双桦控股(01241) - 2025 - 中期业绩

Company Information and Announcements Shuanghua Holdings Limited (Stock Code: 1241) announced its unaudited condensed consolidated results for the six months ended June 30, 2025, primarily engaged in supply chain management and high-end agricultural product food supply Company Overview and Announcement Statement The company, Shuanghua Holdings Limited, reported its unaudited interim results for the six months ended June 30, 2025, focusing on supply chain management and food supply businesses - Company Name: Shuanghua Holdings Limited (Stock Code: 1241)[2] - Reporting Period: Unaudited condensed consolidated results for the six months ended June 30, 2025[2] - Main Business: Supply chain management based on self-owned cold storage and properties, and food supply for high-end agricultural and sideline products, both domestically and internationally[7] Interim Condensed Consolidated Financial Statements This section presents the company's interim financial performance and position, including the statement of profit or loss and the statement of financial position Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the company's revenue significantly decreased to RMB 12,789 thousand, with gross profit falling to RMB 1,119 thousand, resulting in a narrower loss of RMB 2,115 thousand for the period Key Profit and Loss Data (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 12,789 | 60,563 | (47,774) | -78.9% | | Cost of sales | (11,670) | (56,124) | 44,454 | -79.2% | | Gross profit | 1,119 | 4,439 | (3,320) | -74.8% | | Other income, gains and losses | 3,005 | 2,090 | 915 | 43.8% | | Reversal of impairment losses on trade receivables, etc. | 2,676 | 112 | 2,564 | 2289.3% | | Selling and distribution costs | (938) | (916) | (22) | 2.4% | | Administrative expenses | (8,257) | (8,896) | 639 | -7.2% | | Interest expenses | (3) | (12) | 9 | -75.0% | | Loss before tax | (2,398) | (3,183) | 785 | -24.7% | | Recoverable tax | 283 | – | 283 | N/A | | Loss and total comprehensive income for the period | (2,115) | (3,183) | 1,068 | -33.6% | | Loss per share attributable to ordinary equity holders of the parent (cents) | (0.3) | (0.5) | 0.2 | -40.0% | Condensed Consolidated Statement of Financial Position As of June 30, 2025, total assets slightly increased to RMB 279,339 thousand, driven by higher current assets and stable cash, while current liabilities significantly rose due to trade payables Key Financial Position Data (As of June 30) | Indicator | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Assets | | | | | | Total non-current assets | 169,556 | 172,569 | (3,013) | -1.7% | | Total current assets | 109,783 | 105,750 | 4,033 | 3.8% | | Total assets | 279,339 | 278,319 | 1,020 | 0.4% | | Liabilities | | | | | | Total current liabilities | 19,487 | 16,069 | 3,418 | 21.3% | | Total non-current liabilities | 1,269 | 1,552 | (283) | -18.2% | | Net assets | 258,583 | 260,698 | (2,115) | -0.8% | | Equity | | | | | | Total equity | 258,583 | 260,698 | (2,115) | -0.8% | - Trade payables increased from RMB 3,980 thousand as of December 31, 2024, to RMB 8,587 thousand as of June 30, 2025, representing a 115.8% increase[4][30] Notes to the Interim Condensed Consolidated Financial Statements This section provides detailed explanations and disclosures for the figures presented in the interim condensed consolidated financial statements 1. Company and Group Information Shuanghua Holdings Limited is registered in the Cayman Islands, with principal places of business in Shanghai and Anhui, China, focusing on supply chain management and food supply - Registered Place: Cayman Islands[7] - Principal Places of Business: Fengxian District, Shanghai, China, and Tunxi District, Huangshan City, Anhui Province, China[7] - Main Business: Supply chain management business based on self-owned cold storage and properties, and food supply business for high-end agricultural and sideline products, both domestically and internationally[7] - Ultimate Holding Company: You Shen International Group Limited (registered in the British Virgin Islands)[7] 2. Basis of Preparation These interim condensed consolidated financial statements are prepared in accordance with HKAS 34 and Listing Rules, primarily using the historical cost convention and presented in RMB - Basis of Preparation: Hong Kong Accounting Standard 34 "Interim Financial Reporting" and the disclosure requirements of the Listing Rules[8] - Measurement Basis: Primarily adopted the historical cost convention[8] - Presentation Currency: Renminbi (RMB)[8] 3. Application of Revised Hong Kong Financial Reporting Standards The accounting policies for the six months ended June 30, 2025, are consistent with the 2024 annual financial statements, with no significant impact from new or revised HKFRSs effective January 1, 2025 - Accounting Policies: Largely consistent with the 2024 annual financial statements[9] - Application of New Standards: Revised Hong Kong Financial Reporting Standards effective January 1, 2025 (e.g., amendments to HKAS 21), had no significant impact on the Group's accounting policies[9] 4. Operating Segment Information The Group's business is segmented into supply chain management and food supply, with all revenue and non-current assets derived from China - Operating Segments: Supply chain management business (based on self-owned cold storage and properties) and food supply business (agricultural and sideline products)[10] - Geographical Information: All revenue and non-financial instrument non-current assets are derived from China[14][15] Segment Revenue and Results For the six months ended June 30, 2025, food supply business revenue significantly decreased, leading to a substantial reduction in total revenue and segment results, while supply chain management's revenue proportion increased Segment Revenue and Results (For the six months ended June 30) | Indicator | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | | | | | | Food supply business | 6,326 | 47,032 | (40,706) | -86.5% | | Supply chain management business | 6,463 | 13,531 | (7,068) | -52.2% | | Total Revenue | 12,789 | 60,563 | (47,774) | -78.9% | | Segment Results | | | | | | Food supply business | 7 | 620 | (613) | -98.9% | | Supply chain management business | 1,112 | 3,819 | (2,707) | -70.9% | | Total Segment Results | 1,119 | 4,439 | (3,320) | -74.8% | Geographical Information The Group's operating entities, all revenue, and non-financial instrument non-current assets are exclusively located in mainland China - Operating Entities Location: China[14] - Revenue Source: Entirely from China[14] - Non-current Assets Location: All located in mainland China, excluding financial instruments[15] Information on Major Customers For the six months ended June 30, 2025, the Group's revenue from major customers shifted, with three new key contributors replacing the previous two - Major Customer Count: Three in 2025, compared to two in 2024[16] Major Customer Revenue Contribution (For the six months ended June 30) | Customer | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Customer A | 6,265 | – | | Customer B | 3,179 | – | | Customer C | 1,318 | – | | Customer D | – | 19,851 | | Customer E | – | 19,581 | | Total | 10,762 | 39,432 | - In 2025, major customers A, B, and C contributed 84.1% of total revenue (10,762/12,789)[18][3] - In 2024, major customers D and E contributed 65.1% of total revenue (39,432/60,563)[18][3] 5. Revenue, Other Income, Gains and Losses The Group's total revenue significantly decreased due to reduced food supply and supply chain management (leasing) income, while other income, gains and losses increased, primarily from fair value gains on financial assets Revenue Analysis (For the six months ended June 30) | Revenue Source | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Supply chain management: Services | 1,835 | 3,124 | (1,289) | -41.3% | | Food supply | 6,326 | 47,032 | (40,706) | -86.5% | | Supply chain management: Leasing | 4,628 | 10,407 | (5,779) | -55.5% | | Total Revenue | 12,789 | 60,563 | (47,774) | -78.9% | Total Other Income, Gains and Losses (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Bank interest income | 1,457 | 1,392 | 65 | 4.7% | | Fair value changes of financial assets at fair value through profit or loss | 1,320 | 1,132 | 188 | 16.6% | | Exchange (losses) / gains, net | (172) | 275 | (447) | -162.5% | | Others | 400 | (709) | 1,109 | -156.4% | | Total | 3,005 | 2,090 | 915 | 43.8% | 6. Loss Before Tax For the six months ended June 30, 2025, the Group's loss before tax narrowed to RMB 2,398 thousand, primarily due to a significant decrease in cost of inventories sold and a substantial increase in reversal of impairment losses on trade receivables Components of Loss Before Tax (For the six months ended June 30) | Item | 2025 (RMB thousand) | 2024 (RMB thousand) | Change (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Cost of inventories sold | 6,319 | 46,412 | (40,093) | -86.4% | | Depreciation of property, plant and equipment | 2,831 | 2,873 | (42) | -1.5% | | Depreciation of investment properties | 2,904 | 2,875 | 29 | 1.0% | | Depreciation of right-of-use assets | 277 | 644 | (367) | -57.0% | | Reversal of impairment losses on trade receivables, etc. | (2,676) | (112) | (2,564) | 2289.3% | | Total employee benefit expenses | 2,460 | 3,341 | (881) | -26.4% | 7. Income Tax For the six months ended June 30, 2025, the Group recorded RMB 283 thousand in recoverable tax, primarily from deferred tax, with no such item in the prior year - Total recoverable tax for 2025 was RMB 283 thousand, mainly from deferred tax[24] - There was no recoverable tax in the corresponding period of 2024[24] 8. Dividends The Board does not recommend a final dividend for the year ended December 31, 2024, or an interim dividend for the six months ended June 30, 2025 - No final dividend recommended for 2024[25] - No interim dividend recommended for 2025[25] 9. Loss Per Share Attributable to Ordinary Equity Holders of the Parent For the six months ended June 30, 2025, basic and diluted loss per share attributable to ordinary equity holders of the parent was 0.3 cents, narrower than 0.5 cents in the prior year, with the number of ordinary shares outstanding remaining unchanged - Basic and diluted loss per share: (0.3) cents in 2025, (0.5) cents in 2024[3] - Number of ordinary shares outstanding: 650,000,000 shares, with no potential dilutive ordinary shares during the reporting period[26] 10. Financial Assets at Fair Value Through Profit or Loss As of June 30, 2025, listed equity investments in Shanghai Bank, measured at fair value, increased to RMB 9,588 thousand from RMB 8,268 thousand as of December 31, 2024 - Listed Equity Investment: Equity investment in Shanghai Bank[27] - Fair Value: RMB 9,588 thousand as of June 30, 2025, compared to RMB 8,268 thousand as of December 31, 2024[27] 11. Trade and Bills Receivables As of June 30, 2025, net trade and bills receivables decreased to RMB 7,234 thousand, with a reduction in impairment provisions, but a significant increase in the proportion of receivables over 12 months old Trade and Bills Receivables (As of June 30) | Item | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | Change (RMB thousand) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Trade receivables | 25,052 | 32,447 | (7,395) | -22.8% | | Impairment provision | (17,820) | (20,496) | 2,676 | -13.1% | | Net Amount | 7,234 | 11,954 | (4,720) | -39.5% | - Credit Period: Generally 30 to 90 days, extendable up to 1 year for major customers[28] Aging Analysis of Trade Receivables (Net of impairment provision) | Aging | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 1 month | 3,544 | 10,181 | | Over 12 months | 3,688 | 1,694 | - The proportion of trade receivables over 12 months old increased from 14.2% (1,694/11,951) as of December 31, 2024, to 51.0% (3,688/7,232) as of June 30, 2025[29] 12. Trade Payables As of June 30, 2025, trade payables significantly increased to RMB 8,587 thousand, with notable increases in payables aged within 1 month and over 12 months - Trade Payables: RMB 8,587 thousand as of June 30, 2025, compared to RMB 3,980 thousand as of December 31, 2024, representing a 115.8% increase[30] - Average Credit Period: Three months[30] Aging Analysis of Trade Payables | Aging | June 30, 2025 (RMB thousand) | December 31, 2024 (RMB thousand) | | :--- | :--- | :--- | | Within 1 month | 5,145 | 403 | | Over 12 months | 3,442 | 3,430 | Management Discussion and Analysis This section provides an overview of the Group's operational and financial performance, strategic outlook, and key financial resources Business Review In the first half of 2025, the Group's sales revenue significantly declined due to global geopolitical conflicts, US tariff policies, and China's economic downturn, leading to active adjustments in product portfolios and diversification efforts - Macroeconomic Environment: Global geopolitical conflicts, US tariffs, China's economic pressure, consumption downgrade, industrial deflation[31] - Sales Revenue: Approximately RMB 12.8 million during the reporting period, a decrease of approximately RMB 47.8 million compared to the prior year[32][38] - Food Supply Business Revenue: Approximately RMB 6.3 million, with low-margin orders cut due to consumption downgrade and rising import costs[32] - Loss for the Period: Loss attributable to owners of the parent was approximately RMB 2.1 million, narrower than RMB 3.2 million in the prior year, mainly due to cost and risk control[33][48] Outlook and Strategies Facing complex global and domestic economic conditions, the Group will focus on diversifying its products and services and expanding into supply chain businesses for other goods and services to achieve stable development and business expansion - Macro Outlook: Complex global geopolitical landscape, uncertain US trade policies, and short-term domestic demand challenges[34] - Core Strategies: (i) Promoting product and service diversification; (ii) Expanding supply chain business for other goods and services[34] Promoting Product and Service Diversification for Stable Business Development The Group plans to enhance its one-stop supply chain solutions, optimize asset structure, expand food supply product lines, and broaden downstream channels to ensure stable business growth - Supply Chain Management: Consolidate existing and new customer collaborations, enhance warehousing capacity and turnover rate, and optimize asset structure[35] - Food Supply: Expand protein and aquatic product lines to enrich the product matrix[35] - Channel Expansion: Develop large and medium-sized chain supermarkets, e-commerce, and live-streaming platforms[35] - Brand Building: Steadily advance products and services under the "Longhua Zhen" and "Shuanghua" brands[36] Expanding Supply Chain Business for Other Goods and Services to Diversify and Expand the Group's Operations The Group intends to leverage existing resources to explore supply chain opportunities in innovative technology sectors, such as green energy, and introduce advanced power battery technology to drive sustainable growth - Expansion Direction: Supply chain business for innovative technology products and services, including technological innovation and green energy industries[37] - Specific Plan: Based on lithium battery recycling exploration, the Group plans to introduce global advanced power battery technology[37] - Goal: Develop new productive forces to drive sustained improvement in revenue scale and profitability, achieving stable and high-quality growth[37] Financial Review The Group's revenue and gross profit significantly declined due to consumption downgrade and rising import costs, while other income increased from financial asset gains, administrative expenses decreased, and the loss for the period narrowed - Revenue: Decreased by 78.9% year-on-year to RMB 12.8 million[38] - Gross Profit: Decreased by 74.8% year-on-year to RMB 1.1 million[40] - Other Income, Gains and Losses: Increased by 43.8% year-on-year to RMB 3.0 million, primarily due to financial asset investment gains[42] - Reversal of Impairment Losses on Trade Receivables: Significantly increased to RMB 2.7 million year-on-year[43] - Administrative Expenses: Decreased by 7.2% year-on-year to RMB 8.3 million, mainly due to reduced consulting fees[45] - Loss for the Period: Narrowed by 33.6% year-on-year to RMB 2.1 million[48] Revenue For the six months ended June 30, 2025, total revenue was RMB 12.8 million, a significant decrease from RMB 60.6 million in the prior year, with food supply business revenue proportion falling and supply chain management's rising Revenue by Business Segment (For the six months ended June 30) | Business Segment | 2025 (RMB thousand) | 2025 Proportion | 2024 (RMB thousand) | 2024 Proportion | | :--- | :--- | :--- | :--- | :--- | | Supply chain management business | 6,463 | 50.5% | 13,531 | 22.3% | | Food supply business | 6,326 | 49.5% | 47,032 | 77.7% | | Total | 12,789 | 100.0% | 60,563 | 100.0% | - Total revenue decreased by 78.9% year-on-year[38] - Food supply business revenue decreased by 86.5% year-on-year, while supply chain management business revenue decreased by 52.2% year-on-year[39] Gross Profit For the six months ended June 30, 2025, gross profit was RMB 1.1 million, a decrease of approximately RMB 3.3 million from the prior year, primarily due to lower sales prices and volumes, rising import costs, and near-zero gross profit from food supply - Total Gross Profit: RMB 1.1 million, a 74.8% year-on-year decrease[40] - Main Reasons: Lower product sales prices and volumes due to consumption downgrade in China, and rising import product costs[40] Gross Profit by Business Segment (For the six months ended June 30) | Business Segment | 2025 (RMB thousand) | 2024 (RMB thousand) | | :--- | :--- | :--- | | Supply chain services business | 1,112 | 3,819 | | Food supply business | 7 | 620 | | Total | 1,119 | 4,439 | - Food supply business gross profit decreased by 98.9% year-on-year[41] Other Income, Gains and Losses For the six months ended June 30, 2025, total other income, gains and losses amounted to RMB 3.0 million, an increase of approximately RMB 1.0 million from the prior year, mainly driven by increased investment gains from financial assets - Total Amount: RMB 3.0 million, an increase of approximately RMB 1.0 million year-on-year[42] - Main Driver: Increased investment gains from financial assets[42] - Fair value changes of financial assets at fair value through profit or loss increased from RMB 1,132 thousand to RMB 1,320 thousand[21] Reversal of Impairment Losses on Trade Receivables under Expected Credit Loss Model For the six months ended June 30, 2025, the Group recorded a reversal of impairment losses on trade receivables of approximately RMB 2.7 million, a significant increase from RMB 0.1 million in the prior year - Impairment Loss Reversal: RMB 2.7 million (2025), RMB 0.1 million (2024)[43] - Increased by 2289.3% year-on-year[43] Selling and Distribution Costs For the six months ended June 30, 2025, selling and distribution costs were approximately RMB 0.9 million, consistent with the prior year - Selling and Distribution Costs: Approximately RMB 0.9 million, consistent with the prior year[44] - Main Components: Staff costs, sales and transportation expenses, operating lease rentals, business entertainment, and travel expenses[44] Administrative Expenses For the six months ended June 30, 2025, administrative expenses were approximately RMB 8.3 million, a decrease of approximately RMB 0.6 million from the prior year, primarily due to reduced consulting fees - Administrative Expenses: Approximately RMB 8.3 million, a year-on-year decrease of approximately RMB 0.6 million[45] - Main Reason: Reduced consulting fees[45] - Main Components: Staff costs, local taxes, depreciation, research and development expenses, and sundry expenses[45] Interest Expenses For the six months ended June 30, 2025, interest expenses were approximately RMB 2,997, a significant decrease from RMB 12,469 in the prior year, primarily related to interest on lease liabilities - Interest Expenses: RMB 2,997 (2025), RMB 12,469 (2024)[46] - Decreased by 75.9% year-on-year[46] - Primarily interest expenses on lease liabilities[46] Recoverable Tax For the six months ended June 30, 2025, the Group recorded recoverable tax of approximately RMB 283 thousand, with no such item in the prior year - Recoverable Tax: RMB 283 thousand (2025), none in 2024[47] Loss for the Period For the six months ended June 30, 2025, the loss attributable to owners of the Company was approximately RMB 2.1 million, narrower than RMB 3.2 million in the prior year - Loss Attributable to Owners of the Parent: RMB 2.1 million (2025), RMB 3.2 million (2024)[48] - Loss narrowed by 33.6% year-on-year[48] Liquidity and Financial Resources The Group's net current assets slightly increased, and total cash and cash equivalents and financial assets at fair value grew steadily, with no bank borrowings, indicating a sound asset-liability structure and improved inventory management - Net Current Assets: Increased from approximately RMB 89.7 million as of December 31, 2024, to approximately RMB 90.3 million as of June 30, 2025[49] - Cash and Cash Equivalents and Financial Assets at Fair Value: Approximately RMB 91.1 million (June 30, 2025), approximately RMB 88.2 million (December 31, 2024)[50] - No Bank Borrowings[50] - No Material Contingent Liabilities[50] Net Current Assets The Group's net current assets increased from approximately RMB 89.7 million as of December 31, 2024, to approximately RMB 90.3 million as of June 30, 2025 - Net Current Assets: RMB 90.3 million as of June 30, 2025, compared to RMB 89.7 million as of December 31, 2024[49] - A slight increase of 0.7%[49] Financial Position and Bank Borrowings As of June 30, 2025, the Group's total cash and cash equivalents and financial assets at fair value were approximately RMB 91.1 million, an increase from the prior year, with no bank borrowings in either reporting period - Total Cash and Cash Equivalents and Financial Assets at Fair Value: RMB 91.1 million as of June 30, 2025, compared to RMB 88.2 million as of December 31, 2024[50] - No Bank Borrowings[50] - No outstanding mortgages, charges, debentures, debt securities, other loan capital, bank overdrafts or loans, other similar debts or finance lease commitments, acceptance liabilities or acceptance credits, hire purchase commitments, guarantees, or other material contingent liabilities[50] Working Capital For the six months ended June 30, 2025, average inventory turnover days significantly decreased to 0, while average trade and bills receivables turnover days increased to 135, and average trade and bills payables turnover days increased to 97 - Average Inventory Turnover Days: 0 days in 2025, 5 days in 2024, a significant decrease primarily due to enhanced inventory turnover management[51] - Average Trade and Bills Receivables Turnover Days: 135 days in 2025, 81 days in 2024, an increase mainly due to extended credit terms for reputable customers[51] - Average Trade and Bills Payables Turnover Days: 97 days in 2025, 51 days in 2024, an increase primarily due to more favorable terms negotiated with suppliers[52] Capital Expenditure, Capital Commitments and Human Resources For the six months ended June 30, 2025, capital expenditure increased, primarily for cold storage construction, while capital commitments significantly decreased; the Group employs 42 staff, with remuneration based on market conditions and compliance with social security regulations - Capital Expenditure: Approximately RMB 1.7 million (2025), primarily for cold storage area construction, an increase from RMB 1.3 million in 2024[53] - Capital Commitments: Approximately RMB 1.0 million (2025), primarily for cold storage area construction, a significant decrease from RMB 7.3 million in 2024[53] - Employee Count: 42 employees[53] - Remuneration: Approximately RMB 2.5 million (excluding directors' and chief executive's remuneration)[53] - Benefit Expenses: Approximately RMB 0.4 million[54] - Compliance with social security and housing provident fund contribution regulations[54] Material Investments, Material Acquisitions and Disposals For the six months ended June 30, 2025, the Group had no material investments, acquisitions, or disposals of subsidiaries, associates, and joint ventures - No material investments, acquisitions, or disposals[56] Foreign Exchange Risk The Group's operations in China, with RMB as its functional and presentation currency, are primarily exposed to transactional currency risk from HKD and USD against RMB, with no current hedging intention but ongoing monitoring - Functional and Presentation Currency: Renminbi (RMB)[57] - Primary Foreign Exchange Risk: Fluctuations in HKD against RMB and USD against RMB exchange rates[57] - No current intention to hedge, but management will continue to monitor[57] Contingent Liabilities As of June 30, 2025, the Group had no material contingent liabilities - No material contingent liabilities[58] Pledged Assets As of June 30, 2025, the Group had no pledged assets - No pledged assets[59] Interim Dividend The Board does not recommend an interim dividend for the six months ended June 30, 2025 - No interim dividend recommended[60] Events After the Reporting Period No material events requiring disclosure occurred after the reporting period - No material post-reporting events[61] Other Information and Corporate Governance This section details the company's compliance with corporate governance codes, policies on board diversity, and the functions of its key committees Purchase, Sale or Redemption of the Company's Listed Securities or Sale of Treasury Shares For the six months ended June 30, 2025, neither the Company nor its subsidiaries purchased, sold, or redeemed any listed securities or sold any treasury shares - No purchase, sale, or redemption of listed securities[62] - No sale of treasury shares[62] Compliance with Corporate Governance Code The Company has adopted the Corporate Governance Code, with the only deviation being the combined roles of Chairman and CEO held by Mr. Zheng Ping, which the Board believes enhances decision-making efficiency without impairing power balance - Corporate Governance Code adopted[63] - Deviation from Code Provision C.2.1: The roles of Chairman and Chief Executive Officer are combined and held by Mr. Zheng Ping[64] - The Board believes this structure does not impair the balance of power and enhances decision-making efficiency[64] Compliance with Model Code The Company has adopted the Model Code for directors' securities transactions, and all directors confirmed compliance during the reporting period - Model Code adopted as the code of conduct for directors' securities transactions[65] - All directors confirmed compliance with the Model Code[65] Competition and Conflicts of Interest As of the announcement date, no director or their associates directly or indirectly held any business interests competing or potentially competing with the Group's business, nor were there any other conflicts of interest - No directors or their associates have competing or conflicting business interests[66] Nomination Committee The Company has established a Nomination Committee, chaired by Mr. Chen Lifan, responsible for recommending directors and management personnel appointments to the Board - Nomination Committee established[67] - Responsibilities: To make recommendations to the Board on the appointment of directors and management personnel[67] - Chairman: Mr. Chen Lifan[67] Board Diversity Policy The Board has adopted and revised a diversity policy to enhance company performance and leadership structure by considering various aspects such as gender, age, and professional experience, with appointment decisions based on overall candidate qualities - Board Diversity Policy adopted and revised[68] - Objectives: To enhance company performance, optimize leadership structure, improve talent quality, and promote long-term development[68] - Diversity Aspects: Gender, age, ethnicity, cultural and educational background, professional skills, occupational experience, management level, and length of service[68] Remuneration Committee The Company has established a Remuneration Committee, chaired by Ms. Guo Ying, responsible for recommending remuneration policies and structures for directors and senior management, and determining specific remuneration packages - Remuneration Committee established[69] - Responsibilities: To make recommendations to the Board on the remuneration policy and structure for directors and senior management, and to determine specific remuneration packages[69] - Chairman: Ms. Guo Ying[69] Audit Committee The Audit Committee, comprising three independent non-executive directors and chaired by Mr. He Binhui, reviews financial reporting, internal control, and risk management systems, and has deemed them adequate and effective after reviewing the interim results - Composed of three independent non-executive directors, chaired by Mr. He Binhui[70] - Responsibilities: To review the financial reporting process, internal control, and risk management systems[70] - Reviewed the unaudited consolidated results for the period[71] - Believes the Group's internal control and risk management systems are adequate and effective[70] Publication of Interim Results Announcement and Interim Report This interim results announcement has been published on the HKEX website and the Company's official website, with the interim report to be dispatched to shareholders and uploaded to relevant websites in due course - Announcement published on the HKEX website (www.hkex.com.hk) and the Company's official website (www.shshuanghua.com)[72](index=72&type=chunk) - Interim report will be dispatched to shareholders and uploaded to websites in due course[72]