泰达生物(08189) - 2025 - 中期财报

Report Overview GEM Market Features and Disclaimer This section outlines the GEM market's high-risk platform for SMEs, emphasizing investor caution and the directors' responsibility for report accuracy - GEM market positions itself as a listing platform for high-investment-risk small and medium-sized companies, requiring investors to understand potential risks[2] - Hong Kong Exchanges and Clearing Limited and the Stock Exchange disclaim responsibility for this report's content, with company directors fully accountable for its accuracy and completeness[2] Summary This summary highlights the Group's key financial performance for the six months ended June 30, 2025, including turnover, gross profit, loss attributable to owners, and loss per share, with no dividend recommended 2025 H1 Key Financial Indicators | Indicator | 2025 H1 (RMB) | 2024 H1 (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Consolidated Turnover | 226,407,014 | 211,568,049 | 7.01% Increase | | Consolidated Gross Profit | 13,820,662 | 12,115,570 | 14.07% Increase | | Loss Attributable to Owners of the Company | (6,426,384) | (4,123,183) | 55.86% Loss Widening | | Loss Per Share | 0.317 cents | 0.218 cents | 45.41% Loss Widening | | Dividend | Not Recommended | Not Recommended | No Change | Financial Statements Condensed Consolidated Statement of Profit or Loss This section presents the unaudited condensed consolidated statement of profit or loss for the six months ended June 30, 2025, detailing key financial figures and comparative data Condensed Consolidated Statement of Profit or Loss (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Turnover | 226,407,014 | 211,568,049 | | Cost of Sales | (212,586,352) | (199,452,479) | | Gross Profit | 13,820,662 | 12,115,570 | | Other Income and Gains/Losses, Net | 235,587 | (50,195) | | Selling and Distribution Costs | (3,960,302) | (7,053,114) | | Research and Development and Administrative Expenses | (16,551,751) | (8,559,614) | | Finance Costs | (1,973,895) | (1,977,660) | | (Loss)/Profit Before Tax | (8,429,699) | (5,525,013) | | Income Tax | – | – | | (Loss)/Profit for the Period | (8,429,699) | (5,525,013) | | (Loss)/Profit for the Period Attributable to Owners of the Company | (6,426,384) | (4,123,183) | | (Loss)/Profit for the Period Attributable to Non-controlling Interests | (2,003,313) | (1,401,830) | | Loss Per Share – Basic (RMB) | 0.317 cents | 0.218 cents | Condensed Consolidated Statement of Financial Position This section presents the unaudited condensed consolidated statement of financial position as of June 30, 2025, detailing assets, liabilities, and equity, with comparative audited data Condensed Consolidated Statement of Financial Position (As of June 30) | Indicator | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Total Non-current Assets | 98,078,794 | 98,533,260 | | Total Current Assets | 317,084,756 | 233,993,789 | | Total Assets | 415,163,551 | 332,527,049 | | Total Current Liabilities | 287,372,895 | 279,065,167 | | Net Current Assets | 29,711,861 | (45,071,379) | | Total Non-current Liabilities | 26,884,872 | 25,021,945 | | Net Assets | 100,905,783 | 28,439,937 | | Equity Attributable to Owners of the Company | 96,618,228 | 22,149,069 | | Total Equity | 100,905,783 | 28,439,937 | Condensed Consolidated Statement of Cash Flows This section presents the unaudited condensed consolidated statement of cash flows for the six months ended June 30, 2025, detailing cash flows from operating, investing, and financing activities Condensed Consolidated Statement of Cash Flows (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Net Cash Used in Operating Activities | (98,397,585) | 8,044,015 | | Net Cash Used in Investing Activities | 6,718,101 | (748,742) | | Net Cash Used in Financing Activities | 78,550,043 | 4,970,000 | | Net Decrease in Cash and Bank Balances | (13,129,441) | 12,265,273 | | Cash and Bank Balances at End of Period | 52,270,511 | 18,199,595 | Condensed Consolidated Statement of Changes in Equity This section details the condensed consolidated statement of changes in equity for the six months ended June 30, 2025, showing movements in equity components and profit attributable to owners Condensed Consolidated Statement of Changes in Equity (For the Six Months Ended June 30) | Indicator | June 30, 2025 (RMB) | June 30, 2024 (RMB) | | :--- | :--- | :--- | | Share Capital | 213,390,000 | 189,450,000 | | Share Premium | 332,272,982 | 275,317,438 | | Accumulated Losses | (435,921,450) | (405,816,010) | | Total Equity Attributable to Owners of the Company | 96,618,228 | 45,828,125 | | Profit Attributable to Owners of the Company for the Period | (6,426,384) | (4,123,183) | | Impact of Share Issuance | 80,895,544 | 0 | Notes to the Financial Statements Basis of Presentation and Accounting Policies This section explains the financial statements' preparation under historical cost, HKFRSs, and GEM Listing Rules, noting no significant impact from new standards and a going concern basis - Financial statements are prepared in accordance with Hong Kong Financial Reporting Standards, Hong Kong Generally Accepted Accounting Principles, Hong Kong Companies Ordinance, and GEM Listing Rules[8] - The Group's adoption of new and revised HKFRSs has no significant impact on its unaudited operating results and financial position[8] - Financial statements are prepared on a going concern basis, assuming the Group will continue its operations indefinitely[8] Revenue Analysis This section details the Group's revenue composition for the six months ended June 30, 2025, primarily from fertilizer products and elderly care and health, with comparative data Revenue Composition (For the Six Months Ended June 30) | Business Segment | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Fertilizer Products | 182,987,005 | 211,314,827 | | Elderly Care and Health | 43,420,010 | 253,222 | | Total | 226,407,014 | 211,568,049 | - Elderly care and health business revenue significantly increased from RMB 253,222 in H1 2024 to RMB 43,420,010 in H1 2025, driving group revenue growth[9] - Fertilizer product revenue decreased year-on-year from RMB 211,314,827 to RMB 182,987,005[9] Finance Costs This section discloses finance costs for the six months ended June 30, 2025, primarily bank loan interest and charges, showing a slight year-on-year decrease Finance Costs (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Interest Expense on Bank Loans and Bank Charges | 1,973,895 | 1,977,660 | | Total | 1,973,895 | 1,977,660 | - Finance costs decreased by 0.19% year-on-year, indicating stable cost control in financing[10] Taxation Policy and Expenses This section details the Group's income tax policies, including statutory rates, preferential rates for high-tech and small enterprises, and tax situations in various jurisdictions, reporting zero income tax expense for the period - China's statutory income tax rate is 25%[11] - Guangdong Fulilong Compound Fertilizer Co., Ltd., as a high-tech enterprise, enjoys a 15% preferential tax rate, with its qualification extended for three years[11] - Certain Chinese subsidiaries qualify as small enterprises, benefiting from a 5% preferential income tax rate[11] - For the half-year ended June 30, 2025, the Group had no taxable income in Hong Kong and China, resulting in zero income tax expense[11][12] Loss Per Share Calculation This section provides the basis for calculating basic loss per share for the six months ended June 30, 2025, including loss attributable to owners and the weighted average number of ordinary shares Basic Loss Per Share Calculation (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Loss for Calculation of Basic Loss Per Share | (6,426,384) | (4,123,183) | | Weighted Average Number of Ordinary Shares | 2,024,487,845 | 1,894,500,000 | | Basic Loss Per Share | 0.317 cents | 0.218 cents | Additions to Property, Plant and Equipment This section discloses the Group's capital expenditure on additions to property, plant and equipment for the six months ended June 30, 2025, indicating an increase in investment Additions to Property, Plant and Equipment (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | | :--- | :--- | :--- | | Additions to Property, Plant and Equipment | 834,918 | 613,742 | - Capital expenditure on property, plant, and equipment increased by approximately 36% year-on-year[14] Trade and Bills Receivables This section provides a detailed analysis of trade and bills receivables as of June 30, 2025, including aging distribution and provision for doubtful debts, showing a significant increase in net trade receivables Trade and Bills Receivables (As of June 30) | Indicator | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Trade Receivables | 129,353,680 | 105,971,674 | | Less: Provision for Doubtful Debts | (95,136,104) | (95,153,154) | | Trade Receivables, Net | 34,217,576 | 10,818,520 | | Bills Receivable | – | – | Aging Analysis of Trade Receivables (As of June 30) | Aging | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Within 3 Months | 29,372,239 | 1,257,380 | | Over 3 Months but Within 6 Months | 62,237 | 3,717,203 | | Over 6 Months | 4,783,099 | 5,843,937 | - Net trade receivables significantly increased from RMB 10,818,520 at the end of 2024 to RMB 34,217,576 as of June 30, 2025, primarily driven by an increase in receivables within three months[16] Prepayments and Other Receivables This section lists the composition of prepayments and other receivables as of June 30, 2025, including other receivables (net of provision for doubtful debts) and deposits and prepayments, showing a significant increase in the total amount Prepayments and Other Receivables (As of June 30) | Indicator | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Other Receivables (Net) | 12,749,745 | 3,490,539 | | Deposits and Prepayments | 133,859,849 | 78,976,908 | | Total | 146,609,595 | 82,467,447 | - Total prepayments and other receivables increased by approximately 77.8% from RMB 82,467,447 at the end of 2024 to RMB 146,609,595 as of June 30, 2025[17] Trade Payables This section provides an aging analysis of trade payables as of June 30, 2025, indicating a substantial increase in trade payables within three months Aging Analysis of Trade Payables (As of June 30) | Aging | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Within 3 Months | 27,782,169 | 2,180,601 | | Over 3 Months but Within 6 Months | 20,467 | 166,500 | | Over 6 Months | 5,281,368 | 6,584,577 | | Total | 33,084,003 | 8,931,678 | - Total trade payables increased from RMB 8,931,678 at the end of 2024 to RMB 33,084,003 as of June 30, 2025, with the primary increase in payables within three months[18] Other Payables, Accruals and Contract Liabilities This section details the composition of other payables, accruals, and contract liabilities as of June 30, 2025, showing a significant increase in total other payables Other Payables, Accruals and Contract Liabilities (As of June 30) | Indicator | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Other Payables | 58,578,315 | 31,008,970 | | Consideration for Acquisition of a Subsidiary | 2,206,900 | 2,206,900 | | Accruals | 4,141,108 | 6,278,834 | | Advances Received | 13,379,852 | 13,379,852 | | Amounts Due to Directors | 322,381 | 315,000 | | Social Welfare Funds Payable | 2,965,152 | 2,965,152 | | Total | 81,593,708 | 56,154,708 | - Total other payables, accruals, and contract liabilities increased by approximately 45.3% from RMB 56,154,708 at the end of 2024 to RMB 81,593,708 as of June 30, 2025[19] Share Capital Structure This section discloses the Group's share capital structure as of June 30, 2025, including authorized and issued share capital, showing a significant increase in domestic shares Share Capital Structure (As of June 30) | Indicator | June 30, 2025 (Number of Shares/RMB Thousand) | December 31, 2024 (Number of Shares/RMB Thousand) | | :--- | :--- | :--- | | Authorized Share Capital (Number of Shares) | 2,133,900,000 | 1,894,500,000 | | Authorized Share Capital (Par Value) | 213,390 | 189,450 | | Issued Domestic Shares (Number of Shares) | 1,436,400,000 | 697,500,000 | | Issued Domestic Shares (Par Value) | 143,640 | 69,750 | | Issued H Shares (Number of Shares) | 697,500,000 | 1,197,000,000 | | Issued H Shares (Par Value) | 69,750 | 119,700 | | Total Issued and Fully Paid Share Capital (Number of Shares) | 2,133,900,000 | 1,894,500,000 | | Total Issued and Fully Paid Share Capital (Par Value) | 213,390 | 189,450 | - The number of domestic shares significantly increased from 697,500,000 at the end of 2024 to 1,436,400,000 as of June 30, 2025, while H shares decreased accordingly[20] Capital Commitments and Contingent Liabilities This section states that as of June 30, 2025, the Group had no significant unprovided capital commitments and zero contingent liabilities - As of June 30, 2025, the Group had no significant capital commitments not provided for in the condensed consolidated financial statements[21] - The Company's contingent liabilities for guarantees on bank facilities granted to certain subsidiaries were RMB 0 (June 2024: RMB 0)[22] Management Discussion and Analysis Business Review This section reviews the Group's operations, market performance, strategic layout, and key collaborations across its bio-compound fertilizer, AI medical elderly care, and data businesses - The Group currently operates in three main business areas: bio-compound fertilizer, AI medical elderly care, and data services[25] Bio-Compound Fertilizer Business The Group's bio-compound fertilizer business encompasses R&D, production, and sales, featuring a diverse product range and an integrated information-based management model, with an analysis of H1 2025 market trends - The Group's compound fertilizer products include high-tower compound fertilizer, sulfur-based compound fertilizer, chlorine-based compound fertilizer, and nitro-based compound fertilizer, suitable for both field crops and cash crops[28] - The company has established a comprehensive operational management model covering procurement, production, marketing, logistics, and finance through information technology development[28] Industry Overview and Market Trends In H1 2025, the compound fertilizer market saw potash prices rise 15-20%, with overall prices fluctuating, while downstream demand remained steady, highlighting market upgrade potential - In H1 2025, potash fertilizer prices increased by 15%-20%, becoming a key driver of rising compound fertilizer costs[26] - Compound fertilizer prices exhibited a differentiated trend of "rising in Q1 and high-level fluctuations in Q2"[26] - Downstream demand showed steady growth, with structural optimization and regional vitality highlighting market upgrade potential, particularly strong resilience in economic crops[26] - Market trends necessitate fertilizer enterprises to continuously develop new products, enhance quality and efficacy, and strengthen environmental protection facilities[29] The Group's Operating Model The Group's compound fertilizer business employs strategic and order-based procurement, operates two production bases, utilizes a dealer-centric marketing model with e-commerce, and manages logistics through external partnerships - Procurement combines strategic and order-based approaches, maintaining long-term partnerships with major raw material suppliers[30] - Production is sales-driven, with facilities in Weifang, Shandong, and Dongguan, Guangdong, and new products like liquid and water-soluble compound fertilizers introduced[31] - Marketing primarily relies on dealer distribution, establishing the well-known "Fulilong" brand, and developing an e-commerce sales platform[31] - The logistics department collaborates with external transport providers to manage raw material and finished product warehousing and distribution, reducing costs[32] AI Medical Elderly Care Business The Group integrates traditional elderly care with AI medical large model technology, raising capital to establish Boya Quan Jian, and collaborating with top hospitals and computing power providers to develop the "Xihe-1" medical large model and a pre-diagnosis and triage integrated machine - The Group's core elderly care team has operated since 1999, introducing Japanese "personalized, quality-oriented" concepts to establish "Ruifu Elderly Care" in Shanghai, managing 50 institutions[33] - To support the AI medical large model strategy, two share placements in H1 2025 raised approximately HKD 88.8 million net, for AI medical health software platform acquisition and development[34] - Beijing Boya Quan Jian Smart Computing Technology Co., Ltd. was established in collaboration with a Peking University Health Science Center affiliated hospital, focusing on deep integration of AI and medical health technology[35] Elderly Care Service Foundation The Group's "Ruifu Elderly Care" brand manages 50 Shanghai elderly care institutions, leveraging extensive operational experience and actively expanding rehabilitation aid rental services - "Ruifu Elderly Care" manages 50 elderly care institutions in Shanghai, including nursing homes, day care centers, elder care homes, and integrated elderly service centers[33] - "Ruifu Elderly Care" managed nursing homes received the first batch of Shanghai's Grade III elderly care institution titles and actively engage in rehabilitation aid rental services[33] AI Medical Strategy and "Xihe-1" Large Model The Group, through Boya Quan Jian, collaborated with a Peking University Health Science Center affiliated hospital to develop the bilingual "Xihe-1" medical large model, trained on millions of real closed-source medical cases, driving decisions with pathological evidence and combining natural language interaction with traceable knowledge reasoning to enhance clinical intelligence and rigor; concurrently, it partnered with Suihong Huachuang to develop a pre-diagnosis and triage integrated machine for grassroots medical areas - Boya Quan Jian, in collaboration with Peking University Third Hospital, developed the bilingual Chinese-English "Xihe-1" medical large model over ten years, featuring hundreds of billions of parameters[36] - "Xihe-1" is trained on millions of real closed-source patient cases from Peking University Third Hospital, achieving extremely low hallucination rates, over 90% accuracy, 98% medical student knowledge coverage, and over 90% precision[36] - The model uses pathological images and reports as core evidence to establish causal links, ensuring traceable and evidence-based diagnostic reasoning, significantly reducing "hallucination" issues[37] - "Xihe-1" employs a "natural language interaction + traceable knowledge reasoning" dual engine to enhance the intelligence and rigor of doctors' clinical decisions[38] - A "Xihe-1" pre-diagnosis and triage integrated machine was jointly developed with Suihong Huachuang, targeting promotion in grassroots medical areas[38] Data Business To support AI medical elderly care, the Group established Yishu Jingcheng, a Deep Computing Institute core partner, offering data governance services and forming strategic alliances with Peking University Third Hospital, the Deep Computing Institute, and China Telecom Digital Intelligence Technology Co., Ltd. Ningxia Branch to build an AI medical health ecosystem - High-quality, secure, and available medical big data is essential for training, application, and personalized services of medical large models[39] - The Group established Shenzhen Yishu Jingcheng Technology Co., Ltd., a controlling subsidiary, to engage in data governance, providing high-quality data for AI medical large models and full-process data services for medical institutions and government departments[40] Data Governance and Ecosystem Collaboration Yishu Jingcheng, a Deep Computing Institute core partner, provides data governance services, collaborating with Peking University Third Hospital for "Xihe-1" training data, signing an ecosystem agreement with the Deep Computing Institute, and partnering with China Telecom Digital Intelligence Technology Co., Ltd. Ningxia Branch to build an AI medical health ecosystem and industrial park - Yishu Jingcheng, as an officially certified core ecological partner of the Deep Computing Institute, integrates its Yasan database, Caishiji data quality system, and Diaoyucheng data analysis system to provide data governance services[40][41] - Boya Quan Jian and Peking University Third Hospital formed a strategic partnership, with the hospital providing millions of ethically reviewed and de-identified real patient case data for "Xihe-1" training[40] - Yishu Jingcheng signed an ecological cooperation agreement with the Deep Computing Institute, establishing a "market-side + technology-side" collaborative mechanism, with the Institute providing technical support and training[41] - Boya Quan Jian and China Telecom Digital Intelligence Technology Co., Ltd. Ningxia Branch signed a strategic cooperation agreement to jointly build a medical health ecosystem platform and the Ningxia "AI + Medical Health" Industrial Park[42] Financial Review This section reviews the Group's H1 2025 financial performance, including turnover growth, gross profit improvement, cost changes, expanded loss, and an analysis of liquidity, financial resources, and capital structure Operating Results Analysis The Group's H1 2025 turnover increased by 7.01%, driven by elderly care and health, with consolidated gross profit up 14.07% and gross profit margin rising to 6.10%, reflecting revenue growth and cost optimization Turnover, Gross Profit and Gross Profit Margin (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Total Turnover | 226,407,014 | 211,568,049 | 7.01% Increase | | Consolidated Gross Profit | 13,820,662 | 12,115,570 | 14.07% Increase | | Operating Consolidated Gross Profit Margin | 6.10% | 5.73% | 0.37 Percentage Point Increase | - Revenue growth primarily stemmed from the rapid development of the elderly care and health business segment[43] - The company continuously strengthened cost control, effectively managing cost growth, leading to increased gross profit and gross profit margin[43] Cost and Expense Analysis In H1 2025, the Group's selling and distribution costs decreased by 43.85% due to expense control, while R&D and administrative expenses surged by 93.37% reflecting AI medical and data business investments, and finance costs slightly declined by 0.19% Costs and Expenses (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Selling and Distribution Costs | 3,960,302 | 7,053,114 | 43.85% Decrease | | Research and Development and Administrative Expenses | 16,551,751 | 8,559,614 | 93.37% Increase | | Finance Costs | 1,973,895 | 1,977,660 | 0.19% Decrease | - The decrease in selling and distribution costs was primarily due to the Group's enhanced expense control, achieving cost reduction and efficiency improvement through travel reimbursement system reforms and refined channel management[44] - The significant increase in R&D and administrative expenses is likely related to the Group's investments in AI medical large models and data business[45] Financial Position and Liquidity As of June 30, 2025, loss attributable to owners expanded to RMB 6,426,384, with loss per share at 0.317 cents; total assets and shareholders' equity significantly increased, and an improved current ratio of 1.10, along with reduced asset-liability and capital-to-debt ratios, indicates an optimized financial structure Loss for the Period and Loss Per Share (For the Six Months Ended June 30) | Indicator | 2025 (RMB) | 2024 (RMB) | YoY Change | | :--- | :--- | :--- | :--- | | Loss Attributable to Owners of the Company | 6,426,384 | 4,123,183 | 55.86% Loss Widening | | Loss Per Share | 0.317 cents | 0.218 cents | 45.41% Loss Widening | Liquidity and Capital Structure (As of June 30) | Indicator | June 30, 2025 (RMB) | December 31, 2024 (RMB) | | :--- | :--- | :--- | | Bank and Cash Balances | 52,270,511 | 65,399,950 | | Short-term Borrowings | 83,830,000 | 134,670,000 | | Total Assets | 415,163,551 | 332,527,049 | | Total Current Liabilities | 287,372,895 | 279,065,167 | | Shareholders' Equity | 100,905,783 | 28,439,937 | | Consolidated Asset-Liability Ratio | 0.76 | 0.91 | | Capital-to-Debt Ratio | 0.24 | 0.45 | | Current Ratio | 1.10 | 0.84 | - The Group's primary funding sources are bank financing and funds raised through share placements[48] - The current ratio improved from 0.84 to 1.10, indicating enhanced short-term solvency[49] - Both the asset-liability ratio and capital-to-debt ratio decreased, signifying reduced financial leverage and an optimized financial structure[49] Risk Management and Treasury Policy As of June 30, 2025, the Group had no pledged assets or contingent liabilities, minimal foreign currency risk due to RMB settlements, and a treasury policy of RMB-denominated bank borrowings and cash deposits in China - As of June 30, 2025, the Group and the Company had contingent liabilities of RMB 0 for guarantees provided on bank loans granted to its subsidiaries[50] - The Group faces minimal foreign currency risk as all sales and payments are settled in RMB[51] - The Group's treasury policy involves settling bank borrowings in RMB and renewing them annually, with any cash balances deposited in licensed banks in China[52] Future Outlook The company will prioritize AI medical large model and data business R&D and commercialization, deepening collaborations to advance AI vertical medical large models and data services, and integrating them into existing elderly care to enhance medical efficiency and quality - The company will continue collaborating with top-tier hospitals like Peking University Third Hospital and Peking University People's Hospital, utilizing real patient case data for AI medical large model training[53] - By building an open and collaborative ecosystem platform, the company will partner with research institutions, medical organizations, local governments, and upstream/downstream industry players to advance AI vertical medical large model R&D and commercialization[53] - Cooperation with the Deep Computing Institute will be deepened to provide full-process data services, including automated data cleaning, database construction, and intelligent data analysis, for medical institutions, enterprises, government departments, and industry AI applications[53] - AI medical will be deeply integrated into existing elderly care services to enhance efficiency and quality, providing a better living experience for the elderly[53] Corporate Governance and Other Information Dividend Policy The Board does not recommend an interim dividend for the six months ended June 30, 2025, consistent with the prior year - The Board does not recommend the payment of an interim dividend for the six months ended June 30, 2025 (June 2024: nil)[23] Directors' and Major Shareholders' Interests As of June 30, 2025, no directors, supervisors, or senior executives held disclosable interests in the company's securities; the report lists four major shareholders, with Tianjin Economic-Technological Development Area State-owned Assets Management Co., Ltd. holding 9.63% - As of June 30, 2025, none of the Company's directors, supervisors, or other senior executives held any interests or short positions in the securities, relevant shares, and debentures of the Company or any of its associated corporations that required notification to the Company and the Stock Exchange[54] - At no time during the review period did the Company, its subsidiaries, or its holding company enter into any arrangements enabling the Company's directors and supervisors, or their respective spouses or children under 18, to acquire benefits by purchasing the Company's shares[55] Major Shareholder Holdings (As of June 30, 2025) | Shareholder Name | Capacity | Number of Ordinary Shares | Percentage of Share Capital | | :--- | :--- | :--- | :--- | | Tianjin Economic-Technological Development Area State-owned Assets Management Co., Ltd. | Beneficial Owner | 182,500,000 | 9.63% | | Shenzhen Xiangyong Investment Co., Ltd. | Beneficial Owner | 180,000,000 | 9.50% | | Shenzhen Aopai Technology Co., Ltd. | Beneficial Owner | 180,000,000 | 9.50% | | Dongguan Luye Fertilizer Co., Ltd. | Beneficial Owner | 120,000,000 | 6.33% | Audit Committee and Corporate Governance The company's audit committee, comprising three independent non-executive directors, oversees financial reporting, external audit, internal control, and risk assessment; while committed to the Corporate Governance Code, the dual role of chairman and CEO does not fully comply, and the company aims for early compliance to enhance transparency and independence - The Company's Audit Committee comprises three independent non-executive directors, chaired by Ms. Gao Chun, primarily responsible for reviewing and overseeing the Group's financial reporting procedures, external audit, internal control, and risk assessment[59] - The Audit Committee has reviewed the Group's interim results and interim report for the six months ended June 30, 2025[60] - The Company has complied with all provisions of the Corporate Governance Code, except for the dual role of Chairman and Chief Executive Officer held by Ms. Sun Li[65] - The Board believes Ms. Sun Li's dual role is currently in the Company's best interest, but the Company will comply with the Code as soon as possible to enhance corporate governance transparency and independence[65] Securities Transactions and Share Capital Changes During the period ended June 30, 2025, the company approved no new share option schemes or management contracts, adopted a code of conduct for directors' securities transactions, and completed two share placements raising approximately HKD 88.8 million net for AI medical health software platform development and working capital - No new share option schemes were approved by the Company during the period ended June 30, 2025[61] - No contracts concerning the management or administration of the overall business or any principal business of the Company existed or were entered into during the period ended H1 2025[62] - The Company has adopted a code of conduct for directors' securities transactions, with no instances of non-compliance found[63] - On February 19, 2025, a share placement of 135,900,000 shares was completed, raising approximately HKD 50.5 million net for AI medical health software platform acquisition and development, and working capital[64] - On May 8, 2025, a new share placement of 103,500,000 shares was completed, raising approximately HKD 38.3 million net for medical health software platform development and working capital[64] Board Information This section lists the company's board members as of the report date, including executive, non-executive, and independent non-executive directors, and provides the report's publication date and access details - The Company's executive director is Ms. Sun Li; non-executive directors are Mr. He Xin, Ms. Li Xueying, and Mr. Li Ximing; independent non-executive directors are Ms. Tu Xiangzhen, Mr. Wang Yongkang, and Ms. Gao Chun[67] - The report was published on August 29, 2025, and is available on the GEM website and the company's website[67]