中国铁建(01186) - 2025 - 中期财报

Important Notice Risk Statement for Forward-Looking Statements The report emphasizes that forward-looking statements do not constitute a substantive commitment to investors, who should fully recognize the differences between plans, forecasts, and commitments, and be aware of investment risks - Forward-looking statements regarding future operating plans in this report do not constitute a substantive commitment by the company to investors[2] - Investors and relevant parties should maintain sufficient risk awareness and understand the differences between plans, forecasts, and commitments[2] Non-Operating Fund Occupation by Controlling Shareholder and Other Related Parties The company confirms that there was no non-operating occupation of funds by the controlling shareholder or other related parties during the reporting period - The company confirms no non-operating fund occupation by the controlling shareholder or other related parties[2] External Guarantees in Violation of Decision-Making Procedures The company confirms that there were no external guarantees provided in violation of decision-making procedures during the reporting period - The company confirms no external guarantees provided in violation of decision-making procedures[2] Inability of More Than Half of Directors to Guarantee Truthfulness, Accuracy, and Completeness of Semi-Annual Report The company confirms that during the reporting period, there was no situation where more than half of the directors were unable to guarantee the truthfulness, accuracy, and completeness of the semi-annual report - The company confirms no situation where more than half of the directors could not guarantee the truthfulness, accuracy, and completeness of the semi-annual report[2] Major Risk Warning The company warns of potential investment, project operation and management, debt capital, international operation, and safety risks, advising investors to refer to relevant sections for details - The major risks the Group may face include investment risk, project operation and management risk, debt capital risk, international operation risk, and safety risk[2] Other Matters The company's 2025 semi-annual financial report is prepared under Chinese accounting standards, reviewed by Ernst & Young Hua Ming LLP, and published in both Chinese and English, with the Chinese version prevailing in case of ambiguity - The company's 2025 semi-annual financial report is prepared in accordance with the "Accounting Standards for Business Enterprises" and related regulations issued by the Ministry of Finance of China (hereinafter referred to as Chinese Accounting Standards)[3] - The report has been reviewed by Ernst & Young Hua Ming LLP (Special General Partnership) and a review report has been issued[3] - This report is prepared in both Chinese and English, and in case of any discrepancy in interpretation between the Chinese and English texts, the Chinese text shall prevail[3] Board of Directors and Senior Management Statement The company's board of directors and senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report content, assuming legal responsibility, with all directors attending the board meeting and the financial report remaining unaudited - The company's board of directors and directors, senior management guarantee the truthfulness, accuracy, and completeness of the semi-annual report content, with no false records, misleading statements, or major omissions, and assume legal responsibility[4] - All company directors attended the board meeting[4] - This semi-annual report is unaudited[4] - Company负责人 Dai Hegen, Chief Accountant Zhu Hongbiao, and Head of Accounting Department Wang Lei declare: they guarantee the truthfulness, accuracy, and completeness of the financial report in the semi-annual report[4] Definitions Definitions of Common Terms This section defines common terms used in the report, clarifying the meaning of key terms such as "the Company," "the Group," "Controlling Shareholder," and the timeframes for the reporting period and prior year - The Company, Parent Company, Company refers to China Railway Construction Corporation Limited[6] - The Group, China Railway Construction refers to China Railway Construction Corporation Limited and its wholly-owned and controlled subsidiaries[6] - Controlling Shareholder refers to China Railway Construction Group Co, Ltd[6] - Reporting Period refers to January-June 2025[8] - End of Reporting Period refers to June 30, 2025[8] - Prior Year Period refers to January-June 2024[8] Company Profile and Key Financial Indicators Company Information The company's Chinese name is China Railway Construction Corporation Limited, and its legal representative is Dai Hegen - The company's Chinese name is China Railway Construction Corporation Limited[9] - The company's legal representative is Dai Hegen[9] Contact Person and Information The company's Board Secretary and Joint Company Secretary is Jing Jing, and the Securities Affairs Representative is Wang Junshan, both located at China Railway Construction Building, East Courtyard, No 40 Fuxing Road, Haidian District, Beijing Company Contact Information | | Board Secretary | Joint Company Secretary | Securities Affairs Representative | | :--- | :--- | :--- | :--- | | Name | Jing Jing | Jing Jing, Luo Zhenbiao | Wang Junshan | | Contact Address | China Railway Construction Building, East Courtyard, No 40 Fuxing Road, Haidian District, Beijing | China Railway Construction Building, East Courtyard, No 40 Fuxing Road, Haidian District, Beijing | China Railway Construction Building, East Courtyard, No 40 Fuxing Road, Haidian District, Beijing | | Phone | 010-52688600 | 010-52688600 | 010-52688600 | | Fax | 010-52688302 | 010-52688302 | 010-52688302 | | Email | ir@crcc.cn | ir@crcc.cn | ir@crcc.cn | Overview of Changes in Basic Information The company's registered and office address is Beijing, Haidian District, Fuxing Road 40, East Courtyard, with no changes to its basic information during the reporting period - The company's registered address is Beijing, Haidian District, Fuxing Road 40, East Courtyard[10] - The company's office address is Beijing, Haidian District, Fuxing Road 40, East Courtyard[10] - No changes occurred in the company's basic information during the reporting period[10] Overview of Changes in Information Disclosure and Document Custody Locations The company's designated information disclosure newspapers are China Securities Journal, Shanghai Securities News, Securities Daily, and Securities Times; the websites for semi-annual reports are Shanghai Stock Exchange and Hong Kong Stock Exchange; and the document custody location is the company's Board Secretary Office, with no changes during the reporting period - The company's designated information disclosure newspapers are China Securities Journal, Shanghai Securities News, Securities Daily, and Securities Times[11] - The websites for publishing semi-annual reports are Shanghai Stock Exchange: www.sse.com.cn, and Hong Kong Stock Exchange: www.hkex.com.hk[11](index=11&type=chunk) - The company's semi-annual report is kept at the Board Secretary Office of China Railway Construction, East Courtyard, No 40 Fuxing Road, Haidian District, Beijing[11] - No changes occurred in the company's information disclosure and document custody locations during the reporting period[11] Company Stock Overview The company's A-shares are listed on the Shanghai Stock Exchange under the ticker "China Rail Cons" (601186), and its H-shares are listed on the Hong Kong Stock Exchange under "China Rail Cons" (1186) Company Stock Overview | Stock Type | Stock Exchange | Stock Abbreviation | Stock Code | Former Stock Abbreviation | | :--- | :--- | :--- | :--- | :--- | | A-share | Shanghai Stock Exchange | 中国铁建 | 601186 | Not applicable | | H-share | Hong Kong Stock Exchange | 中国铁建(China Rail Cons) | 1186 | Not applicable | Other Relevant Information The company appointed Ernst & Young Hua Ming LLP as its accounting firm, Beijing Deheng Law Offices and Baker McKenzie as legal advisors, and listed the share registrars for its A-shares and H-shares - The company appointed Ernst & Young Hua Ming LLP (Special General Partnership) as its accounting firm[13] - The company appointed Beijing Deheng Law Offices (Chinese law) and Baker McKenzie (Hong Kong law) as legal advisors[14] - The company's A-share registrar is China Securities Depository and Clearing Corporation Limited, Shanghai Branch[15] - The company's H-share registrar is Hong Kong Registrars Limited[15] Company's Key Accounting Data and Financial Indicators In the first half of 2025, the company's operating revenue decreased by 5.22% year-on-year, while total profit and net profit attributable to shareholders decreased by 14.04% and 10.09% respectively; earnings per share and weighted average return on net assets also declined, but total assets and net assets attributable to shareholders grew by 7.72% and 3.93% respectively 2025 First Half Key Accounting Data (Unit: thousand yuan) | Indicator | Current Reporting Period (Jan–Jun) | Prior Year Period | Change from Prior Year Period (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 489,199,045 | 516,136,718 | -5.22 | | Total Profit | 15,353,454 | 17,861,036 | -14.04 | | Net Profit Attributable to Shareholders of the Listed Company | 10,701,474 | 11,902,158 | -10.09 | | Net Profit Attributable to Shareholders of the Listed Company After Deducting Non-Recurring Gains and Losses | 9,879,419 | 11,150,727 | -11.40 | | Net Cash Flow from Operating Activities | -79,457,258 | -81,676,283 | Not applicable | | Net Assets Attributable to Shareholders of the Listed Company (End of Period) | 341,139,978 | 328,251,080 | 3.93 | | Total Assets (End of Period) | 2,006,635,769 | 1,862,842,522 | 7.72 | 2025 First Half Key Financial Indicators | Indicator | Current Reporting Period (Jan–Jun) | Prior Year Period | Change from Prior Year Period | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | 0.70 | 0.79 | -11.39 | | Diluted Earnings Per Share (yuan/share) | 0.70 | 0.79 | -11.39 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses (yuan/share) | 0.64 | 0.73 | -12.33 | | Weighted Average Return on Net Assets (%) | 3.55 | 4.19 | Decrease of 0.64 percentage points | | Weighted Average Return on Net Assets After Deducting Non-Recurring Gains and Losses (%) | 3.24 | 3.89 | Decrease of 0.65 percentage points | - When calculating basic and diluted earnings per share for the current reporting period, interest of 1,180,996 thousand yuan to holders of other equity instruments has been deducted[18] Non-Recurring Gains and Losses Items and Amounts During the reporting period, the company's total non-recurring gains and losses amounted to 822,055 thousand yuan, primarily from government subsidies, reversal of impairment provisions for receivables, other non-operating income, and debt restructuring gains and losses Non-Recurring Gains and Losses Items and Amounts (Unit: thousand yuan) | Non-Recurring Gains and Losses Item | Amount | | :--- | :--- | | Gains and losses from disposal of non-current assets, including the write-off portion of impairment provisions already made | 12,032 | | Government subsidies recognized in current profit and loss, excluding those closely related to the company's normal business operations, compliant with national policies, enjoyed according to fixed standards, and having a continuous impact on the company's profit and loss | 252,075 | | Gains and losses from changes in fair value of financial assets and financial liabilities held by non-financial enterprises, and gains and losses from disposal of financial assets and financial liabilities, excluding effective hedging activities related to normal business operations | 177,011 | | Reversal of impairment provisions for receivables for which separate impairment tests were conducted | 226,917 | | Gains and losses from debt restructuring | 118,301 | | Other non-operating income and expenses apart from the above items | 253,861 | | Less: Income tax impact | 146,710 | | Impact on minority interests (after tax) | 71,432 | | Total | 822,055 | Management Discussion and Analysis (Board Report) Explanation of the Company's Industry and Main Business Operations During the Reporting Period This section outlines the development trends of China Railway Construction's various sub-sectors within the construction industry (engineering contracting, planning and design consulting, investment and operation, real estate development, industrial manufacturing, material logistics, green environmental protection, and industrial finance) in the first half of 2025, detailing the company's business models and strategic布局 in these areas - In the first half of 2025, China's construction industry achieved a total output value of 13,674.5 billion yuan, a year-on-year increase of 0.2%, and an added value of 3,821.1 billion yuan, a year-on-year increase of 0.7%[25] - National fixed asset investment (excluding rural households) reached 24,865.4 billion yuan, a year-on-year increase of 2.8%, with infrastructure investment growing by 4.6% year-on-year[27] - In the first half of 2025, national real estate development investment was 4,665.8 billion yuan, a year-on-year decrease of 11.2%[29] - Engineering contracting is the Group's core and traditional industry, covering railway, highway, urban rail transit, water conservancy and hydropower, housing construction, municipal, bridge, tunnel, airport and port construction, and many other fields[34] - The Group actively deploys strategic emerging industries such as new infrastructure, new equipment, new materials, new energy, and new services, accelerating the improvement of multi-format comprehensive development and asset operation capabilities[36] - The Group's real estate development business adheres to the principle of convergence and focus, concentrating on project development in cities such as Beijing, Shanghai, Guangzhou, Chengdu, Xi'an, Hefei, and Hangzhou[37] Company's New Contract Situation During the Reporting Period In the first half of 2025, the company's total new contract value decreased by 4.04% year-on-year, with domestic business down 8.37% and overseas business up 57.43%; engineering contracting and green environmental protection were the main sources of new contracts, while urban rail engineering saw a significant decline - In the first half of 2025, the Group's total new contract value was 1,056.1696 billion yuan, a year-on-year decrease of 4.04%[42] - Domestic business new contract value was 942.0752 billion yuan, a year-on-year decrease of 8.37%; overseas business new contract value was 114.0944 billion yuan, a year-on-year increase of 57.43%[42] New Contract Value by Industry (Unit: billion yuan) | No | Industry Type | New Contract Value | Year-on-Year Change Rate (%) | | :--- | :--- | :--- | :--- | | 1 | Engineering Contracting | 7,884.259 | -7.27 | | 2 | Green Environmental Protection | 1,073.821 | 15.07 | | 3 | Planning and Design Consulting | 100.654 | -3.77 | | 4 | Industrial Manufacturing | 162.168 | 9.90 | | 5 | Real Estate Development | 367.834 | -11.20 | | 6 | Material Logistics | 854.054 | 6.14 | | 7 | Industrial Finance | 40.327 | -11.14 | | 8 | Emerging Industries | 78.579 | 44.45 | | Total | | 10,561.696 | -4.04 | New Contract Value by Infrastructure Project Business (Unit: billion yuan) | No | Business Type | New Contract Value | Year-on-Year Change Rate (%) | | :--- | :--- | :--- | :--- | | 1 | Railway Engineering | 1,093.025 | 39.31 | | 2 | Highway Engineering | 800.268 | 10.73 | | 3 | Urban Rail Engineering | 158.462 | -64.75 | | 4 | Housing Construction Engineering | 4,014.308 | -5.83 | | 5 | Municipal Engineering | 902.558 | -14.55 | | 6 | Mining | 646.946 | -7.27 | | 7 | Water Conservancy and Water Transport Engineering | 424.776 | -22.24 | | 8 | Airport Engineering | 11.836 | -22.43 | | 9 | Power Engineering | 596.057 | 10.89 | | 10 | Other Engineering | 309.844 | -14.59 | | Total | | 8,958.080 | -5.06 | - The significant year-on-year decrease in urban rail engineering is mainly due to a reduction in the total number of urban rail project tenders affected by market conditions[45] Discussion and Analysis of Operating Performance In the first half of 2025, China Railway Construction achieved positive results in market operations, cost reduction and efficiency improvement, technological innovation, and reform tasks, with robust market engagement, rapid overseas growth, effective cost control, enhanced innovation, and continuous improvement in corporate governance - The company actively aligns with central and local growth stabilization measures, focusing on key clients, regions, and major projects, maintaining overall stable market operations[47] - Overseas development accelerated across the board, with overseas new contract value increasing by 57.43% year-on-year[47] - In the first half of the year, selling expenses decreased by 8.50% year-on-year, and administrative expenses decreased by 9.73% year-on-year[47] - The company's "1+9+N" scientific and technological innovation system continues to improve, with orderly progress and phased results in the construction of the Research Institute and 6 industrial technology research institutes[48] - The company accelerated the implementation of the state-owned enterprise reform deepening and upgrading action, promoting further optimization of its layout and structure[48] Analysis of Core Competitiveness During the Reporting Period China Railway Construction's core competitiveness lies in its leading technological innovation, comprehensive industrial chain layout, increasingly refined management, continuously enhanced brand value, and strengthened cultural soft power - The Group's technical level in high-speed rail, plateau rail, high-cold rail, highway, and urban rail transit engineering design and construction continues to maintain an industry-leading position[50] - The Group is one of the largest and most powerful integrated construction industry groups in China and globally, possessing a complete industrial chain covering the upstream and downstream of the construction industry[51] - The Group regards refined management as an important symbol of its soft power, building a comprehensive refined management system covering the entire system, all links, all positions, and all fields[52] - The Group is a globally renowned construction engineering contractor, infrastructure operator, high-end equipment manufacturer, and strategic emerging industry developer, with business operations in 150 countries and regions worldwide[53] - The Group inherits and carries forward the spirit of the Railway Corps, continuously promoting the "Top Ten Spirits of China Railway Construction," and constantly enhancing cultural cohesion and appeal[54] Key Operating Performance During the Reporting Period This section analyzes the company's key operating performance in the first half of 2025, including changes in financial statement items, and main business by segment and region, noting general declines in revenue and costs, a significant increase in financial expenses due to higher interest, a substantial drop in real estate performance, and growth in overseas business revenue Financial Statement Related Item Variation Analysis (Unit: thousand yuan) | Item | Current Period (Jan–Jun) | Prior Year Period | Change (%) | Reason for Change | | :--- | :--- | :--- | :--- | :--- | | Operating Revenue | 489,199,045 | 516,136,718 | -5.22 | Decrease in engineering contracting, planning and design consulting, real estate development, and material logistics businesses | | Operating Cost | 445,937,731 | 469,070,241 | -4.93 | Decrease in engineering contracting, planning and design consulting, real estate development, and material logistics businesses | | Selling Expenses | 2,712,168 | 2,964,103 | -8.50 | Cost reduction | | Administrative Expenses | 9,239,703 | 10,235,150 | -9.73 | Cost reduction | | Financial Expenses | 4,265,445 | 2,958,492 | 44.18 | Increase in interest expenses | | R&D Expenses | 7,516,476 | 8,610,730 | -12.71 | Decrease in R&D investment | | Net Cash Flow from Operating Activities | -79,457,258 | -81,676,283 | Not applicable | Decrease in cash paid for goods and services | | Net Cash Flow from Investing Activities | -25,987,914 | -20,978,389 | Not applicable | Increase in cash paid for the acquisition of fixed assets, intangible assets, and other long-term assets | | Net Cash Flow from Financing Activities | 101,480,589 | 95,331,937 | 6.45 | Increase in cash from borrowings | Main Business by Segment (Unit: thousand yuan) | Segment | Operating Revenue | Operating Cost | Gross Profit Margin (%) | Year-on-Year Change in Operating Revenue (%) | Year-on-Year Change in Operating Cost (%) | Year-on-Year Change in Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Engineering Contracting Business | 434,599,557 | 402,322,250 | 7.43 | -3.77 | -3.63 | Decrease of 0.13 percentage points | | Planning and Design Consulting Business | 6,743,176 | 4,061,499 | 39.77 | -15.73 | -11.96 | Decrease of 2.58 percentage points | | Industrial Manufacturing Business | 11,826,033 | 9,321,945 | 21.17 | 5.27 | 5.11 | Increase of 0.12 percentage points | | Real Estate Development Business | 20,755,405 | 18,747,061 | 9.68 | -34.21 | -32.90 | Decrease of 1.76 percentage points | | Material Logistics and Other Businesses | 40,718,051 | 36,701,184 | 9.87 | -3.43 | -4.13 | Increase of 0.66 percentage points | | Total | 489,199,045 | 445,937,731 | 8.84 | -5.22 | -4.93 | Decrease of 0.28 percentage points | Main Business by Region (Unit: thousand yuan) | Region | Operating Revenue | Operating Cost | Gross Profit Margin (%) | Year-on-Year Change in Operating Revenue (%) | Year-on-Year Change in Operating Cost (%) | Year-on-Year Change in Gross Profit Margin (%) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Domestic | 452,109,573 | 411,268,703 | 9.03 | -6.84 | -6.56 | Decrease of 0.27 percentage points | | Overseas | 37,089,472 | 34,669,028 | 6.53 | 20.29 | 19.93 | Increase of 0.29 percentage points | | Total | 489,199,045 | 445,937,731 | 8.84 | -5.22 | -4.93 | Decrease of 0.28 percentage points | - The changes in operating revenue, operating cost, gross profit, and total profit for the real estate development business are mainly due to the continuous adjustment of the real estate market and a decrease in the scale of delivered real estate projects during the reporting period[73] Analysis of Assets and Liabilities As of the end of the reporting period, the company's total assets increased by 7.72% year-on-year, and net assets attributable to shareholders increased by 3.93%; notes receivable and receivables financing decreased, while accounts receivable and contract assets increased; short-term borrowings significantly grew by 41.05%, and long-term borrowings by 19.27%, primarily to supplement working capital, leading to a leverage ratio increase to 74% Major Changes in Assets and Liabilities (Unit: thousand yuan) | Project Name | Current Period End Amount | Change from Prior Year End (%) | Explanation of Change | | :--- | :--- | :--- | :--- | | Notes Receivable | 1,823,056 | -43.48 | Decrease in the proportion of customers using commercial acceptance bills for settlement | | Short-term Borrowings | 211,770,913 | 41.05 | Mainly due to the Group's supplementary working capital during the reporting period | | Advances from Customers | 530,731 | 42.50 | Mainly due to an increase in advance rental fees from leasing business during the reporting period | - Overseas assets amounted to 93,725,588 thousand yuan, accounting for 4.67% of total assets[83] - As of the end of the reporting period and the end of the prior year, the Group's leverage ratios were 74% and 71% respectively[103] - As of the end of the reporting period, the Group's pledged and mortgaged assets amounted to 221.8572 billion yuan, an increase of 3.5467 billion yuan or 1.62% from the end of the prior year, mainly due to an increase in intangible asset loan pledges during the reporting period[106] Liquidity and Capital Resources During the reporting period, the company saw a decrease in net cash outflow from operating activities, an increase in net cash outflow from investing activities, and an increase in net cash inflow from financing activities; capital expenditure grew by 6.50%, while accounts receivable and accounts payable turnover days both increased, prepayments and other receivables rose, and other payables and accrued items decreased Group Cash Flow Situation (Unit: thousand yuan) | Item | Reporting Period | Prior Year Period | Change from Prior Year Period | | :--- | :--- | :--- | :--- | | Net Cash Flow from Operating Activities | -79,457,258 | -81,676,283 | 2,219,025 | | Net Cash Flow from Investing Activities | -25,987,914 | -20,978,389 | -5,009,525 | | Net Cash Flow from Financing Activities | 101,480,589 | 95,331,937 | 6,148,652 | - During the reporting period, the Group's capital expenditure was 19.6509 billion yuan, an increase of 1.1995 billion yuan or 6.50% compared to the prior year period[88] Accounts Receivable Aging Analysis (Unit: thousand yuan) | Aging | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 year | 198,411,040 | 162,675,624 | | 1 to 2 years | 32,154,615 | 30,501,327 | | 2 to 3 years | 16,650,112 | 15,896,386 | | Over 3 years | 16,379,008 | 16,130,548 | | Subtotal | 263,594,775 | 225,203,885 | | Less: Credit Loss Provision | 21,522,235 | 20,444,647 | | Total | 242,072,540 | 204,759,238 | Accounts Receivable and Accounts Payable Turnover Days | Item | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Accounts Receivable Turnover Days | 90 | 68 | | Accounts Payable Turnover Days | 212 | 191 | - The Group's prepayments and other receivables increased from 88.9354 billion yuan as of December 31, 2024, to 98.8441 billion yuan as of June 30, 2025, an increase of 9.9086 billion yuan or 11.14%[97] - As of the end of the reporting period, the Group's commitments amounted to 51.2612 billion yuan, a decrease of 4.9473 billion yuan or 8.80% compared to the end of the prior year, mainly due to a decrease in investment commitments during the reporting period[104] Analysis of Investment Status As of the end of the reporting period, the company's long-term equity investments slightly decreased; financial assets measured at fair value totaled 19,219,200 thousand yuan, with detailed disclosure of private equity fund investments - As of the end of the reporting period, the Group's book balance of long-term equity investments was 153.6609 billion yuan, a decrease of 0.4380 billion yuan or 0.28% compared to the end of the prior year, mainly due to a decrease in investments in joint ventures and associates during the reporting period[109] Financial Assets Measured at Fair Value (Unit: thousand yuan) | Asset Category | Beginning Balance | Fair Value Change Gains/Losses for the Period | Cumulative Fair Value Changes Recognized in Equity | Amount Purchased During the Period | Amount Sold/Redeemed During the Period | Other Changes | Ending Balance | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Stocks | 2,333,671 | 58,710 | 883,943 | – | 91,193 | -116,187 | 2,185,001 | | Trust Products | 1,000 | – | – | – | – | – | 1,000 | | Private Equity Funds | 8,141,913 | – | – | 1,027,452 | 54,000 | – | 9,115,365 | | Others | 6,345,037 | 146 | 3,593 | 11,232,019 | 9,649,500 | -9,868 | 7,917,834 | | Total | 16,821,621 | 58,856 | 887,536 | 12,259,471 | 9,794,693 | -126,055 | 19,219,200 | Private Equity Fund Investment Status (Unit: thousand yuan) | Name of Investee | Initial Investment Amount | Shareholding Ratio (%) | Book Value at Period End | Gains/Losses for the Reporting Period | Accounting Subject | Source of Funds | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Jinan Jiayue Transportation Investment Development Partnership (Limited Partnership) | 3,538,790 | ╱ | 3,538,790 | 100,420 | Other non-current financial assets | Own funds | | Guangxi Jiaotou Twenty-One Phase Transportation Construction Investment Fund Partnership (Limited Partnership) | 1,036,142 | 7 | 1,036,142 | – | Other non-current financial assets | Own funds | | Qingdao Metro Line 4 Investment Fund (Limited Partnership) | 917,000 | 25 | 894,000 | 37,201 | Other non-current financial assets | Own funds | | Hubei Chudao No 1 Infrastructure Investment Partnership (Limited Partnership) | 600,590 | ╱ | 600,590 | -475 | Other non-current financial assets | Own funds | | Gongying Infrastructure FOF Phase I Private Equity Fund | 384,180 | ╱ | 384,180 | – | Other non-current financial assets | Own funds | | Fujian Haisi Expressway Phase II Equity Investment Partnership (Limited Partnership) | 274,889 | ╱ | 274,889 | – | Other non-current financial assets | Own funds | | Chongqing Linghang Expressway No 7 Equity Investment Fund Partnership (Limited Partnership) | 226,035 | ╱ | 226,035 | – | Other non-current financial assets | Own funds | | Hubei Chudao No 4 Shiyi Equity Investment Partnership (Limited Partnership) | 212,000 | ╱ | 212,000 | – | Other non-current financial assets | Own funds | | Hubei Chudao No 3 Xiangyi Equity Investment Partnership (Limited Partnership) | 200,000 | ╱ | 200,000 | – | Other non-current financial assets | Own funds | | CRCC Gongying Infrastructure Investment Private Equity Fund No 8 | 180,000 | ╱ | 180,000 | – | Other non-current financial assets | Own funds | | CRCC Government-Enterprise Tianfu Private Equity Investment Fund | 173,860 | ╱ | 173,860 | 1,834 | Other non-current financial assets | Own funds | | Guangxi Pinglu Canal Venture Capital Fund Management Co, Ltd | 154,215 | ╱ | 154,215 | – | Other non-current financial assets | Own funds | | Shenzhen Shengao Infrastructure Private Equity Investment Fund Partnership (Limited Partnership) | 140,000 | ╱ | 140,000 | – | Other non-current financial assets | Own funds | | Shaanxi Yide Ruizhi Equity Investment Partnership (Limited Partnership) | 130,990 | ╱ | 130,990 | – | Other non-current financial assets | Own funds | | Tianjin CRCC No 1 Construction Investment Partnership (Limited Partnership) | 130,464 | ╱ | 130,464 | 9,127 | Other non-current financial assets | Own funds | | Guangde CRCC Lanhaifengtie Investment Center (Limited Partnership) | 127,300 | ╱ | 96,866 | – | Other non-current financial assets | Own funds | | Total | 9,168,799 | ╱ | 9,115,365 | 167,164 | ╱ | ╱ | Analysis of Major Holding and Participating Companies This section lists the financial indicators of the company's major subsidiaries, covering various industries such as construction, real estate development, planning and design consulting, logistics and trade, industrial manufacturing, project investment, and financial services Major Subsidiary Information (As of June 30, 2025, Unit: thousand yuan) | Company Name | Registered Capital | Total Assets | Net Assets | Net Profit | Main Business | Industry | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | China Civil Engineering Construction Corporation | 3,000,000 | 37,569,531 | 10,496,590 | 589,402 | Construction | Construction | | China Railway No 11 Bureau Group Co, Ltd | 6,162,382 | 102,093,955 | 18,769,946 | 1,027,268 | Construction | Construction | | China Railway Construction Real Estate Group Co, Ltd | 7,000,000 | 222,850,706 | 49,424,368 | 90,774 | Real estate development, operation | Real Estate | | China Railway First Survey and Design Institute Group Co, Ltd | 1,030,000 | 16,980,831 | 7,511,414 | 399,997 | Planning and design consulting | Consulting | | China Railway Construction Heavy Industry Group Co, Ltd | 5,333,497 | 27,055,426 | 17,861,184 | 735,498 | Industrial manufacturing | Industrial | | China Railway Construction Investment Group Co, Ltd | 12,067,086 | 219,705,084 | 38,683,625 | 434,619 | Project investment | Investment | | China Railway Construction Finance Co, Ltd | 9,000,000 | 120,854,494 | 14,454,863 | 536,264 | Financial services | Finance | - Specific information on major participating companies can be found in Note V, "15. Long-term Equity Investments" and Note VII, "2. Interests in Joint Ventures and Associates" of the financial report attached to this report[125] Other Disclosure Matters This section discloses no significant changes in the company's future development discussion and analysis, details potential investment, project operation and management, debt capital, international operation, and safety risks along with mitigation measures, and outlines progress on the "Quality Improvement, Efficiency Enhancement, and High Returns" action plan, including improving economic operation quality, strengthening market value management, enhancing investor relations, and perfecting corporate governance - There have been no significant changes in the discussion and analysis of the company's future development since the disclosure of the 2024 annual report[127] - The major risks the Group may face include: investment risk, project operation and management risk, debt capital risk, international operation risk, and safety risk[128] - Since the disclosure of its "Quality Improvement, Efficiency Enhancement, and High Returns" action plan, the company has focused on high-quality development, diligently carried out special actions to "improve quality, increase efficiency, and deliver high returns," and implemented multiple measures to promote value creation and valuation enhancement[132] - The company established a market value management leadership group, clarified the working team, and formulated the "Market Value Management System" and "Valuation Enhancement Plan"[132] - The 2024 cash dividend ratio was 20.60%, an increase of 0.42 percentage points from the prior year[132] - The company continuously revised 21 corporate governance systems, including the "Articles of Association," "Rules of Procedure for Shareholder Meetings," "Rules of Procedure for Board Meetings," and "Board Authorization Management System," to continuously improve its corporate governance structure, abolishing the supervisory board and transferring its functions under the "Company Law" to the Board's Audit and Risk Management Committee[132] Corporate Governance, Environment, and Society Changes in Directors, Supervisors, and Senior Management During the Reporting Period During the reporting period, the company experienced multiple changes in its directors, supervisors, and senior management, including the election of new independent non-executive directors and employee directors, as well as the departure of several directors, supervisors, and senior management members; the company also held an extraordinary general meeting and board meetings to elect the sixth board of directors and senior management, and approved the proposal to abolish the supervisory board Changes in Company Directors, Supervisors, and Senior Management During the Reporting Period | Name | Position Held | Change | | :--- | :--- | :--- | | Wang Jun | Independent Non-Executive Director | Election | | Zhu Lin | Employee Director | Election | | Zhao Lixin | Independent Non-Executive Director | Resignation | | Zhao Wei | Chairman of the Supervisory Board | Resignation | | Liu Xuan | Supervisor | Resignation | | Kang Fuxiang | Employee Supervisor | Resignation | | Lei Shengxiang | Chief Engineer | Resignation | - On April 29, 2025, the company convened its first extraordinary general meeting in 2025 to elect shareholder representative directors for the sixth board of directors[134] - On June 20, 2025, the company convened its 2024 annual general meeting, which approved the "Proposal on Amending the Articles of Association of China Railway Construction Corporation Limited and Abolishing the Supervisory Board," leading to the abolition of the company's supervisory board[136] Securities Trading Code for Directors and Supervisors During the Reporting Period The company has adopted a securities trading code for directors, supervisors, and relevant employees that is no less stringent than the Standard Securities Trading Code for Directors of Listed Issuers in Appendix C3 of the Hong Kong Stock Exchange Listing Rules, and confirms that all directors and supervisors complied with the code during the reporting period - The company has adopted a securities trading code for directors, supervisors, and relevant employees that is no less stringent than the standards stipulated in Appendix C3 "Standard Securities Trading Code for Directors of Listed Issuers" of the Hong Kong Stock Exchange Listing Rules[138] - After making inquiries to all directors and supervisors, the company confirms their compliance with the prescribed standards during the reporting period[138] Profit Distribution or Capital Reserve Conversion Plan The company's proposed semi-annual profit distribution or capital reserve conversion plan is "No," meaning no distribution or conversion will occur Proposed Semi-Annual Profit Distribution Plan, Capital Reserve Conversion Plan | Whether to Distribute or Convert | No | | :--- | :--- | | Number of Bonus Shares per 10 Shares (shares) | 0 | | Cash Dividend per 10 Shares (yuan) (tax inclusive) | 0 | | Number of Shares Converted from Capital Reserve per 10 Shares (shares) | 0 | Company's Equity Incentive Plans, Employee Stock Ownership Plans, or Other Employee Incentive Measures and Their Impact The company did not implement any equity incentive plans, employee stock ownership plans, or other employee incentive measures during the reporting period - The company did not implement any equity incentive plans, employee stock ownership plans, or other employee incentive measures during the reporting period[140] Company Employee Situation, Compensation, and Training During the reporting period, there were no significant changes in the Group's employee situation, compensation, and training since the disclosure of the 2024 annual report - During the reporting period, there were no significant changes in the Group's employee situation, compensation, and training since the disclosure of the 2024 annual report[143] Compliance with the Corporate Governance Code During the reporting period, the company strictly complied with all code provisions of the Corporate Governance Code in Appendix C1 of the Hong Kong Stock Exchange Listing Rules, along with relevant laws and regulations, and continuously improved its corporate governance structure - During the reporting period, the company strictly complied with the "Company Law," "Securities Law," relevant Hong Kong laws and regulations, and all code provisions of the "Corporate Governance Code" contained in Appendix C1 of the Hong Kong Stock Exchange Listing Rules[144] - The company conducted corporate governance activities and continuously improved its corporate governance structure in accordance with relevant regulations issued by regulatory authorities[144] Specific Progress in Consolidating Poverty Alleviation Achievements and Rural Revitalization China Railway Construction deeply implements the rural revitalization strategy, undertaking targeted poverty alleviation and counterpart support tasks in multiple regions, investing 52.11 million yuan in gratuitous assistance in the first half of 2025, and introducing remunerated assistance funds and agricultural product purchases, thereby promoting economic development and livelihood improvement in assisted areas through industrial support, brand building, and multi-dimensional assistance - China Railway Construction undertakes targeted assistance tasks in Wanquan District and Shangyi County of Zhangjiakou City, Hebei Province, and Long'an County of Guangxi Zhuang Autonomous Region, as well as counterpart support tasks in Jiangda County of Changdu City, Tibet Autonomous Region[145] - In the first half of 2025, China Railway Construction invested a total of 52.11 million yuan in gratuitous assistance funds to various targeted and counterpart assistance districts and counties[146] - Directly introduced 8.268 million yuan in remunerated assistance funds, invested 1.4 million yuan to consolidate the achievements of "two assurances and three guarantees," and purchased 8.17 million yuan worth of agricultural products from assisted areas[146] - The company closely integrates assistance with the resource endowments and characteristic industries of each district and county, ensuring that over 70% of gratuitous assistance funds are used for industrial assistance[146] - Created the "CRCC Xingnong" rural revitalization master brand, with each assisted district and county developing sub-brands such as "CRCC Sunshine - Rural Education," "CRCC Selection - Online E-commerce," and "Sifang Academy - Cultural Revitalization" based on local conditions[148] - In the first half of 2025, China Railway Construction purposefully mobilized grassroots forces across the entire system to carry out the "Hundred Belt Project" and "Runxin Project" to assist rural revitalization, establishing and improving a multi-dimensional assistance system with联动 between upper and lower levels, horizontal coordination, and multi-party participation[148] Significant Matters Fulfillment of Commitments This section details the company's fulfillment of commitments during or continuing into the reporting period, including those from the controlling shareholder and the company's directors and senior management, primarily concerning land title defects, share lock-ups, share price stability, truthfulness of information disclosure, avoidance of horizontal competition, and confirms that all commitments have been strictly and timely fulfilled - The controlling shareholder, China Railway Construction Group Co, Ltd, committed that if China Railway Construction and investors suffer losses due to undisclosed idle land or other illegal activities, they will bear civil liability for compensation in accordance with the law[149] - The company's directors and senior management committed that if China Railway Construction and investors suffer losses due to undisclosed idle land or other illegal activities, they will bear civil liability for compensation in accordance with the law[151] - The controlling shareholder, China Railway Construction Group Co, Ltd, committed to processing land certificates and property certificates, bearing the costs of processing, and compensating for any losses incurred thereby[151] - The controlling shareholder and the company made commitments regarding share lock-ups, share price stability, truthfulness, accuracy, and completeness of information disclosure, compensation for diluted immediate returns, reduction and standardization of related party transactions, and avoidance of horizontal competition related to the spin-off listing of CRCC Heavy Industry on the STAR Market, and these commitments have been strictly and timely fulfilled[153][155][156][158] Non-Operating Fund Occupation by Controlling Shareholder and Other Related Parties During the Reporting Period The company confirms that there was no non-operating occupation of funds by the controlling shareholder or other related parties during the reporting period - The company confirms no non-operating fund occupation by the controlling shareholder or other related parties during the reporting period[159] Irregular Guarantees The company confirms that there were no irregular guarantees during the reporting period - The company confirms no irregular guarantees during the reporting period[159] Semi-Annual Report Audit Status The company's semi-annual report was unaudited - The company's semi-annual report was unaudited[159] Appointment and Dismissal of Accounting Firms The company decided to change its accounting firm, appointing Ernst & Young Hua Ming LLP (Special General Partnership) as its audit intermediary service provider for 2025 with an audit fee of 25 million yuan, to better ensure the independence and objectivity of the audit work - Deloitte Touche Tohmatsu Certified Public Accountants LLP (Special General Partnership) has served as the company's financial statement audit and internal control audit firm for 8 years, and to better ensure the independence and objectivity of the audit work, the company decided to change its accounting firm this year[160] - On June 20, 2025, the company convened its 2024 annual general meeting, which approved the "Proposal on the Company's Appointment of Audit Intermediary Service Provider for 2025," agreeing to appoint Ernst & Young Hua Ming LLP (Special General Partnership) as the company's audit intermediary service provider for 2025[160] - The audit fee is 25 million yuan (of which, the audit and interim review fees for domestic and overseas financial statements for 2025 are 23.3 million yuan, and the internal control audit fee is 1.7 million yuan)[160] Audit and Risk Management Committee's Review of Semi-Annual Report The company's Board Audit and Risk Management Committee reviewed the Group's interim financial statements for the six months ended June 30, 2025, which were reviewed by Ernst & Young Hua Ming LLP, and discussed accounting policies and internal controls with management - The company's Board Audit and Risk Management Committee has reviewed the Group's interim financial statements for the six months ended June 30, 2025, which were reviewed by Ernst & Young Hua Ming LLP (Special General Partnership)[161] - The committee also discussed the accounting policies and practices, as well as internal controls, with the company's management[161] Major Litigation and Arbitration Matters The company confirms no major litigation or arbitration matters during the reporting period - The company had no major litigation or arbitration matters during the reporting period[164] Significant Related Party Transactions This section discloses the company's daily related party transactions with its controlling shareholder and related parties in areas such as property leasing, service provision, financial services, and equipment purchase, sale, and leasing services, and lists related party creditor and debtor balances and financial business between the company's controlled finance company and related parties - The company renewed the "Property Lease Framework Agreement" with its controlling shareholder, setting the upper limit for continuous related party transactions for 2025[165] - The company renewed the "Service Provision Framework Agreement" with its controlling shareholder, stipulating that the annual transaction amount for 2025–2027 shall not exceed 1 billion yuan each year[168] - The controlling subsidiary, China Railway Construction Finance Co, Ltd, renewed the "Financial Services Agreement" with the controlling shareholder and provides deposit, loan, settlement, and other financial services to the controlling shareholder and its subsidiaries in accordance with the agreement[172] - The company signed the "Equipment Purchase, Sale, and Leasing Service Agreement" with CRCC Financial Leasing, agreeing to equipment sales, equipment procurement, and leasing services between the company and CRCC Financial Leasing[172] Daily Operating Related Party Transactions Between the Group and its Controlling Shareholder (Unit: thousand yuan) | Related Party | Related Party Transaction Type | Related Party Transaction Content | Transaction Amount | | :--- | :--- | :--- | :--- | | Shaanxi Railway Engineering Survey Co, Ltd and 12 other entities | Acceptance of labor services | Planning and design consulting | 236,835 | | Controlling shareholder and contacts | Property lease expenses | Property leasing | 29,905 | | CRCC Financial Leasing Co, Ltd | Machinery and equipment lease expenses | Machinery and equipment leasing | 1,179,252 | | CRCC Financial Leasing Co, Ltd | Equipment sales revenue | Equipment sales | 251,958 | | CRCC Financial Leasing Co, Ltd | Equipment procurement expenses | Equipment procurement | 147,155 | Related Party Creditor and Debtor Balances (Unit: thousand yuan) | Related Party | Relationship | Ending Balance (Funds provided by listed company to related party) | Ending Balance (Funds provided by related party to listed company) | | :--- | :--- | :--- | :--- | | China Railway Construction Group Co, Ltd | Controlling shareholder | 1,683,000 | 1,836,876 | | China Railway Construction Group Co, Ltd | Controlling shareholder | – | 302,980 | | CRCC Jinli Asset Management Co, Ltd | Wholly-owned subsidiary of controlling shareholder | – | 462,085 | | Xi'an Tianchuang Investment Development Co, Ltd | Wholly-owned subsidiary of controlling shareholder | – | 3,001 | | CRCC Financial Leasing Co, Ltd | Controlled subsidiary of controlling shareholder | – | 11,525 | | Total | | 1,683,000 | 2,616,467 | Significant Contracts and Their Fulfillment This section discloses that the company had no托管,承包, or租赁 matters during the reporting period, and details the company's external guarantees and significant domestic and overseas operating contracts signed during the reporting period - The company had no托管,承包, or租赁 matters during the reporting period[193] Company External Guarantees (Excluding Guarantees to Subsidiaries, Unit: thousand yuan) | Guarantor | Guaranteed Party | Guarantee Amount | Guarantee Start Date | Guarantee End Date | Guarantee Type | Is it a Related Party Guarantee | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | The Company | ECUACORRIENTE S.A. | 204,332 | August 10, 2020 | July 9, 2025 | Joint and several liability guarantee | No | | China Railway Construction Real Estate Group Co, Ltd | Wuhan Zhaorui Real Estate Co, Ltd | 268,030 | August 17, 2022 | December 30, 2027 | Joint and several liability guarantee | Yes (Associate) | | China Railway No 20 Bureau Group Co, Ltd | Guizhou Wengma Railway Co, Ltd | 598,903 | March 31, 2016 | March 31, 2039 | Joint and several liability guarantee | Yes (Associate) | | China Railway No 16 Bureau Group Co, Ltd | Dongfang Anzhen (Beijing) Hospital Management Co, Ltd | 66,183 | May 25, 2021 | December 14, 2039 | Joint and several liability guarantee | No | | China Civil Engineering Construction Corporation | Jiangxi Copper Corporation Limited | 78,575 | May 31, 2021 | June 22, 2028 | Joint and several liability guarantee | No | | China Railway Construction International Investment Co, Ltd | Jiangxi Copper Corporation Limited | 157,150 | May 31, 2021 | June 22, 2028 | Joint and several liability guarantee | No | | CRCC Construction Group Real Estate Co, Ltd | Perennial Cloud Gate (Hangzhou) Real Estate Co, Ltd | 535,815 | June 14, 2022 | December 21, 2031 | Joint and several liability guarantee | Yes (Associate) | | CRCC International Investment Co, Ltd | Shandong Gold Mining Co, Ltd | 21,476 | May 31, 2025 | May 31, 2026 | Joint and several liability guarantee | No | | Total Guarantee Balance at Period End (A) | | 1,930,464 | | | | | - The total guarantee balance for the company's subsidiaries (B) is 77,752,389 thousand yuan[197] - The total guarantee amount (A+B) is 79,682,853 thousand yuan, accounting for 23.36% of the company's net assets[198] - The company has no overdue guarantees, and all external guarantees have strictly followed the decision-making procedures and information disclosure obligations as stipulated by relevant normative documents and corporate governance systems[200] Domestic Operating Contracts (Partial, Unit: billion yuan) | No | Signing Date | Project Name | Contract Amount | Company Signing Entity | Performance Period | | :--- | :--- | :--- | :--- | :--- | :--- | | 1 | January 2025 | Hainan Changhua River Water Resources Allocation Project Section 3 EPC | 15.78 | China Railway No 18 Bureau Group Co, Ltd | 1,730 calendar days | | 2 | February 2025 | New Yichang to Fuling High-Speed Railway (Hubei Section) Station Front Engineering YFHBZQ-4 Bid Section, etc | 207.97 | China Railway No 14 Bureau Group Co, Ltd, etc | 72 months | | 5 | April 2025 | New Shanghai to Nanjing to Hefei High-Speed Railway Shanghai Baoshan Station Building and Related Engineering EPC BSZF-1 Bid Section, BSZF-2 Bid Section | 54.38 | China Railway No 14 Bureau Group Co, Ltd, China Railway Construction Group Co, Ltd | 28 months | | 9 | June 2025 | Nanjing Shangyuanmen River Crossing Channel, New Shanghai to Nanjing to Hefei High-Speed Railway Nanjing Hub (Jiangbei Area) Remaining Engineering and Nanjing North Station Local Supporting Synchronous Implementation Engineering EPC SYMZQ-02SG Bid Section, SYMZQ03SG Bid Section | 49.30 | China Railway No 24 Bureau Group Co, Ltd, China Railway No 16 Bureau Group Co, Ltd | 2,191 calendar days | Overseas Operating Contracts (Unit: billion yuan) | No | Signing Date | Project Name | Contract Amount | Company Signing Entity | Performance Period | | :--- | :--- | :--- | :--- | :--- | :--- | | 1 | April 2025 | Saudi King Abdullah University Infrastructure and Supporting Facilities Relocation Project | 81.12 | China Railway Construction Corporation Limited and China Railway Construction Group Co, Ltd Consortium | 1,000 calendar days | | 2 | May 2025 | China-Kyrgyzstan-Uzbekistan Railway Early Start Section (Kyrgyzstan Section Key Control Engineering) Three Tunnel Engineering ZJWZQ-2 Bid Section EPC Project | 14.16 | China Railway No 11 Bureau Group Co, Ltd | 2,191 calendar days | | 4 | June 2025 | China-Kyrgyzstan-Uzbekistan Railway Project (Kyrgyzstan Section) Full Line Station Front Engineering ZJWZQ-6 Bid Section EPC Project (excluding early start section) | 15.68 | China Railway No 19 Bureau Group Co, Ltd | 2,190 calendar days | Share Changes and Shareholder Information Share Capital Changes During the reporting period, the company's total share capital and share capital structure remained unchanged, and neither the company nor its subsidiaries repurchased, sold, or redeemed any of its securities - During the reporting period, the company's total share capital and share capital structure remained unchanged[209] - During the reporting period, neither the company nor its subsidiaries repurchased, sold, or redeemed any of the company's securities (including treasury shares)[214] Shareholder Information As of June 30, 2025, the company's total share capital was 13,579,541,500 shares, with the controlling shareholder, China Railway Construction Group Co, Ltd, holding 51.23%; the company had a total of 230,727 shareholders, and HKSCC Nominees Limited was the second largest shareholder Share Capital Structure (As of June 30, 2025) | Shareholder Name | Share Class | Number of