上海小南国(03666) - 2025 - 中期业绩

Financial Summary During the reporting period, the company's revenue and gross profit both significantly decreased by over 44%, while loss for the period narrowed by 37.9% year-on-year, though net loss margin slightly expanded, and the number of restaurants decreased from 21 to 16 Key Financial Data (For the six months ended June 30) | Metric | 2025 (RMB thousands) | 2024 (RMB thousands) | Change % | | :--- | :--- | :--- | :--- | | Revenue | 101,801 | 182,379 | (44.2%) | | Gross Profit | 65,741 | 118,969 | (44.7%) | | Gross Profit Margin | 64.6% | 65.2% | (0.6%) | | Loss for the Period | (18,253) | (29,403) | (37.9%) | | Net Loss Margin | (17.9%) | (16.1%) | (1.8%) | | Number of Restaurants | 16 | 21 | - | - During the reporting period, the company's revenue and gross profit both significantly decreased by over 44%, while loss for the period narrowed by 37.9% year-on-year, though net loss margin slightly expanded, and the number of restaurants decreased from 21 to 16[3] Condensed Consolidated Financial Statements This section presents the unaudited condensed consolidated statement of profit or loss and other comprehensive income and condensed consolidated statement of financial position for the six months ended June 30, 2025, along with related notes detailing the basis of preparation, accounting policies, and specific financial items Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income During the reporting period, the company's revenue significantly decreased by 44.2%, leading to a 44.7% year-on-year reduction in gross profit; despite decreases in selling and distribution expenses and administrative expenses, loss for the period was RMB18,253 thousand, a narrowing from the prior year Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30) | Metric | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Revenue | 101,801 | 182,379 | | Cost of Sales | (36,060) | (63,410) | | Gross Profit | 65,741 | 118,969 | | Other Income | 471 | 1,737 | | Other Gains and Losses | 2,300 | (2,139) | | Selling and Distribution Expenses | (74,877) | (125,812) | | Administrative Expenses | (9,370) | (17,016) | | Finance Costs | (2,474) | (4,127) | | Loss Before Tax | (18,209) | (28,388) | | Income Tax Expense | (44) | (1,015) | | Loss for the Period | (18,253) | (29,403) | | Loss for the Period Attributable to Owners of the Company | (18,248) | (29,438) | | Basic and Diluted Loss Per Share | RMB(0.80) cents | RMB(1.35) cents | Condensed Consolidated Statement of Financial Position As of June 30, 2025, both non-current and current assets of the Group decreased, leading to a reduction in total assets; while current liabilities slightly decreased, net current liabilities and net total liabilities remained negative, indicating liquidity pressure for the Group Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Metric | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | | Non-current Assets | | | | Property and Equipment | 14,125 | 17,215 | | Right-of-use Assets | 40,679 | 50,871 | | Intangible Assets | 860 | 965 | | Long-term Lease Deposits | 17,284 | 18,586 | | Deferred Tax Assets | 11,009 | 11,009 | | Total Non-current Assets | 83,957 | 98,646 | | Current Assets | | | | Inventories | 2,382 | 5,478 | | Trade Receivables | 2,329 | 3,453 | | Prepayments, Deposits and Other Receivables | 18,565 | 16,448 | | Amounts Due from Related Parties | 157 | 3,809 | | Restricted Bank Deposits | 3,638 | 6,224 | | Cash and Cash Equivalents | 1,061 | 3,689 | | Total Current Assets | 28,132 | 39,101 | | Current Liabilities | | | | Trade Payables | 76,333 | 65,100 | | Other Payables and Accruals | 92,775 | 88,832 | | Borrowings | 10,000 | 21,400 | | Financial Liabilities Measured at Fair Value | 9,453 | 11,898 | | Amounts Due to Related Parties | 23,258 | 23,696 | | Contract Liabilities | 8,320 | 8,952 | | Lease Liabilities | 26,636 | 28,479 | | Total Current Liabilities | 246,775 | 248,357 | | Net Current Liabilities | (218,643) | (209,256) | | Total Assets Less Current Liabilities | (134,686) | (110,610) | | Non-current Liabilities | | | | Lease Liabilities | 31,225 | 45,324 | | Provision for Restoration | 3,693 | 3,693 | | Total Non-current Liabilities | 34,918 | 49,017 | | Net Liabilities | (169,604) | (159,627) | | Share Capital and Deficit | | | | Share Capital | 22,511 | 18,393 | | Other Deficits | (193,716) | (179,624) | | Deficit Attributable to Owners of the Company | (171,205) | (161,231) | | Non-controlling Interests | 1,601 | 1,604 | | Total Deficit | (169,604) | (159,627) | Notes to the Condensed Consolidated Financial Statements This section elaborates on the basis of preparation and accounting policies for the condensed consolidated financial statements, providing specific explanations and analyses for key financial items including revenue, operating segments, other income, other gains and losses, finance costs, income tax expense, loss for the period, dividends, loss per share, trade receivables, trade payables, borrowings, share capital, and commitments Basis of Preparation The condensed consolidated financial statements are prepared in accordance with IAS 34 and the HKEX Listing Rules, based on a going concern assumption; despite significant uncertainties including current liabilities exceeding current assets, total liabilities exceeding total assets, and insufficient cash and cash equivalents, the Board believes the Group will have sufficient liquidity to continue operations through new borrowings, refinancing, new capital, deferred lease payments, and cost controls - The Group faces significant going concern uncertainties, including current liabilities exceeding current assets by approximately RMB218,643 thousand, total liabilities exceeding total assets by approximately RMB169,604 thousand, and cash and cash equivalents of approximately RMB1,061 thousand[8] - The Board, based on cash flow forecasts and assuming successful negotiation of new borrowings, refinancing, introduction of new capital, deferral of lease payments, and implementation of cost controls, believes the Group can maintain its going concern[8][9][10] Accounting Policies The condensed consolidated financial statements are prepared on a historical cost basis, except for certain financial instruments measured at fair value; the amendments to IAS 21 'Lack of Exchangeability' were first applied this period, with no significant impact on financial position or performance - The condensed consolidated financial statements are prepared on a historical cost basis, except for certain financial instruments measured at fair value[12] - The application of the revised IFRS accounting standards during this interim period had no significant impact on the Group's financial position and performance for the current and prior periods, and/or the disclosures in these condensed consolidated financial statements[13] Revenue The Group's revenue primarily derives from restaurant operations, with restaurant operating revenue of RMB101,784 thousand and packaged food sales revenue of only RMB17 thousand during the reporting period, resulting in a significant year-on-year decrease in total revenue Revenue Breakdown (For the six months ended June 30) | Type of Goods or Services | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Restaurant Operations | 101,784 | 179,637 | | Packaged Food Sales | 17 | 2,742 | | Total | 101,801 | 182,379 | Operating Segments The Group operates as a single reportable segment, 'Shanghai Xiao Nan Guo Holdings Business,' encompassing brands such as Shanghai Xiao Nan Guo, Nan Xiao Guan, and Wolfgang Puck; operations are primarily concentrated in Mainland China and Hong Kong, with Mainland China contributing the vast majority of revenue and non-current assets - The Group operates as a single business unit based on brands and services, with only one reportable segment, the Shanghai Xiao Nan Guo Holdings Business, which includes Shanghai Xiao Nan Guo, Nan Xiao Guan, and Wolfgang Puck[16][17] Geographical Revenue and Non-current Assets (For the six months ended June 30) | Region | 2025 Revenue (RMB thousands) | 2024 Revenue (RMB thousands) | Non-current Assets as of June 30, 2025 (RMB thousands) | Non-current Assets as of December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | People's Republic of China | 98,628 | 157,094 | 55,311 | 66,939 | | Hong Kong | 3,173 | 25,285 | 353 | 2,112 | | Total | 101,801 | 182,379 | 55,664 | 69,051 | Other Income During the reporting period, the Group's other income significantly decreased from RMB1,737 thousand in the prior year to RMB471 thousand in 2025, primarily due to the absence of management fee income and a reduction in other income Other Income (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Management Fee Income | – | 683 | | Interest Income | 25 | 53 | | Other | 446 | 1,001 | | Total | 471 | 1,737 | Other Gains and Losses During the reporting period, the Group's other gains and losses shifted from a loss to a gain, primarily driven by gains from early lease termination and disposal of property and equipment, alongside a reduction in fair value losses on financial liabilities Other Gains and Losses (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Net Exchange Differences | (58) | (3) | | Fair Value Loss on Financial Liabilities Measured at Fair Value | (915) | (5,165) | | Gain on Early Lease Termination | 2,821 | 4,780 | | Gain (Loss) on Disposal of Property and Equipment | 452 | (127) | | Impairment Loss Recognized for Property and Equipment | – | (2,271) | | Gain on Deregistration of Subsidiaries and Branches | – | 189 | | Gain on Disposal of Subsidiaries | – | 458 | | Total | 2,300 | (2,139) | Finance Costs During the reporting period, the Group's finance costs significantly decreased year-on-year, primarily due to a reduction in interest on lease liabilities Finance Costs (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Interest on Bank Loans | 412 | 412 | | Interest on Lease Liabilities | 2,062 | 3,715 | | Total | 2,474 | 4,127 | Income Tax Expense During the reporting period, the Group's income tax expense significantly decreased, primarily due to a reduction in China corporate income tax; subsidiaries in Hong Kong, the Cayman Islands, and the British Virgin Islands are exempt from income tax Income Tax Expense (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | China Corporate Income Tax | 44 | 933 | | Deferred Tax | – | 82 | | Total | 44 | 1,015 | - Subsidiaries in Hong Kong, the Cayman Islands, and the British Virgin Islands are not subject to taxation[25][26] Loss for the Period During the reporting period, the Group's loss for the period was primarily impacted by inventory costs, depreciation and amortization, and employee benefit expenses Items Deducted in Loss for the Period (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Cost of Inventories Recognized as Expense | 36,060 | 63,410 | | Depreciation of Property and Equipment | 2,934 | 7,032 | | Depreciation of Right-of-use Assets | 14,620 | 25,775 | | Amortization of Intangible Assets | 105 | 413 | | Employee Benefit Expenses | 44,835 | 72,057 | Dividends During the reporting period, the company neither paid, declared, nor proposed any dividends - The Company neither paid, declared, nor proposed any dividends during the interim period, and the Company's directors have decided not to pay dividends for the interim period[28] Loss Per Share During the reporting period, basic and diluted loss per share attributable to owners of the company was RMB(0.80) cents, a narrowing from RMB(1.35) cents in the prior year Loss Per Share Calculation Data (For the six months ended June 30) | Metric | 2025 | 2024 | | :--- | :--- | :--- | | Loss for the Period Attributable to Owners of the Company (RMB thousands) | (18,248) | (29,438) | | Weighted Average Number of Ordinary Shares (thousands of shares) | 2,271,719 | 2,183,355 | | Basic and Diluted Loss Per Share | RMB(0.80) cents | RMB(1.35) cents | Trade Receivables As of June 30, 2025, net trade receivables amounted to RMB2,329 thousand, a decrease from the end of 2024; the Group primarily settles through cash, credit cards, Alipay, and WeChat, while strictly controlling credit risk Trade Receivables (RMB thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade Receivables | 3,309 | 4,434 | | Less: Provision for Credit Losses | (980) | (981) | | Net Amount | 2,329 | 3,453 | Ageing Analysis of Trade Receivables (RMB thousands) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 30 days | 608 | 921 | | 31 to 60 days | 584 | 52 | | 61 to 90 days | 50 | 12 | | Over 90 days | 1,087 | 2,468 | | Total | 2,329 | 3,453 | Trade Payables As of June 30, 2025, trade payables amounted to RMB76,333 thousand, an increase from the end of 2024, with an average credit period of 90 days Trade Payables (RMB thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade Payables | 76,333 | 65,100 | Ageing Analysis of Trade Payables (RMB thousands) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | 0 to 90 days | 30,300 | 34,254 | | 91 to 365 days | 35,970 | 24,111 | | Over one year | 10,063 | 6,735 | | Total | 76,333 | 65,100 | Borrowings During the reporting period, the Group repaid bank loans of RMB11,400 thousand, drew no new loans, and renewed existing bank facilities of RMB5,000 thousand - During this interim period, the Group repaid bank loans of RMB11,400 thousand, drew no new loans, and renewed existing bank facilities with a principal amount of RMB5,000 thousand[36] Share Capital As of June 30, 2025, the company's issued and fully paid share capital increased to RMB22,511 thousand, primarily due to the issuance of 442,606 thousand ordinary shares through a placing Changes in Share Capital (RMB thousands) | Item | June 30, 2025 (thousands of shares) | December 31, 2024 (thousands of shares) | June 30, 2025 (RMB thousands) | December 31, 2024 (RMB thousands) | | :--- | :--- | :--- | :--- | :--- | | Issued and Fully Paid at Beginning/End of Period | 2,213,031 | 2,213,031 | 18,393 | 18,393 | | Shares Issued under Placing | 442,606 | – | 4,118 | – | | Issued and Fully Paid at End/Beginning of Period | 2,655,637 | 2,213,031 | 22,511 | 18,393 | - On June 6, 2025, the company allotted and issued 442,606,000 ordinary shares through a placing, with gross proceeds of RMB8,248 thousand, of which RMB4,118 thousand was credited to the company's share capital[37] Commitments As of June 30, 2025, the Group's contracted but unprovided capital commitments primarily relate to capital expenditure for leasehold improvements, amounting to RMB2,978 thousand, a decrease from the end of 2024 Capital Commitments (RMB thousands) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Capital Expenditure for Leasehold Improvements | 2,978 | 4,169 | Management Discussion and Analysis This section reviews the Group's business performance and financial position for the reporting period, detailing changes in revenue, costs, expenses, and cash flows, and discusses new share placement, foreign currency risk, capital commitments, human resources, and future development strategies Business Review During the reporting period, the Group's revenue significantly decreased by 44.2% to RMB101.8 million, primarily due to reduced restaurant business revenue and fewer outlets; as of June 30, 2025, the Group operated 16 restaurants, a decrease of 5 from the prior year - The Group's revenue reached RMB101.8 million, a decrease of RMB80.6 million or 44.2% from RMB182.4 million in the prior year; gross profit reached RMB65.7 million, a decrease of approximately RMB53.3 million or 44.7% from RMB119.0 million in the prior year[39] - As of June 30, 2025, the Group operated 16 restaurants (15 'Shanghai Xiao Nan Guo', 1 'Nan Xiao Guan'), a reduction from 21 in the prior year; all Hong Kong and other Mainland China brand (Wolfgang Puck) outlets have been closed[39][41][45] Revenue and Number of Restaurants by Region and Brand (For the six months ended June 30) | Region/Brand | 2025 Revenue (RMB thousands) | 2025 Number of Restaurants | 2024 Revenue (RMB thousands) | 2024 Number of Restaurants | | :--- | :--- | :--- | :--- | :--- | | Mainland China - Shanghai Xiao Nan Guo | 87,114 | 15 | 135,789 | 16 | | Mainland China - Nan Xiao Guan | 8,322 | 1 | 9,534 | 1 | | Mainland China - Other Brands | 3,175 | 0 | 9,029 | 1 | | Hong Kong - Shanghai Xiao Nan Guo | 3,173 | 0 | 13,671 | 1 | | Hong Kong - Nan Xiao Guan | 0 | 0 | 11,614 | 2 | | Total Restaurant Business Revenue | 101,784 | 16 | 179,637 | 21 | | Other Revenue | 17 | - | 2,742 | - | | Total Revenue | 101,801 | - | 182,379 | - | Financial Review This section provides a detailed analysis of changes in the Group's financial metrics during the reporting period, including revenue, cost of sales, other income, selling and distribution expenses, administrative expenses, other gains and losses, finance costs, income tax expense, and loss for the period, revealing trends of declining revenue, cost control, and narrowing losses Revenue The Group's total revenue decreased by 44.2% year-on-year to RMB101.8 million, with restaurant business revenue decreasing by 43.3%, primarily due to lower comparable restaurant sales and fewer outlets - The Group's revenue decreased by RMB80.6 million from RMB182.4 million for the six months ended June 30, 2024, to RMB101.8 million for the six months ended June 30, 2025, a decrease of 44.2%[42] - Total restaurant business revenue decreased by RMB77.8 million from RMB179.6 million for the six months ended June 30, 2024, to RMB101.8 million for the six months ended June 30, 2025, a decrease of 43.3%[43] - The primary reasons for the revenue decrease include a RMB23.8 million reduction in comparable restaurant sales, and a RMB54.0 million reduction in revenue due to fewer outlets and temporary closures for renovation[46] Cost of Sales Cost of sales decreased by 43.1% year-on-year to RMB36.1 million, but the percentage of cost of sales to revenue slightly increased to 35.4% - Cost of sales decreased by RMB27.3 million from RMB63.4 million for the six months ended June 30, 2024, to RMB36.1 million for the six months ended June 30, 2025, a decrease of 43.1%[44] - The percentage of cost of sales to revenue slightly increased from 34.8% for the six months ended June 30, 2024, to 35.4% for the six months ended June 30, 2025[44] Other Income Other income decreased by RMB1.2 million year-on-year to RMB0.5 million - Other income decreased by RMB1.2 million from RMB1.7 million for the six months ended June 30, 2024, to RMB0.5 million for the six months ended June 30, 2025[47] Selling and Distribution Expenses Selling and distribution expenses decreased by 40.5% year-on-year to RMB74.9 million, with both labor expenses and rental and property expenses declining, though their percentage of revenue increased; depreciation expense decreased by 46.0% year-on-year, with its percentage of revenue slightly decreasing - Selling and distribution expenses decreased by RMB50.9 million from RMB125.8 million for the six months ended June 30, 2024, to RMB74.9 million for the six months ended June 30, 2025, a decrease of 40.5%[48] - Labor expenses decreased by RMB25.6 million from RMB65.1 million for the six months ended June 30, 2024, to RMB39.5 million; labor costs as a percentage of revenue increased from 35.7% to 38.8%[48] - Depreciation expense decreased by RMB14.8 million from RMB32.2 million for the six months ended June 30, 2024, to RMB17.4 million, a decrease of 46.0%; depreciation expense as a percentage of revenue decreased from 17.7% to 17.1%[49] Administrative Expenses Administrative expenses decreased by 44.7% year-on-year to RMB9.4 million - Administrative expenses decreased by RMB7.6 million from RMB17.0 million for the six months ended June 30, 2024, to RMB9.4 million for the six months ended June 30, 2025, a decrease of 44.7%[50] Other Gains and Losses Other gains and losses shifted from a loss to a gain of RMB2.3 million, primarily comprising gains from disposal of property and equipment, early lease termination, and fair value losses on financial liabilities - For the six months ended June 30, 2025, other gains and losses amounted to a gain of RMB2.3 million, primarily including a gain of RMB0.5 million from disposal of property and equipment, a gain of RMB2.8 million from early lease termination, and a fair value loss of RMB0.9 million on financial liabilities measured at fair value[51] Finance Costs Finance costs decreased by RMB1.7 million year-on-year to RMB2.5 million - For the six months ended June 30, 2025, finance costs were RMB2.5 million, a decrease of RMB1.7 million from the prior year[52] Income Tax Expense Income tax expense significantly decreased by RMB0.96 million year-on-year to RMB0.04 million - Income tax expense decreased by RMB0.96 million from RMB1.0 million for the six months ended June 30, 2024, to RMB0.04 million for the six months ended June 30, 2025[53] Loss for the Period Loss for the period decreased by RMB11.1 million year-on-year to RMB18.3 million, but the net loss margin increased from 16.1% to 17.9% - The Group's loss for the reporting period decreased by RMB11.1 million from RMB29.4 million for the six months ended June 30, 2024, to RMB18.3 million for the six months ended June 30, 2025[54] - The net loss margin increased from 16.1% for the six months ended June 30, 2024, to 17.9% for the six months ended June 30, 2025[54] Dividends Payable As of June 30, 2025, the company had no outstanding dividends payable - As of June 30, 2025, there were no outstanding dividends payable[55] Liquidity, Capital Resources and Cash Flows The Group primarily meets its funding needs through bank borrowings and operating cash inflows; as of June 30, 2025, borrowings were RMB10.0 million, with a gearing ratio of 449.9%; net cash inflow from operating activities decreased year-on-year, and cash and cash equivalents significantly declined at period-end - As of June 30, 2025, the Group's borrowings amounted to RMB10.0 million, with a gearing ratio of 449.9%[56] Condensed Consolidated Cash Flows (For the six months ended June 30) | Item | 2025 (RMB thousands) | 2024 (RMB thousands) | | :--- | :--- | :--- | | Net Cash from Operating Activities | 17,341 | 22,637 | | Net Cash from (Used in) Investing Activities | 7,262 | (7,877) | | Net Cash Used in Financing Activities | (27,355) | (26,137) | | Net Decrease in Cash and Cash Equivalents | (2,752) | (11,377) | | Cash and Cash Equivalents at Beginning of Period | 3,689 | 20,658 | | Effect of Foreign Exchange Rate Changes | 124 | (839) | | Cash and Cash Equivalents at End of Period | 1,061 | 8,442 | Operating Activities Net cash inflow from operating activities decreased by RMB5.3 million year-on-year to RMB17.3 million - Net cash inflow from operating activities decreased by RMB5.3 million from RMB22.6 million for the six months ended June 30, 2024, to RMB17.3 million for the six months ended June 30, 2025[58] Investing Activities Investing activities shifted from a net cash outflow in the prior year to a net cash inflow of RMB7.3 million - For the six months ended June 30, 2025, net cash from investing activities was RMB7.3 million, compared to a net cash used in investing activities of RMB7.9 million in the prior year[59] Financing Activities Net cash used in financing activities increased year-on-year to RMB27.4 million, primarily for repayment of bank loans, lease liabilities, and financial liabilities, while also receiving some funds from new share issuance - Net cash used in financing activities increased from RMB26.1 million for the six months ended June 30, 2024, to RMB27.4 million for the six months ended June 30, 2025[60] - During the reporting period, the Group received RMB8.1 million from the issuance of new shares, repaid bank loans of RMB11.4 million, lease liabilities of RMB17.8 million, and financial liabilities measured at fair value of RMB4.5 million[60] Placing of New Shares Under General Mandate On June 6, 2025, the company completed the placing of 442,606,000 ordinary shares at a placing price of HK$0.02 per share, with net proceeds of approximately HK$8.7 million fully utilized for the Group's general working capital - The placing was completed on June 6, 2025, with a total of 442,606,000 placing shares at a placing price of HK$0.02 per ordinary share[61] - After deducting placing commissions and other related expenses, the net proceeds from the placing were approximately HK$8.7 million, which have been fully utilized for the Group's general working capital[61] Foreign Currency Risk The Group faces minimal foreign exchange risk as its operating activities, including revenue and expenses, are not denominated in currencies different from the functional currency of its subsidiaries - The Group undertakes minimal foreign exchange risk as its operating activities (where revenue or expenses are denominated in a currency different from the functional currency of the Group's relevant subsidiaries) do not involve purchases denominated in currencies other than the functional currency of the relevant subsidiaries[62] Capital Commitments As of June 30, 2025, capital commitments were approximately RMB3.0 million, a decrease from RMB4.2 million at the end of 2024 - As of June 30, 2025, capital commitments were approximately RMB3.0 million, a decrease from RMB4.2 million as of December 31, 2024[63] Pledge of Group Assets As of June 30, 2025, the Group had no pledged assets - As of June 30, 2025, the Group had no pledged assets[64] Material Investment Matters During the reporting period, the Group did not undertake any material investment matters - For the six months ended June 30, 2025, the Group did not undertake any material investment matters[65] Material Acquisitions and Disposals During the reporting period, there were no material acquisitions or disposals by the Group, its subsidiaries, or associated companies - For the six months ended June 30, 2025, there were no material acquisitions or disposals by the Group, its subsidiaries, or associated companies[66] Human Resources As of June 30, 2025, the Group had approximately 181 employees, continuing its employment structure combining full-time staff, hourly workers, and trainees, while implementing incentive and assessment policies; total employee costs decreased year-on-year, but their proportion to revenue increased - As of June 30, 2025, the Group had approximately 181 employees in Mainland China and Hong Kong[67] - In 2025, the Group continued to utilize a multi-dimensional employment structure of full-time employees, hourly workers, and trainees, established long-term cooperation plans with several domestic institutions, and continued to implement various established incentive and assessment policies[67] - For the six months ended June 30, 2025, total employee costs were RMB44.8 million, representing 44.0% of revenue, a decrease from RMB72.1 million for the six months ended June 30, 2024[67] Future Outlook Facing intense competition and evolving consumer demands in the catering industry, the Group plans to transform 'Shanghai Xiao Nan Guo' into a 'lifestyle brand centered on classic Benbang cuisine' by renovating existing stores, incorporating Haipai culture, refining signature dishes, developing new menu items, and designing set menus and service processes for various occasions - The catering industry faces fierce market competition, with consumers not only seeking delicious food but also emphasizing dining environment, social attributes, cultural identity, 'check-in' sharing experiences, and increasingly, price[68] - The Group plans to renovate existing stores in the future, designing them to be more modern and brighter, incorporating Haipai cultural elements, and enhancing social and 'check-in' attributes to attract a broader customer base[68] - The Group will retain and refine signature dishes while developing new menu items that align with modern health concepts and tastes, and design set menus and service processes for various occasions such as family gatherings, business banquets, and casual friend meetups[68] - The future of 'Shanghai Xiao Nan Guo' should be transformed into a 'lifestyle brand centered on classic Benbang cuisine'[69] Other Information This section covers post-reporting period material events, interim dividend decisions, compliance with corporate governance code, standard code for directors' securities transactions, trading of the company's listed securities, interim results review, and publication of interim report, among other corporate governance and disclosure-related matters Events After the Reporting Period From June 30, 2025, up to the date of this announcement, the Group had no material events - From June 30, 2025, up to the date of this announcement, the Group had no material events[70] Interim Dividend The Board resolved not to recommend the payment of an interim dividend for the six months ended June 30, 2025 - The Board resolved not to recommend the payment of an interim dividend for the six months ended June 30, 2025[71] Compliance with Corporate Governance Code The company is committed to maintaining high standards of corporate governance, has adopted the Corporate Governance Code set out in Appendix C1 Part 2 of the HKEX Listing Rules, and has complied with it throughout the reporting period - The Company is committed to maintaining high standards of corporate governance to safeguard shareholders' interests and enhance corporate value and accountability[72] - The Company has adopted the Corporate Governance Code set out in Appendix C1 Part 2 of the HKEX Listing Rules as its own corporate governance code, and for the six months ended June 30, 2025, the Company has complied with the applicable code provisions within the Corporate Governance Code[74] - The Group is committed to becoming a leader in the catering chain industry in Mainland China and Hong Kong, and strives to contribute to its employees, customers, shareholders, society, and the environment in a lawful, ethical, and responsible manner[73] Standard Code for Securities Transactions by Directors The company has adopted the Standard Code set out in Appendix C3 of the Listing Rules, and all directors confirmed their compliance with the code throughout the reporting period - The Company has adopted the Standard Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 of the Listing Rules, and all directors have confirmed their compliance with the required standards for dealing throughout the reporting period[75] Purchase, Sale or Redemption of the Company's Listed Securities During the reporting period, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities - For the six months ended June 30, 2025, neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[76] Review of Interim Results The Audit Committee has reviewed the Group's unaudited condensed consolidated interim financial statements and this announcement for the six months ended June 30, 2025, and is of the opinion that applicable accounting policies have been adopted, relevant Listing Rules complied with, and adequate disclosures made - The Audit Committee has reviewed the Group's unaudited condensed consolidated interim financial statements and this announcement for the six months ended June 30, 2025; the Audit Committee is of the opinion that in preparing the relevant financial results, applicable accounting policies have been adopted, relevant Listing Rules complied with, and adequate disclosures made[77] Publication of Interim Report This interim results announcement has been published on the HKEX website and the company's website; the interim report will be dispatched to shareholders and posted on the aforementioned websites in due course - This interim results announcement has been published on the HKEX website and the company's website; the company's interim report for the reporting period, containing all information required by the Listing Rules, will be dispatched to relevant shareholders and posted on the aforementioned websites in due course[78] Acknowledgements The Board extends its sincere gratitude to shareholders, management team, employees, and business partners for their support and contributions to the Group - The Board hereby expresses its sincere gratitude to the shareholders, management team, employees, and business partners for their support and contributions to the Group[79]