Important Notice The company's board, supervisors, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report and assume legal responsibility - Company's board, supervisors, and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report and assume legal responsibility3 - This semi-annual report is unaudited5 - There is no profit distribution or capital reserve capitalization plan for the current reporting period6 - Forward-looking statements regarding future development plans and strategies, and industry data, are for reference only; investors should be aware of investment risks6 - There are no instances of non-operating funds being occupied by controlling shareholders or other related parties, nor any external guarantees provided in violation of decision-making procedures7 Section I Definitions This section defines common terms used in the report, including company names, major subsidiaries, and associated investment entities, to ensure clear understanding Definitions of Common Terms This section provides definitions for common terms used in the report, including company names, major subsidiaries, and associated investment entities, to ensure clear understanding - "Company" or "TSI Group" refers to TSI Group Co., Ltd11 - "TSI Hong Kong" refers to TSI (Hong Kong) Co., Ltd., the company's controlling shareholder11 - Lists abbreviations for major subsidiaries and associated investment entities including TSI Bio, Xuzhou TSI, Qidong TSI, Shandong TSI, Shanghai TSI, Hong Kong Hygia, TSI US, Metabolic, Nourigen, TSI Europe, FMC, Australia Hygia, TSIP, TSIL, and TSI Japan11 Section II Company Profile and Key Financial Indicators This section provides an overview of the company's basic information and key financial performance metrics for the current reporting period I. Company Information Outlines TSI Group's Chinese and English names, abbreviations, and legal representative information - Company's Chinese name: 技源集团股份有限公司, Chinese abbreviation: 技源集团13 - Company's English name: TSI Group Co., Ltd., English abbreviation: TSI13 - Company's legal representative: Long Ling13 II. Contact Person and Information Provides contact details for the company's Board Secretary/Securities Affairs Representative, including name, address, phone, fax, and email - Board Secretary/Securities Affairs Representative: Wang Yan14 - Contact address: 5th Floor, Building 54, No. 1089 Qinbei Road, Xuhui District, Shanghai14 - Email: ir@cn.tsigroupltd.com14 III. Brief Introduction to Changes in Basic Information Describes the company's registered and office addresses, noting no historical changes during the reporting period - Company's registered address: No. 2 Jinxiu Road, Jiangyin Lingang Economic Development Zone, Jiangsu Province15 - Company's office address: 5th Floor, Building 54, No. 1089 Qinbei Road, Xuhui District, Shanghai15 - No historical changes to the company's registered address during the reporting period15 IV. Brief Introduction to Changes in Information Disclosure and Document Storage Locations Lists the company's designated newspapers for information disclosure, website address for semi-annual reports, and document storage location, noting no changes during the reporting period - Designated newspapers for information disclosure: "Shanghai Securities News", "China Securities Journal", "Securities Daily", "Securities Times", "Economic Information Daily"16 - Website address for semi-annual reports: http://www.sse.com.cn/[16](index=16&type=chunk) - Company's semi-annual report storage location: Company Board Office16 - No changes in information disclosure and document storage locations during the reporting period16 V. Company Stock Profile Provides information on the company's stock type, listing exchange, stock abbreviation, and code - Stock type: A-shares, Listing exchange: Shanghai Stock Exchange17 - Stock abbreviation: 技源集团 (TSI Group), Stock code: 60326217 VII. Key Accounting Data and Financial Indicators Summarizes the company's key accounting data and financial indicators for the current and prior year periods, including year-on-year changes Key Accounting Data (January-June 2025) | Key Accounting Data | Current Period (Jan-Jun) (yuan) | Prior Year Period (yuan) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 563,031,986.01 | 486,827,611.50 | 15.65 | | Total Profit | 113,955,476.85 | 108,914,697.76 | 4.63 | | Net Profit Attributable to Shareholders of Listed Company | 97,708,269.78 | 93,958,327.05 | 3.99 | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-recurring Gains/Losses) | 95,885,067.99 | 91,578,149.94 | 4.70 | | Net Cash Flow from Operating Activities | 57,185,401.65 | 44,310,034.63 | 29.06 | | Net Assets Attributable to Shareholders of Listed Company (Period-end) | 1,036,731,465.14 | 937,211,667.59 | 10.62 | | Total Assets (Period-end) | 1,318,248,087.94 | 1,186,021,439.74 | 11.15 | Key Financial Indicators (January-June 2025) | Key Financial Indicators | Current Period (Jan-Jun) | Prior Year Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | 0.28 | 0.27 | 3.99 | | Diluted Earnings Per Share (yuan/share) | 0.28 | 0.27 | 3.99 | | Basic Earnings Per Share (Excluding Non-recurring Gains/Losses) (yuan/share) | 0.27 | 0.26 | 4.70 | | Weighted Average Return on Net Assets (%) | 9.90 | 11.59 | -1.69 | | Weighted Average Return on Net Assets (Excluding Non-recurring Gains/Losses) (%) | 9.72 | 11.29 | -1.57 | IX. Non-recurring Gains and Losses Items and Amounts Details the non-recurring gains and losses for the current reporting period, including their respective amounts and total impact Non-recurring Gains and Losses Items and Amounts | Non-recurring Gains and Losses Item | Amount (yuan) | | :--- | :--- | | Gains/losses from disposal of non-current assets | 140,986.01 | | Government grants recognized in current profit/loss | 651,235.48 | | Fair value changes and disposal gains/losses from financial assets/liabilities held by non-financial enterprises | -6,612.18 | | Gains/losses from entrusted investments or asset management | 1,441,022.25 | | Other non-operating income and expenses apart from the above | -76,728.85 | | Less: Income tax impact | 322,485.41 | | Minority interest impact (after tax) | 4,215.51 | | Total | 1,823,201.79 | Section III Management Discussion and Analysis This section provides management's discussion and analysis of the company's operations, financial performance, and future outlook I. Description of the Company's Industry and Main Business during the Reporting Period Elaborates on the dietary supplement industry, its trends, the company's main businesses, products, uses, operating model, and market position (I) Company's Industry and Development Status Introduces the company's over two decades in the global dietary supplement industry, its classification within food manufacturing and health industries, and analyzes industry growth and future trends - Company has been deeply involved in the global dietary supplement industry for over two decades, classified under "C14 Food Manufacturing" (C1495 Food and Feed Additive Manufacturing, C1492 Health Food Manufacturing) and "1111 Nutrition and Health Product Manufacturing" within the health industry25 - Global dietary supplement industry consumption grew from USD 128.36 billion in 2017 to USD 176.17 billion in 2022, projected to approach USD 200 billion in 2025 and reach USD 223 billion in 2026, maintaining a 6% steady growth rate over the next three years27 - Industry trends include increased consumer health awareness driving market growth, a shift from general to personalized and precise nutrition, technology empowerment (big data, AI), product innovation and diversification, market segmentation, and the booming development of globalization and cross-border e-commerce27 (II) Company's Main Business, Products, and Their Uses Describes the company's full-chain business layout of "nutritional raw materials + nutritional preparations + precise and personalized nutrition," detailing key raw materials, innovative products, and various dosage forms - Company is committed to building a globally leading dietary supplement industry platform, one of the few in the industry with both nutritional raw material and preparation businesses, and a leading edge in precise and personalized nutrition29 - Main nutritional raw material products include HMB (β-hydroxy-β-methylbutyrate), Glucosamine, and Chondroitin Sulfate, with a reserve of innovative nutritional raw materials such as ATP, 2-HOBA, PXE, and innovative creatine (OptiCreatine™)3031323334 - In nutritional preparations, the company offers mainstream dosage forms like tablets, hard capsules, and powders, as well as innovative forms such as micro-effervescent tablets, straws, and micro-tablets, capable of providing full-solution development and production for downstream customers303536 3. Operating Model Introduces the company's "B2B4C" operating model, covering procurement, production, sales, and R&D, emphasizing customer-centric customized products and solutions - Company adopts a "B2B4C" operating model, guided by customer needs, empowering B-end clients to provide high-quality, innovative dietary supplement products to C-end consumers38 - Procurement model prioritizes product quality and safety, establishing a stable supplier management system38 - Production model combines "production based on sales" with "reasonable inventory" to improve operational efficiency39 - Sales model is primarily direct sales, building long-term stable cooperative relationships with domestic and international brand customers in the dietary supplement sector39 - R&D model is primarily independent research and development, supplemented by joint R&D with scientific research institutions, universities, and well-known enterprises, using a project-based approach for technical breakthroughs39 4. Market Position Highlights the company's leading position in the global dietary supplement industry, particularly as the largest HMB supplier globally, with core competitiveness in glucosamine, chondroitin sulfate, and preparation products - Company is a leading enterprise and the largest supplier in the global HMB industry, with a global market share of approximately 53.34% in 202440 - Company is one of the core suppliers in the global glucosamine industry, with a market share of approximately 12.61% in 2024, and its GlucosaGreen® brand is a globally renowned high-end glucosamine raw material brand41 - Company's chondroitin sulfate products are significant participants in the global market, collaborating with well-known brands like Nutramax41 - Nutritional preparation business primarily serves customers in Australia, Europe, and China, possessing strong competitiveness in the Australian market and in innovative product areas41 II. Discussion and Analysis of Operations Discusses the company's operating strategy, financial performance, and growth across key business segments, including nutritional raw materials and preparations, emphasizing the "One TSI" strategy and optimized raw material technology innovation platform - Company continues to focus on empowering B-end customers to provide high-quality, innovative dietary supplement products to C-end consumers, accelerating the "One TSI" strategic organizational transformation and digital transformation42 Key Operating Data January-June 2025 | Indicator | Amount (CNY 10,000) | YoY Growth (%) | | :--- | :--- | :--- | | Operating Revenue | 56,303.20 | 15.65 | | Nutritional Raw Material Sales Revenue | 39,034.45 | 18.94 | | Preparation Product Sales Revenue | 17,145.78 | 8.75 | | HMB Sales Revenue | 15,843.15 | 3.75 | | Glucosamine Product Sales Revenue | 10,601.58 | 9.82 | | Chondroitin Sulfate Sales Revenue | 7,956.89 | 106.44 | | Tablet Sales Revenue | 11,916.66 | 23.01 | | Net Profit Attributable to Shareholders of Listed Company | 9,770.83 | 3.99 | | Net Profit Attributable to Shareholders of Listed Company (Excluding Non-recurring Gains/Losses) | 9,588.51 | 4.70 | - Company actively expands the HMB market, launching differentiated products for healthy aging, sports nutrition, and GLP-1 users, and developing business opportunities in pet nutrition and animal feed sectors43 - Precise and personalized nutrition business accelerates, including upgrading fully automated particle counting and filling equipment, introducing strategic investors (Ningbo Tongshang Huigong, Meinian Onehealth) and initiating cooperation, and advancing factory construction and capacity deployment in Hong Kong, Australia, and the United States44 - Company's main business gross profit margin is 43.56%, and net profit margin is 17.44%, maintaining a good level compared to the prior year period45 - Company systematically reviewed and upgraded its "Optimized Technology" innovation platform for raw materials, launching innovative creatine (OptiCreatine™), which is expected to become a future growth driver46 III. Analysis of Core Competencies during the Reporting Period Elucidates the company's core competitive advantages in strategic planning, organizational transformation, full-chain business, continuous innovation, global development, R&D system, quality, brand, and customer resources (I) Strategic Planning and Organizational Transformation Capabilities The company has established systematic strategic planning and organizational transformation mechanisms based on over 20 years of industry experience and market insights, enhancing operational efficiency and profitability through its "B2B4C" strategy and "One TSI" organizational transformation - Company has focused on the dietary supplement industry for over 20 years, accumulating rich experience and market insights, establishing systematic strategic planning and organizational transformation mechanisms47 - Centered on the "B2B4C" strategy, focusing on empowering B-end customers, and implementing the "One TSI" strategic organizational transformation to enhance R&D, operations, customer development, and service capabilities and efficiency48 (II) Full-Chain Business Capabilities The company is one of the few in the dietary supplement industry with full-chain business capabilities, from nutritional raw material screening and efficacy research to preparation development and finished product manufacturing, offering customized product solutions to clients - Company possesses full-chain business capabilities, from innovative nutrient screening, efficacy research to industrialization, and further to nutritional preparation formulation and dosage form development, as well as finished product manufacturing50 - Capable of providing downstream customers with innovative nutritional raw materials, refined customized raw materials, nutritional preparation contract manufacturing, full-solution product development and delivery, and precise and personalized nutrition services50 - Through refined processing and customization of glucosamine raw materials, the company helps customers improve production efficiency, reduce costs, and optimize product quality, forming a differentiated competitive advantage52 (III) Continuous Innovation Capabilities The company considers continuous innovation a core competency, reflected in product and technology R&D, strategic, organizational, and business model upgrades, establishing a leading edge in precise and personalized nutrition - Company regards continuous innovation capability as a key component of its core competitiveness, systematically driving business development, reflected in continuous iteration and upgrade of product and technology R&D, strategy, organization, and business models52 - In precise and personalized nutrition business, the company has built a complete methodology system and commercialization capabilities, achieving innovation in intelligent analysis systems (Deep Insights™), innovative micro-tablet dosage forms, formulation systems, and fully automated production equipment53545556 (IV) Global Development Capabilities Since its inception, the company has possessed a global development gene, establishing international teams and branches covering major markets in North America, Europe, Australia, Asia, and South America, with plans for further overseas capacity expansion - Since its establishment, the company has conducted business in both China and the US, possessing an international vision and background, establishing an international employee team, branches, and service network covering major global markets56 - Owns six high-standard production bases in mainland China and Australia, with plans for further overseas capacity deployment in Hong Kong, Thailand, the United States, and the United Kingdom56 - Established long-term stable cooperative relationships with numerous well-known domestic and international brand customers such as Abbott Group, Blackmores, Nutramax, PharmaCare, and Mengniu Group56 (V) Other Competitive Advantages Includes an open, global R&D system with over two hundred domestic and international patents, a stringent quality management system with multiple international certifications, and long-term stable customer relationships with renowned brands - Company possesses an open, global R&D innovation system and over two hundred domestic and international patents, continuously building R&D and patent barriers57 - Company highly values product quality management, establishing industry-leading product quality standards and a stringent quality management system in accordance with GMP production management norms, with multiple production bases certified by international standards (e.g., US NSF GMP, USP GMP, EU GMP, Australia TGA GMP)58 - Created multiple product brands such as myHMB® and GlucosaGreen®, achieving high recognition and reputation in the global dietary supplement industry58 - Leveraging R&D innovation capabilities, product quality, stable supply capacity, and patent brand barriers, established long-term stable cooperative relationships with numerous brand enterprises such as Abbott Group, Blackmores, and Nutramax, demonstrating strong customer loyalty59 IV. Key Operating Conditions during the Reporting Period Analyzes the period-on-period changes and reasons for key financial statement items, including operating revenue, costs, various expenses, and net cash flow from operating activities (I) Analysis of Main Business During the reporting period, the company's operating revenue increased by 15.65% year-on-year, driven by market expansion and main product sales growth. Operating costs, selling expenses, administrative expenses, and R&D expenses all increased, while financial expenses significantly increased due to higher exchange gains. Net cash flow from operating activities grew significantly, and net cash flow from investing activities decreased substantially Analysis Table of Financial Statement Items Changes | Item | Current Period Amount (yuan) | Prior Year Period Amount (yuan) | Change Ratio (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 563,031,986.01 | 486,827,611.50 | 15.65 | | Operating Cost | 317,060,277.42 | 267,407,901.46 | 18.57 | | Selling Expenses | 40,454,243.86 | 29,465,114.51 | 37.30 | | Administrative Expenses | 70,661,876.27 | 55,182,948.60 | 28.05 | | Financial Expenses | -10,837,483.06 | -2,911,483.05 | 272.23 | | R&D Expenses | 24,388,811.93 | 22,250,851.53 | 9.61 | | Net Cash Flow from Operating Activities | 57,185,401.65 | 44,310,034.63 | 29.06 | | Net Cash Flow from Investing Activities | -35,820,874.57 | 29,554,999.18 | -221.20 | | Net Cash Flow from Financing Activities | -3,729,963.21 | -20,463,876.21 | -81.77 | - Operating revenue growth primarily due to strengthened market expansion and increased sales of main products60 - Selling and administrative expenses increased primarily due to expansion of the sales team and introduction of management personnel, leading to higher employee compensation expenses61 - Financial expenses net income increased by 272.23% year-on-year, primarily due to increased exchange gains61 - Net cash flow from investing activities decreased by 221.20% year-on-year, mainly because the increase in cash paid for investments was greater than the increase in cash received from investment disposals, coupled with increased cash paid for the acquisition of fixed assets, intangible assets, and other long-term assets62 (III) Analysis of Assets and Liabilities Analyzes major changes in the company's assets and liabilities at the end of the reporting period, including significant increases in accounts receivable, construction in progress, right-of-use assets, and lease liabilities, and discloses the scale and operational status of overseas assets 1. Asset and Liability Status At the end of the reporting period, the company's accounts receivable, construction in progress, right-of-use assets, and lease liabilities all showed significant growth, primarily influenced by sales growth, production base construction, and new leasing activities Changes in Asset and Liability Status | Item Name | Current Period-end Amount (yuan) | Prior Year-end Amount (yuan) | YoY Change Ratio (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Accounts Receivable | 242,715,850.69 | 177,861,070.21 | 36.46 | Due to increased sales in the current period | | Construction in Progress | 60,073,485.25 | 21,688,433.27 | 176.98 | Due to investment in Nantong production base project and Australia production base project | | Right-of-Use Assets | 28,096,961.07 | 8,745,978.50 | 221.26 | Due to new leased buildings and structures at Australia production base | | Lease Liabilities | 22,578,045.10 | 3,869,910.14 | 483.43 | Due to increased lease payments at Australia production base from new leased buildings and structures | 2. Overseas Asset Status Discloses the company's total overseas assets of CNY 556,060,077.50, accounting for 42.18% of total assets, and lists the operational models, operating revenue, and net profit of major overseas subsidiaries - Company's total overseas assets are CNY 556,060,077.50, accounting for 42.18% of total assets65 Operating and Financial Status of Major Overseas Subsidiaries | Overseas Asset Name | Operating Model | Current Period Operating Revenue (yuan) | Current Period Net Profit (yuan) | | :--- | :--- | :--- | :--- | | Hong Kong Hygia | Overseas business operations management center, sales center, and support center | 335,312,548.30 | 22,550,978.85 | | TSI US | North American market sales platform | 193,543,105.09 | 4,591,197.99 | | TSI Europe | European market sales platform | 90,048,825.32 | 1,163,829.55 | | TSIP | Australian market production and sales platform | 103,368,826.74 | -1,522,953.36 | | Metabolic | US R&D center | 23,220,673.41 | 441,051.54 | (IV) Analysis of Investment Status Discloses the company's significant non-equity investment projects during the reporting period, including investments in Nantong and Xuzhou production base workshop renovation projects, and changes in financial assets measured at fair value (2). Significant Non-Equity Investments During the reporting period, the company made significant non-equity investments in the Nantong production base project and Xuzhou production base workshop renovation project, both currently under construction Significant Non-Equity Investment Projects | Project | Current Period Actual Investment (yuan) | Cumulative Actual Investment (yuan) | Funding Source | Project Progress | | :--- | :--- | :--- | :--- | :--- | | Nantong Production Base Project | 28,130,973.43 | 34,382,021.33 | Self-raised | Under construction | | Xuzhou Production Base Workshop Renovation Project | 3,375,231.99 | 13,416,667.70 | Self-raised | Under construction | (3). Financial Assets Measured at Fair Value The company's financial assets measured at fair value primarily consist of bank wealth management products, with a fair value change loss of CNY -6,612.18 and a period-end balance of CNY 143,465,130.16 Changes in Financial Assets Measured at Fair Value | Asset Category | Period-start Amount (yuan) | Current Period Fair Value Change Gain/Loss (yuan) | Current Period Purchase Amount (yuan) | Current Period Sale/Redemption Amount (yuan) | Period-end Amount (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | | Other (Bank Wealth Management Products) | 170,570,564.38 | -6,612.18 | 554,307,248.00 | 581,406,070.04 | 143,465,130.16 | (VI) Analysis of Major Holding and Participating Companies Lists the company's major holding subsidiaries, their main businesses, registered capital, total assets, net assets, operating revenue, operating profit, and net profit, with special notes for subsidiaries significantly impacting the company's net profit Financial Status of Major Holding and Participating Companies | Company Name | Main Business | Registered Capital (yuan) | Total Assets (yuan) | Net Assets (yuan) | Operating Revenue (yuan) | Operating Profit (yuan) | Net Profit (yuan) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Xuzhou TSI | R&D, production, and sales of nutritional raw materials such as glucosamine and refined customized raw materials | 18,807,290.00 | 128,524,345.58 | 76,730,076.95 | 89,343,363.87 | 15,096,831.85 | 13,343,276.20 | | Qidong TSI | R&D, production, and sales of preparation products | 212,647,739.59 | 350,898,997.64 | 303,985,119.01 | 115,115,488.44 | 17,128,126.25 | 15,373,469.74 | | Shandong TSI | Production and sales of nutritional raw materials such as HMB | 75,000,000.00 | 149,511,040.58 | 117,270,863.85 | 37,546,920.92 | 6,957,466.20 | 6,076,247.62 | | Hong Kong Hygia | Sales, marketing, compliance access, operations management, and R&D support for dietary supplement products | 234,000 HKD | 370,696,885.03 | 207,363,744.90 | 335,312,548.30 | 22,550,978.85 | 22,550,978.85 | | TSI US | Sales of dietary supplement products | 100 shares | 165,806,954.75 | 34,958,822.66 | 193,543,105.09 | 3,677,886.32 | 4,591,197.99 | | TSI Europe | Sales of dietary supplement products | 1 GBP | 117,751,611.63 | 5,029,613.51 | 90,048,825.32 | 1,640,059.34 | 1,163,829.55 | | TSIP | Production and sales of preparation products in the Australian market | 5,185,199.20 AUD | 196,315,871.62 | 54,016,906.45 | 103,368,826.74 | -2,080,256.24 | -1,522,953.36 | | Metabolic | R&D of dietary supplement products, screening and evaluation of novel nutrient molecules, efficacy research, etc. | 100 shares | 23,841,277.86 | 13,544.29 | 23,220,673.41 | 464,413.45 | 441,051.54 | Section IV Corporate Governance, Environment, and Society This section covers changes in the company's governance structure, profit distribution plans, employee incentives, environmental information disclosure, and rural revitalization efforts I. Changes in Company Directors, Supervisors, and Senior Management No changes in the company's directors, supervisors, or senior management during the reporting period II. Profit Distribution or Capital Reserve Capitalization Plan The company has no profit distribution or capital reserve capitalization plan for the current reporting period - Semi-annual proposed profit distribution plan and capital reserve capitalization plan are "No", with zero bonus shares, dividends, or capitalization shares per 10 shares77 III. Status and Impact 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 during the reporting period IV. Environmental Information of Listed Companies and Their Major Subsidiaries Included in the List of Enterprises Required to Disclose Environmental Information by Law The company and its major subsidiaries were not included in the list of enterprises required to disclose environmental information by law during the reporting period V. Specific Information on Consolidating and Expanding Poverty Alleviation Achievements, Rural Revitalization, and Other Work The company had no specific work related to consolidating and expanding poverty alleviation achievements or rural revitalization during the reporting period Section V Significant Matters This section details significant events, including the fulfillment of commitments, integrity status, related party transactions, and major contracts I. Fulfillment of Commitments Discloses the fulfillment status of commitments made by the company's actual controllers, shareholders, related parties, and the company regarding initial public offering matters, including share lock-up, holding intentions, share price stabilization, fraudulent issuance repurchase, immediate return compensation, profit distribution policy, liability for compensation, avoidance of horizontal competition, performance decline commitments, and restrictive measures for non-fulfillment. All commitments were strictly fulfilled in a timely manner - Company's controlling shareholder, actual controller, employee stock ownership platform, and other shareholders have all made and timely and strictly fulfilled commitments regarding share lock-up arrangements and voluntary share lock-up8082838485868788 - Controlling shareholder, actual controller, employee stock ownership platform, and shareholders holding 5% or more of the company's shares have all made and timely and strictly fulfilled commitments regarding shareholding intentions and reduction plans80899091929394 - Company, controlling shareholder, actual controller, directors (excluding independent directors), and senior management have made and timely and strictly fulfilled commitments regarding share price stabilization measures if the share price falls below net asset value per share within three years after listing80949596979899100101102103 - Company, controlling shareholder, actual controller have made and timely and strictly fulfilled commitments regarding share repurchase and buyback for fraudulent issuance and listing80105106 - Company, controlling shareholder, actual controller, directors, senior management have made and timely and strictly fulfilled commitments regarding measures and commitments to compensate for diluted immediate returns80107108109110111112113 - Company, controlling shareholder, actual controller have made and timely and strictly fulfilled commitments regarding profit distribution policy80114115 - Company, controlling shareholder, actual controller, directors, supervisors, senior management have made and timely and strictly fulfilled commitments to bear compensation liability according to law81116117118119 - Company's controlling shareholder, actual controller have made and timely and strictly fulfilled commitments to avoid horizontal competition81120121122 - Controlling shareholder, actual controller, company employee stock ownership platform have made and timely and strictly fulfilled commitments regarding performance decline after listing81123124125126 - Company has made and timely and strictly fulfilled commitments to regulate and reduce related party transactions81128130131132 - Company, controlling shareholder, actual controller, major shareholders holding 5% or more of the company's shares, directors, supervisors, senior management have made and timely and strictly fulfilled commitments regarding restrictive measures for non-fulfillment of commitments81133134135136137138 IX. Explanation of the Integrity Status of the Company, Its Controlling Shareholder, and Actual Controller during the Reporting Period During the reporting period, the company, its controlling shareholder, and actual controller had no unfulfilled obligations from effective court judgments or overdue large debts, maintaining good integrity - During the reporting period, the company, its controlling shareholder, and actual controller had no unfulfilled obligations from effective court judgments or overdue large debts140 X. Significant Related Party Transactions Discloses related party transactions related to ordinary operations during the reporting period, primarily the procurement of crude hydrochloride from Jiangsu Taosheng Pharmaceutical Co., Ltd., with a transaction amount of CNY 8,305,716.86, accounting for 21.50% of similar transactions (I) Related Party Transactions Related to Ordinary Operations During the reporting period, the company procured crude hydrochloride from related party Jiangsu Taosheng Pharmaceutical Co., Ltd., with a transaction amount of CNY 8,305,716.86, accounting for 21.50% of similar transactions Related Party Transactions Related to Ordinary Operations | Related Party | Related Transaction Content | Current Period Amount (yuan) | Proportion of Similar Transactions (%) | | :--- | :--- | :--- | :--- | | Jiangsu Taosheng Pharmaceutical Co., Ltd. | Procurement of goods (crude hydrochloride) | 8,305,716.86 | 21.50 | - Company's 2024 Annual General Meeting on April 8, 2025, approved the "Proposal on the Company's Estimated Daily Related Party Transactions for 2025", and all transactions were within the authorized limits142143 XI. Significant Contracts and Their Fulfillment Discloses significant guarantees provided by the company to its subsidiaries during the reporting period, including maximum guarantee amounts for Xuzhou TSI and Qidong TSI, totaling CNY 32.14 million in outstanding guarantees (II) Significant Guarantees Performed and Unfulfilled during the Reporting Period During the reporting period, the company provided maximum amount guarantees for its subsidiaries Xuzhou TSI and Qidong TSI; as of June 30, 2025, the total outstanding guarantee amount was CNY 32.14 million Guarantees to Subsidiaries | Guaranteed Party | Guarantee Type | Guarantee Amount (CNY 10,000) | Outstanding Guarantee Amount (CNY 10,000) | Guarantee Period | | :--- | :--- | :--- | :--- | :--- | | Xuzhou TSI | Maximum Guarantee | 2,000 | 1,586.05 | February 6, 2025 to February 6, 2028 | | Qidong TSI | Maximum Guarantee | 4,900 | 1,627.92 | February 20, 2024 to February 20, 2027 | | Total | | | 3,213.97 | | Section VI Share Changes and Shareholder Information This section details changes in the company's share capital and shareholder structure, including the total number of shareholders and the top ten shareholders' holdings I. Changes in Share Capital The company's total share capital and share structure remained unchanged during the reporting period. After the reporting period, the company was listed on the main board of the Shanghai Stock Exchange on July 23, 2025, issuing 50.01 million A-shares, increasing total share capital to 400.01 million shares 1. Table of Share Changes The company's total share capital and share structure remained unchanged during the reporting period - During the reporting period, the company's total share capital and share structure remained unchanged152 3. Impact of Share Changes on Financial Indicators such as EPS and Net Assets Per Share from Post-Reporting Period to Semi-Annual Report Disclosure Date (if any) The company was listed on the main board of the Shanghai Stock Exchange on July 23, 2025, publicly issuing 50.01 million A-shares, leading to an increase in total share capital and corresponding changes in earnings per share and net assets per share - Company was listed on the main board of the Shanghai Stock Exchange on July 23, 2025, publicly issuing 50.01 million A-shares, expanding total shares to 400.01 million shares153 EPS and Net Assets Per Share Before and After Issuance | Item | Before Issuance | After Issuance | | :--- | :--- | :--- | | EPS (yuan/share) | 0.27 | 0.24 | | Net Assets Per Share (yuan/share) | 2.96 | 3.79 | II. Shareholder Information Discloses the total number of common shareholders and the shareholding status of the top ten shareholders at the end of the reporting period, including shareholding quantity, proportion, number of restricted shares, and restriction conditions (I) Total Number of Shareholders: As of the end of the reporting period, the company had 13 common shareholders - Total number of common shareholders at the end of the reporting period: 13154 (II) Shareholding Status of Top Ten Shareholders and Top Ten Circulating Shareholders (or Unrestricted Shareholders) as of the End of the Reporting Period Discloses the shareholding quantity, proportion, number of restricted shares, and shareholder nature of the top ten shareholders as of the end of the reporting period Shareholding Status of Top Ten Shareholders | Shareholder Name | Period-end Shareholding Quantity (shares) | Proportion (%) | Number of Restricted Shares Held (shares) | Shareholder Nature | | :--- | :--- | :--- | :--- | :--- | | TSI Hong Kong | 275,673,798 | 78.76 | 275,673,798 | Overseas Legal Person | | TSI Consulting | 19,988,431 | 5.71 | 19,988,431 | Other | | Feixin Investment | 12,492,772 | 3.57 | 12,492,772 | Other | | Tenggeng Investment | 12,492,772 | 3.57 | 12,492,772 | Other | | Yuande Investment | 7,142,857 | 2.04 | 7,142,857 | Other | | Yide Investment | 6,940,427 | 1.98 | 6,940,427 | Other | | Songde Investment | 4,164,258 | 1.19 | 4,164,258 | Other | | Yunhao Investment | 2,776,172 | 0.79 | 2,776,172 | Other | | Lu Xiaodong | 2,776,172 | 0.79 | 2,776,172 | Domestic Natural Person | | Songhong Gaoyuan Investment | 2,082,128 | 0.59 | 2,082,128 | Other | - Information on the top ten unrestricted shareholders is not applicable158 - TSI Hong Kong and TSI Consulting are enterprises controlled by the company's actual controller; Yuande Investment, Yide Investment, and Songde Investment are private equity funds managed by Shanghai Hongfu Private Equity Fund Management Co., Ltd158160 Shareholding Quantity and Restriction Conditions of Top Ten Restricted Shareholders Details the shareholding quantity, tradable date, and restriction conditions for the top ten restricted shareholders, with main lock-up periods of 12 or 36 months from the listing date Shareholding and Restriction Conditions of Top Ten Restricted Shareholders | No. | Name of Restricted Shareholder | Number of Restricted Shares Held (shares) | Tradable Date | Restriction Conditions | | :--- | :--- | :--- | :--- | :--- | | 1 | TSI Hong Kong | 275,673,798 | July 2028 | 36 months from listing date | | 2 | TSI Consulting | 19,988,431 | July 2028 | 36 months from listing date | | 3 | Feixin Investment | 12,492,772 | July 2026 | 12 months from listing date | | 4 | Tenggeng Investment | 12,492,772 | July 2026 | 12 months from listing date | | 5 | Yuande Investment | 7,142,857 | July 2026 | 12 months from listing date | | 6 | Yide Investment | 6,940,427 | July 2026 | 12 months from listing date | | 7 | Songde Investment | 4,164,258 | July 2026 | 12 months from listing date | | 8 | Yunhao Investment | 2,776,172 | July 2026 | 12 months from listing date | | 9 | Lu Xiaodong | 2,776,172 | July 2026 | 12 months from listing date | | 10 | Songhong Gaoyuan Investment | 2,082,128 | July 2026 | 12 months from listing date | Section VII Bond-Related Information This section provides information on the company's bonds, including corporate bonds, non-financial enterprise debt financing instruments, and convertible corporate bonds I. Corporate Bonds (Including Enterprise Bonds) and Non-Financial Enterprise Debt Financing Instruments The company had no corporate bonds or non-financial enterprise debt financing instruments during the reporting period - Company had no corporate bonds (including enterprise bonds) or non-financial enterprise debt financing instruments during the reporting period163 II. Convertible Corporate Bonds The company had no convertible corporate bonds during the reporting period - Company had no convertible corporate bonds during the reporting period163 Section VIII Financial Report This section presents the company's financial statements, including the audit report, balance sheets, income statements, cash flow statements, and statements of changes in owners' equity I. Audit Report This semi-annual report is unaudited - This semi-annual report is unaudited164 II. Financial Statements Includes the company's consolidated and parent company balance sheets, income statements, cash flow statements, and statements of changes in owners' equity for the first half of 2025 - Consolidated balance sheet shows total assets of CNY 1,318,248,087.94 and net assets attributable to shareholders of the listed company of CNY 1,036,731,465.14 as of June 30, 2025168170 - Consolidated income statement shows operating revenue of CNY 563,031,986.01 and net profit attributable to parent company shareholders of CNY 97,708,269.78 for January-June 2025179181 - Consolidated cash flow statement shows net cash flow from operating activities of CNY 57,185,401.65 for January-June 2025192 III. Company Basic Information Introduces TSI Group's history, registered location, stock listing information, and main business, highlighting its listing on the main board of the Shanghai Stock Exchange on July 23, 2025 - TSI Group, formerly Jiangyin TSI Technology Co., Ltd., was established on September 17, 2002, with its registered office in Jiangyin City, Jiangsu Province212 - Company was listed on the main board of the Shanghai Stock Exchange on July 23, 2025, with stock abbreviation "TSI Group" and stock code "603262"212 - Company's main business is R&D innovation and industrialization of dietary supplement products, providing original and customized nutritional raw materials and preparations to the global dietary supplement industry212 IV. Basis of Financial Statement Preparation Clarifies that the financial statements are prepared in accordance with the Accounting Standards for Business Enterprises issued by the Ministry of Finance and relevant regulations, on a going concern basis - These financial statements are prepared in accordance with the "Accounting Standards for Business Enterprises" and relevant regulations issued by the Ministry of Finance213 - These financial statements are prepared on a going concern basis214 V. Significant Accounting Policies and Accounting Estimates Details the company's specific accounting policies and estimates for financial instruments, revenue recognition, business combinations, consolidated financial statements, cash and cash equivalents, foreign currency transactions, long-term equity investments, fixed assets, construction in progress, borrowing costs, intangible assets, impairment of long-term assets, contract liabilities, employee compensation, provisions, share-based payments, preferred shares/perpetual bonds, government grants, deferred income tax assets/liabilities, and leases - Company adheres to Accounting Standards for Business Enterprises, accurately and completely reflecting financial position, operating results, and other information217 - Financial instruments are classified as financial assets and liabilities measured at amortized cost, fair value through other comprehensive income, or fair value through profit or loss236237238239240 - Revenue is recognized when performance obligations are satisfied and the customer obtains control of the related goods or services, considering variable consideration and significant financing components based on contract terms324325326327328 - Fixed assets are depreciated using the straight-line method; depreciation periods are 20-30 years for buildings and structures, and 10 years for machinery and equipment291 - Intangible assets (e.g., land use rights, patent rights, software, trademark rights, drug registration certificates) are amortized using the straight-line method over their estimated useful lives300 - R&D expenditures are divided into research and development phases; research phase expenditures are expensed in the current period, while development phase expenditures are recognized as intangible assets when specific conditions are met303304 VI. Taxation Discloses the company's main tax categories and rates, including VAT, urban maintenance and construction tax, education surcharges, corporate income tax, and overseas turnover taxes, detailing tax incentives such as high-tech enterprise income tax, R&D expense super deduction, small low-profit enterprise income tax, and VAT super deduction Main Tax Categories and Rates | Tax Category | Tax Basis | Tax Rate | | :--- | :--- | :--- | | VAT | Based on sales of goods and taxable services calculated according to tax laws, after deducting input VAT, the difference is payable VAT | 13%, 6% | | Urban Maintenance and Construction Tax | Calculated based on actual VAT paid | 5%, 7% | | Education Surcharge and Local Education Surcharge | Calculated based on actual VAT paid | 3% and 2% | | Corporate Income Tax | Calculated based on taxable income | See table below | | Overseas Turnover Tax | Applicable according to regulations of different countries and regions | Applicable according to regulations of different countries and regions | Taxable Entities with Different Corporate Income Tax Rates | Taxable Entity Name | Income Tax Rate (%) | | :--- | :--- | | TSI Group | 15% | | Xuzhou TSI | 15% | | Shanghai TSI | 20% | | Qidong TSI | 15% | | TSI Bio | 25% | | Shandong TSI | 15% | | Nantong TSI | 25% | | Metabolic | State income tax: applicable to each state's income tax rate; Federal income tax: 21% | | TSI US | State income tax: applicable to each state's income tax rate; Federal income tax: 21% | | Nourigen | State income tax: applicable to each state's income tax rate; Federal income tax: 21% | | Australia Hygia | 30% | | TSIP | 30% | | TSIL | 30% | | Hong Kong Hygia | 16.5% | | TSI Europe | 25%, 19% | | TSI Japan | 15% | | FMC | 12.5% | - Company and some subsidiaries (TSI Group, Xuzhou TSI, Qidong TSI, Shandong TSI) enjoy high-tech enterprise income tax incentives, applying a 15% corporate income tax rate357358 - R&D expenses actually incurred by enterprises in R&D activities, if not forming intangible assets and expensed in the current period, are eligible for an additional 100% pre-tax deduction from January 1, 2023359 - Shanghai TSI, as a small low-profit enterprise, calculates its taxable income at 25% and pays corporate income tax at a 20% rate360 - TSI Group, Shandong TSI, and Xuzhou TSI apply the VAT super deduction policy for advanced manufacturing enterprises, allowing an additional 5% deduction from payable VAT based on current deductible input VAT361 VII. Notes to Consolidated Financial Statement Items Provides detailed notes for each item in the consolidated financial statements, including cash and cash equivalents, financial assets held for trading, accounts receivable, prepayments, other receivables, inventories, construction in progress, right-of-use assets, intangible assets, goodwill, deferred income tax assets/liabilities, assets with restricted ownership or use rights, short-term borrowings, notes payable, accounts payable, contract liabilities, employee benefits payable, taxes payable, other payables, non-current liabilities due within one year, other current liabilities, lease liabilities, provisions, other non-current liabilities, share capital, capital reserves, other comprehensive income, surplus reserves, retained earnings, operating revenue and cost, taxes and surcharges, selling expenses, administrative expenses, R&D expenses, financial expenses, other income, investment income, fair value change gains, credit impairment losses, asset impairment losses, asset disposal gains, non-operating income, non-operating expenses, income tax expenses, cash flow statement items, and foreign currency monetary items - Cash and cash equivalents period-end balance is CNY 189,108,908.07, of which CNY 113,768,348.18 is held overseas, and restricted cash is CNY 8,069,420.07364365 - Financial assets held for trading period-end balance is CNY 143,465,130.16, primarily bank wealth management products367 - Accounts receivable period-end book value is CNY 242,715,850.69, an increase of 36.46% from period-start, mainly due to sales growth1963374 - Inventory period-end book value is CNY 218,702,793.45, with an inventory impairment provision period-end balance of CNY 3,079,813.09130412414 - Construction in progress period-end book value is CNY 60,073,485.25, an increase of 176.98% from period-start, mainly due to investment in Nantong production base project and Australia production base project1963436 - Right-of-use assets period-end book value is CNY 28,096,961.07, an increase of 221.26% from period-start, mainly due to new leased buildings and structures at the Australia production base1963440 - Intangible assets period-end book value is CNY 37,457,423.37, primarily including land use rights, patent rights, and software19443 - Goodwill period-end original value is CNY 46,034,271.96, mainly from the acquisitions of TSIP and Metabolic19446 - Operating revenue for the current period is CNY 563,031,986.01, operating cost is CNY 317,060,277.42, with main business revenue increasing by 15.65% year-on-year179493 - Selling expenses for the current period are CNY 40,454,243.86, an increase of 37.30% year-on-year; administrative expenses are CNY 70,661,876.27, an increase of 28.05% year-on-year; R&D expenses are CNY 24,388,811.93, an increase of 9.61% year-on-year179500501 - Financial expenses for the current period are CNY -10,837,483.06, mainly due to increased exchange gains179503 VIII. R&D Expenditures Details the nature of the company's R&D expenditures during the reporting period, including employee compensation, depreciation, material costs, and technical development and consulting fees, all recognized as expensed R&D R&D Expenditures by Nature of Expense | Item | Current Period Amount (yuan) | Prior Period Amount (yuan) | | :--- | :--- | :--- | | Employee Compensation | 13,712,194.84 | 12,535,888.00 | | Depreciation | 875,622.76 | 674,471.28 | | Material Costs | 4,832,508.72 | 3,704,696.55 | | Technical Development and Consulting Fees | 4,259,094.97 | 4,608,423.78 | | Other | 709,390.64 | 727,371.92 | | Total | 24,388,811.93 | 22,250,851.53 | | Of which: Expensed R&D Expenditures | 24,388,811.93 | 22,250,851.53 | | Capitalized R&D Expenditures | 0.00 | 0.00 | - All R&D expenditures for the current period were expensed, with no capitalized R&D expenditures537 IX. Changes in Consolidation Scope During the reporting period, the company had no changes in consolidation scope due to non-same-entity business combinations, same-entity business combinations, reverse acquisitions, or disposal of subsidiaries - During the reporting period, the company had no changes in consolidation scope due to non-same-entity business combinations, same-entity business combinations, reverse acquisitions, or disposal of subsidiaries540541 X. Interests in Other Entities Discloses the company's interests in subsidiaries and associates, including the composition and shareholding ratios of major subsidiaries, and key financial information of important non-wholly-owned subsidiaries 1. Interests in Subsidiaries Lists the names, registered locations, business nature, shareholding ratios, and acquisition methods of the company's major subsidiaries, including TSI Bio, Metabolic, Shanghai TSI, Xuzhou TSI, Qidong TSI, Australia Hygia, TSIP, TSIL, Hong Kong Hygia, TSI Japan, TSI Europe, Shandong TSI, FMC, TSI US, Nourigen, and Nantong TSI - Company owns wholly-owned subsidiaries including TSI Bio, Shanghai TSI, Xuzhou TSI, Qidong TSI, Hong Kong Hygia, Nantong TSI, and overseas wholly-owned subsidiaries such as Metabolic, Australia Hygia, TSIP, TSIL, TSI Japan, TSI Europe, FMC, TSI US, and Nourigen543 - Company's holding subsidiary Shandong TSI has a shareholding ratio of 92.00%543 (2). Important Non-Wholly-Owned Subsidiaries Discloses the minority shareholder's shareholding ratio, current period profit attributable to minority shareholders, and period-end minority interest balance for Shandong TSI, an important non-wholly-owned subsidiary, along with its key financial information - Important non-wholly-owned subsidiary is Shandong TSI, with a minority shareholder shareholding ratio of 8.00%546 - Current period profit attributable to minority shareholders of Shandong TSI is CNY 488,218.81, and period-end minority interest balance is CNY 9,383,788.11546 Key Financial Information of Shandong TSI | Indicator | Current Period Amount (yuan) | Prior Period Amount (yuan) | | :--- | :--- | :--- | | Operating Revenue | 37,546,920.92 | 40,414,376.70 | | Net Profit | 6,102,735.14 | 5,168,978.16 | | Total Comprehensive Income | 6,102,735.14 | 5,168,978.16 | | Cash Flow from Operating Activities | 7,088,561.27 | 5,180,135.43 | (4). Summary Financial Information of Insignificant Joint Ventures and Associates Discloses the summary financial information of insignificant associates, including the total book value of investments and net profit and total com
技源集团(603262) - 2025 Q2 - 季度财报