中州证券(01375) - 2025 - 中期业绩

Section I Definitions This section defines common terms used in the report, ensuring a unified understanding of professional terminology - The report clearly defines common terms such as "the Company", "the Group", "Board of Directors", "Hong Kong Listing Rules", and "Reporting Period" to ensure accuracy of information transmission[19][21] Section II Company Profile and Key Financial Indicators This section provides Zhongyuan Securities' basic information, business qualifications, contact details, stock overview, and key accounting data and financial indicators for the six months ended June 30, 2025 I. Company Information This section discloses the company's Chinese name, abbreviation, foreign name, legal representative, general manager, registered capital, and net capital - Company Legal Representative: Zhang Qiuyun; Company General Manager: Li Zhaoxin[22] Key Company Information | Indicator | End of Current Reporting Period (RMB) | | :--- | :--- | | Registered Capital | 4,642,884,700.00 | | Net Capital | 9,857,509,618.41 | Business Qualifications This section details the various business qualifications held by the company and its subsidiaries, covering securities brokerage, investment consulting, underwriting and sponsorship, proprietary trading, asset management, margin financing and securities lending, fund distribution, futures brokerage, and overseas business - The company has a wide range of business operations, including securities brokerage, securities investment consulting, financial advisory, securities underwriting and sponsorship, proprietary securities trading, securities asset management, margin financing and securities lending, securities investment, fund distribution, and distribution of financial products[24] - The company holds various business qualifications approved by the CSRC, exchanges, Securities Association of China, and the People's Bank of China; subsidiaries Zhongyuan Futures, Zhongzhou International, Zhongding Kaiyuan, Henan Kaiyuan Private Equity Fund Management Co., Ltd., and Zhongzhou Lan Hai also possess their respective professional business qualifications[25][26][28][29][30][31] II. Contact Persons and Information This section provides the names, contact addresses, telephone numbers, and email addresses of the company's Board Secretary and Securities Affairs Representative - Board Secretary: Guo Liangyong; Securities Affairs Representative: Xu Changyu. Contact Address: No. 10 Business Outer Ring Road, Zhengdong New District, Zhengzhou, Henan Province, China[33] III. Brief Introduction to Changes in Basic Information This section discloses the company's registered address, office address, website, email address, and principal place of business in Hong Kong, stating no changes during the reporting period - The company's registered and office address is No. 10 Business Outer Ring Road, Zhengdong New District, Zhengzhou, Henan Province, China, and its principal place of business in Hong Kong is 40/F, Dah Sing Financial Centre, 248 Queen's Road East, Wanchai, Hong Kong. No changes occurred during the reporting period[34] IV. Brief Introduction to Changes in Information Disclosure and Document Custody Locations This section lists the company's selected newspapers for information disclosure, website addresses for semi-annual reports, and report custody locations, stating no changes during the reporting period - The company's selected newspapers for information disclosure include China Securities Journal, Shanghai Securities News, etc. The website addresses for semi-annual reports are http://www.sse.com.cn and http://www.hkexnews.hk. No changes occurred during the reporting period[35] V. Company Stock Overview This section provides the listing exchange, stock abbreviation, and stock code for the company's A-shares and H-shares Company Stock Information | Stock Type | Listing Exchange | Stock Abbreviation | Stock Code | | :--- | :--- | :--- | :--- | | A-shares | Shanghai Stock Exchange | Zhongyuan Securities | 601375 | | H-shares | Hong Kong Stock Exchange | Zhongzhou Securities | 01375 | VI. Other Relevant Information This section discloses the accounting firm, legal counsel, share registrar, and unified social credit code appointed by the company - The company's domestic accounting firm is Shinewing Certified Public Accountants (Special General Partnership), and the A-share share registrar is China Securities Depository and Clearing Corporation Limited Shanghai Branch[38] VII. Key Accounting Data and Financial Indicators This section summarizes the company's key accounting data and financial indicators for the current reporting period (January-June 2025) and the same period last year, with explanations for some indicators Key Accounting Data (Consolidated Statements) | Indicator | Current Reporting Period (Jan–Jun) (RMB) | Prior Year Period (RMB) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 921,354,746.21 | 1,198,670,567.05 | -23.14 | | Total Profit | 292,765,454.14 | 214,647,671.11 | 36.39 | | Net Profit Attributable to Parent Company Shareholders | 260,308,365.67 | 201,265,120.05 | 29.34 | | Net Cash Flow from Operating Activities | 627,914,417.23 | 856,846,780.21 | -26.72 | | Total Assets (End of Period) | 53,444,217,894.41 | 51,614,348,080.07 | 3.55 | | Total Liabilities (End of Period) | 38,994,629,559.20 | 37,331,529,726.77 | 4.45 | | Equity Attributable to Parent Company Shareholders (End of Period) | 14,229,724,178.52 | 14,060,235,023.57 | 1.21 | Key Financial Indicators (Consolidated Statements) | Key Financial Indicator | Current Reporting Period (Jan–Jun) | Prior Year Period | Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (RMB/share) | 0.0561 | 0.0433 | 29.56 | | Diluted Earnings Per Share (RMB/share) | 0.0561 | 0.0433 | 29.56 | | Basic Earnings Per Share After Deducting Non-recurring Gains and Losses (RMB/share) | 0.0545 | 0.0425 | 28.24 | | Weighted Average Return on Net Assets (%) | 1.84 | 1.44 | Increase 0.40 percentage points | | Weighted Average Return on Net Assets After Deducting Non-recurring Gains and Losses (%) | 1.79 | 1.41 | Increase 0.38 percentage points | Parent Company Net Capital and Risk Control Indicators (End of Period) | Item | End of Current Reporting Period | End of Prior Year | | :--- | :--- | :--- | | Net Capital (RMB) | 9,857,509,618.41 | 9,468,635,644.80 | | Risk Coverage Ratio (%) | 375.48 | 287.40 | | Capital Leverage Ratio (%) | 23.83 | 22.66 | | Liquidity Coverage Ratio (%) | 273.50 | 286.47 | | Net Stable Funding Ratio (%) | 224.37 | 204.62 | - During the reporting period, the company's net capital and other key risk control indicators all met regulatory requirements[45] VIII. Non-recurring Gains and Losses Items and Amounts This section lists the specific amounts of non-recurring gains and losses items for the current reporting period, totaling RMB 7,086,379.04 Non-recurring Gains and Losses Items | Non-recurring Gains and Losses Item | Amount (RMB) | | :--- | :--- | | Gains and losses from disposal of non-current assets | 969,549.51 | | Government subsidies included in current profit and loss | 9,131,599.02 | | Other non-operating income and expenses apart from the above | -631,560.60 | | Less: Income tax impact | 2,366,845.92 | | Impact of minority interests (after tax) | 16,362.97 | | Total | 7,086,379.04 | Section III Management Discussion and Analysis This section comprehensively reviews the company's operating environment, business development, core competitiveness, financial performance, and risk management measures in the first half of 2025 I. Explanation of the Company's Industry and Main Business During the Reporting Period This section elaborates on the capital market development, regulatory policy direction in the first half of 2025, and the overall performance of the company's main business and the implementation of the "Quality Improvement, Efficiency Enhancement, and Return Focus" action plan - In the first half of 2025, the Central Political Bureau meeting proposed "continuously stabilizing and invigorating the capital market", and the new "Nine National Guidelines" and supporting policy system continued to improve, focusing on consolidating market recovery, serving the development of new quality productive forces, and promoting long-term capital entry[49][50] - In the first half, major A-share indices rose steadily, with the Shanghai Composite Index up 2.76% and the Shenzhen Component Index up 6.00%. The average daily stock trading volume across the market increased by 61.12% year-on-year, and the average daily balance of margin financing and securities lending increased by 20.19%, indicating active market trading[52] - Equity financing scale was RMB 762.836 billion (by listing date), a year-on-year increase of 402.91%; excluding the impact of large bank refinancing, the actual scale was RMB 242.8 billion, a year-on-year increase of 60.09%. The number of IPOs and fundraising scale increased by 7 and 14.96% respectively[52] - The company adheres to "two highs and four focuses", deeply cultivates Henan, serves the whole country, plays the role of "strategic carrier of Henan capital market", comprehensively deepens reforms, improves governance mechanisms, and carries out "Quality Improvement, Efficiency Enhancement, and Return Focus" special actions[53] - Wealth management business achieved a 20% increase in average daily assets for all clients compared to the end of last year, a 56% increase in high-net-worth product holdings, a 22.44% year-on-year increase in average daily margin financing and securities lending balance, and a 200% year-on-year increase in investment advisory signed assets[54] - The company has cumulatively implemented 16 profit distributions, with a total dividend of RMB 3.464 billion. The proposed 2025 interim profit distribution plan is to distribute a cash dividend of RMB 0.08 (including tax) per 10 shares[55] II. Discussion and Analysis of Operating Performance This section analyzes the market environment, operational measures, and performance of the company's various businesses during the reporting period, and outlines development strategies for the second half 1. Securities Brokerage Business During the reporting period, the A-share market fluctuated upwards, and the company's wealth management business enhanced its one-stop service capabilities, achieving significant growth in client assets and investment advisory business - In the first half of 2025, the total market value of A-shares exceeded RMB 100 trillion, reaching a new historical high, with total A-share transaction volume of RMB 162.68 trillion, a year-on-year increase of 61%[57] - The company's "Caishenbao APP" had over 1.3 million monthly active users, ranking 22nd overall, firmly in the industry's first tier[57] - Outlook for the second half: Explore differentiated development, integrate digital support platforms, build a professional investment advisory team, and enrich client service scenarios[58] 2. Investment Banking Business Investment banking business closely aligns with its function as a "strategic carrier of Henan capital market," strengthening its role in serving the real economy, successfully hosting a M&A and Restructuring Conference, and actively promoting innovative businesses - In the first half of 2025, a total of 51 enterprises completed initial public offerings on the Shanghai, Shenzhen, and Beijing stock exchanges, raising a total of RMB 37.355 billion, a year-on-year increase of 14.96%[59] - The company, in conjunction with Henan Daily Press Group, hosted the "2025 M&A and Restructuring High-Quality Development Conference" to open up new sources for M&A and restructuring business[59] - As of the end of the reporting period, the company completed 4 interbank and ABS bond distribution projects, with a cumulative distribution amount of RMB 244 million; 1 new third board listing was completed[61] - Outlook for the second half: Focus on key reserve projects such as Beijing Stock Exchange IPOs, deepen investment banking transformation, vigorously develop M&A and restructuring business, and explore innovative businesses such as income right ABS and CMBS[61] 3. Investment Management Business Investment management business includes asset management, private equity fund management, and alternative investments, with steady growth in scale, focus on new quality productive forces, and optimized asset structure (1) Asset Management Asset management business, while consolidating its fixed-income base, enhanced active management capabilities, optimized investment strategies, and achieved steady growth in asset management scale - The investment returns of the company's fixed-income products consistently ranked among the top in similar bank wealth management and public bond funds[62] - As of the end of the reporting period, the company's total asset management scale was RMB 4.144 billion (excluding special asset management plans)[63] - Outlook for the second half: Continuously enhance investment management capabilities, improve business control, and promote internal mechanism improvements to ensure stable and healthy development of asset management business[64] (2) Private Equity Fund Management Through its subsidiary Zhongding Kaiyuan, the company conducts private equity fund management business, focusing on industries representative of new quality productive forces, with an additional fund filing and management scale of RMB 200 million, and completed investments of RMB 33 million - In the first half of 2025, the number and scale of newly raised funds increased by 12.1% and 12.0% year-on-year, respectively[66] - An additional fund filing and management scale of RMB 200 million was achieved, with RMB 33 million invested to support the development of the photonics industry chain[66] - As of the end of the reporting period, Zhongding Kaiyuan and its subordinate entities managed 17 filed private equity funds, with a total management scale of RMB 6.4995 billion[67] - Outlook for the second half: Continue to focus on new quality productive forces representative industries such as green development, advanced manufacturing, new energy, information technology, and life sciences, seizing opportunities in listed company M&A and restructuring[69] (3) Alternative Investment Through its subsidiary Zhongzhou Lan Hai, the company conducts alternative investment business, increasing efforts in recovering existing projects, optimizing asset structure, and strengthening "investment banking + investment + research" synergy - As of the end of the reporting period, Zhongzhou Lan Hai had 43 ongoing investment projects, with a total scale of RMB 1.975 billion[71] - During the reporting period, various types of projects achieved a recovery amount of RMB 180 million[71] - Outlook for the second half: Continue to focus on core business, operate steadily, strengthen "investment banking + investment + research" synergy, and enhance profitability[72] 4. Proprietary Trading Proprietary business developed steadily, building a large asset allocation portfolio using risk parity theory, focusing on high-dividend and high-yield stocks, and strengthening investment research support and market risk management - In the first half of 2025, major A-share indices generally rose, with the Beijing Stock Exchange 50 Index increasing by 39.45%[73] - Equity investment business uses risk parity theory to construct a large asset allocation portfolio, focusing on high-dividend and high-yield stocks[73] - Fixed-income investment business adheres to prudent principles, adjusting positions as appropriate to ensure high asset liquidity[73] - Outlook for the second half: Explore H-share investments, strengthen quasi-fixed income investments, increase investment returns, and continuously optimize the proprietary business organizational structure[74] 5. Credit Business Margin financing and securities lending business continued to advance client development, steadily expanding its high-quality client base; stock pledge repurchase business adhered to the "service synergy" positioning and a prudent and stable development strategy - As of the end of the reporting period, the total market balance of margin financing and securities lending was RMB 1.85 trillion, largely flat compared to the end of 2024[76] - The company's margin financing and securities lending balance was RMB 8.478 billion, a decrease of 7.92% from the end of last year[77] - The balance of on-balance sheet stock pledge repurchase business was RMB 383 million, a decrease of 20.78% from the end of last year, with an average maintenance guarantee ratio of 230.38%[77] - Outlook for the second half: Continuously track market dynamics, improve interest rate pricing mechanisms, enhance service depth for high-net-worth clients, and strengthen risk prevention and control[78] 6. Futures Business Through its subsidiary Zhongyuan Futures, the company conducts futures brokerage and trading advisory services, deepening industry-finance integration, strengthening business synergy, and accelerating digital transformation, with increases in both client numbers and trading volume - In the first half of 2025, China's futures market cumulative trading volume was 4.076 billion lots, a year-on-year increase of 17.82%[80] - Zhongyuan Futures added 1,164 new clients, bringing the total number of clients served to 40.6 thousand accounts[81] - Trading volume was 17.1562 million lots, a year-on-year increase of 12.14%; trading value was RMB 1.393942 trillion, a year-on-year decrease of 3.56%[81] - Outlook for the second half: Deepen industry services, strengthen business synergy with Zhongyuan Securities, improve online client conversion rates, and operate market-making business steadily[83] 7. Overseas Business Through its subsidiary Zhongzhou International, the company conducts overseas business, implementing the "window + intermediary" strategic positioning, collaborating with the parent company to explore overseas financing projects for provincial enterprises, and participating in multiple bond issuance and IPO projects - In the first half of 2025, the Hong Kong capital market's Hang Seng Index rose by approximately 20.0%, and IPO fundraising ranked first globally[85] - During the reporting period, the company participated in 3 provincial state-owned platform bond issuance projects and acted as the sole financial advisor for the first GEM-listed enterprise in Hong Kong to transfer to the Main Board[85] - As of the end of the reporting period, Zhongzhou International Securities had 4,501 existing clients and total assets under custody of HKD 2.361 billion[85] - Outlook for the second half: Anchor the "window + intermediary" strategic positioning, deeply cultivate the Henan market, improve securities brokerage and investment banking performance, and serve Henan enterprises "going global"[86] 8. Other Businesses Regional equity market business is conducted through the subsidiary Equity Center, actively playing a regional hub role, promoting the construction of a "specialized, refined, unique, and innovative" board, and deepening enterprise cultivation and financing matching services - The Equity Center continues to promote the construction of the "specialized, refined, unique, and innovative" board, completing the system for Henan Province's specialized, refined, unique, and innovative cultivation database entrusted by the Provincial Department of Industry and Information Technology[90] - Organized multiple investment and financing roadshows and specialized training sessions, assisting several enterprises in achieving equity financing[90] - As of the end of the reporting period, cumulative financing reached RMB 28.21 billion, a 2% increase from the end of last year[91] - Outlook for the second half: Strengthen the functional positioning of Henan's regional private equity market, with the "specialized, refined, unique, and innovative" board construction as the core, reserve the first batch of enterprises to be listed on the board, and innovate enterprise financing products[92] III. Analysis of Core Competitiveness During the Reporting Period The company's core competitiveness primarily lies in its strategic carrier advantage in the Henan capital market, integrated development advantage, and A+H platform comprehensive service advantage - Strategic carrier advantage in Henan capital market: Leveraging the most complete business network covering Henan Province, coordinating overall resources, strengthening synergistic promotion, and serving regional capital market development[93] - Building an integrated development advantage: Continuously deepening the "One Zhongyuan" externally and "One Client" internally integrated operating mechanism, enhancing the comprehensive service system capabilities and overall development efficiency[94] - A+H platform comprehensive service advantage: Leveraging the advantages of A+H dual listing, building a "window" and "intermediary" platform for regional economy to connect with international capital markets in Hong Kong, and enriching service content[95] IV. Key Operating Performance During the Reporting Period This section analyzes the changes in financial statement items of the company's main business, asset and liability status, investment status, and major controlled and investee companies during the reporting period (I) Analysis of Main Business During the reporting period, the company's operating revenue decreased by 23.14% year-on-year, mainly due to reduced bulk commodity sales revenue and proprietary investment income, but securities brokerage business revenue and subsidiary investment income increased. Operating costs decreased by 36.16% year-on-year, mainly due to reduced bulk commodity sales costs and business and management expenses. Net profit attributable to parent company shareholders increased by 29.34% year-on-year Major Consolidated Income Statement Items (Changes exceeding 30%) | Item | Jan–Jun 2025 (RMB) | Jan–Jun 2024 (RMB) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | | Net interest income | 174,898,824.75 | 78,626,368.95 | 122.44 | Increase in interest income from margin financing and securities lending business and decrease in interest expense from debt financing | | Net fee and commission income | 424,854,336.38 | 319,162,088.55 | 33.12 | Increase in net income from securities brokerage business | | Net brokerage fee income | 358,387,152.25 | 248,077,408.62 | 44.47 | Increase in income from agency securities trading business | | Net investment banking fee income | 5,653,889.37 | 25,574,336.50 | -77.89 | Decrease in income from securities underwriting business | | Investment income | 275,310,673.55 | 675,775,506.06 | -59.26 | Decrease in investment income from financial instruments | | Investment income from associates and joint ventures | 58,235,148.03 | -27,503,805.08 | Not applicable | Increase in net profit of associates | | Other income | 8,631,599.02 | 5,368,173.00 | 60.79 | Increase in government subsidies | | Gains from changes in fair value | 32,381,186.01 | -120,698,919.06 | Not applicable | Increase in fair value change gains from trading financial assets | | Exchange gains | 2,205,970.10 | -167,332.82 | Not applicable | Exchange rate changes | | Other operating income | 1,784,577.34 | 240,605,710.27 | -99.26 | Decrease in bulk commodity sales revenue | | Gains from asset disposal | 1,287,579.06 | -1,027.90 | Not applicable | Increase in gains from disposal of right-of-use assets | | Credit impairment losses | 2,021,098.12 | 26,164,774.93 | -92.28 | Decrease in impairment provisions for funds lent out, etc | | Other asset impairment losses | 4,752,513.00 | 2,964,419.83 | 60.32 | Increase in impairment provisions for assets taken in lieu of debt | | Other operating costs | 503,302.73 | 235,756,486.40 | -99.79 | Decrease in bulk commodity sales costs | | Non-operating income | 600,879.39 | 1,598,648.85 | -62.41 | Decrease in income unrelated to the company's daily activities | | Non-operating expenses | 1,050,469.54 | 1,741,100.80 | -39.67 | Decrease in expenses unrelated to the company's daily activities | | Minority interests | -1,167,552.64 | -21,863,679.29 | Not applicable | Increase in net profit of some subsidiaries, leading to increased minority interests | | Other comprehensive income | -11,890,170.82 | 6,960,345.18 | -270.83 | Decrease in foreign currency translation differences | - Operating revenue decreased by 23.14% year-on-year, mainly due to reduced bulk commodity sales revenue and proprietary investment income, but securities brokerage business revenue and subsidiary investment income increased[101] - Net profit attributable to parent company shareholders was RMB 260 million, an increase of RMB 59 million, mainly due to increased securities brokerage business revenue, increased subsidiary investment income, and reduced business and management expenses[103] - Changes in net cash flow from operating activities were mainly influenced by increased cash outflow due to increased investment in trading financial instruments, while increased cash inflow resulted from increased repurchase business funds[103] - Changes in net cash flow from financing activities were mainly due to a year-on-year decrease in cash received from bond issuance, leading to reduced cash inflow[104] (III) Analysis of Assets and Liabilities As of the end of June 2025, the Group's total assets were RMB 53.444 billion, an increase of 3.55% from the beginning of the year; total liabilities were RMB 38.995 billion, an increase of 4.45% from the beginning of the year. Asset quality and liquidity are good, and the asset structure is excellent Asset and Liability Status (Changes exceeding 30%) | Item Name | Current Period End (RMB) | % of Total Assets | Prior Year End (RMB) | % of Total Assets | Change from Prior Year End (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Settlement reserve | 2,762,998,770.48 | 5.17 | 4,531,325,343.18 | 8.78 | -39.02 | Decrease in client settlement funds at period end | | Derivative financial assets | 896,398.00 | 0.00 | 16,126,760.68 | 0.03 | -94.44 | Impact of changes in OTC options and income swaps at period end | | Accounts receivable | 181,350,303.92 | 0.34 | 331,013,831.49 | 0.64 | -45.21 | Decrease in receivables from equity disposal at period end | | Financial assets purchased under resale agreements | 875,784,920.54 | 1.64 | 1,445,001,679.44 | 2.80 | -39.39 | Decrease in bond pledge repurchase business scale at period end | | Other debt investments | 51,097,876.71 | 0.10 | 114,330,970.55 | 0.22 | -55.31 | Decrease in local government bond scale at period end | | Short-term borrowings | 0.00 | 0.00 | 7,008,341.66 | 0.01 | -100.00 | Decrease in guaranteed borrowings at period end | | Short-term financing payable | 2,616,169,129.14 | 4.90 | 3,896,489,565.69 | 7.55 | -32.86 | Maturity of some bonds at period end | | Funds borrowed | 2,960,539,577.52 | 5.54 | 3,962,603,712.35 | 7.68 | -25.29 | Decrease in re-lending funds borrowed at period end | | Trading financial liabilities | 1,160,660,111.95 | 2.17 | 578,887,667.66 | 1.12 | 100.50 | Increase in scale of bonds sold at period end | | Derivative financial liabilities | 0.00 | 0.00 | 1,996,580.00 | 0.00 | -100.00 | Impact of changes in exchange-traded options at period end | | Deferred income tax liabilities | 10,075,221.11 | 0.02 | 6,619,866.41 | 0.01 | 52.20 | Impact of changes in financial asset values at period end | | Other liabilities | 285,278,236.57 | 0.53 | 202,678,184.19 | 0.39 | 40.75 | Increase in dividends payable at period end | - As of the end of June 2025, the Group's total assets were RMB 53.444 billion, an increase of 3.55% from RMB 51.614 billion at the beginning of the year. Asset quality and liquidity are good, and the asset structure is excellent[111] - As of the end of June 2025, the Group's total liabilities were RMB 38.995 billion, an increase of 4.45% from RMB 37.332 billion at the beginning of the year. The asset-liability ratio, excluding client funds for securities trading and underwriting, was 59.69%, a year-on-year increase of 0.34 percentage points[112] - Overseas assets were RMB 792 million, accounting for 1.48% of total assets[112] (IV) Analysis of Investment Status As of the end of the reporting period, the Group's long-term equity investments were RMB 937 million, an increase of 3.53% from the end of last year, mainly due to increased investment income recognized under the equity method - As of the end of the reporting period, the Group's long-term equity investments were RMB 937 million, an increase of RMB 32 million or 3.53% compared to the end of last year, mainly due to increased investment income recognized under the equity method during the current period[114] (V) Analysis of Major Controlled and Investee Companies This section lists the basic information and financial data of major controlled subsidiaries and investee companies whose impact on the company's net profit exceeds 10%, and discloses the cancellation of subsidiaries during the reporting period Major Subsidiaries and Investee Companies Financial Data (Unit: billion RMB) | Company Name | Company Type | Main Business | Registered Capital (billion RMB) | Total Assets (billion RMB) | Net Assets (billion RMB) | Operating Revenue (billion RMB) | Operating Profit (billion RMB) | Net Profit (billion RMB) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Zhongyuan Futures Co., Ltd. | Subsidiary | Commodity futures brokerage, financial futures brokerage, futures trading consulting | 0.33 | 2.738 | 0.461 | 0.038 | 0.004 | 0.005 | | Zhongding Kaiyuan Venture Capital Management Co., Ltd. | Subsidiary | Private equity fund management, venture capital fund management services | 0.28 | 0.622 | 0.412 | 0.012 | 0.005 | 0.001 | | Zhongzhou Lan Hai Investment Management Co., Ltd. | Subsidiary | Financial product investment, securities investment, equity investment with own funds | 2.226 | 2.416 | 2.413 | 0.092 | 0.079 | 0.073 | | Zhongzhou International Financial Holdings Limited | Subsidiary | Securities brokerage, advisory on securities, margin financing, sponsorship and underwriting, financial advisory, proprietary investment, and other capital market services | HKD 1.80 billion | 0.792 | 0.439 | 0.009 | -0.003 | -0.003 | | Zhongyuan Equity Exchange Center Co., Ltd. | Subsidiary | Providing registration, custody, listing, transfer, and financing services for equity, debt, and other equity-type assets for enterprises; investment and asset management; financial advisory, enterprise promotion, enterprise display, training, and consulting services | 0.35 | 0.322 | 0.307 | 0.023 | 0.017 | 0.009 | | Henan Asset Management Co., Ltd. | Associate | Bulk acquisition of non-performing assets, equity investment, financial leasing, and private equity fund management, etc | 60 | 346.60 | 135.79 | 9.27 | 6.01 | 4.75 | - During the reporting period, Zhongzhou International Financial Group Co., Ltd. was canceled, with no impact on overall production and operation or performance[121] (VI) Information on Structured Entities Controlled by the Company As of June 30, 2025, the Group consolidated 5 structured entities, which were included in the consolidated financial statements because the company has control over them - As of June 30, 2025, the Group consolidated 5 structured entities[121] - For structured entities where the company acts as manager or investment advisor and holds product shares, the company considers factors such as its investment decision-making power, exposure to variable returns, and the ability to use investment decision-making power to affect variable returns, and includes structured entities over which it has control in the consolidated financial statements[121] V. Other Disclosures This section details the various risks faced by the company and its countermeasures, including market risk, credit risk, liquidity risk, operational risk, reputational risk, compliance risk, and information technology risk, and introduces the company's employees and remuneration policy (I) Potential Risks The company's overall risk management strategy is a prudent risk appetite, having established a comprehensive risk management organizational structure, institutional system, information technology system, and risk response mechanism to effectively identify, assess, monitor, and report various operating risks - The company's overall risk management strategy is a prudent risk appetite, adhering to the philosophy of matching capital, risk, and return, to achieve an optimal balance between business scale, profitability, and risk tolerance by assuming moderate risk[122] - The company has established a four-level risk management organizational structure: the Board of Directors and its Risk Control Committee, Audit Committee; the management; the risk management department; and various departments, branches, and subsidiaries[122] - The company has established a four-level risk management institutional system and continuously improves its risk management information technology system, using the risk management information technology system to measure, aggregate, warn, and monitor risks[128][129] - The company faces major risks including market risk, credit risk, liquidity risk, operational risk, reputational risk, compliance risk, and information technology risk, and has formulated detailed countermeasures for each risk[130] (II) Employees, Remuneration Policy, and Training As of the end of the reporting period, the Group had a total of 2,434 employees. The company motivates employees through annual operating target responsibility statements and incentive and restraint mechanisms. Remuneration consists of basic salary, allowances, performance bonuses, and benefits, and an enterprise annuity plan has been established. The company continuously strengthens employee training - As of the end of the reporting period, the Group had 2,434 employees, including 2,143 employees of the company and 291 employees of subsidiaries[148] - The company's remuneration consists of basic salary, allowances, performance bonuses, and benefits, including basic endowment insurance, basic medical insurance, unemployment insurance, work-related injury insurance, maternity insurance, and housing provident fund, and an enterprise annuity plan has been established[148] - The company has developed targeted training programs for its cadres and employees and continuously strengthens training, having organized multiple specialized business training sessions in the first half of 2025[148] Section IV Corporate Governance This section discloses changes in the company's directors and senior management, the interim profit distribution plan, and the absence of any equity incentive plans I. Changes in Company Directors and Senior Management During the reporting period, there were changes in the company's Board Chairman, directors, and senior management (Executive Committee members, Chief Investment Officer, Deputy General Manager) - Ms. Zhang Qiuyun served as the company's Chairman of the Board from April 29, 2025[150] - Mr. Lu Zhili and Mr. Li Xingjia resigned as directors due to job transfers and reaching retirement age[150] - Mr. Li Wenqiang and Mr. Feng Ruofan were elected as directors of the company's Seventh Board of Directors[150] - Mr. Liu Hao resigned as Executive Committee Member and Chief Investment Officer due to personal job changes[150] - Mr. Wang Xiaogang resigned as Deputy General Manager and Executive Committee Member due to job changes[150] II. Profit Distribution or Capital Reserve Conversion Plan The company's 2025 interim profit distribution plan, approved by the 36th meeting of the Seventh Board of Directors, proposes a cash dividend of RMB 0.08 (including tax) per 10 shares Interim Profit Distribution Plan | Item | Value | | :--- | :--- | | Whether to Distribute or Convert | Yes | | Number of Bonus Shares per 10 Shares (shares) | 0.00 | | Dividend per 10 Shares (RMB (including tax)) | 0.08 | | Number of Capitalized Shares per 10 Shares (shares) | 0.00 | - The company plans to distribute a cash dividend of RMB 37,143,077.60 (including tax), with no capital reserve conversion to share capital and no bonus shares[153] III. Information and Impact of Company Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures The company has no equity incentive plans, employee stock ownership plans, or other employee incentive measures - The company has no equity incentive plans, employee stock ownership plans, or other employee incentive measures[154] Section V Important Matters This section covers the company's fulfillment of important commitments, major litigation and arbitration, integrity status, significant related party transactions, and compliance with corporate governance codes I. Fulfillment of Commitments The company's actual controller, shareholders, and the company itself strictly fulfilled commitments made during or continuing into the reporting period, primarily concerning avoiding horizontal competition - Henan Investment Group and Zhongyuan Securities signed the "Agreement on Avoiding Horizontal Competition" on March 10, 2014, committing to strict long-term adherence[155] - The Company and Henan Investment Group signed the "Agreement on Avoiding Horizontal Competition" on March 10, 2014, committing to strict long-term adherence[155] II. Major Litigation and Arbitration Matters The company had no major litigation or arbitration matters during the reporting period - The company had no major litigation or arbitration matters during the reporting period[156] III. Explanation of the Integrity Status of the Company, its Controlling Shareholder, and Actual Controller During the Reporting Period The Group, its controlling shareholder, and actual controller had no unfulfilled effective court judgments, large overdue debts, or adverse integrity issues - The Group, its controlling shareholder, and actual controller had no unfulfilled effective court judgments, no large overdue debts, and no adverse integrity issues[157] IV. Significant Related Party Transactions During the reporting period, the company strictly conducted daily related party transactions in accordance with framework agreements approved by the Board of Directors, primarily involving providing securities and financial services to Henan Investment Group and its subsidiaries, and securities and financial product transactions and services with the Equity Center Daily Related/Continuing Connected Transactions with Henan Investment Group and its Subsidiaries, Related Parties | Transaction Nature | Transaction Category | Estimated Upper Limit (RMB 10,000) | Actual Amount (RMB 10,000) | | :--- | :--- | :--- | :--- | | Securities and financial services | Income from providing securities and financial services to Investment Group | 2,349.12 | 31.97 | | Securities and financial services | Securities and financial service fees provided by Investment Group to the Group/Margin loans provided to Investment Group | 5,700.00 | 0 | Continuing Connected Transactions with Equity Center | Transaction Nature | Transaction Category | Estimated Upper Limit (RMB 10,000) | Actual Amount (RMB 10,000) | | :--- | :--- | :--- | :--- | | Securities and financial product transactions | Total net cash inflow to the Group | 9,000.00 | 4,500.00 | | Securities and financial product transactions | Total net cash outflow from the Group | 9,000.00 | 0 | | Securities and financial services | Income from providing securities and financial services to Equity Center | 5,214.00 | 10.80 | | Securities and financial services | Fees for providing securities and financial services to the Group | 605.00 | 0 | V. Explanation of Other Significant Matters The company is committed to maintaining a high level of corporate governance, complying with the "Corporate Governance Code" and "Model Code" during the reporting period, did not purchase, sell, or redeem its listed securities, and has reviewed the interim financial information - The company has adopted and complied with the provisions of Part 2 of Appendix C1 "Corporate Governance Code" of the "Hong Kong Listing Rules" and will continue to review and enhance its corporate governance practices[163] - The company has adopted the "Model Code" for directors' securities transactions, and all directors confirmed full compliance with the standards contained in the "Model Code" during the reporting period[164] - During the reporting period, neither the Company nor any of its subsidiaries purchased, sold, or repurchased any of the Company's listed securities[165] - The Audit Committee and company management have reviewed the interim financial information and believe that the consolidated financial reports were prepared in accordance with applicable accounting standards and regulations and that appropriate disclosures have been made[166] Section VI Share Changes and Shareholder Information This section discloses that the company's share capital remained unchanged during the reporting period, the total number of shareholders and the top ten shareholders' shareholdings as of the end of the period, and the interests and short positions of directors and chief executives, and major shareholders in the company's shares I. Changes in Share Capital During the reporting period, there were no changes in the company's total share capital and share capital structure - During the reporting period, there were no changes in the company's total share capital and share capital structure[170] II. Shareholder Information As of the end of the reporting period, the company had a total of 120,450 ordinary shareholders, and the shareholdings of the top ten shareholders and top ten shareholders with unrestricted shares are listed - As of the end of the reporting period, the total number of ordinary shareholders was 120,450, including 120,416 A-share holders and 34 H-share registered holders[171] Top Ten Shareholders' Shareholdings (Number of Shares Held at Period End) | Shareholder Name (Full Name) | Number of Shares Held at Period End (shares) | Percentage (%) | Shareholder Nature | | :--- | :--- | :--- | :--- | | HKSCC Nominees Limited | 1,195,156,550 | 25.74 | Overseas Legal Person | | Henan Investment Group Co., Ltd. | 822,983,847 | 17.73 | State-owned Legal Person | | Jiangsu Suhao Holdings Group Co., Ltd. | 149,070,907 | 3.21 | State-owned Legal Person | | Anyang Iron & Steel Group Co., Ltd. | 131,085,215 | 2.82 | State-owned Legal Person | | China Pingmei Shenma Holding Group Co., Ltd. | 63,694,267 | 1.37 | State-owned Legal Person | | Zheng Yu | 50,000,090 | 1.08 | Domestic Natural Person | | Anyang Economic Development Group Co., Ltd. | 48,824,693 | 1.05 | State-owned Legal Person | | Henan Railway Construction Investment Group Co., Ltd. | 46,219,915 | 1.00 | State-owned Legal Person | | China Construction Bank Corporation — Cathay CSI All Share Securities Company ETF | 42,591,154 | 0.92 | Other | | Hong Kong Securities Clearing Company Limited | 34,683,367 | 0.75 | Overseas Legal Person | - Henan Investment Group Co., Ltd., in addition to directly holding the company's A-shares, also holds the company's H-shares through its wholly-owned subsidiary Dahe Paper (Hong Kong) Co., Ltd. and Stock Connect, holding a total of 1,023,556,847 shares, accounting for 22.05% of the company's total issued shares[176] III. Interests and Short Positions of Directors and Chief Executives in Shares, Related Shares, and Debentures of the Company and Associated Corporations As of the end of the reporting period, the company's directors and chief executives had no disclosable interests or short positions in the shares, related shares, or debentures of the company or its associated corporations - As of the end of the reporting period, the company's directors and chief executives had no interests or short positions in the shares, related shares, or debentures of the Company or any of its associated corporations that are required to be notified to the Company and the Hong Kong Stock Exchange[178] IV. Interests and Short Positions of Major Shareholders and Other Persons in Shares and Related Shares As of the end of the reporting period, Henan Investment Group Co., Ltd., as a major shareholder, held long positions in the company's A-shares and H-shares Henan Investment Group Co., Ltd.'s Interests in Company Shares | Name | Share Class | Nature of Interest | Number of Shares Held (shares) | Percentage of Total Issued Shares (%) | Long/Short Position | | :--- | :--- | :--- | :--- | :--- | :--- | | Henan Investment Group | A-shares | Beneficial Owner | 822,983,847 | 17.726 | Long Position | | Henan Investment Group | H-shares | Beneficial Owner / Interest of a Corporation Controlled by a Substantial Shareholder | 200,573,000 | 4.320 | Long Position | - Henan Investment Group Co., Ltd. held a total of 1,023,556,847 shares in the company, accounting for 22.05% of the company's total issued shares[179] Section VII Bond-Related Information This section details the basic information, credit ratings, execution of debt repayment plans and guarantee measures, use of raised funds, and debt structure of the company's corporate bonds I. Corporate Bonds (Including Enterprise Bonds) and Non-Financial Enterprise Debt Financing Instruments This section lists the basic information of multiple corporate bonds and subordinated bonds issued by the company, including bond balance, interest rate, and principal and interest repayment methods, and states that credit ratings remained stable, and debt repayment plans and guarantee measures were executed normally Basic Information of Corporate Bonds (as of August 31, 2025) | Bond Name | Abbreviation | Code | Maturity Date | Bond Balance (billion RMB) | Interest Rate (%) | | :--- | :--- | :--- | :--- | :--- | :--- | | Zhongyuan Securities Co., Ltd. 2022 Publicly Issued Subordinated Bonds to Professional Institutional Investors (Tranche 1) (Type 1) | 22 Zhongyuan C1 | 137909.SH | October 17, 2025 | 5 | 3.30 | | Zhongyuan Securities Co., Ltd. 2023 Publicly Issued Corporate Bonds to Professional Investors (Tranche 1) | 23 Zhongyuan 01 | 115016.SH | March 13, 2026 | 10 | 3.68 | | Zhongyuan Securities Co., Ltd. 2023 Publicly Issued Subordinated Bonds to Professional Institutional Investors (Tranche 1) | 23 Zhongyuan C1 | 115809.SH | August 18, 2026 | 5 | 3.70 | | Zhongyuan Securities Co., Ltd. 2024 Publicly Issued Corporate Bonds to Professional Investors (Tranche 1) | 24 Zhongyuan 01 | 240528.SH | January 25, 2027 | 7 | 2.90 | | Zhongyuan Securities Co., Ltd. 2024 Publicly Issued Subordinated Bonds to Professional Institutional Investors (Tranche 1) | 24 Zhongyuan C1 | 240999.SH | June 4, 2027 | 10 | 2.44 | | Zhongyuan Securities Co., Ltd. 2024 Publicly Issued Corporate Bonds to Professional Investors (Tranche 2) | 24 Zhongyuan 02 | 241202.SH | July 4, 2027 | 20 | 2.22 | | Zhongyuan Securities Co., Ltd. 2025 Non-publicly Issued Corporate Bonds to Professional Investors (Tranche 1) | 25 Zhongyuan 01 | 258335.SH | April 25, 2028 | 20 | 2.35 | - Shanghai New Century Credit Rating Investment Services Co., Ltd. issued a follow-up rating report on May 22, 2025, maintaining the company's AAA corporate credit rating and AA+ bond credit rating, with a stable outlook[186] - During the reporting period, there were no guarantees for the company's bonds, debt repayment plans and guarantee measures were executed normally, and there were no situations where bond principal and interest were expected to be unpaid on time or were not paid on time at maturity[187][191] (II) Use of Corporate Bond Proceeds This section discloses the basic information and use of corporate bond proceeds, where the RMB 2 billion proceeds from the "25 Zhongyuan 01" bond have been fully used to replace the company's own funds used to repay the principal of the matured "22 Zhongyuan 01" corporate bond, consistent with the stated use in the prospectus Corporate Bond Proceeds Information | Bond Code | Bond Abbreviation | Total Proceeds (billion RMB) | Balance of Proceeds at End of Reporting Period (billion RMB) | | :--- | :--- | :--- | :--- | | 258335.SH | 25 Zhongyuan 01 | 20 | 0 | - The RMB 2 billion proceeds from the "25 Zhongyuan 01" bond were entirely used to replace the company's own funds used to repay the principal of the matured "22 Zhongyuan 01" corporate bond[196][197] - The actual use of proceeds is consistent with the stated use in the prospectus, and the special account for proceeds is managed compliantly, in line with local government debt management regulations[199] (III) Important Matters Related to Corporate Bonds During the Reporting Period During the reporting period, the company had no non-operating intercompany receivables or fund borrowings. The company's and consolidated interest-bearing debt balance and structure remained stable, with all indicators meeting regulatory requirements - During the reporting period, the company had no non-operating intercompany receivables or fund borrowings[200][201] - The company's (non-consolidated scope) interest-bearing debt balance was RMB 19.215 billion, with a year-on-year change of 3.13% during the reporting period[205] - The company's (consolidated scope) interest-bearing debt balance was RMB 19.180 billion, with a year-on-year change of -0.46% during the reporting period[209] - As of the end of the reporting period, the outstanding corporate credit bonds included RMB 7.80 billion in corporate bonds[207][211] (IV) Key Accounting Data and Financial Indicators This section summarizes the company's key financial indicators as of the end of the current reporting period and for the current reporting period, including current ratio, asset-liability ratio, net profit, interest coverage ratio, etc., and explains the reasons for changes in some indicators Key Financial Indicators | Key Indicator | End of Current Reporting Period/Current Reporting Period (Jan–Jun) | End of Last Year/Same Period Last Year | Change (%) | | :--- | :--- | :--- | :--- | | Current Ratio | 2.24 | 2.16 | 3.70 | | Quick Ratio | 2.24 | 2.16 | 3.70 | | Asset-Liability Ratio (%) | 59.69 | 59.35 | 0.57 | | Net Profit After Deducting Non-recurring Gains and Losses (RMB) | 253,221,986.63 | 197,291,564.12 | 28.35 | | EBITDA to Total Debt Ratio | 2.87 | 2.32 | 23.71 | | Interest Coverage Ratio | 2.30 | 1.72 | 33.72 | | Cash Interest Coverage Ratio | 7.88 | 8.35 | 8.14 | | EBITDA Interest Coverage Ratio | 2.59 | 1.93 | 34.20 | | Loan Repayment Rate (%) | 100.00 | 100.00 | 0.00 | | Interest Payment Rate (%) | 100.00 | 100.00 | 0.00 | - The increase in interest coverage ratio and EBITDA interest coverage ratio was mainly due to the increase in total profit and EBITDA during the current reporting period[214] Section VIII Review Report on Interim Financial Information This section includes the accounting firm's review opinion on the interim financial report, as well as detailed consolidated and parent company financial statements and notes Review Report Shinewing Certified Public Accountants (Special General Partnership) issued a review report on Zhongyuan Securities' interim financial statements for January-June 2025, noting no matters that would lead them to believe the financial statements were not prepared in all material respects in accordance with enterprise accounting standards - Shinewing Certified Public Accountants (Special General Partnership) performed the review engagement in accordance with "China Review Standard No. 2101 — Review of Financial Statements"[216] - Review Opinion: We have not noted any matters that lead us to believe that the financial statements were not prepared in all material respects in accordance with the provisions of enterprise accounting standards, and failed to fairly reflect Zhongyuan Securities Co., Ltd.'s financial position as of June 30, 2025, and its operating results and cash flows for the period from January to June 2025[216] Consolidated Balance Sheet As of June 30, 2025, consolidated total assets were RMB 53.444 billion, total liabilities were RMB 38.995 billion, and total equity attributable to parent company shareholders was RMB 14.230 billion Major Consolidated Balance Sheet Data | Item | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Total Assets | 53,444,217,894.41 | 51,614,348,080.07 | | Total Liabilities | 38,994,629,559.20 | 37,331,529,726.77 | | Total Equity Attributable to Parent Company Shareholders | 14,229,724,178.52 | 14,060,235,023.57 | Consolidated Income Statement For January-June 2025, consolidated total operating revenue was RMB 921 million, net profit was RMB 259 million, and net profit attributable to parent company owners was RMB 260 million Major Consolidated Income Statement Data | Item | Jan–Jun 2025 (RMB) | Jan–Jun 2024 (RMB) | | :--- | :--- | :--- | | Total Operating Revenue | 921,354,746.21 | 1,198,670,567.05 | | Total Operating Expenses | 628,139,701.92 | 983,880,443.99 | | Total Profit | 292,765,454.14 | 214,647,671.11 | | Net Profit | 259,140,813.03 | 179,401,440.76 | | Net Profit Attributable to Parent Company Owners | 260,308,365.67 | 201,265,120.05 | | Basic Earnings Per Share (RMB/share) | 0.0561 | 0.0433 | Consolidated Cash Flow Statement For January-June 2025, consolidated net cash flow from operating activities was RMB 628 million, net cash flow from investing activities was RMB 143 million, and net cash flow from financing activities was RMB -953 million Major Consolidated Cash Flow Statement Data | Item | Jan–Jun 2025 (RMB) | Jan–Jun 2024 (RMB) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 627,914,417.23 | 856,846,780.21 | | Net Cash Flow from Investing Activities | 143,468,509.10 | 127,267,936.50 | | Net Cash Flow from Financing Activities | -952,614,220.02 | -400,958,659.73 | | Net Increase in Cash and Cash Equivalents | -179,025,323.59 | 582,988,724.16 | Consolidated Statement of Changes in Shareholders' Equity For January-June 2025, total equity attributable to parent company shareholders increased by RMB 169 million, mainly due to increased net profit and profit distribution - For January-June 2025, total equity attributable to parent company shareholders increased by RMB 169,489,154.95[228] - Total comprehensive income was RMB 247,250,642.21[228] - Profit distribution led to a decrease of RMB 78,929,039.90 in equity attributable to parent company shareholders[228] Parent Company Financial Statements This section provides the parent company's balance sheet, income statement, cash flow statement, and statement of changes in shareholders' equity, reflecting the parent company's independent financial position and operating results Major Parent Company Balance Sheet Data (as of June 30, 2025) | Item | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Total Assets | 50,903,201,892.21 | 48,632,915,468.30 | | Total Liabilities | 36,246,964,976.64 | 34,095,525,623.52 | | Total Shareholders' Equity | 14,656,236,915.57 | 14,537,389,844.78 | Major Parent Company Income Statement Data (January-June 2025) | Item | Jan–Jun 2025 (RMB) | Jan–Jun 2024 (RMB) | | :--- | :--- | :--- | | Total Operating Revenue | 781,864,537.92 | 986,132,109.49 | | Total Profit | 225,327,716.80 | 355,298,481.30 | | Net Profit | 203,005,548.19 | 309,678,451.34 | Major Parent Company Cash Flow Statement Data (January-June 2025) | Item | Jan–Jun 2025 (RMB) | Jan–Jun 2024 (RMB) | | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | 527,340,255.24 | 401,627,612.83 | | Net Cash Flow from Investing Activities | 208,033,534.24 | 203,399,449.18 | | Net Cash Flow from Financing Activities | -270,197,735.81 | -391,374,555.25 | Notes to Financial Statements This section provides detailed notes to the financial statements, including the company's basic information, scope of consolidated financial statements, basis of financial statement preparation, significant accounting policies and estimates, taxes, notes to major items in consolidated financial statements, changes in con