax | 15%, 20%, 25% | | Education Surcharge | 3% | | Local Education Surcharge | 2% | - The company and several subsidiaries (e.g., Philix Electronics, Hubei Philix Electronic Equipment Co., Ltd., Beijing Guopei Yunwang Technology Co., Ltd.) enjoy preferential corporate income tax policies for high-tech enterprises, applying a 15% corporate income tax rate329330 - Some small-profit enterprises (e.g., Zhuhai Yuetong Investment Co., Ltd.) enjoy preferential income tax policies, paying corporate income tax at a 20% rate331 - The company, Philix Electronics, and Xiamen Jingtou implement a VAT immediate refund policy for software products where the actual tax burden exceeds 3.00%332 VII. Notes to Consolidated Financial Statement Items This section provides detailed notes on consolidated financial statement items, including assets, liabilities, equity, income, and expenses, with explanations of period-end balances, changes, and related information - Monetary funds at period-end totaled 104.73 million Yuan, of which bank deposits were 103.00 million Yuan334 - Accounts receivable had a period-end carrying value of 536.30 million Yuan, with a bad debt provision ratio of 58.69%352 - Inventories had a period-end carrying value of 243.56 million Yuan, including contract performance costs of 223.23 million Yuan420 - Goodwill had an original carrying amount of 2.08 billion Yuan, with goodwill impairment provisions of 2.07 billion Yuan489493 - Operating revenue was 210.40 million Yuan, and operating cost was 181.91 million Yuan569 - Financial expenses for the current period were -0.98 million Yuan, primarily due to reduced interest expenses from decreased borrowings578 - Credit impairment losses for the current period were -7.09 million Yuan585 - Deferred income tax assets at period-end were 30.51 million Yuan, and deferred income tax liabilities were 20.01 million Yuan497499 VIII. Research and Development Expenses Total R&D expenses for the reporting period were 28.61 million Yuan, entirely expensed, primarily comprising employee compensation, materials, and technical service fees, with no capitalized R&D projects or significant externally acquired in-progress projects R&D Expense Composition | Item | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | | :--- | :--- | :--- | | Employee Compensation | 26,757,833.33 | 28,720,722.07 | | Material Costs | 239,893.79 | 295,118.57 | | Technical Service Fees | 43,510.96 | 795,149.61 | | Depreciation and Amortization | 975,839.39 | 2,629,139.29 | | Total | 28,613,358.62 | 33,057,010.23 | - All R&D expenditures for the current period were expensed617 - The company had no R&D projects meeting capitalization criteria and no significant externally acquired in-progress R&D projects618620 IX. Changes in Consolidation Scope During the reporting period, the company experienced no changes in its consolidation scope due to non-same-control business combinations, same-control business combinations, reverse acquisitions, or disposal of subsidiaries - The company had no non-same-control business combinations during the reporting period622 - The company had no same-control business combinations during the reporting period627 - The company had no reverse acquisitions during the reporting period630 - The company had no transactions or events resulting in the loss of control over subsidiaries during the reporting period630 X. Interests in Other Entities This section details the company's enterprise group structure, including major subsidiaries and important non-wholly owned subsidiaries, along with their financial information, but does not disclose major joint ventures or associates - The company owns multiple subsidiaries, such as Beijing Philix Electronic Technology Co., Ltd. (directly held 90.00%, indirectly held 10.00%) and East Blue Digital Co., Ltd. (indirectly held 100.00%)632633 - Important non-wholly owned subsidiaries include Beijing Zhongda Jingtang Technology Co., Ltd. (minority shareholders hold 9.00%) and Beijing Philix Zeyuan Fund Management Center (Limited Partnership) (minority shareholders hold 0.48%)635 - Beijing Zhongda Jingtang Technology Co., Ltd. reported a net loss of -0.36 million Yuan for the current period637 - The company did not disclose the main financial information of significant joint ventures or associates642 XI. Government Grants This section discloses government grants recognized as receivables and related liabilities, primarily deferred income from energy use rights, with 3.47 million Yuan in grants recognized in profit or loss for the period from various sources Government Grant-Related Liabilities | Accounting Account | Beginning Balance (Yuan) | Amount Recognized in Other Income (Yuan) | Ending Balance (Yuan) | Asset/Income Related | | :--- | :--- | :--- | :--- | :--- | | Deferred Income | 10,419,937.35 | 198,475.02 | 10,221,462.33 | Asset-related | | Lishui Economic and Technological Development Zone Management Committee's transfer of energy use rights to Lishui Cloud | 10,419,937.35 | 198,475.02 | 10,221,462.33 | Asset-related | Government Grants Recognized in Current Profit or Loss | Source of Other Income | Current Period Amount (Yuan) | Prior Period Amount (Yuan) | | :--- | :--- | :--- | | Xiamen Torch High-tech Industrial Development Zone Management Committee Support Funds | 300,000.00 | 261,080.00 | | Xiamen Science and Technology Bureau R&D Expense Subsidy | 567,000.00 | 504,000.00 | | Xiamen Academician Expert Workstation Construction Subsidy | 900,000.00 | 500,000.00 | | Lishui Economic and Technological Development Zone Management Committee's transfer of energy use rights to Lishui Cloud | 198,475.02 | 198,475.02 | | Xiamen Data Management Bureau Subsidy | 1,000,000.00 | | | Xiamen Overseas Chinese Scholars Service Center Subsidy | 300,000.00 | | | Total | 3,469,865.51 | 2,380,767.41 | XII. Risks Related to Financial Instruments The company manages credit, liquidity, and market risks associated with its financial instruments through a structured risk management framework, including credit assessments, continuous monitoring, and cash flow forecasting, without engaging in hedging activities - The company's main financial instruments include monetary funds, equity investments, debt investments, borrowings, receivables, payables, and convertible bonds650 - The company faces credit risk, liquidity risk, and market risk650 - Credit risk is managed through transactions with creditworthy counterparties, assessment of customer creditworthiness, continuous monitoring of accounts receivable, and diversified deposits651652 - Liquidity risk is managed by monitoring cash balances, readily marketable securities, and rolling forecasts of cash flows for the next 12 months to ensure sufficient funds for debt repayment654 - The company does not engage in hedging activities for risk management655 XIII. Disclosure of Fair Value This section discloses the fair value of assets measured at fair value at period-end, primarily debt and equity instrument investments, all classified as Level 3 fair value measurements Fair Value of Assets Measured at Fair Value at Period-end | Item | Level 3 Fair Value Measurement (Yuan) | Total (Yuan) | | :--- | :--- | :--- | | Debt Instrument Investments | 207,620,000.00 | 207,620,000.00 | | Equity Instrument Investments | 12,250,005.12 | 12,250,005.12 | | Total Assets Continuously Measured at Fair Value | 219,870,005.12 | 219,870,005.12 | - Level 3 fair value measurement items use unobservable inputs for valuation661 XIV. Related Parties and Related Party Transactions This section identifies the company's ultimate controlling parties, subsidiaries, and other related parties, detailing various related party transactions including purchases, leases, guarantees, and key management personnel compensation, along with related receivables and payables - The ultimate controlling parties of the enterprise are Mr. Yang Zhenhua and Mr. Cao Xinjuan662 - Information on the company's subsidiaries is detailed in Note X, 1664 - Other related parties include Zhoushan Philix Investment Partnership (Limited Partnership), Beijing Yongxin Shibo Digital TV Technology Co., Ltd., and others666 - Purchases/Acceptance of Services: The company purchased 3.13 million Yuan from Beijing Philix Information Security Technology Co., Ltd. in the current period667 - Related Party Leases: As a lessor, the company provided rental income to Beijing Philix Information Security Technology Co., Ltd. and Beijing Liancheng Zhisheng Information Technology Co., Ltd. in the prior period672 - Related Party Guarantees: The company, as guaran
飞利信(300287) - 2025 Q2 - 季度财报