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亚洲水泥(中国)(00743) - 2025 - 中期财报
ASIA CEMENT CHASIA CEMENT CH(HK:00743)2025-09-08 09:01

Corporate Information The Board of Directors comprises executive, non-executive, and independent non-executive directors, supported by various committees - The Board of Directors consists of executive, non-executive, and independent non-executive directors, with committees for audit, remuneration, nomination, independence, and corporate sustainability678 - The company's auditor is Deloitte Touche Tohmatsu, and its stock code is 74312 Financial Highlights The company achieved a significant turnaround in profitability for the six months ended June 30, 2025, despite a slight revenue decrease Key Financial Performance for the Six Months Ended June 30 | Metric | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Revenue | 2,496,296 | 2,689,407 | -7.18% | | Gross profit | 411,240 | 132,980 | +209.25% | | Profit (loss) for the period | 116,972 | (411,205) | Returned to profitability | | Profit (loss) attributable to owners | 114,418 | (404,853) | Returned to profitability | | Gross profit margin | 16% | 5% | +11 ppts | | Basic EPS | RMB0.073 | RMB(0.258) | Returned to profitability | Key Financial Position as of June 30, 2025, and December 31, 2024 | Metric | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Total assets | 19,628,972 | 19,677,550 | -0.25% | | Net assets | 16,996,967 | 16,879,995 | +0.69% | | Current ratio | 3.59 | 4.77 | -24.74% | | Quick ratio | 3.35 | 4.53 | -26.05% | | Gearing ratio | 0.13 | 0.14 | -7.14% | Condensed Consolidated Financial Statements This section presents the company's condensed consolidated financial statements, including statements of profit or loss, financial position, changes in equity, and cash flows Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the company returned to profitability with a profit of RMB116,972 thousand, driven by a 209.25% increase in gross profit and an 18.44% decrease in cost of sales Summary of Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the Six Months Ended June 30) | Metric | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Revenue | 2,496,296 | 2,689,407 | -7.18% | | Cost of sales | (2,085,056) | (2,556,427) | -18.44% | | Gross profit | 411,240 | 132,980 | +209.25% | | Profit (loss) for the period | 116,972 | (411,205) | Returned to profitability | | Basic EPS | 0.073 | (0.258) | Returned to profitability | Condensed Consolidated Statement of Financial Position As of June 30, 2025, total non-current assets increased by 31.43% due to a significant rise in bank time deposits, while total current assets decreased by 26.36% mainly from reduced cash and bank balances, with total equity showing a 0.69% increase Summary of Condensed Consolidated Statement of Financial Position (As of June 30, 2025) | Metric | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Total non-current assets | 11,686,695 | 8,891,959 | +31.43% | | Total current assets | 7,942,277 | 10,785,591 | -26.36% | | Total current liabilities | 2,212,351 | 2,263,184 | -2.19% | | Total non-current liabilities | 419,654 | 534,371 | -21.47% | | Total equity | 16,996,967 | 16,879,995 | +0.69% | - Bank time deposits with original maturity over three months increased from zero at the end of 2024 to RMB2,948,000 thousand (non-current) and RMB4,552,214 thousand (current) as of June 30, 202518 - Bank balances and cash significantly decreased from RMB8,883,071 thousand at the end of 2024 to RMB1,564,157 thousand as of June 30, 202518 Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2025, total equity increased by 1.59%, primarily due to a profit of RMB116,972 thousand for the period, a significant improvement from the loss in the prior year Summary of Condensed Consolidated Statement of Changes in Equity (For the Six Months Ended June 30) | Metric | June 30, 2025 (thousand RMB) | June 30, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Profit (loss) attributable to owners of the Company for the period | 114,418 | (404,853) | Returned to profitability | | Total equity (end of period) | 16,996,967 | 16,731,355 | +1.59% | Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2025, net cash from operating activities significantly increased by 119.46%, while net cash used in investing and financing activities substantially decreased, resulting in a net increase of RMB269,598 thousand in cash and cash equivalents Summary of Condensed Consolidated Statement of Cash Flows (For the Six Months Ended June 30) | Metric | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Net cash generated from operating activities | 319,885 | 145,761 | +119.46% | | Net cash used in investing activities | (29,523) | (2,756,723) | -98.93% | | Net cash used in financing activities | (20,764) | (833,231) | -97.51% | | Net increase (decrease) in cash and cash equivalents | 269,598 | (3,444,193) | Returned to profitability | | Cash and cash equivalents at end of period | 1,564,157 | 2,273,824 | -31.21% | Notes to the Condensed Consolidated Financial Statements This section provides detailed notes to the condensed consolidated financial statements, covering basis of preparation, principal accounting policies, revenue, segment information, other income, other expenses, income tax, profit for the period, EPS, PPE, quarry, inventories, trade and other receivables, trade and other payables, contract liabilities, share capital, commitments, and related party transactions 1. Basis of Preparation The condensed consolidated financial statements are prepared in accordance with IAS 34 "Interim Financial Reporting" and applicable disclosure requirements of the HKEX Listing Rules - The condensed consolidated financial statements are prepared in accordance with International Accounting Standard 34 'Interim Financial Reporting' and the applicable disclosure requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited2428 2. Principal Accounting Policies The condensed consolidated financial statements are prepared on a historical cost basis, with certain financial instruments measured at fair value, and current IFRS amendments have no significant impact - The condensed consolidated financial statements are prepared on a historical cost basis, except for certain financial instruments measured at fair value2529 - The application of amendments to International Financial Reporting Standards in the current period had no significant impact on the Group's financial position and performance2729 3. Revenue Revenue for the period primarily derived from the sale of cement products and related products, which saw a 7.00% decrease, while concrete sales also declined by 14.39% Revenue Analysis (For the Six Months Ended June 30) | Product | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Sales of cement products and related products | 2,438,060 | 2,621,481 | -7.00% | | Sales of concrete | 58,236 | 67,926 | -14.39% | | Total | 2,496,296 | 2,689,407 | -7.18% | 4. Segment Information The cement business segment returned to profitability with RMB221,884 thousand, while the concrete business segment's loss widened, resulting in a total segment profit turnaround Segment Results Analysis (For the Six Months Ended June 30) | Segment | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Cement business | 221,884 | (203,521) | Returned to profitability | | Concrete business | (17,089) | (14,924) | Loss widened | | Total Segment Results | 204,795 | (218,445) | Returned to profitability | - Segment results represent the profit earned (loss incurred) by each segment, before allocation of central administrative costs, directors' salaries, share of results of joint ventures and associates, investment income, and finance costs3739 5. Other Income Total other income decreased by 17.59%, primarily due to a 51.96% reduction in government grants and a 14.99% decrease in bank deposit interest income, partially offset by new mining rights compensation Other Income Analysis (For the Six Months Ended June 30) | Item | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Government grants | 3,000 | 6,245 | -51.96% | | Interest income from bank deposits | 85,369 | 100,442 | -14.99% | | Compensation income for mining rights settlement | 10,330 | – | N/A | | Total | 109,090 | 132,405 | -17.59% | 6. Other Expenses, Other Gains and Losses The company achieved a net gain of RMB1,694 thousand from other expenses, other gains and losses, a significant turnaround from a net loss in the prior year, mainly due to the absence of tax-related surcharges Other Expenses, Other Gains and Losses Analysis (For the Six Months Ended June 30) | Item | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Taxes and related surcharges | – | (89,034) | -100% | | Loss on disposal of property, plant and equipment | (10,460) | (21,287) | -50.86% | | Impairment loss on assets | – | (9,620) | -100% | | Gain on changes in fair value of financial assets | 11,259 | 36,920 | -69.50% | | Total | 1,694 | (83,055) | Returned to profitability | 7. Income Tax Expense Total income tax expense decreased by 71.77%, primarily due to a 53.84% reduction in PRC corporate income tax and a turnaround in deferred tax from an expense to a credit Income Tax Expense Analysis (For the Six Months Ended June 30) | Item | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | PRC corporate income tax | 56,432 | 122,250 | -53.84% | | Deferred tax | (3,489) | 65,312 | Returned to profitability | | Total | 52,943 | 187,562 | -71.77% | - The applicable tax rates for the Group's PRC subsidiaries range from 15% to 25%4548 8. Profit for the Period Depreciation and amortization expenses decreased by 11.27% for the six months ended June 30, 2025 Depreciation and Amortization (For the Six Months Ended June 30) | Item | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Depreciation and amortization | 343,857 | 387,040 | -11.27% | 9. Dividends The Board did not recommend an interim dividend for the six months ended June 30, 2025, consistent with the prior year - The Board did not recommend the payment of an interim dividend for the six months ended June 30, 2025 (2024: RMB nil)5152 10. Earnings Per Share Basic earnings per share turned positive at RMB0.073, reflecting a significant turnaround from a loss per share in the prior year Earnings Per Share Analysis (For the Six Months Ended June 30) | Metric | 2025 | 2024 | Change | | :--- | :--- | :--- | :--- | | Profit (loss) attributable to owners of the Company (thousand RMB) | 114,418 | (404,853) | Returned to profitability | | Basic EPS (RMB) | 0.073 | (0.258) | Returned to profitability | 11. Property, Plant and Equipment The carrying value of property, plant and equipment decreased by 1.91%, with additions of RMB201,374 thousand and depreciation of RMB296,407 thousand during the period Carrying Value of Property, Plant and Equipment (As of) | Item | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Carrying value | 5,680,555 | 5,791,017 | -1.91% | - Additions during the period amounted to RMB201,374 thousand, with depreciation of RMB296,407 thousand56 12. Quarry The carrying value of quarry assets decreased by 3.79%, with amortization of RMB29,029 thousand during the period Carrying Value of Quarry (As of) | Item | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Carrying value | 735,320 | 764,349 | -3.79% | - Amortization during the period amounted to RMB29,029 thousand58 13. Inventories Total inventories increased slightly by 0.89%, with increases in parts and materials and work-in-progress, while raw materials and finished goods decreased Inventories Analysis (As of) | Item | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Parts and materials | 114,300 | 105,592 | +8.25% | | Raw materials | 161,076 | 172,385 | -6.56% | | Work-in-progress | 114,134 | 96,952 | +17.72% | | Finished goods | 147,588 | 157,435 | -6.26% | | Total | 537,098 | 532,364 | +0.89% | 14. Trade and Other Receivables Total trade and other receivables remained stable with a 0.17% increase, as a decrease in trade receivables was offset by increases in bills receivable and other receivables Trade and Other Receivables Analysis (As of) | Item | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Trade receivables (net of allowance for credit losses) | 262,970 | 298,334 | -11.85% | | Bills receivable | 334,129 | 331,626 | +0.75% | | Other receivables | 314,702 | 280,270 | +12.29% | | Total | 911,801 | 910,230 | +0.17% | - Credit terms for cement customers range from 30 to 180 days, and for concrete customers from 180 to 365 days6162 Aging Analysis of Trade Receivables (Net of Allowance for Doubtful Debts, As of) | Aging | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | 0 to 90 days | 138,769 | 144,563 | -3.99% | | 91 to 180 days | 38,669 | 56,739 | -31.85% | | 181 to 365 days | 65,668 | 65,168 | +0.77% | | Over 365 days | 19,864 | 31,864 | -37.65% | | Total | 262,970 | 298,334 | -11.85% | 15. Trade and Other Payables Total trade and other payables decreased by 15.50%, driven by a 31.52% reduction in trade payables and bills payable Trade and Other Payables Analysis (As of) | Item | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Trade payables and bills payable | 255,281 | 372,719 | -31.52% | | Other payables and accrued expenses | 621,047 | 664,390 | -6.52% | | Total | 876,328 | 1,037,109 | -15.50% | - The average credit period for trade purchases is 30 to 90 days69 16. Contract Liabilities Total contract liabilities increased by 13.68%, primarily due to higher receipts for cement products prior to delivery Contract Liabilities Analysis (As of) | Item | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Receipts for cement products prior to delivery | 123,525 | 108,663 | +13.68% | | Receipts for concrete prior to delivery | 233 | 201 | +15.92% | | Total | 123,758 | 108,864 | +13.68% | 17. Share Capital As of June 30, 2025, the issued share capital remained unchanged at RMB140,390,000 - As of June 30, 2025, the issued share capital was RMB140,390,000, with no changes during the period7172 18. Commitments Total capital expenditure commitments significantly increased by 200.31%, mainly driven by a substantial rise in commitments for the acquisition of property, plant, and equipment Capital Expenditure Commitments (As of) | Item | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Acquisition of property, plant and equipment | 629,909 | 169,732 | +271.12% | | Investment in a PRC enterprise | 59,000 | 59,000 | 0% | | Total | 688,909 | 228,732 | +200.31% | 19. Related Party Transactions Related party transactions included sales of goods to a joint venture and transportation expenses, while directors' emoluments saw a slight decrease Transactions with Joint Ventures (For the Six Months Ended June 30) | Item | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Sales of goods | 22,764 | – | N/A | | Purchases of goods | – | 404 | -100% | | Transportation expenses | 40,372 | 48,930 | -17.49% | Directors' Emoluments (For the Six Months Ended June 30) | Item | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Short-term employee benefits | 2,222 | 2,300 | -3.39% | Management Discussion and Analysis This section provides an overview of the company's operational and financial performance, market conditions, and future outlook - In the first half of 2025, China's GDP grew by 5.3% year-on-year, with fixed asset investment increasing by 2.8% (excluding real estate development investment, which grew by 6.6%)7980 - National cumulative cement output was 815 million tons, a 4.3% year-on-year decrease, with the decline narrowing by 5.7 percentage points compared to the same period last year7980 - The cement market in the middle and lower reaches of the Yangtze River exhibited 'weak demand, with prices higher in the first half and lower in the second,' while the Sichuan market continued its downward price trend, but is expected to stabilize and rebound in the second half798182 - The Group actively participated in staggered production and industry coordination, leading to a year-on-year increase in average cement selling prices and a return to profitability in the first half82 BUSINESS AND FINANCIAL REVIEW In the first half of 2025, despite a complex international environment and domestic economic pressures, the Group achieved a turnaround to profitability through increased average selling prices and reduced coal costs, despite a decline in national cement demand Revenue The Group's revenue decreased by 7% to RMB2,496,296 thousand, primarily due to lower product sales volumes - The Group's revenue was RMB2,496,296 thousand, a 7% decrease compared to the same period in 2024, primarily due to lower product sales volume84 Sales Analysis by Region (For the Six Months Ended June 30) | Region | 2025 (thousand RMB) | 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Southeast Region | 1,406,488 | 1,604,298 | -12.33% | | Central China Region | 368,955 | 282,491 | +30.61% | | Southwest Region | 720,853 | 802,618 | -10.20% | | Total | 2,496,296 | 2,689,407 | -7.18% | - Sales of cement and related products accounted for 98% of revenue (2024: 97%), while sales of ready-mixed concrete accounted for 2% (2024: 3%)85 Cost of Sales and Gross Profit Cost of sales decreased by 18.44% to RMB2,085,056 thousand, leading to a 209.25% increase in gross profit and a gross profit margin of 16%, primarily due to reduced coal costs and higher product selling prices - Cost of sales was RMB2,085,056 thousand (2024: RMB2,556,427 thousand), a 18.44% decrease, primarily due to reduced coal costs8793 - Gross profit was RMB411,240 thousand (2024: RMB132,980 thousand), with a gross profit margin of 16% (2024: 5%), mainly due to increased product selling prices and reduced coal costs8893 Other Income Other income decreased by 18% to RMB109,090 thousand, mainly attributable to lower interest income - Other income was RMB109,090 thousand, an 18% decrease compared to the same period in 2024, primarily due to reduced interest income8994 Other Expenses, Other Gains and Losses Net other gains and losses significantly improved to a net gain of RMB1,694 thousand from a net loss in the prior year, mainly due to reduced tax-related surcharges - Net other gains and losses amounted to a net gain of RMB1,694 thousand, a significant improvement from a net loss of RMB83,055 thousand in the same period of 2024, primarily due to reduced tax-related surcharges levied by tax authorities9095 Distribution and Selling Expenses, Administrative Expenses and Finance Costs Distribution and selling expenses decreased by 1%, administrative expenses by 4%, and finance costs by 43%, driven by reductions in depreciation, packaging materials, and average borrowing rates - Distribution and selling expenses decreased by 1% to RMB161,844 thousand, mainly due to reduced depreciation and packaging materials9196 - Administrative expenses decreased by 4% to RMB143,785 thousand, mainly due to reduced depreciation and amortization expenses9296 - Finance costs decreased by 43% to RMB18,162 thousand, primarily due to a decrease in the average borrowing interest rate9296 Profit for the Period The Group's net profit significantly increased to RMB116,972 thousand from a loss in the prior year, primarily due to higher product selling prices and reduced coal costs - The Group's net profit was RMB116,972 thousand, a substantial increase from a loss of RMB411,205 thousand in the same period of 2024, primarily due to increased product selling prices and reduced coal costs97101 Financial Resources and Liquidity As of June 30, 2025, the Group maintained a sound financial and liquidity position with total assets of RMB19,628,972 thousand and total equity of RMB16,996,967 thousand - As of June 30, 2025, the Group maintained a sound financial and liquidity position, with total assets of RMB19,628,972 thousand and total equity of RMB16,996,967 thousand98102 - Cash and cash equivalents amounted to RMB1,564,157 thousand, and time deposits with original maturity over three months totaled RMB7,500,214 thousand99102 - The gearing ratio was 13% (December 31, 2024: 14%)100102 Borrowings Total borrowings remained unchanged at RMB1,144,000 thousand, all unsecured, unguaranteed, fixed-rate RMB borrowings with interest rates ranging from 1.99% to 3.55% Borrowings Maturity Analysis (As of) | Maturity | June 30, 2025 (thousand RMB) | December 31, 2024 (thousand RMB) | Change | | :--- | :--- | :--- | :--- | | Within one year | 1,144,000 | 1,012,000 | +13.04% | | Over one year but not exceeding two years | – | 132,000 | -100% | | Total | 1,144,000 | 1,144,000 | 0% | - All borrowings are unsecured and unguaranteed fixed-rate RMB borrowings, with interest rates ranging from 1.99% to 3.55% (December 31, 2024: 2.60% to 3.68%)104 Capital Expenditure and Capital Commitments Capital expenditure for the six months ended June 30, 2025, was RMB217,168 thousand, with planned investments in production line upgrades, capacity expansion, energy saving, and environmental protection measures - Capital expenditure for the six months ended June 30, 2025, amounted to RMB217,168 thousand105111 - The Group will invest in the renovation and upgrade of production lines and facilities, including capacity replacement, expansion of non-cement business capacity, energy saving and consumption reduction, safety and environmental protection measures, and production process improvements105115 - Payments for new reserve mining rights (Jiangxi Yadong and Huanggang Yadong mines) are also required in the short term106111 Pledge of Assets As of June 30, 2025, the Group had no pledged or mortgaged assets, consistent with the prior year - As of June 30, 2025, the Group had no pledged or mortgaged assets (December 31, 2024: nil)107112 Contingent Liabilities As of June 30, 2025, the Board was not aware of any significant contingent liabilities - As of June 30, 2025, the Board was not aware of any significant contingent liabilities (December 31, 2024: nil)108113 Human Resources As of June 30, 2025, the Group had 2,760 employees, with remuneration based on performance and experience, and no share options granted - As of June 30, 2025, the Group had a total of 2,760 employees109114 - The Group remunerates employees based on their performance and experience, with compensation packages reviewed regularly109114 - No share options were granted or agreed to be granted under the share option scheme as of June 30, 2025110114 Material Acquisition and Disposals of Subsidiaries and Affiliated Companies The Group had no material acquisitions or disposals of subsidiaries and affiliated companies for the six months ended June 30, 2025 - The Group had no material acquisitions or disposals for the six months ended June 30, 2025116121 Foreign Exchange Risk Management The Group's sales and purchases are primarily denominated in RMB, and management monitors foreign exchange risk, considering hedging significant exposures when necessary - The majority of the Group's sales and purchases during the reporting period were denominated in RMB117122 - The RMB is not a freely convertible currency, and its exchange rate may be affected by PRC government controls, domestic and international economic developments, and political changes118122 - Management continuously monitors foreign exchange risk and will consider hedging significant foreign exchange exposures when necessary119123 EVENTS AFTER THE REPORTING PERIOD No significant events affecting the Group occurred after the reporting period up to the date of this announcement - No significant events affecting the Group occurred from the end of the reporting period up to the date of publication of this interim results announcement120124 PROSPECTS For the second half of 2025, overall cement demand is expected to continue its downward trend due to declining real estate demand, with industry profitability dependent on supply-side policy enforcement and corporate self-discipline, while the Group aims for continued performance improvement through high-efficiency operations and cost reduction - The decline in real estate demand has not yet reached an inflection point in the second half, with infrastructure investment continuing to provide support, but overall cement demand is unlikely to reverse its downward trend125127 - The China Cement Association issued 'Opinions on Further Promoting High-Quality Development of the Cement Industry to Combat 'Involution' and Ensure 'Stable Growth',' aiming to rectify the 'misalignment of approved and constructed capacity' and promote strict adherence to registered production capacity by cement enterprises125127 - The Group will adhere to a high-efficiency, high-quality, high-service, and high-environmental protection operating strategy, leveraging its integrated storage and transportation advantages to promote cost reduction and efficiency improvement126127 - The Group will actively respond to national 'anti-involution' policies, strengthen industry communication, and strive to seize opportunities in intense market competition, with performance expected to continue improving in the second half126127 Other Information This section covers disclosures regarding directors' and substantial shareholders' interests, share option schemes, corporate governance, committee reviews, and other statutory information DISCLOSURE OF INTERESTS This section discloses the long positions of directors and chief executives in the shares and underlying shares of the Company and its associated corporation, Asia Cement Corporation Directors' Long Positions in Shares of the Company (As of June 30, 2025) | Director Name | Total Interest (Number of Ordinary Shares) | Percentage of Company's Issued Share Capital | | :--- | :--- | :--- | | Mr. Hsu Hsu-Tung | 3,000,000 | 0.19% | | Mr. Hsu Hsu-Ping | 200,000 | 0.01% | | Mr. Chang Chen-Kun | 713,000 | 0.05% | | Mr. Lin Sheng-Chang | 700,000 | 0.04% | | Mr. Lee Kun-Yen | 200,000 | 0.01% | | Ms. Wu Ling-Ling | 50,000 | 0.003% | Directors' Long Positions in Shares of Associated Corporation (Asia Cement Corporation) (As of June 30, 2025) | Director Name | Total Ordinary Shares Held in Associated Corporation | Percentage of Associated Corporation's Equity | | :--- | :--- | :--- | | Mr. Hsu Hsu-Tung | 29,630,801 | 0.84% | | Mr. Hsu Hsu-Ping | 13,454,981 | 0.38% | | Mr. Lee Kun-Yen | 3,933,557 | 0.11% | | Mr. Chang Chen-Kun | 35,103 | 0.001% | | Mr. Lin Sheng-Chang | 17,368 | 0.0005% | | Ms. Wu Ling-Ling | 305,000 | 0.01% | | Dr. Wang Kuo-Ming | 320 | 0.000009% | | Mr. Wu Chun-Pang | 160,086 | 0.005% | SUBSTANTIAL SHAREHOLDERS' AND OTHER PERSONS' INTEREST IN SHARES AND UNDERLYING SHARES This section identifies substantial shareholders, Asia Cement and Far Eastern New Century, both holding 73.07% long positions in the Company's issued share capital Substantial Shareholders' Long Positions in Shares of the Company (As of June 30, 2025) | Name | Capacity | Number of Shares | Approximate Percentage of Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Asia Cement Corporation | Beneficial owner and interest of controlled corporation | 1,144,862,000 | 73.07% | | Far Eastern New Century Corporation | Beneficial owner and interest of controlled corporation | 1,144,862,000 | 73.07% | - Asia Cement beneficially owns approximately 67.73% interest in the Company and is deemed to have an additional approximately 5.34% interest through its controlled corporations (Asia Cement Singapore, Asia Engineering Corporation, Falcon Investments Private Limited)136 - Far Eastern New Century holds approximately 21.16% of Asia Cement's issued share capital, and together with certain companies whose voting rights it controls, holds a total of approximately 24.96% of Asia Cement's issued share capital136 SHARE OPTION SCHEMES The Company's share option scheme expired in 2018, and no share options were granted under the scheme as of June 30, 2025 - The Company's share option scheme, approved and adopted on April 27, 2008, expired on April 26, 2018138144 - No share options were granted under the share option scheme as of June 30, 2025, or up to the date of this interim report138144 CORPORATE GOVERNANCE The Company has complied with all code provisions of Part 2 of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules for the six months ended June 30, 2025 - The Company has complied with all code provisions of Part 2 of the Corporate Governance Code as set out in Appendix C1 of the Listing Rules for the six months ended June 30, 2025139145 AUDIT COMMITTEE The Audit Committee, chaired by Mr. Cham Tak Lung, has reviewed the unaudited condensed consolidated financial statements for the six months ended June 30, 2025, and found them to be in compliance with relevant accounting standards and disclosure requirements - The Audit Committee was established on April 27, 2008, with primary responsibilities including reviewing the Group's financial reporting, risk management, and internal control systems140146 - The Audit Committee is chaired by Mr. Cham Tak Lung140146 - The Committee has reviewed the unaudited condensed consolidated financial statements for the six months ended June 30, 2025, and considers them to be in compliance with relevant accounting standards and requirements141146 REMUNERATION COMMITTEE The Remuneration Committee, chaired by Dr. Wang Kuo-Ming, is responsible for reviewing the remuneration packages, bonuses, and other emoluments of directors and senior management - The primary responsibilities of the Remuneration Committee include reviewing the remuneration packages, bonuses, and other emoluments of directors and senior management142147 - The Remuneration Committee is chaired by Dr. Wang Kuo-Ming142147 NOMINATION COMMITTEE The Nomination Committee, chaired by Mr. Hsu Hsu-Tung, is responsible for reviewing the Board's structure, size, and composition, and identifying suitable candidates for Board membership - The primary duties of the Nomination Committee are to review the structure, size, and composition of the Board, and to identify individuals suitably qualified to become Board members148153 - The Nomination Committee is chaired by Mr. Hsu Hsu-Tung148153 INDEPENDENCE COMMITTEE The Independence Committee reviews transactions and potential conflicts of interest between the Group, Asia Cement, and Far Eastern Group, with no other ongoing relationships or potential conflicts identified during the review period - The primary responsibilities of the Independence Committee include reviewing transactions between the Group, Asia Cement, and Far Eastern Group, and assessing any potential conflicts of interest involved149154 - No other ongoing relationships or potential conflicts of interest were identified during the review period149154 CORPORATE SUSTAINABILITY COMMITTEE The Corporate Sustainability Committee, chaired by Dr. Wang Kuo-Ming, is responsible for promoting and strengthening corporate governance, integrity management, and developing corporate sustainability matters - The primary responsibilities of the Corporate Sustainability Committee are to promote and strengthen corporate governance and integrity management systems, advance and develop corporate sustainability matters, and oversee sustainability-related work items resolved by the Board150155 - The Corporate Sustainability Committee is chaired by Dr. Wang Kuo-Ming, an independent non-executive director151155 DISCLOSURE OF INFORMATION OF DIRECTORS PURSUANT TO RULE 13.51B(1) OF THE LISTING RULES As of the date of this report, no changes in directors' information requiring disclosure under Rule 13.51B(1) of the Listing Rules have occurred - No changes in directors' information requiring disclosure under Rule 13.51B(1) of the Listing Rules have occurred152156 [PURCHASE, SALE OR REDEMPTION OF LISTED SECURITIES](index=37&type=section&id=PURCHASE%2C%20SALE%20OR%20REDEMPTION%20OF%20LISTED%20SECU RITIES) 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 any of its subsidiaries purchased, sold, or redeemed any of the Company's listed securities157161 DIVIDENDS The Board does not recommend the payment of any dividend for the six months ended June 30, 2025, consistent with the prior year - The Board does not recommend the payment of any dividend for the six months ended June 30, 2025 (for the six months ended June 30, 2024: nil)158162 MODEL CODE FOR SECURITIES TRANSACTIONS All directors confirmed compliance with the Model Code for Securities Transactions as set out in Appendix C3 of the Listing Rules throughout the review period - Following specific enquiries with all directors, all directors confirmed their compliance with the Model Code throughout the review period159163 SUFFICIENCY OF THE PUBLIC FLOAT The directors confirmed that the Company maintained the sufficient public float required under the Listing Rules for the six months ended June 30, 2025 - The directors confirmed that the Company maintained the sufficient public float required under the Listing Rules for the six months ended June 30, 2025160164 APPRECIATION The Board expresses sincere gratitude to the Group's management, staff, shareholders, business partners, banks, and auditors for their dedication and support - The Board extends its sincere gratitude to the Group's management and all employees for their dedication and hard work, and also thanks shareholders, business partners, banks, and auditors for their strong support during the period165