Company Information This section provides an overview of the GEM market characteristics, the company's board of directors, and essential corporate details Characteristics of GEM Market The GEM market positions itself as a listing platform for small and medium-sized companies, but involves higher investment risks and does not guarantee high liquidity - The GEM market is positioned as a listing platform for small and medium-sized companies with high investment risks2 - Investing in GEM securities may face significant market volatility risks and does not guarantee high liquidity2 Board of Directors and Company Information This section lists the company's board members (executive directors, independent non-executive directors), audit committee members, authorized representatives, company secretary, auditor, principal bankers, H share registrar, registered office, principal place of business in Hong Kong, and stock code - The company's board of directors comprises Zhou Jinhui, Shi Huixing, Zhou Guoping (executive directors), and Song Zizhang, Wang Guozhong, Zhu Yijuan (independent non-executive directors)4 - The company's auditor is UHY F.I.D.A. CPA Limited, and the H share stock code is 81154 Interim Results Overview This section presents a summary of the unaudited consolidated financial performance for the six months ended June 30, 2025 Unaudited Consolidated Results Summary For the six months ended June 30, 2025, the company's revenue increased by 12.5% year-on-year to RMB44.5 million, and the loss attributable to owners of the company significantly decreased year-on-year 2025 First Half Unaudited Results Summary | Metric | 2025 First Half (RMB '000) | 2024 First Half (RMB '000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 44,500 | 39,571 | Increased by 12.5% | | Loss attributable to owners of the company | (418) | 3,773 (Profit) | Loss decreased by 4,191 thousand | Condensed Consolidated Financial Statements This section presents the Group's condensed consolidated financial statements, including statements of profit or loss, comprehensive income, financial position, changes in equity, and cash flows for the period Condensed Consolidated Statement of Profit or Loss For the six months ended June 30, 2025, the company's revenue grew, but profit for the period decreased year-on-year due to increased cost of sales, administrative expenses, and finance costs Key Data from Condensed Consolidated Statement of Profit or Loss (For the six months ended June 30) | Metric | 2025 (RMB '000) | 2024 (RMB '000) | YoY Change | | :--- | :--- | :--- | :--- | | Revenue | 44,500 | 39,571 | Increased by 12.5% | | Cost of sales | (32,195) | (27,732) | Increased by 16.1% | | Gross profit | 12,305 | 11,839 | Increased by 3.9% | | Other income and gains | 994 | 2,121 | Decreased by 53.2% | | Selling and distribution expenses | (1,946) | (1,794) | Increased by 8.5% | | Administrative expenses | (8,866) | (5,186) | Increased by 71.0% | | Finance costs | (339) | (160) | Increased by 111.9% | | Profit before tax | 1,607 | 6,236 | Decreased by 74.2% | | Income tax expense | 326 | (971) | Decreased by 133.6% (From expense to income) | | Profit for the period | 1,933 | 5,265 | Decreased by 63.3% | | Profit/(Loss) attributable to owners of the company | (418) | 3,773 | From profit to loss | | Basic (loss)/earnings per share (RMB cents) | (0.22) | 2.01 | From profit to loss | Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2025, the Group's total comprehensive income for the period significantly decreased to RMB1,933 thousand from RMB5,265 thousand in the prior year, primarily due to the shift from profit to loss attributable to owners of the company Key Data from Condensed Consolidated Statement of Comprehensive Income (For the six months ended June 30) | Metric | 2025 (RMB '000) | 2024 (RMB '000) | YoY Change | | :--- | :--- | :--- | :--- | | Profit for the period | 1,933 | 5,265 | Decreased by 63.3% | | Other comprehensive income for the period | – | – | No change | | Total comprehensive income for the period | 1,933 | 5,265 | Decreased by 63.3% | | Total comprehensive income/(expense) attributable to owners of the company | (418) | 3,773 | From income to expense | | Non-controlling interests | 2,351 | 1,492 | Increased by 57.6% | Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets slightly decreased, net current assets decreased, but total non-current liabilities increased, and net assets slightly increased Key Data from Condensed Consolidated Statement of Financial Position | Metric | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | Change | | :--- | :--- | :--- | :--- | | Total non-current assets | 26,453 | 23,752 | Increased by 2,701 | | Total current assets | 169,092 | 178,674 | Decreased by 9,582 | | Total current liabilities | 10,011 | 13,799 | Decreased by 3,788 | | Net current assets | 159,081 | 164,875 | Decreased by 5,794 | | Total assets less current liabilities | 185,534 | 188,627 | Decreased by 3,093 | | Total non-current liabilities | 14,684 | 8,738 | Increased by 5,946 | | Net assets | 176,796 | 173,943 | Increased by 2,853 | | Total equity | 176,796 | 173,943 | Increased by 2,853 | Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, total equity attributable to owners of the company slightly increased, primarily due to the combined effect of decreased retained profits and increased capital reserve Key Data from Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30) | Metric | 2025 (RMB '000) | 2024 (RMB '000) | Change | | :--- | :--- | :--- | :--- | | Balance at beginning of period (attributable to owners of the company) | 150,540 | 145,212 | Increased by 5,328 | | (Loss)/profit and total comprehensive income for the period (attributable to owners of the company) | (418) | 3,773 | From profit to loss | | Fair value of land use rights granted to share capital and non-controlling interests | 492 | 494 | Slightly decreased | | Balance at end of period (attributable to owners of the company) | 150,614 | 149,479 | Increased by 1,135 | | Non-controlling interests balance at end of period | 26,182 | 19,730 | Increased by 6,452 | | Total equity balance at end of period | 176,796 | 169,209 | Increased by 7,587 | Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, the net decrease in cash and cash equivalents significantly increased, primarily due to increased net cash used in operating, investing, and financing activities Key Data from Condensed Consolidated Statement of Cash Flows (For the six months ended June 30) | Metric | 2025 (RMB '000) | 2024 (RMB '000) | YoY Change | | :--- | :--- | :--- | :--- | | Net cash flows used in operating activities | (3,102) | (1,157) | Increased by 168.1% (Cash outflow increased) | | Net cash flows used in investing activities | (1,177) | (340) | Increased by 246.2% (Cash outflow increased) | | Net cash flows used in financing activities | (6,169) | (69) | Increased by 8840.6% (Cash outflow significantly increased) | | Net decrease in cash and cash equivalents | (10,448) | (1,566) | Increased by 567.2% (Cash outflow significantly increased) | | Cash and cash equivalents at end of period | 137,978 | 141,825 | Decreased by 2.7% | Notes to the Financial Statements This section provides detailed notes to the financial statements, covering the basis of preparation, accounting policies, segment and geographical information, and specific financial statement line items General Information This section provides information on the company's registration, listing venue, principal business, direct holding company, and ultimate holding company - The company was restructured into a joint stock limited company in the PRC on December 1, 2000, with its H shares listed on GEM of the Stock Exchange of Hong Kong1314 - The direct holding company is Liancheng Fire Protection Group Co., Ltd., and the ultimate holding company is Zhejiang Hengtai Real Estate Co., Ltd15 Basis of Preparation and Accounting Policies The Group's condensed consolidated financial statements are prepared in accordance with IAS 34 and the GEM Listing Rules, using the historical cost convention, with new and revised standards adopted this period expected to have no material impact Basis of Preparation - The financial statements are prepared in accordance with International Accounting Standard 34 and the GEM Listing Rules16 - Financial information is prepared under the historical cost convention, except for financial assets at fair value through profit or loss16 Changes in Accounting Policies and Disclosures - New and revised International Financial Reporting Standards, including IAS 21 (Amendment) "Lack of Exchangeability," were adopted for the first time in the current period17 - These amendments have no significant impact on the Group's unaudited condensed consolidated financial statements17 Issued but Not Yet Effective International Financial Reporting Standards - The Group has not early adopted IFRS 18, IFRS 19, IFRS 9, and IAS 28 (Amendments), which are issued but not yet effective1822 - Preliminary assessment indicates that the application of these new and revised standards is not expected to have a significant impact on the Group's financial performance and position19 Operating Segment Information The Group is divided into six reportable operating segments based on products and services, with management independently monitoring each segment's performance; for the six months ended June 30, 2025, the aquarium products and property investment segments performed well, while the testing services segment saw declines in both revenue and performance Segment Allocation and Management - The Group's business is divided into six reportable operating segments: fire-fighting equipment, aquarium products, marine fire-fighting equipment, testing services, property investment, and trading2022 - Segment results are assessed based on adjusted profit before tax, excluding interest income, government grants, realised gains on financial assets at fair value, finance costs (excluding interest on lease liabilities), and head office/corporate expenses20 Segment Results and Assets/Liabilities 2025 First Half Segment Revenue and Results (RMB '000) | Segment | Revenue | Results | | :--- | :--- | :--- | | Fire-fighting equipment | 16,759 | (1,657) | | Aquarium products | 15,655 | 1,935 | | Marine fire-fighting equipment | 6,883 | 327 | | Testing services | 1,413 | (364) | | Property investment | 3,790 | 1,692 | | Trading | – | – | | Total | 44,500 | 1,933 | 2024 First Half Segment Revenue and Results (RMB '000) | Segment | Revenue | Results | | :--- | :--- | :--- | | Fire-fighting equipment | 14,735 | (57) | | Aquarium products | 13,868 | 2,744 | | Marine fire-fighting equipment | 4,719 | 428 | | Testing services | 2,711 | 511 | | Property investment | 3,538 | 1,260 | | Trading | – | – | | Total | 39,571 | 4,886 | - In the first half of 2025, revenue from the fire-fighting equipment, aquarium products, and marine fire-fighting equipment segments all increased, while revenue from the testing services segment significantly decreased2324 Major Customers and Geographical Information For the six months ended June 30, 2025, Customer A (aquarium products segment) and Customer B (fire-fighting equipment segment) contributed over 10% of total revenue, collectively accounting for 62.7% of total revenue, with revenue primarily derived from China and the EU region 2025 First Half Major Customer Revenue (RMB '000) | Customer | 2025 First Half | 2024 First Half | Source Segment | | :--- | :--- | :--- | :--- | | Customer A | 15,595 | 11,443 | Aquarium products | | Customer B | 12,304 | 9,872 | Fire-fighting equipment | | Total | 27,899 | 21,315 | | 2025 First Half Geographical Revenue (RMB '000) | Region | 2025 First Half | 2024 First Half | | :--- | :--- | :--- | | China | 28,145 | 25,743 | | European Union | 16,355 | 13,828 | | Total | 44,500 | 39,571 | - Over 90% of the Group's assets are located in China, thus no further geographical information for non-current assets is disclosed26 Revenue, Other Income and Gains For the six months ended June 30, 2025, the Group's revenue primarily came from sales of pressure vessels, aquarium products, and marine fire-fighting equipment, with rental income also contributing, while other income and gains significantly decreased year-on-year, mainly due to reduced realized gains on financial assets at fair value 2025 First Half Revenue Source Analysis (RMB '000) | Revenue Source | 2025 First Half | 2024 First Half | | :--- | :--- | :--- | | Sales of pressure vessels | 16,759 | 14,735 | | Sales of aquarium products | 15,655 | 13,868 | | Sales of marine fire-fighting equipment | 6,883 | 4,719 | | Testing service fees | 1,413 | 2,711 | | Gross rental income | 3,790 | 3,538 | | Total Revenue | 44,500 | 39,571 | 2025 First Half Other Income and Gains Analysis (RMB '000) | Other Income and Gains | 2025 First Half | 2024 First Half | | :--- | :--- | :--- | | Interest income | 690 | 164 | | Realized gains on financial assets at fair value | 125 | 1,606 | | Government grants | – | 230 | | Net exchange gains | 105 | 116 | | Others | 74 | 5 | | Total | 994 | 2,121 | - Revenue from goods sales is recognized at a point in time, while service revenue is transferred over time28 Profit Before Tax For the six months ended June 30, 2025, profit before tax was primarily affected by factors such as depreciation and amortization, staff costs, auditor's remuneration, realized gains on financial assets at fair value, and provision for expected credit losses 2025 First Half Profit Before Tax Impact Factors (RMB '000) | Item | 2025 First Half | 2024 First Half | | :--- | :--- | :--- | | Depreciation of right-of-use assets | 166 | 253 | | Amortization of intangible assets | 93 | 90 | | Depreciation of property, plant and equipment | 698 | 662 | | Interest on lease liabilities | 11 | 28 | | Staff costs (excluding directors' emoluments) | 4,362 | 4,442 | | Auditor's remuneration | 198 | 168 | | Realized gains on financial assets at fair value | 125 | (1,606) (Loss) | | Provision for expected credit losses | 541 | 584 | Income Tax Expense For the six months ended June 30, 2025, the Group had no assessable profits in Hong Kong, while China enterprise income tax is calculated at a 25% rate, with some eligible small low-profit enterprises enjoying a preferential rate of 5% - No provision for Hong Kong profits tax was made due to no assessable profits30 - The general PRC enterprise income tax rate is 25%, with eligible small low-profit enterprises paying tax at an effective rate of 5% on the first RMB1,000,000 and the remaining assessable profits not exceeding RMB3,000,0003156 2025 First Half Income Tax Expense (RMB '000) | Item | 2025 First Half | 2024 First Half | | :--- | :--- | :--- | | Current tax — PRC provision for the period | (473) | (428) | | Deferred tax | 799 | (543) | | Total tax expense for the period | 326 | (971) | Dividends For the six months ended June 30, 2025, the company did not pay or declare any dividends - The company did not pay or declare any dividends during the reporting period33 (Loss)/Earnings Per Share For the six months ended June 30, 2025, the loss per share attributable to owners of the company was RMB0.22 cents, compared to earnings per share of RMB2.01 cents in the prior year (Loss)/Earnings Per Share (For the six months ended June 30) | Metric | 2025 (RMB cents) | 2024 (RMB cents) | | :--- | :--- | :--- | | Basic (loss)/earnings per share | (0.22) | 2.01 | | Number of ordinary shares issued | 187,430,000 | 187,430,000 | - Basic earnings per share was not diluted as there were no potential dilutive ordinary shares35 Property, Plant and Equipment For the six months ended June 30, 2025, additions to property, plant and equipment amounted to approximately RMB1,292,000, a significant increase from the prior year, with no property, plant and equipment pledged at period-end Additions to Property, Plant and Equipment (RMB '000) | Period | Additions Amount | | :--- | :--- | | 2025 First Half | 1,292 | | 2024 First Half | 340 | - As of June 30, 2025, the Group had no pledged property, plant and equipment, whereas as of December 31, 2024, buildings of approximately RMB8,012,000 were pledged36 Goodwill As of June 30, 2025, the net carrying amount of goodwill was RMB2,320,000, remaining unchanged from December 31, 2024 Net Carrying Amount of Goodwill (RMB '000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cost | 4,211 | 4,211 | | Accumulated impairment | (1,891) | (1,891) | | Net carrying amount | 2,320 | 2,320 | Trade and Bills Receivables As of June 30, 2025, total trade and bills receivables amounted to RMB12,311,000, a decrease from December 31, 2024, and the Group faces significant credit concentration risk, with the top five outstanding balances accounting for 59% of the total Trade and Bills Receivables (RMB '000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade receivables | 13,177 | 15,993 | | Less: Provision for credit losses | (866) | (366) | | Net amount | 12,311 | 15,627 | - Trade terms are primarily credit transactions, with credit periods typically ranging from 2 to 3 months, extendable up to half a year for major customers38 - As of June 30, 2025, the Group faces significant credit concentration risk, with the top five outstanding balances accounting for 59% of total trade receivables3957 Ageing Analysis of Trade Receivables (RMB '000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 4,044 | 7,299 | | 1 to 2 months | 2,165 | 2,706 | | 2 to 3 months | 2,064 | 2,662 | | 3 to 6 months | 2,953 | 1,872 | | 6 to 12 months | 688 | 892 | | 1 to 2 years | 397 | 196 | | Total | 12,311 | 15,627 | Trade Payables As of June 30, 2025, total trade payables amounted to RMB5,737,000, a decrease from December 31, 2024 Ageing Analysis of Trade Payables (RMB '000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 688 | 1,945 | | 1 to 2 months | 432 | 1,868 | | 2 to 3 months | 145 | 283 | | Over 3 months | 4,472 | 2,971 | | Total | 5,737 | 7,067 | Interest-Bearing Bank Borrowings, Secured The Group fully repaid all bank borrowings on March 7, 2025, with no outstanding bank borrowings as of June 30, 2025 - The Group fully repaid all bank borrowings on March 7, 20254258 Interest-Bearing Bank Borrowings (RMB '000) | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Bank borrowings | – | 5,790 | - The loan drawn in December 2023 was secured by the Group's property and bore interest at the loan prime rate plus 0.40%42 Amounts Due to Direct Holding Company Amounts due to the direct holding company are unsecured, interest-free, and have no fixed repayment terms, with the direct holding company Liancheng committing to provide up to RMB50,000,000 in unsecured interest-free shareholder loan financing, which remained undrawn at the end of the reporting period - Amounts due to the direct holding company are unsecured, interest-free, and have no fixed repayment terms43 - Liancheng has committed to provide unsecured interest-free shareholder loan financing of up to RMB50,000,000 until May 30, 2026, which remained undrawn at the end of the reporting period4362 Commitments As of June 30, 2025, the Group had no material commitments - As of June 30, 2025, the Group had no material commitments44 Related Party Transactions This section discloses key management personnel compensation and details the acquisition agreement with Tsinghua Eastern Education Technology Group Co., Ltd. (a related party), which remained incomplete at the end of the reporting period Key Management Personnel Compensation (For the six months ended June 30) | Item | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :--- | | Emoluments | 45 | 45 | | Salaries, allowances and benefits in kind | 162 | 162 | | Pension scheme contributions | 15 | 32 | | Total | 222 | 239 | - The company entered into a sale and purchase agreement with Tsinghua Eastern Education Technology Group Co., Ltd. (a related party) to acquire the entire equity interest in Tsinghua Eastern Fire Protection Technology Group Co., Ltd. and its subsidiaries for RMB200,000,00045 - The acquisition consideration will be settled by issuing consideration shares, convertible bonds, and cash, and remained incomplete at the end of the reporting period, pending regulatory and independent shareholder approvals45 Contingent Liabilities As of June 30, 2025, the Group had no material contingent liabilities - As of June 30, 2025, the Group had no material contingent liabilities46 Business and Financial Review This section provides a comprehensive review of the Group's business operations and financial performance, including revenue, cost of sales, expenses, profit, and financial position metrics Revenue Analysis For the six months ended June 30, 2025, the Group's revenue increased by 12.5% year-on-year to RMB44.5 million, primarily driven by increased sales of pressure vessels, aquarium products, and marine fire-fighting equipment Revenue Comparison (For the six months ended June 30) | Period | Revenue (RMB '000) | YoY Growth | | :--- | :--- | :--- | | 2025 | 44,500 | 12.5% | | 2024 | 39,571 | | - Revenue growth was primarily driven by increased sales of pressure vessels, aquarium products, and marine fire-fighting equipment47 Cost of Sales and Gross Profit For the six months ended June 30, 2025, cost of sales increased by 16% year-on-year to RMB32.195 million, and gross profit margin decreased by 2 percentage points to 28%, mainly due to reduced testing service fees with higher profit margins Cost of Sales and Gross Profit Comparison (For the six months ended June 30) | Metric | 2025 (RMB '000) | 2024 (RMB '000) | YoY Change | | :--- | :--- | :--- | | Cost of sales | 32,195 | 27,732 | Increased by 16% | | Gross profit | 12,305 | 11,839 | Increased by 3.9% | | Gross profit margin | 28% | 30% | Decreased by 2 percentage points | - The decline in gross profit margin was primarily due to reduced testing service fees, which have higher profit margins48 Other Income and Gains Analysis For the six months ended June 30, 2025, other income and gains decreased by 53% year-on-year to RMB994,000, mainly due to reduced realized gains on financial assets at fair value through profit or loss Other Income and Gains Comparison (For the six months ended June 30) | Period | Amount (RMB '000) | YoY Change | | :--- | :--- | :--- | | 2025 | 994 | Decreased by 53% | | 2024 | 2,121 | | - The decrease was primarily due to reduced realized gains on financial assets at fair value through profit or loss49 Selling and Distribution Expenses For the six months ended June 30, 2025, selling and distribution expenses increased by 8% year-on-year to RMB1,946,000, mainly due to higher staff and transportation costs from increased sales of aquarium products and pressure vessels Selling and Distribution Expenses Comparison (For the six months ended June 30) | Period | Amount (RMB '000) | YoY Change | | :--- | :--- | :--- | | 2025 | 1,946 | Increased by 8% | | 2024 | 1,794 | | - The increase was primarily due to higher staff costs and transportation costs resulting from increased sales of aquarium products and pressure vessels50 Administrative Expenses For the six months ended June 30, 2025, administrative expenses significantly increased by 72% year-on-year to RMB8,866,000, mainly due to increased legal and professional fees for the Tsinghua acquisition Administrative Expenses Comparison (For the six months ended June 30) | Period | Amount (RMB '000) | YoY Change | | :--- | :--- | :--- | | 2025 | 8,866 | Increased by 72% | | 2024 | 5,186 | | - The increase was primarily due to increased legal and professional fees related to the Tsinghua acquisition51 Finance Costs For the six months ended June 30, 2025, finance costs increased by 111.9% year-on-year to RMB339,000, primarily comprising bank charges and interest expenses on bank borrowings Finance Costs Comparison (For the six months ended June 30) | Period | Amount (RMB '000) | YoY Change | | :--- | :--- | :--- | | 2025 | 339 | Increased by 111.9% | | 2024 | 160 | | - Finance costs primarily comprise bank charges and interest expenses on bank borrowings52 Non-Controlling Interests For the six months ended June 30, 2025, profit attributable to non-controlling interests increased by 57.6% year-on-year to RMB2,351,000, mainly due to increased profits from certain non-wholly owned subsidiaries Profit Attributable to Non-Controlling Interests Comparison (For the six months ended June 30) | Period | Amount (RMB '000) | YoY Change | | :--- | :--- | :--- | | 2025 | 2,351 | Increased by 57.6% | | 2024 | 1,492 | | - The increase was primarily due to increased profits from certain non-wholly owned subsidiaries53 Profit for the Period For the six months ended June 30, 2025, the Group's profit for the period decreased by 63% year-on-year to RMB1,933,000, primarily due to increased administrative expenses Profit for the Period Comparison (For the six months ended June 30) | Period | Amount (RMB '000) | YoY Change | | :--- | :--- | :--- | | 2025 | 1,933 | Decreased by 63% | | 2024 | 5,265 | | - The decrease in profit for the period was primarily due to increased administrative expenses54 Income Tax The general PRC enterprise income tax rate is 25%, with eligible small low-profit enterprises enjoying a preferential rate of 5% - The general PRC enterprise income tax rate is 25%55 - Eligible small low-profit enterprises pay tax at an effective rate of 5% on the first RMB1,000,000 and the remaining assessable profits not exceeding RMB3,000,00056 Net Current Assets and Current Ratio As of June 30, 2025, the Group's net current assets were RMB159,081,000, and the current ratio was 16.9, an increase from December 31, 2024, primarily due to reduced current liabilities Net Current Assets and Current Ratio Comparison | Metric | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Current Assets (RMB '000) | 169,092 | 178,674 | Decreased by 9,582 | | Current Liabilities (RMB '000) | 10,011 | 13,799 | Decreased by 3,788 | | Current Ratio | 16.9 | 12.9 | Increased by 4.0 | | Inventory Turnover Days | 68日 | 63日 | Increased by 5 days | - The increase in current ratio was primarily due to reduced current liabilities, specifically other payables and accrued expenses, trade payables, and lease liabilities57 - The increase in inventory turnover days was due to a significant increase in inventories (finished goods) in preparation for future sales57 Borrowings The Group fully repaid all bank borrowings on March 7, 2025, with no outstanding bank borrowings as of June 30, 2025 - The Group fully repaid all bank borrowings on March 7, 202558 - As of June 30, 2025, there were no outstanding bank borrowings58 Gearing Ratio As of June 30, 2025, the gearing ratio was 10.6%, a decrease from 16.4% as of December 31, 2024, primarily due to reduced interest-bearing bank borrowings Gearing Ratio Comparison | Period | Gearing Ratio | | :--- | :--- | | June 30, 2025 | 10.6% | | December 31, 2024 | 16.4% | - The decrease in gearing ratio was primarily due to reduced interest-bearing bank borrowings59 Capital Structure and Financial Resources As of June 30, 2025, the company's total number of issued shares was 187,430,000, with no change in capital structure, and the Group's operations are primarily funded by internal resources, interest-bearing bank borrowings, and shareholders' equity, with committed financing from the direct holding company - As of June 30, 2025, the total number of shares issued by the company was 187,430,000, with no change in capital structure6061 - The Group's operations are primarily funded by internal resources, interest-bearing bank borrowings, and shareholders' equity62 - The direct holding company, Liancheng, has committed to provide unsecured interest-free shareholder loan financing of up to RMB50,000,000 until May 30, 2026, which remained undrawn at the end of the reporting period62 Material Investments and Acquisitions/Disposals For the six months ended June 30, 2025, the Group had no material asset acquisitions or disposals - For the six months ended June 30, 2025, the Group had no material asset acquisitions or disposals63 Pledge of Assets As of June 30, 2025, the Group had not pledged any of its assets - As of June 30, 2025, the Group had not pledged any of its assets64 Business Review The Group offers CO2, water-based, and dry powder fire extinguisher products and manufactures pressure vessels compliant with international standards, having ceased manufacturing and selling fire extinguisher products since April 1, 2025, with auxiliary businesses including aquarium products and property investment - The Group's fire extinguisher products include CO2, water-based, and dry powder types, and it manufactures pressure vessels compliant with quality standards in China, the US, and the EU65 - Effective April 1, 2025, the company resolved to cease manufacturing and selling fire extinguishers, which were consistently loss-making products within the fire-fighting equipment segment65 - Auxiliary businesses include sales of aquarium products and property investment, and the Group continuously reviews non-core businesses to ensure efficiency66 Future Outlook This section outlines the company's strategic direction, growth opportunities, potential risks and challenges, and initiatives to maximize shareholder value Strategic Direction and Growth Opportunities The company is committed to consolidating its market position, actively seeking core business growth opportunities, and is optimistic about the growth potential of the Tsinghua acquisition, which will enable it to offer comprehensive fire safety training solutions - The company will continue to consolidate its market position and actively seek growth opportunities in its core businesses67 - The Tsinghua acquisition has been approved by shareholders, and upon regulatory approvals and asset transfer completion, the target group will be integrated to provide comprehensive fire safety training solutions67 - The company is confident in achieving sustainable growth through organic expansion, strategic acquisitions, and continuous innovation67 Risks and Challenges The Group faces macroeconomic and industry challenges such as raw material price fluctuations, rising labor costs, customer concentration risk, and foreign exchange volatility risk, while the completion of the Tsinghua acquisition remains subject to regulatory approvals, potentially affecting integration timing and certainty - The Group faces macroeconomic and industry challenges such as raw material price fluctuations, rising labor costs, customer concentration risk, and foreign exchange volatility risk68 - The completion of the Tsinghua acquisition remains subject to various regulatory approvals, which may affect integration timing and certainty68 Maximizing Shareholder Value The Board will drive sustainable growth by consolidating market position, expanding product and service offerings, and seizing new opportunities to maximize shareholder value, while the Group will continuously evaluate opportunities for mergers, reorganizations, and disposals of non-core businesses - The Board will drive sustainable growth and maximize shareholder value by consolidating its market position, expanding its product and service offerings, and seizing new opportunities in the fire safety sector69 - The Group will evaluate opportunities for mergers, reorganizations, and, if necessary, disposals of non-core or underperforming business segments to optimize resources and enhance profitability69 Equity and Corporate Governance This section details directors' and substantial shareholders' interests, employee information, and the company's adherence to corporate governance practices and policies Directors' and Supervisors' Interests and Short Positions in Shares, Underlying Shares, and Debentures As of June 30, 2025, Mr. Zhou Jinhui held a 71.05% long position in the company's shares through a controlled corporation Directors' and Supervisors' Long Positions in the Company's Shares | Name | Manner of Holding | Number of Shares | Approximate Percentage of Total Issued Share Capital | | :--- | :--- | :--- | :--- | | Mr. Zhou Jinhui | Held by controlled corporation | 133,170,000 | 71.05% | - Mr. Zhou Jinhui holds an 80% interest in Liancheng through Zhejiang Hengtai, and Liancheng holds 131,870,000 domestic shares and 1,300,000 H shares of the company71 Substantial Shareholders' and Other Persons' Interests and Short Positions in Shares, Underlying Shares, and Debentures As of June 30, 2025, Liancheng Fire Protection Group Co., Ltd., Zhejiang Hengtai Real Estate Co., Ltd., and Mr. Zhou Jinhui were substantial shareholders, holding 70.36% and 0.69% long positions in the company's shares respectively, with some domestic shares held by Liancheng being pledged Substantial Shareholders' Long Positions in the Company's Shares | Name/Entity | Manner of Holding | Number of Shares | Approximate Percentage of Total Issued Share Capital | | :--- | :--- | :--- | :--- | | Liancheng Fire Protection Group Co., Ltd. | Beneficial owner | 131,870,000 (Domestic shares) | 70.36% | | | Held by controlled corporation | 1,300,000 (H shares) | 0.69% | | Zhejiang Hengtai Real Estate Co., Ltd. | Held by controlled corporation | 131,870,000 (Domestic shares) | 70.36% | | | Held by controlled corporation | 1,300,000 (H shares) | 0.69% | | Mr. Zhou Jinhui | Held by controlled corporation | 131,870,000 (Domestic shares) | 70.36% | | | Held by controlled corporation | 1,300,000 (H shares) | 0.69% | - 131,870,000 domestic shares of the company held by Liancheng have been pledged to an independent third party as collateral for a loan of RMB198,000,00075 Directors' and Supervisors' Interests in Contracts For the six months ended June 30, 2025, no director or supervisor had any direct or indirect material interest in any significant contract of the company, other than related party transactions disclosed in Note 16 - For the six months ended June 30, 2025, no director or supervisor had any direct or indirect material interest in any significant contract of the company, other than related party transactions77 Employees As of June 30, 2025, the Group had 95 employees, with remuneration determined by market levels, performance, qualifications, and experience, contributing to defined contribution retirement schemes for eligible employees in China, maintaining good employee relations without significant labor disputes Employee Count Comparison | Period | Number of Employees | | :--- | :--- | | June 30, 2025 | 95 | | June 30, 2024 | 89 | - Remuneration is determined by market levels and individual performance, qualifications, and experience, with contributions made to defined contribution retirement schemes for eligible employees in China78 - The company maintains good employee relations, with no significant labor disputes or strikes78 Purchase, Sale or Redemption of the Company's Listed Securities For the six months ended June 30, 2025, neither the company nor 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 its subsidiaries purchased, sold, or redeemed any of the company's listed securities79 Dividends The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 202580 Corporate Governance The company is committed to promoting good corporate governance, has complied with all code provisions of the Corporate Governance Code set out in Appendix 15 of the GEM Listing Rules, and has adopted a code of conduct for directors' securities transactions, with the Audit Committee having reviewed the unaudited financial statements for the period Corporate Governance Practices - The company has complied with all code provisions of the Corporate Governance Code set out in Appendix 15 of the GEM Listing Rules8182 - The objective is to maintain responsible decision-making processes, enhance transparency in information disclosure, respect shareholders' rights, improve risk management, and boost business performance82 Directors' Securities Transactions - The company has adopted a code of conduct for directors' securities transactions, with terms no less exacting than the Model Code for Securities Transactions set out in Rules 5.48 to 5.67 of the GEM Listing Rules83 - Upon enquiry, all directors have complied with the relevant Model Code and code of conduct83 Audit Committee - The Audit Committee comprises three independent non-executive directors: Ms. Zhu Yijuan, Mr. Wang Guozhong, and Mr. Song Zizhang84 - The Audit Committee's primary responsibilities include reviewing and monitoring the Group's financial reporting process and internal control systems, and it has reviewed the unaudited financial statements for the current period84 Other Information This section provides details regarding the publication and availability of the report Report Publication Information This report will be published on the GEM website and the company's website for at least seven consecutive days from the date of publication - This report will be published on the GEM website www.hkgem.com and the company's website www.shanghaiqingpu.com[85](index=85&type=chunk)
上海青浦消防(08115) - 2025 - 中期财报