Important Notes, Table of Contents, and Definitions This section provides essential preliminary information, a structured table of contents, and key definitions to ensure a clear understanding of the report's content Important Notes The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report, with no plans for cash dividends, bonus shares, or capital reserve conversions - The company's board of directors, supervisory board, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report4 - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital6 Table of Contents The report's table of contents clearly lists nine main chapters, providing structured information navigation from important notes to financial reports and other submitted data - The report comprises nine main chapters, covering important notes, company profile, management discussion and analysis, corporate governance, significant events, share changes, bond information, financial reports, and other submitted data9 Reference Documents Reference documents include the semi-annual report text signed by the legal representative, financial report text, original drafts of publicly disclosed documents in designated newspapers, and other relevant materials - Reference documents include the semi-annual report text signed by the legal representative, financial report text, original drafts of publicly disclosed documents in designated newspapers, and other relevant materials11121314 Definitions This section defines common terms used in the report, clarifying references to key entities like "China Baoan Group," "BTR," and "Mayinglong" to ensure accurate understanding of the content Key Definitions | Term | Definition | | :--- | :--- | | China Baoan Group, the Company, the Group | China Baoan Group Co., Ltd | | BTR | BTR New Material Group Co., Ltd | | International Precision | International Precision Group Limited | | Youcheng Technology | Zhangjiagang Youcheng New Energy Technology Co., Ltd | | Mayinglong | Mayinglong Pharmaceutical Group Co., Ltd | | Lvjin High-Tech | Chengdu Lvjin High-Tech Co., Ltd | | Gumaling Gold Mine | Ji'an Gumaling Gold Mine Co., Ltd | Company Profile and Key Financial Indicators This section provides an overview of the company's basic information and presents key accounting data and financial indicators for the reporting period I. Company Profile The company's stock abbreviation is "China Baoan," stock code 000009, listed on the Shenzhen Stock Exchange, with Huang Xu as its legal representative Company Basic Information | Indicator | Content | | :--- | :--- | | Stock Abbreviation | China Baoan | | Stock Code | 000009 | | Stock Exchange | Shenzhen Stock Exchange | | Company Chinese Name | China Baoan Group Co., Ltd | | Legal Representative | Huang Xu | II. Contact Person and Contact Information The company's Board Secretary is Guo Shanqing, Securities Affairs Representatives are Li Zhe and Zhang Xiaoming, with the contact address at Floors 28 and 29, Block A, Baoan Plaza, 1002 Sungang East Road, Shenzhen Contact Persons and Contact Information | Position | Name | Contact Address | Phone | Fax | Email | | :--- | :--- | :--- | :--- | :--- | :--- | | Board Secretary | Guo Shanqing | Floors 28 and 29, Block A, Baoan Plaza, 1002 Sungang East Road, Shenzhen | 0755-25170336 | 0755-25170367 | zgbajt@163.net | | Securities Affairs Representative | Li Zhe, Zhang Xiaoming | Floors 28 and 29, Block A, Baoan Plaza, 1002 Sungang East Road, Shenzhen | 0755-25161202, 0755-25170382 | 0755-25170300 | zgbajt@163.net | III. Other Information The company's contact information, information disclosure and placement locations, and other relevant data remained unchanged during the reporting period, with specific details available in the 2024 annual report - The company's registered address, office address, website, email, and other contact information remained unchanged during the reporting period20 - Information disclosure and placement locations remained unchanged during the reporting period21 IV. Key Accounting Data and Financial Indicators During this reporting period, the company's operating revenue increased by 8.07% year-on-year, net profit attributable to listed company shareholders grew by 24.51%, but net cash flow from operating activities significantly decreased by 93.14% year-on-year Key Accounting Data and Financial Indicators (Current Period vs. Prior Year) | Indicator | Current Period (RMB) | Prior Year (RMB) | Change from Prior Year | | :--- | :--- | :--- | :--- | | Operating Revenue | 10,839,305,325.03 | 10,029,771,698.37 | 8.07% | | Net Profit Attributable to Shareholders of Listed Company | 243,786,781.48 | 195,791,762.24 | 24.51% | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-Recurring Items) | 126,746,768.55 | 195,764,799.39 | -35.26% | | Net Cash Flow from Operating Activities | 18,425,921.17 | 268,603,653.86 | -93.14% | | Basic Earnings Per Share (RMB/share) | 0.0945 | 0.0759 | 24.51% | | Diluted Earnings Per Share (RMB/share) | 0.0945 | 0.0759 | 24.51% | | Weighted Average Return on Net Assets | 2.43% | 1.94% | 0.49% | | Total Assets (Period-end) | 56,049,197,114.55 | 53,774,802,564.92 | 4.23% | | Net Assets Attributable to Shareholders of Listed Company (Period-end) | 10,042,954,096.68 | 9,914,702,465.97 | 1.29% | V. Differences in Accounting Data Under Domestic and Overseas Accounting Standards The company has no differences in net profit and net assets in financial reports disclosed simultaneously under International Accounting Standards and Chinese Accounting Standards, or overseas accounting standards and Chinese Accounting Standards - The company has no differences in net profit and net assets under domestic and overseas accounting standards24 VI. Non-Recurring Gains and Losses and Amounts Non-recurring gains and losses for this reporting period totaled RMB 117,040,012.93, primarily comprising government subsidies, fair value change gains/losses, and non-current asset disposal gains/losses Non-Recurring Gains and Losses and Amounts | Item | Amount (RMB) | | :--- | :--- | | Disposal gains/losses on non-current assets | -4,622,148.23 | | Government subsidies recognized in current profit/loss | 113,787,603.51 | | Gains/losses from fair value changes and disposal of financial assets and liabilities | 87,069,672.88 | | Fund occupation fees received from non-financial enterprises recognized in current profit/loss | 89,264.88 | | Reversal of impairment provisions for receivables subject to separate impairment testing | 20,939.00 | | Debt restructuring gains/losses | 2,035,000.00 | | Other non-operating income and expenses apart from the above | -3,111,501.76 | | Less: Income tax impact | 14,779,548.45 | | Minority interest impact (after tax) | 63,449,268.90 | | Total | 117,040,012.93 | - The company does not classify non-recurring gains and losses as recurring gains and losses26 Management Discussion and Analysis This section provides a comprehensive analysis of the company's principal businesses, core competencies, financial performance, investment activities, and risk management strategies during the reporting period I. Principal Businesses Engaged by the Company During the Reporting Period The Group's main businesses span high-tech, biomedicine, and real estate, with each sector continuously evolving amidst policy support and market changes, actively adjusting strategies to address challenges - The high-tech industry is a key national priority, with new energy vehicle production and sales growing over 40% year-on-year, and lithium-ion battery anode material output increasing by approximately 34.56% year-on-year2930 - The biomedical industry, affected by medical insurance cost control and expanded centralized procurement, saw a 1.2% year-on-year decrease in revenue and a 2.8% year-on-year decrease in total profit for enterprises above designated size in the first half31 - The real estate industry faces weak demand, with national new commercial housing sales area decreasing by 3.5% and sales value by 5.5% year-on-year in the first half, though core city markets show positive signs33 - The company's high-tech industry primarily involves new materials, new energy vehicles, and precision parts manufacturing, with its subsidiary BTR being a global leader in lithium-ion battery anode materials34 - The company's biomedical industry mainly covers pharmaceutical production and operation, hospital diagnostic and treatment services, and organic agriculture, with its subsidiary Mayinglong being a "China Time-Honored Brand" enterprise with over four centuries of history35 - The company has been involved in the real estate industry for over forty years and has also made strategic arrangements in other sectors such as investment and financing, and mineral resource extraction and processing3637 II. Analysis of Core Competencies The Group possesses strong industrial investment control, cross-industry synergy, resource integration, and capital assurance capabilities, forming a diversified industrial layout centered on high-tech industries, with significant advantages in capital operation and management - The Group adheres to a combination of industrial and capital operations, possessing strong industrial investment control capabilities, cross-industry collaborative organizational capabilities, resource integration capabilities, and certain capital assurance capabilities39 - The high-tech industry has initially formed synergistic advantages in lithium battery materials, new energy vehicle charging connectors, and precision manufacturing, with a globally leading market share in lithium battery anode materials39 - A multi-level capital market layout of "five locations and six public companies" has been formed, including listed companies on the Shenzhen Stock Exchange, Beijing Stock Exchange, Shanghai Stock Exchange, Hong Kong Stock Exchange, and companies listed on the New Third Board40 - In terms of operational management, a series of management tools and theoretical systems such as "addition and subtraction method," "three-force system," and "benchmark management" have been developed40 III. Analysis of Principal Business In the first half of 2025, the Group's total operating revenue increased by 8.06%, and net profit attributable to the parent company grew by 24.51%, with high-tech and biomedical sectors showing revenue and profit growth, while real estate experienced declines Key Financial Data for H1 2025 | Indicator | Amount (RMB 10,000) | Year-on-Year Change | | :--- | :--- | :--- | | Total Operating Revenue | 1,083,930.73 | 8.06% | | Operating Cost | 783,084.36 | 6.80% | | Selling Expenses | 53,753.25 | -0.13% | | Administrative Expenses | 68,437.33 | 7.50% | | Financial Expenses | 33,034.26 | 123.87% | | Net Profit Attributable to Owners of Parent Company | 24,378.68 | 24.51% | | Net Profit Attributable to Owners of Parent Company (Excluding Non-Recurring Items) | 12,674.68 | -35.26% | - The high-tech industry achieved sales revenue of RMB 862,299.56 million, a year-on-year increase of 10.36%, and total profit of RMB 72,421.03 million, a year-on-year increase of 13.56%42 - The biomedical industry achieved sales revenue of RMB 199,112.26 million, a year-on-year increase of 1.54%, and total profit of RMB 41,444.04 million, a year-on-year increase of 8.09%44 - The real estate industry achieved sales revenue of RMB 7,245.41 million, a year-on-year decrease of 11.25%, and total profit of RMB -7,826.74 million, a year-on-year decrease of 168.70%45 Operating Revenue Composition (by Industry) | Industry | Current Period Amount (RMB) | Proportion of Operating Revenue | | :--- | :--- | :--- | | High-tech Industry | 8,622,995,580.90 | 79.55% | | Biomedical Industry | 1,991,122,570.28 | 18.37% | | Real Estate Industry | 72,454,062.89 | 0.67% | | Other Industries | 152,733,110.96 | 1.41% | Operating Revenue Composition (by Region) | Region | Current Period Amount (RMB) | Proportion of Operating Revenue | | :--- | :--- | :--- | | Mainland China | 8,529,265,738.29 | 78.69% | | Countries and Regions Outside Mainland China | 2,310,039,586.74 | 21.31% | IV. Analysis of Non-Principal Business Non-principal businesses significantly impacted the company's total profit, with investment income and fair value change gains/losses contributing positively, while asset impairment had a negative effect Impact of Non-Principal Business on Total Profit | Item | Amount (RMB) | Proportion of Total Profit | | :--- | :--- | :--- | | Investment Income | 134,217,164.23 | 13.00% | | Fair Value Change Gains/Losses | 42,098,317.53 | 4.08% | | Asset Impairment | -159,501,398.15 | -15.44% | | Non-Operating Income | 3,547,081.78 | 0.34% | | Non-Operating Expenses | 10,071,191.34 | 0.98% | - Investment income primarily stemmed from the disposal of trading financial assets, long-term equity investment income accounted for using the equity method, and interest income from wealth management products55 - Fair value change gains/losses primarily arose from changes in the fair value of trading financial assets and other non-current financial assets57 V. Analysis of Assets and Liabilities At the end of the reporting period, total assets increased by 4.23% year-on-year, and net assets attributable to listed company shareholders grew by 1.29%, with significant increases in trading financial assets and non-current liabilities due within one year, while some assets were restricted Significant Changes in Asset Composition | Item | Amount at Period-End (RMB) | Proportion of Total Assets | Amount at Prior Year-End (RMB) | Proportion of Total Assets | Change in Proportion | | :--- | :--- | :--- | :--- | :--- | :--- | | Cash and Bank Balances | 6,950,011,955.01 | 12.40% | 7,465,256,292.49 | 13.88% | -1.48% | | Trading Financial Assets | 1,712,026,807.82 | 3.05% | 692,341,532.99 | 1.29% | 1.76% | | Accounts Receivable | 5,840,617,410.92 | 10.42% | 4,998,823,860.78 | 9.30% | 1.12% | | Inventories | 12,126,492,077.21 | 21.64% | 11,239,670,423.90 | 20.90% | 0.74% | | Construction in Progress | 3,074,793,800.54 | 5.49% | 3,864,233,621.85 | 7.19% | -1.70% | | Short-term Borrowings | 2,092,097,541.65 | 3.73% | 1,714,613,972.59 | 3.19% | 0.54% | | Other Payables | 1,259,622,410.64 | 2.25% | 951,859,106.93 | 1.77% | 0.48% | | Non-current Liabilities Due Within One Year | 7,625,764,668.63 | 13.61% | 4,450,803,536.46 | 8.28% | 5.33% | | Long-term Borrowings | 10,301,941,074.59 | 18.38% | 12,043,051,888.76 | 22.40% | -4.02% | Key Overseas Asset Information | Specific Asset | Asset Size (RMB) | Country | Profit/Loss (RMB) | Proportion of Overseas Assets to Company's Net Assets | | :--- | :--- | :--- | :--- | :--- | | International Precision and its subsidiaries | 2,212,205,926.90 | Hong Kong | 1,224,771.42 | 9.88% | Assets with Restricted Ownership or Use Rights | Item | Book Value at Year-End (RMB) | Reason for Restriction | | :--- | :--- | :--- | | Cash and Bank Balances | 566,490,795.09 | Bank acceptance bills, letters of guarantee, guaranteed bank deposits, customer mortgage loans, demolition resettlement compensation deposits, judicial frozen funds, etc | | Notes Receivable | 13,633,476.54 | Pledged bank acceptance bills | | Inventories | 89,239,808.98 | Pledged for loans | | Construction in Progress | 3,223,367.15 | Sale-leaseback financing | | Fixed Assets | 1,300,970,331.22 | Pledged for loans, pledged for issuing bills, sale-leaseback financing | | Intangible Assets | 548,703,556.04 | Pledged for loans, pledged for issuing bank acceptance bills | | Total | 2,522,261,335.02 | | VI. Analysis of Investment Status During the reporting period, the company's total investment significantly increased by 167.67% year-on-year, primarily involving securities and derivative investments, with the latter mainly for hedging foreign currency exchange rate fluctuations Investment Amount During the Reporting Period | Indicator | Investment Amount (RMB) | Investment Amount in Prior Year (RMB) | Change Rate | | :--- | :--- | :--- | :--- | | Total Investment Amount | 45,635,678.01 | 17,049,236.68 | 167.67% | - The company had no significant equity or non-equity investments during the reporting period66 Securities Investment Status (Book Value at Period-End) | Security Name | Book Value at Period-End (RMB) | Source of Funds | | :--- | :--- | :--- | | Huaxia Select Money | 65,933,985.00 | Own Funds | | Xiaomi Group-W | 49,750,976.28 | Own Funds | | Kuaishou-W | 33,481,332.30 | Own Funds | | SF Holding | 29,256,000.00 | Own Funds | | Meituan-W | 26,281,487.05 | Own Funds | | Tencent Holdings | 16,054,879.75 | Own Funds | | Southern Tian Tian Li Money B | 14,025,111.40 | Own Funds | | Alibaba-W | 13,017,174.30 | Own Funds | | ZhongAn Online | 5,328,706.24 | Own Funds | | Siwei Lickong | 4,236,800.00 | Own Funds | | Other Securities Investments | 17,195,297.79 | - | | Total | 274,561,750.11 | - | - Derivative investments are primarily for hedging purposes, with an actual gain/loss of RMB 5.82 million during the reporting period, generally capable of managing foreign currency deposit exchange rate fluctuation risks70 - The company had no use of raised funds during the reporting period73 VII. Significant Asset and Equity Sales During the reporting period, the company did not engage in any significant asset or equity sales - The company did not sell any significant assets during the reporting period74 - The company did not sell any significant equity during the reporting period75 VIII. Analysis of Major Holding and Participating Companies The Group's major holding and participating companies, including BTR New Material Group and Mayinglong Pharmaceutical Group, significantly contributed to net profit, with changes in the company's consolidation scope due to new and liquidated subsidiaries during the reporting period Major Holding and Participating Companies | Company Name | Company Type | Principal Business | Net Profit (RMB 10,000) | | :--- | :--- | :--- | :--- | | BTR New Material Group Co., Ltd | Subsidiary | R&D, production, and sales of lithium-ion battery anode materials, cathode materials, and advanced new materials | 47,858.71 | | Mayinglong Pharmaceutical Group Co., Ltd | Subsidiary | Manufacturing and sales of traditional Chinese and Western medicines | 34,322.23 | | China Venture Capital Co., Ltd | Associate Company | Venture Capital | 23,633.14 | | China Baoan Group Holdings Co., Ltd | Subsidiary | Project Investment | 22,497.38 | | Shenzhen Yuntong Logistics Industrial Co., Ltd | Subsidiary | Project Investment | 5,702.59 | | Zhangjiagang Youcheng New Energy Technology Co., Ltd | Subsidiary | R&D, production, and sales of new energy electric vehicle charging connectors and power connectors | 3,526.92 | - During the reporting period, the company acquired new subsidiaries including Sichuan BTR New Energy Material Co., Ltd, Shenzhen Ruixing Chuangjie Intelligent Equipment Co., Ltd, and Indonesia New Energy Material Co., Ltd77 - During the reporting period, the company liquidated Kaige Surface Treatment (Taicang) Co., Ltd77 - The operating performance of Shenzhen Yuntong Logistics Industrial Co., Ltd and China Venture Capital Co., Ltd significantly increased, primarily due to secondary market securities investment income77 IX. Information on Structured Entities Controlled by the Company The company did not control any structured entities during the reporting period - The company did not control any structured entities during the reporting period78 X. Risks Faced by the Company and Countermeasures The company faces multiple risks including geopolitical, technological substitution, supply chain transmission, safety and environmental, industry policy, new business expansion, quality and safety, real estate policy and market, industry cyclicality, inventory pressure, and financial risks, with countermeasures such as lean management, technological innovation, market expansion, ecosystem building, and safety and environmental standardization - The high-tech industry faces operational risks from geopolitical and trade protectionism, technological substitution, supply chain transmission from upstream and downstream enterprises, as well as safety production and environmental risks7879 - The biomedical industry faces industry policy, new business expansion, and quality and safety risks81 - The real estate industry faces policy and market, industry cyclicality, inventory pressure, and financial risks82 - Countermeasures include implementing lean management, technological innovation, market expansion, building an industrial ecosystem, strengthening overseas risk prevention and control, and promoting standardized safety production and environmental protection systems808183 XI. Formulation and Implementation of Market Value Management System and Valuation Enhancement Plan The company has formulated and approved a "Market Value Management System" but has not yet disclosed a valuation enhancement plan - The company approved the "Proposal on Formulating the Market Value Management System" on April 29, 202584 - The company has not disclosed a valuation enhancement plan84 XII. Implementation of "Dual Improvement in Quality and Returns" Action Plan The company has not disclosed an announcement regarding the "Dual Improvement in Quality and Returns" action plan - The company has not disclosed an announcement regarding the "Dual Improvement in Quality and Returns" action plan85 Corporate Governance, Environment, and Society This section details changes in the company's governance structure, including personnel, profit distribution, and employee incentives, alongside its environmental information disclosure and social responsibility initiatives I. Changes in Directors, Supervisors, and Senior Management During the reporting period, Director Xu Biao resigned due to work reasons, and Liu Zhihua was elected as a director and member of relevant committees Changes in Directors, Supervisors, and Senior Management | Name | Position Held | Type | Date | Reason | | :--- | :--- | :--- | :--- | :--- | | Xu Biao | Director, Member of Board Remuneration and Assessment Committee, Investment and Risk Management Committee | Resignation | June 08, 2025 | Work reasons | | Liu Zhihua | Director, Member of Board Remuneration and Assessment Committee, Investment and Risk Management Committee | Election | June 30, 2025 | Elected | II. Profit Distribution and Capital Reserve Conversion to Share Capital in This Reporting Period The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period - The company plans not to distribute cash dividends, bonus shares, or convert capital reserves into share capital for the semi-annual period88 III. Implementation of Company 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 implemented during the reporting period - The company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures implemented during the reporting period89 IV. Environmental Information Disclosure The company and its 14 major subsidiaries are included in the list of enterprises required to disclose environmental information by law, and have publicly disclosed environmental information through provincial and municipal ecological environment department systems - The company and its 14 major subsidiaries are included in the list of enterprises required to disclose environmental information by law90 - Environmental information disclosure reports can be accessed through the ecological environment department systems of various provinces and cities90 V. Social Responsibility The Group actively fulfills its social responsibilities, carrying out various initiatives to consolidate poverty alleviation achievements and promote rural revitalization through its subsidiaries, including purchasing agricultural products, providing educational assistance, donations, and medicine donations - BTR New Material Group Co., Ltd, a subsidiary of the Group, supported poverty alleviation and rural revitalization through consumption, purchasing RMB 60,000 worth of agricultural products91 - BTR (Sichuan) New Material Technology Co., Ltd provided educational assistance to university students from impoverished families and offered targeted assistance to Baiguo Community, purchasing over RMB 30,000 in agricultural products91 - Mayinglong Pharmaceutical Group Co., Ltd donated medicines worth RMB 2.2631 million to various regions through the Hubei Provincial Red Cross Society and received a "Special Contribution Award"92 Significant Events This section outlines significant events during the reporting period, including commitments, fund occupation, guarantees, auditor appointments, audit reports, bankruptcy, litigation, penalties, integrity, related party transactions, and major contracts I. Commitments Fulfilled and Overdue Unfulfilled by the Company's Actual Controller, Shareholders, Related Parties, Acquirers, and the Company During the Reporting Period The company had no overdue unfulfilled commitments from its actual controller, shareholders, related parties, acquirers, or the company itself at the end of the reporting period - The company had no overdue unfulfilled commitments during the reporting period94 II. Non-Operating Fund Occupation by Controlling Shareholders and Other Related Parties of the Listed Company The company had no non-operating fund occupation by controlling shareholders or other related parties of the listed company during the reporting period - The company had no non-operating fund occupation by controlling shareholders or other related parties of the listed company during the reporting period95 III. Illegal External Guarantees The company had no illegal external guarantees during the reporting period - The company had no illegal external guarantees during the reporting period96 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 audited97 V. Board of Directors' and Supervisory Board's Explanation on "Non-Standard Audit Report" for This Reporting Period The company had no "non-standard audit report" for this reporting period - The company had no "non-standard audit report" for this reporting period98 VI. Board of Directors' Explanation on "Non-Standard Audit Report" for the Prior Year The company had no "non-standard audit report" for the prior year - The company had no "non-standard audit report" for the prior year98 VII. Bankruptcy Reorganization Related Matters The company had no bankruptcy reorganization related matters during the reporting period - The company had no bankruptcy reorganization related matters during the reporting period98 VIII. Litigation Matters The company had no significant litigation or arbitration matters during the reporting period - The company had no significant litigation or arbitration matters during the reporting period99 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 period100 X. Integrity Status of the Company, its Controlling Shareholders, and Actual Controllers The company, its controlling shareholders, and actual controllers maintain good integrity, with no applicable adverse situations - The company, its controlling shareholders, and actual controllers maintain good integrity, with no applicable adverse situations101 XI. Significant Related Party Transactions The company had no significant related party transactions during the reporting period, including those related to daily operations, asset/equity acquisitions/disposals, joint external investments, related party creditor/debtor relationships, or financial company dealings - The company had no related party transactions related to daily operations during the reporting period101 - The company had no related party transactions involving asset or equity acquisitions/disposals during the reporting period102 - The company had no related party transactions involving joint external investments during the reporting period103 - The company had no related party creditor-debtor relationships during the reporting period104 - There were no deposits, loans, credit lines, or other financial transactions between the company and related financial companies105 - There were no deposits, loans, credit lines, or other financial transactions between the company's controlled financial company and related parties106 - The company had no other significant related party transactions during the reporting period107 XII. Significant Contracts and Their Performance The company had no trust or contracting arrangements during the reporting period, with leasing activities primarily involving office spaces, land, and equipment; it also had multiple external guarantees, mainly for subsidiaries, and entrusted wealth management with an outstanding balance of RMB 783.0423 million at period-end - The company had no trust arrangements during the reporting period108 - The company had no contracting arrangements during the reporting period109 - The company's leased-in assets primarily include office spaces, land, and employee dormitories, while leased-out assets mainly include office spaces and equipment, with no leasing project gains or losses exceeding 10% of the company's total profit for the reporting period110 Company Guarantees for Subsidiaries | Name of Guaranteed Party | Guarantee Limit (RMB 10,000) | Guarantee Balance (RMB 10,000) | Guarantee Start Date | Guarantee End Date | Fulfilled | | :--- | :--- | :--- | :--- | :--- | :--- | | BTR New Material Group Co., Ltd | 40,000 | - | 2019/11/25 | 2026/5/24 | No | | BTR New Material Group Co., Ltd | 39,000 | 12,976.36 | 2021/1/29 | 2027/1/29 | No | Entrusted Wealth Management | Specific Type | Amount of Entrusted Wealth Management (RMB 10,000) | Unexpired Balance (RMB 10,000) | | :--- | :--- | :--- | | Bank Wealth Management Products | 88,330.00 | 64,290.00 | | Brokerage Wealth Management Products | 98,032.22 | 14,014.23 | | Total | 186,362.22 | 78,304.23 | - The company had no other significant contracts during the reporting period115 XIII. Explanation of Other Significant Matters The company has timely disclosed all significant matters on designated media and websites in accordance with relevant laws and regulations - The company has timely disclosed all significant matters on China Securities Journal, Securities Times, and Juchao Information Network (www.cninfo.com.cn)[116](index=116&type=chunk) XIV. Significant Matters of Company Subsidiaries The company had no significant matters concerning its subsidiaries during the reporting period - The company had no significant matters concerning its subsidiaries during the reporting period117 Share Changes and Shareholder Information This section details changes in the company's share capital, securities issuance, shareholder structure, and shareholdings of directors, supervisors, and senior management, as well as any changes in controlling shareholder or actual controller I. Share Change Information During the reporting period, 2,345,566 shares held by former directors and senior management were converted to unrestricted shares, and 4,448,916 non-tradable shares were transferred, resulting in a decrease in restricted shares and an increase in unrestricted shares - During the reporting period, a total of 2,345,566 executive-locked shares held by the company's former directors and senior management were converted into unrestricted shares120 - The 4,448,916 non-tradable shares repaid by China Construction Bank Corporation Shenzhen Branch Labor Union, a non-tradable shareholder of the company, were registered and transferred to Shenzhen Fuan Holdings Co., Ltd and Shenzhen Baoan District Investment Management Group Co., Ltd, respectively120 Share Change Information | Category | Quantity Before Change | Proportion Before Change | Change (Subtotal) | Quantity After Change | Proportion After Change | | :--- | :--- | :--- | :--- | :--- | :--- | | I. Restricted Shares | 27,783,641 | 1.08% | -2,345,566 | 25,438,075 | 0.99% | | II. Unrestricted Shares | 2,551,430,324 | 98.92% | 2,345,566 | 2,553,775,890 | 99.01% | | III. Total Shares | 2,579,213,965 | 100.00% | 0 | 2,579,213,965 | 100.00% | Restricted Share Change Information | Shareholder Name | Restricted Shares at Period-Start | Restricted Shares Released This Period | Restricted Shares Increased This Period | Restricted Shares at Period-End | Reason for Restriction | | :--- | :--- | :--- | :--- | :--- | :--- | | Chen Zhengli | 771,997 | 771,997 | 0 | 0 | Company Director, Senior Management Locked Shares | | He Dehua | 1,105,905 | 1,105,905 | 0 | 0 | Company Senior Management Locked Shares | | He Xueqin | 467,664 | 467,664 | 0 | 0 | Company Senior Management Locked Shares | | Shenzhen Fuan Holdings Co., Ltd | 0 | 0 | 2,224,458 | 2,224,458 | Shares acquired from equity split reform advance repayment | | Shenzhen Baoan District Investment Management Group Co., Ltd | 0 | 0 | 2,224,458 | 2,224,458 | Shares acquired from equity split reform advance repayment | | China Construction Bank Corporation Shenzhen Branch Labor Union | 22,244,575 | 0 | -4,448,916 | 17,795,659 | Repayment of shares advanced for equity split reform | | Total | 24,590,141 | 2,345,566 | 0 | 22,244,575 | - | 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 period124 III. Number of Shareholders and Shareholding Information As of the end of the reporting period, the company had 161,951 common shareholders, with Shenzhen Chengxing Investment Co., Ltd and its concerted parties holding a combined 18.39%, and Shaoguan Gaocreative Enterprise Management Co., Ltd holding 16.66% with some shares pledged - The total number of common shareholders at the end of the reporting period was 161,951125 Shareholding Information of Shareholders Holding 5% or More or Top 10 Shareholders | Shareholder Name | Shareholder Nature | Shareholding Proportion | Number of Shares Held at Period-End | Number of Unrestricted Shares Held | Pledged, Marked, or Frozen Shares (Quantity) | | :--- | :--- | :--- | :--- | :--- | :--- | | Shenzhen Chengxing Investment Co., Ltd | State-owned Legal Person | 17.55% | 452,559,574 | 452,559,574 | Not Applicable | | Shaoguan Gaocreative Enterprise Management Co., Ltd | Domestic Non-State-owned Legal Person | 16.66% | 429,672,357 | 429,672,357 | 210,000,000 (Pledged) | | Shenzhen Yijing Food & Beverage Co., Ltd | Domestic Non-State-owned Legal Person | 4.73% | 122,022,614 | 122,022,614 | Not Applicable | | Shenzhen Fuan Holdings Co., Ltd | Domestic Non-State-owned Legal Person | 4.26% | 109,971,644 | 107,747,186 | Not Applicable | | Li Songqiang | Domestic Natural Person | 3.33% | 85,923,792 | 85,923,792 | Not Applicable | | HKSCC Nominees Limited | Overseas Legal Person | 1.33% | 34,424,977 | 34,424,977 | Not Applicable | | Agricultural Bank of China Co., Ltd. - CSI 500 ETF | Other | 1.04% | 26,778,950 | 26,778,950 | Not Applicable | | Shenzhen Kunpeng New Industry Investment Co., Ltd | State-owned Legal Person | 0.85% | 21,842,433 | 21,842,433 | Not Applicable | | China Construction Bank Corporation Shenzhen Branch Labor Union | Domestic Non-State-owned Legal Person | 0.69% | 17,795,659 | 0 | Not Applicable | | Huitianze Investment Co., Ltd | Domestic Non-State-owned Legal Person | 0.48% | 12,428,030 | 12,428,030 | Not Applicable | - There is no related party or concerted action relationship between the company's top two shareholders; Shenzhen Chengxing Investment Co., Ltd and Shenzhen Kunpeng New Industry Investment Co., Ltd are concerted parties, jointly holding 474,402,007 shares, representing 18.39% of the company's total shares126 IV. Changes in Shareholdings of Directors, Supervisors, and Senior Management The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period - The shareholdings of the company's directors, supervisors, and senior management remained unchanged during the reporting period128 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 period129 - The company's actual controller remained unchanged during the reporting period129 VI. Preferred Share Information The company had no preferred shares during the reporting period - The company had no preferred shares during the reporting period130 Bond Information This section provides details on the company's bond issuances, including enterprise bonds, corporate bonds, non-financial enterprise debt financing instruments, and convertible corporate bonds, along with key financial indicators related to debt I. Enterprise Bonds The company had no enterprise bonds during the reporting period - The company had no enterprise bonds during the reporting period132 II. Corporate Bonds The company's "22 Baoan 01" corporate bond has a balance of RMB 750 million with an interest rate of 6.30%, maturing on August 19, 2025, and its credit enhancement mechanism, repayment plan, and security measures remained unchanged during the reporting period Corporate Bond Basic Information | Bond Name | Bond Abbreviation | Bond Code | Issue Date | Interest Commencement Date | Maturity Date | Bond Balance (RMB 10,000) | Interest Rate | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | China Baoan Group Co., Ltd 2022 Publicly Issued Corporate Bonds to Qualified Investors (Tranche 1) | 22 Baoan 01 | 148037 | August 19, 2022 | August 19, 2022 | August 19, 2025 | 75,000 | 6.30% | - The credit enhancement mechanism, bond repayment plan, and other repayment guarantee measures for the "22 Baoan 01" corporate bond remained unchanged during the reporting period136 III. Non-Financial Enterprise Debt Financing Instruments The company had no non-financial enterprise debt financing instruments during the reporting period - The company had no non-financial enterprise debt financing instruments during the reporting period137 IV. Convertible Corporate Bonds The company had no convertible corporate bonds during the reporting period - The company had no convertible corporate bonds during the reporting period138 V. Consolidated Statement Scope Loss Exceeding 10% of Net Assets at Prior Year-End During the Reporting Period The company's consolidated statement scope loss did not exceed 10% of net assets at the prior year-end during the reporting period - The company's consolidated statement scope loss did not exceed 10% of net assets at the prior year-end during the reporting period139 VI. Key Accounting Data and Financial Indicators for the Company's Last Two Years as of the End of the Reporting Period As of the end of the reporting period, the company's current ratio and quick ratio decreased, asset-liability ratio slightly increased, net profit after non-recurring items decreased by 35.26% year-on-year, but interest coverage ratio improved Key Accounting Data and Financial Indicators for the Last Two Years | Item | Current Period-End | Prior Year-End | Change from Prior Year-End | | :--- | :--- | :--- | :--- | | Current Ratio | 1.64 | 1.81 | -9.39% | | Asset-Liability Ratio | 60.06% | 59.62% | 0.44% | | Quick Ratio | 0.87 | 0.95 | -8.42% | | Net Profit After Non-Recurring Items (RMB 10,000) | 12,674.68 | 19,576.48 | -35.26% | | EBITDA to Total Debt Ratio | 9.78% | 8.70% | 1.08% | | Interest Coverage Ratio | 3.88 | 3.12 | 24.36% | | Cash Interest Coverage Ratio | 1.53 | 1.87 | -18.18% | | EBITDA Interest Coverage Ratio | 6.15 | 5.05 | 21.78% | | Loan Repayment Rate | 100.00% | 100.00% | 0.00% | | Interest Payment Rate | 100.00% | 100.00% | 0.00% | Financial Report This section presents the company's financial statements and detailed notes, providing a comprehensive overview of its financial position, operating results, and cash flows for the reporting period I. Audit Report The company's semi-annual financial report was not audited - The company's semi-annual financial report was not audited142 II. Financial Statements This section includes the company's unaudited consolidated and parent company financial statements, comprising the balance sheet, income statement, cash flow statement, and statement of changes in shareholders' equity, comprehensively reflecting the financial position and operating results at the end of the reporting period - The consolidated balance sheet shows total assets of RMB 56,049,197,114.55 and total liabilities of RMB 33,664,594,000.16 at period-end146149 - The consolidated income statement shows total operating revenue of RMB 10,839,307,288.90, net profit of RMB 842,582,575.04, and net profit attributable to parent company shareholders of RMB 243,786,781.48 for the current period151 - The consolidated cash flow statement shows net cash flow from operating activities of RMB 18,425,921.17 and net cash flow from investing activities of RMB -2,219,943,022.09153 - The parent company balance sheet shows total assets of RMB 13,302,902,457.18 and total liabilities of RMB 9,936,670,577.31 at period-end160162 - The parent company income statement shows operating revenue of RMB 400,826.14 and net profit of RMB 106,145,852.89 for the current period164 III. Notes to Financial Statements The notes to the financial statements detail the company's basic information, basis of preparation, significant accounting policies and estimates, taxes, consolidated financial statement item notes, R&D expenses, changes in consolidation scope, interests in other entities, government grants, financial instrument risks, fair value disclosures, related parties and transactions, share-based payments, commitments and contingencies, post-balance sheet events, other significant matters, and supplementary information I. Company Basic Information The company, established in 1991 and renamed China Baoan Group Co., Ltd in 1993, has a registered capital of RMB 2,579,213,965.00, primarily operating in high-tech, biomedicine, and real estate, with no controlling shareholder or actual controller as of the reporting period, and its largest shareholder and concerted parties holding a combined 18.39% of shares, consolidating 218 subsidiaries - The company's registered capital is RMB 2,579,213,965.00, and its share capital is RMB 2,579,213,965.00171 - The company primarily operates in new energy, new materials, and other high-tech industries; biomedical industry; real estate industry; and other sectors172 - As of June 30, 2025, the company has no controlling shareholder or actual controller, with the largest shareholder being Shenzhen Chengxing Investment Co., Ltd and its concerted party Shenzhen Kunpeng New Industry Investment Co., Ltd (total shareholding ratio of 18.39%)172 - As of June 30, 2025, the Group's consolidated scope includes a total of 218 subsidiaries173 II. Basis of Preparation of Financial Statements The Group's financial statements are prepared on a going concern basis, in accordance with the "Enterprise Accounting Standards" issued by the Ministry of Finance and the "Information Disclosure Rules No. 15" by the China Securities Regulatory Commission, primarily using historical cost measurement - The Group's financial statements are prepared on a going concern basis, according to actual transactions and events, and the disclosure requirements of the "Enterprise Accounting Standards" issued by the Ministry of Finance and the "Information Disclosure Rules for Companies Issuing Securities Publicly No. 15 - General Provisions for Financial Reports (Revised 2023)" issued by the China Securities Regulatory Commission174175 - Except for certain financial instruments, these financial statements are all measured on a historical cost basis175 III. Statement of Compliance with Enterprise Accounting Standards The company declares that its financial statements comply with enterprise accounting standards, accurately and completely reflecting its financial position, operating results, and cash flows - The financial statements prepared by the company comply with the requirements of enterprise accounting standards, truly and completely reflecting the financial position of the company and the Group as of June 30, 2025, and the operating results and cash flows for January-June 2025, among other relevant information176 IV. Significant Accounting Policies and Accounting Estimates This section details the Group's specific accounting policies and estimates across various areas, including accounting period, operating cycle, functional currency, materiality, business combinations, consolidated financial statements, joint arrangements, cash and cash equivalents, foreign currency transactions, financial instruments, financial asset impairment, receivables financing, inventories, contract assets, assets held for sale, long-term equity investments, investment properties, fixed assets, construction in progress, borrowing costs, biological assets, right-of-use assets, intangible assets, long-term deferred expenses, impairment of long-term assets, contract liabilities, employee benefits, lease liabilities, quality assurance deposits, maintenance funds, provisions, share-based payments, revenue, contract costs, government grants, deferred tax assets/liabilities, leases, debt restructuring, and changes in accounting policies/estimates and significant accounting judgments and estimates - The Group's accounting year adopts the calendar year, from January 1 to December 31 annually178 - The Group classifies financial assets based on the business model for managing financial assets and the contractual cash flow characteristics of the financial assets into: financial assets measured at amortized cost; financial assets measured at fair value through other comprehensive income; and financial assets measured at fair value through profit or loss198 - The Group recognizes impairment provisions and credit impairment losses for notes receivable, accounts receivable, other receivables, receivables financing, debt investments, other debt investments, long-term receivables, etc., based on expected credit losses207 - The Group recognizes revenue when the customer obtains control of the related goods, provided that the contract with the customer simultaneously meets specific conditions257 - The company implemented the provisions of "Interpretation No. 18 of Enterprise Accounting Standards" on December 31, 2024, changing its accounting policies accordingly, resulting in an increase in operating costs of RMB 1,757,736.31 and a decrease in selling expenses of RMB 1,757,736.31276277 V. Taxes The Group's main taxes include VAT, urban maintenance and construction tax, education surcharge, local education surcharge, property tax, land value-added tax, and corporate income tax, with the company and its subsidiaries enjoying various tax incentives, especially for high-tech enterprises and agricultural product-related businesses Major Tax Categories and Rates | Tax Item | Tax Base | Tax Rate - Levy Rate | | :--- | :--- | :--- | | Value-Added Tax (VAT) | Operating Revenue | 13%, 9%, 6%, 5%, 3% | | Urban Maintenance and Construction Tax | Actual Turnover Tax Paid | 7%, 5%, 1% | | Education Surcharge | Actual Turnover Tax Paid | 3% | | Local Education Surcharge | Actual Turnover Tax Paid | 2%, 1.5% | | Property Tax | Self-used Property / Leased Property | 1.2% / 12% | | Land Value-Added Tax | Value-Added Amount | 30%-60% progressive tax rate | | Corporate Income Tax | Taxable Income | 25% (some subsidiaries 15%) | - The company's subsidiaries enjoy preferential policies such as export tax refunds, immediate VAT refunds for software products, VAT exemption for feed products, and VAT exemption for agricultural production materials288289 - Several high-tech and biomedical subsidiaries enjoy a 15% preferential corporate income tax rate290 - Subsidiaries meeting the criteria for small and micro-profit enterprises have their income reduced by 25% for taxable income calculation and pay corporate income tax at a 20% rate291 VI. Notes to Consolidated Financial Statement Items This section details the period-end balances, period-start balances, and current period changes for each item in the consolidated financial statements, including cash and bank balances, financial assets, various receivables, inventories, long-term equity investments, fixed assets, intangible assets, borrowings, payables, deferred income tax, and government grants, with explanations for significant changes and restricted situations Cash and Bank Balances | Item | Balance at Period-End (RMB) | Balance at Period-Start (RMB) | | :--- | :--- | :--- | | Cash on Hand | 4,831,539.91 | 7,287,94
中国宝安(000009) - 2025 Q2 - 季度财报