中深建业(02503) - 2025 - 中期财报

Company Information This section provides key company registration details, board composition, committee members, key contacts, and auditors Company Basic Information and Management This chapter outlines the company's registration details, board members (executive and independent non-executive directors), committee members, company secretary, authorized representatives, principal bankers, registered office, headquarters, legal counsel, share registrar, website, auditor, and compliance advisor - Mr. Sang Xianfeng serves as Chairman (Executive Director), and Mr. Xian Yurong serves as CEO (Executive Director); Ms. Liu Zhihong, Mr. Zeng Qingli, and Mr. Xie Huagang are Independent Non-Executive Directors[7] - Ms. Liu Zhihong chairs the Audit Committee, Mr. Xie Huagang chairs the Remuneration Committee, and Mr. Zeng Qingli chairs the Nomination Committee[7] - The company is registered in the Cayman Islands, with its headquarters and principal place of business in China located in Guangming District, Shenzhen, and its principal place of business in Hong Kong in Wan Chai[7] - Hong Kong legal counsel is Loeb & Loeb LLP, auditor is Crowe (HK) CPA Limited, and compliance advisor is Rich Harvest Capital Limited[8] Management Discussion and Analysis This section provides an overview of the company's business, financial performance, liquidity, capital resources, human resources, future outlook, and other relevant information Business Review Zhong Shen Jian Ye Holdings Limited is a developing private general contracting construction enterprise in China, holding five Grade-A and six Grade-B construction contracting qualifications, offering comprehensive construction services, and consistently recognized as a "Shenzhen Top 500 Enterprise" - Provides construction services including building construction, municipal public works, foundation engineering, and specialized contracting, acting as either a general contractor or subcontractor[10] - Holds five Grade-A general contracting qualifications for building construction, municipal public works, foundation engineering, building mechanical and electrical installation, and building decoration, along with six Grade-B qualifications for petrochemical engineering, steel structure construction, and environmental construction[10] - Recognized as a "Shenzhen Top 500 Enterprise" for five consecutive years (2020-2024)[10] Financial Review The Group recorded a significant 46.9% decrease in revenue to RMB 201.3 million for the six months ended June 30, 2025, primarily due to fewer construction projects, resulting in a shift from profit to loss, also impacted by reduced gross profit and impairment losses on trade and other receivables and contract assets Total Revenue | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | Year-on-year Change (%) | | :--- | :--- | :--- | :--- | | Revenue | 201,276 | 379,026 | -46.9% | Loss/Profit for the Period | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Loss/Profit for the Period | (11,810) | 335 | - The primary reasons for the loss were decreased revenue and gross profit, along with recognized impairment losses on trade and other receivables and contract assets[28] Revenue For the six months ended June 30, 2025, the Group's revenue significantly decreased by 46.9% year-on-year to RMB 201.3 million, mainly due to fewer construction projects, with building construction and municipal public works revenue declining, while specialized contracting revenue substantially increased - Total revenue decreased by 46.9% from approximately RMB 379.0 million in the same period of 2024 to approximately RMB 201.3 million in the same period of 2025[11] Revenue by Project Type | Project Type | Six Months Ended June 30, 2025 (RMB '000) | 2025 Share (%) | Six Months Ended June 30, 2024 (RMB '000) | 2024 Share (%) | | :--- | :--- | :--- | :--- | :--- | | Building Construction Projects | 103,518 | 51.4 | 246,900 | 65.1 | | Municipal Public Works Projects | 74,283 | 36.9 | 126,144 | 33.3 | | Foundation Engineering Projects | 2,009 | 1.0 | 2,412 | 0.6 | | Specialized Contracting Projects | 21,466 | 10.7 | 3,570 | 1.0 | | Total | 201,276 | 100.0 | 379,026 | 100.0 | Building Construction Projects Building construction project revenue decreased significantly by 58.1% year-on-year to RMB 103.5 million, primarily due to some projects being completed or entering later stages in 2025, leading to reduced recognized revenue - Revenue from building construction projects decreased by approximately RMB 143.4 million or 58.1% from approximately RMB 246.9 million in the same period of 2024 to approximately RMB 103.5 million in the same period of 2025[14] - The decrease was primarily due to some projects being completed or entering later stages of development in 2025[14] Municipal Public Works Projects Municipal public works project revenue decreased by 41.1% year-on-year to RMB 74.3 million, mainly due to some projects entering later stages of development and lower contract values for new projects in 2025 - Revenue from municipal public works projects decreased by approximately RMB 51.9 million or 41.1% from approximately RMB 126.1 million in the same period of 2024 to approximately RMB 74.3 million in the same period of 2025[15] - The decrease was primarily due to some projects entering later stages of development in 2025 and lower contract values for new projects obtained in 2025[15] Foundation Engineering Projects Revenue from foundation engineering projects decreased slightly by 16.7% year-on-year to RMB 2.0 million - Revenue from foundation engineering projects decreased by approximately RMB 0.4 million or 16.7% from approximately RMB 2.4 million in the same period of 2024 to approximately RMB 2.0 million in the same period of 2025[16] Specialized Contracting Projects Revenue from specialized contracting projects significantly increased by 501.3% year-on-year to RMB 21.5 million, primarily due to several projects with higher contract values initiated during the period - Revenue from specialized contracting projects significantly increased by approximately RMB 17.9 million or 501.3% from approximately RMB 3.6 million in the same period of 2024 to approximately RMB 21.5 million in the same period of 2025[17] - The increase was primarily due to several projects with relatively higher contract values initiated during the six months ended June 30, 2025[17] Cost of Revenue For the six months ended June 30, 2025, the cost of revenue decreased by 47.0% year-on-year to RMB 189.4 million, consistent with the decline in revenue due to fewer construction projects, with raw material costs and labor subcontracting costs being the main components Cost of Revenue by Nature | Indicator | Six Months Ended June 30, 2025 (RMB '000) | 2025 Share (%) | Six Months Ended June 30, 2024 (RMB '000) | 2024 Share (%) | | :--- | :--- | :--- | :--- | :--- | | Raw material costs | 100,513 | 53.1 | 146,025 | 40.9 | | Labor subcontracting costs | 52,939 | 27.9 | 118,278 | 33.1 | | Specialized construction subcontracting costs | 26,917 | 14.2 | 55,089 | 15.4 | | Equipment and machinery usage costs | 5,262 | 2.8 | 32,074 | 9.0 | | Other project costs | 3,804 | 2.0 | 5,887 | 1.6 | | Total Cost of Revenue | 189,435 | 100.0 | 357,353 | 100.0 | - Cost of revenue decreased by approximately RMB 167.9 million or 47.0% year-on-year, consistent with the trend of decreasing revenue[20] Gross Profit and Gross Margin For the six months ended June 30, 2025, the Group's total gross profit decreased by 45.3% year-on-year to RMB 11.8 million, while the overall gross margin remained relatively stable at 5.9%, with building construction gross margin slightly increasing and municipal public works gross margin slightly decreasing Gross Profit and Gross Margin by Project Type | Indicator | Six Months Ended June 30, 2025 (RMB '000) | 2025 Gross Margin (%) | Six Months Ended June 30, 2024 (RMB '000) | 2024 Gross Margin (%) | | :--- | :--- | :--- | :--- | :--- | | Building Construction Projects | 7,003 | 6.8 | 14,905 | 6.0 | | Municipal Public Works Projects | 3,509 | 4.7 | 6,433 | 5.1 | | Foundation Engineering Projects | 119 | 5.9 | 147 | 6.1 | | Specialized Contracting Projects | 1,210 | 5.6 | 188 | 5.3 | | Total | 11,841 | 5.9 | 21,673 | 5.7 | - Building construction gross margin increased from 6.0% in the same period of 2024 to 6.8% in the same period of 2025, primarily due to revenue recognition upon final settlement of some projects[21] - Municipal public works gross margin decreased from 5.1% in the same period of 2024 to 4.7% in the same period of 2025, primarily due to the commencement of several new projects with lower gross margins[22] Administrative Expenses For the six months ended June 30, 2025, administrative expenses decreased by 2.9% year-on-year, mainly due to no listing expenses recognized during the period, partially offset by increased depreciation of property, plant, and equipment - Administrative expenses decreased by approximately RMB 0.6 million or 2.9%[25] - The main reason was no listing expenses recognized during the current period, partially offset by increased depreciation of property, plant, and equipment[25] Finance Costs For the six months ended June 30, 2025, finance costs increased, primarily due to higher interest expenses on bank borrowings and factoring, and reduced interest income from bank deposits Net Finance Costs | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Finance income | 67 | 554 | | Finance costs | (1,234) | (698) | | Net Finance Costs | (1,167) | (144) | - The main reasons were increased interest expenses on bank borrowings and factoring, and decreased interest income from bank deposits[26] Income Tax Credit/(Expense) For the six months ended June 30, 2025, the Group recorded an income tax credit of RMB 304 thousand, compared to an income tax expense of RMB 3,165 thousand in the prior year, primarily reflecting the loss incurred during the period - Income tax changed from an expense of RMB 3,165 thousand in the same period of 2024 to a credit of RMB 304 thousand in the same period of 2025[88] - China corporate income tax is calculated at 25% of assessable profits[91] Loss/Profit and Total Comprehensive Loss/Income for the Period The Group shifted from a profit of RMB 0.3 million in the same period of 2024 to a loss of RMB 11.8 million in the same period of 2025, primarily due to the combined impact of decreased revenue and gross profit, as well as impairment losses on trade and other receivables and contract assets Loss/Profit for the Period | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Loss/Profit and Total Comprehensive Loss/Income for the Period Attributable to Owners of the Company | (11,810) | 335 | - The main reasons were decreased revenue and gross profit, along with recognized impairment losses on trade and other receivables and contract assets[28] Liquidity and Capital Resources As of June 30, 2025, the Group's cash and cash equivalents slightly increased, while bank borrowings significantly rose, leading to an increase in the gearing ratio from 11.8% to 13.6%; the Group remains in a net cash position with no net debt Cash and Cash Equivalents | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Cash and cash equivalents | 99,683 | 96,653 | Bank Borrowings | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Current bank borrowings | 69,600 | 33,000 | | Non-current bank borrowings | — | 23,300 | - The gearing ratio increased from 11.8% as of December 31, 2024, to 13.6% as of June 30, 2025[31][79] Cash Flows For the six months ended June 30, 2025, net cash outflow from operating activities significantly decreased, cash from investing activities shifted from outflow to inflow, net cash inflow from financing activities decreased, and cash and cash equivalents slightly increased at period-end Net Cash Flows | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Net cash used in operating activities | (56,307) | (143,292) | | Net cash from/(used in) investing activities | 285 | (4,112) | | Net cash from financing activities | 59,097 | 104,407 | | Net increase/(decrease) in cash and cash equivalents | 3,075 | (42,997) | Bank Borrowings As of June 30, 2025, the Group's current bank borrowings increased to RMB 69.6 million, with no non-current bank borrowings; most borrowings bear fixed interest rates and are primarily used for working capital - Total bank borrowings were RMB 69.6 million as of June 30, 2025, compared to RMB 56.4 million as of December 31, 2024[105] - The structure of borrowings changed, with current bank borrowings increasing from RMB 33.0 million to RMB 69.6 million, and non-current bank borrowings decreasing from RMB 23.3 million to zero[30][105] - Effective interest rates ranged from 2.65% to 3% (December 31, 2024: 3% to 4.5%)[105] - Approximately RMB 40.0 million of bank borrowings are guaranteed by Mr. Sang and Mr. Xian, and secured by land and buildings[39][105] Gearing Ratio As of June 30, 2025, the gearing ratio increased to 13.6%, reflecting an increase in total borrowings relative to total equity - The ratio was 13.6% as of June 30, 2025, compared to 11.8% as of December 31, 2024[31][79] Net Debt to Equity Ratio As of June 30, 2025, and December 31, 2024, the Group was in a net cash position, thus the net debt to equity ratio is not applicable - The Group was in a net cash position on both dates, thus the net debt to equity ratio is not applicable[33] Prepayments to Suppliers The Group's prepayments to suppliers are primarily for raw materials and labor subcontracting, ensuring timely payments to workers - Prepayments are primarily for raw material suppliers and labor subcontractors[34] - The policy is to maintain prepayments to fixed labor subcontractors based on an agreed percentage[34] Treasury Management The Group manages treasury by continuously reviewing trade receivables and overdue balances, and closely monitoring its liquidity position to ensure funding needs are met and liquidity risks are controlled - Management continuously and closely reviews trade receivables balances and any overdue balances, and only trades with reputable parties[35] - Closely monitors the Group's liquidity position to ensure that the liquidity structure of assets, liabilities, and commitments can meet its funding requirements[35] Capital Expenditure and Commitments For the six months ended June 30, 2025, the Group incurred no capital expenditure, but capital commitments remained at RMB 5.0 million - No capital expenditure was incurred in the first half of 2025 (first half of 2024: RMB 4.6 million)[36][97] - Capital commitments were approximately RMB 5.0 million as of June 30, 2025, consistent with December 31, 2024[37][106] Foreign Exchange Risk The Group primarily operates in RMB and does not face significant foreign exchange risk; it currently does not use financial instruments for hedging, but management will continue to monitor the situation - Most income and expenses are denominated in RMB, with a small portion of expenses denominated in HKD[38] - No significant foreign exchange risk is expected[38] - Currently, no financial instruments are used for hedging, but management will continue to monitor and consider hedging when necessary[38] Pledge of Assets As of June 30, 2025, land and buildings with a net book value of approximately RMB 43.6 million were pledged as security for certain interest-bearing bank borrowings - Land and buildings with a net book value of approximately RMB 43.6 million have been pledged[39] - Pledged as security for certain interest-bearing bank borrowings[39] Human Resources As of June 30, 2025, the Group had 244 employees, all located in China, maintaining good employee relations, offering competitive compensation and training, and providing comprehensive welfare plans - As of June 30, 2025, there were 244 employees, all located in China[40] - Total employee costs for the first half of 2025 were approximately RMB 13.1 million (first half of 2024: RMB 12.7 million)[40] - Provides basic medical insurance, unemployment insurance, and other related insurances in accordance with Chinese laws and regulations[40] Prospects Driven by favorable policies such as China's "14th Five-Year Plan" and Guangdong Province's construction industry development plan, demand for construction services is expected to continue growing, and the Group plans to leverage its experience to seize opportunities by consolidating and expanding its construction service offerings and increasing market share - Infrastructure construction will accelerate, driven by the "14th Five-Year Plan for National Economic and Social Development (2021–2025)" and Guangdong Province's Five-Year Development Plan for the Construction Industry[41] - The total output value of Guangdong Province's construction market is expected to continue growing at a compound annual growth rate of approximately 5% to 8%[41] - The company's strategy is to leverage its extensive experience and knowledge to consolidate and expand its construction service offerings and increase market share[41] Plans for Material Investments or Capital Asset Acquisitions in the Future The company plans to use approximately RMB 27.7 million of net proceeds from new share subscriptions for potential acquisitions of one or more construction companies with municipal public works qualifications, but as of the interim report date, no agreements have been entered into or specific targets identified - Plans to use approximately RMB 27.7 million for the potential acquisition of one or more construction companies with municipal public works related qualifications and licenses[42] - As of the interim report date, no letters of intent or legally binding agreements have been entered into, nor have any definite acquisition targets been identified[42] Contingent Liabilities As of June 30, 2025, the Group had no material contingent liabilities - As of June 30, 2025, the Group had no material contingent liabilities[43] Use of Proceeds from Share Issue The Group disclosed the use of net proceeds of RMB 77.3 million from its initial public offering and RMB 47.2 million from new share subscriptions under general mandate, with some funds utilized as planned and others pending use Use of Proceeds from Initial Public Offering (RMB million) | Use | Allocation per Prospectus | Utilized as of June 30, 2025 | Unutilized as of June 30, 2025 | Expected Timetable for Unutilized Proceeds | | :--- | :--- | :--- | :--- | :--- | | Funding capital requirements and cash flow for certain projects | 35.3 | 35.3 | — | Not applicable | | Acquisition of equipment and machinery | 31.9 | — | 31.9 | Before December 31, 2025 | | Recruitment of additional staff | 5.4 | 1.3 | 4.1 | Before December 31, 2026 | | Working capital and other general corporate purposes | 4.7 | 4.7 | — | Not applicable | | Total | 77.3 | 41.3 | 36.0 | | Use of Proceeds from Subscription of New Shares under General Mandate (RMB million) | Use | Net Proceeds | Utilized as of June 30, 2025 | Unutilized as of June 30, 2025 | Expected Timetable for Unutilized Proceeds | | :--- | :--- | :--- | :--- | :--- | | Potential acquisition of construction companies | 27.7 | — | 27.7 | Before December 31, 2025 | | General working capital | 19.5 | 19.5 | — | Not applicable | | Total | 47.2 | 19.5 | 27.7 | | Interim Dividend The Board does not recommend the payment of any interim dividend for the six months ended June 30, 2025 - The Directors do not recommend the payment of any interim dividend[47] Events After the Reporting Period Subsequent to the reporting period, on July 2, 2025, the company entered into agreements with six subscribers for the subscription of a total of 123,552,000 shares at HKD 0.61 per share, which was completed on July 17, 2025 - On July 2, 2025, the company entered into agreements with six subscribers for the subscription of a total of 123,552,000 shares at HKD 0.61 per share[48] - The subscription was completed on July 17, 2025[48] Corporate Governance and Other Information This section covers the company's corporate governance practices, directors' securities dealing standards, interests of directors and major shareholders, competitive interests, compliance advisor interests, and other significant corporate events Corporate Governance Practices The Board believes that good corporate governance is driven by top management and diligently implemented and supervised in daily operations, and the company has complied with the Corporate Governance Code in Appendix C1 Part 2 of the Listing Rules - The Board has reviewed the company's corporate governance practices and is satisfied that the company has complied with the principles and code provisions set out in the Corporate Governance Code in Appendix C1 Part 2 of the Listing Rules[51] Standard Code for Securities Transactions by Directors The company has adopted a code of conduct for directors' securities transactions no less stringent than the Standard Code in Appendix C3 of the Listing Rules and confirms that all directors have complied with it during the reporting period - The company has adopted a code of conduct for directors' securities transactions, the terms of which are no less stringent than the Standard Code in Appendix C3 of the Listing Rules[52] - All Directors confirmed compliance with the Standard Code for the six months ended June 30, 2025[52] Directors' and Chief Executive's Interests and Short Positions in Shares, Underlying Shares, and Debentures As of June 30, 2025, Mr. Sang Xianfeng and Mr. Xian Yurong held company shares through controlled corporations, representing 46.00% and 11.50% of the total share capital, respectively Directors' Shareholdings | Director's Name | Capacity | Number of Shares (1) | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Mr. Sang Xianfeng | Interest of controlled corporation | 284,172,240 (L)(2) | 46.00% | | Mr. Xian Yurong | Interest of controlled corporation | 71,040,560 (L)(3) | 11.50% | Major Shareholders' Interests and Short Positions in the Company's Shares and Underlying Shares As of June 30, 2025, Zhong Shen Heng Tai and Zhong Shen Chi Tai were major shareholders of the company, holding 46.00% and 11.50% of the shares, respectively, and Ms. Jin Wei was deemed to hold Mr. Xian Yurong's share interest due to spousal relationship Major Shareholders' Shareholdings | Major Shareholder's Name | Capacity | Number of Shares (1) | Approximate Percentage of Shareholding | | :--- | :--- | :--- | :--- | | Zhong Shen Heng Tai | Beneficial owner | 284,172,240 (L) | 46.00% | | Zhong Shen Chi Tai | Beneficial owner | 71,040,560 (L) | 11.50% | | Ms. Jin Wei | Interest of spouse | 71,040,560 (L)(2) | 11.50% | Competing Interests As of the reporting date, none of the controlling shareholders, directors, or their close associates held any interests in businesses that compete with the Group's business - None of the controlling shareholders, directors, or their respective close associates held any interests in any business that directly or indirectly competes or may compete with the Group's business[60] Compliance Advisor's Interests Other than the compliance advisor agreement with the company, the compliance advisor or its directors, employees, or close associates have no other interests in the company that need to be disclosed - Neither the compliance advisor nor its directors, employees, or close associates have any interests in the company that need to be disclosed to the company[61] Purchase, Sale or Redemption 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 securities - Neither the company nor any of its subsidiaries purchased, sold, or redeemed any of the company's listed securities[62] Material Acquisitions and Disposals For the six months ended June 30, 2025, the Group did not undertake any material acquisitions or disposals of subsidiaries, associates, or joint ventures - There were no material acquisitions or disposals of subsidiaries, associates, or joint ventures[63] Material Investments As of June 30, 2025, the Group had no material investments - As of June 30, 2025, the Group had no material investments[64] Audit Committee The Audit Committee's primary responsibilities include reviewing and overseeing financial reporting, internal controls, and risk management systems, and it has reviewed the Group's unaudited condensed consolidated interim financial statements for the six months ended June 30, 2025 - Its primary responsibilities include reviewing and overseeing the Group's financial reporting process, internal control and risk management systems, and communicating with external auditors on audit strategy[65] - It has reviewed the Group's unaudited condensed consolidated interim financial statements for the six months ended June 30, 2025, and this interim report[65] Unaudited Condensed Consolidated Statement of Comprehensive Income This statement presents the Group's financial performance, showing a significant 46.9% decrease in revenue, leading to reduced gross profit and a shift from profit to a loss of RMB 11.8 million for the six months ended June 30, 2025, primarily due to impairment losses on trade and other receivables and contract assets Overview of Statement of Comprehensive Income For the six months ended June 30, 2025, the Group's revenue significantly decreased by 46.9%, leading to reduced gross profit and a shift from profit in the prior year to a loss of RMB 11.8 million, influenced by impairment losses on trade and other receivables and contract assets Key Financial Data | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Revenue | 201,276 | 379,026 | | Cost of revenue | (189,435) | (357,353) | | Gross profit | 11,841 | 21,673 | | Administrative expenses | (19,587) | (20,164) | | Impairment (loss)/reversal on trade and other receivables and contract assets | (2,908) | 2,274 | | Operating (loss)/profit | (10,947) | 3,644 | | Net finance costs | (1,167) | (144) | | (Loss)/profit before income tax | (12,114) | 3,500 | | Income tax credit/(expense) | 304 | (3,165) | | (Loss)/profit and total comprehensive (loss)/income for the period attributable to owners of the Company | (11,810) | 335 | | Basic (loss)/earnings per share (RMB cents) | (1.98) | 0.07 | Unaudited Condensed Consolidated Statement of Financial Position This statement presents the Group's financial position, showing a slight decrease in total assets mainly due to reduced contract assets, a decrease in total liabilities driven by lower trade and other payables but increased bank borrowings, and an increase in total equity as of June 30, 2025 Overview of Statement of Financial Position As of June 30, 2025, the Group's total assets slightly decreased, primarily due to reduced contract assets; total liabilities also decreased, mainly from a significant reduction in trade and other payables, despite an increase in bank borrowings; total equity, however, increased Key Financial Data | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Assets | | | | Total non-current assets | 68,817 | 70,844 | | Total current assets | 1,521,851 | 1,577,284 | | Total Assets | 1,590,668 | 1,648,128 | | Equity | | | | Share capital | 5,632 | 4,681 | | Other reserves | 478,450 | 432,164 | | Retained earnings | 27,321 | 39,131 | | Total Equity | 511,403 | 475,976 | | Liabilities | | | | Total non-current liabilities | 110 | 23,389 | | Total current liabilities | 1,079,155 | 1,148,763 | | Total Liabilities | 1,079,265 | 1,172,152 | - Contract assets decreased from approximately RMB 1,016.7 million as of December 31, 2024, to approximately RMB 980.3 million as of June 30, 2025[68] - Trade and other payables decreased from approximately RMB 1,104.5 million as of December 31, 2024, to approximately RMB 953.9 million as of June 30, 2025[69] Unaudited Condensed Consolidated Statement of Changes in Equity This statement outlines the changes in the Group's equity, showing an increase in total equity from RMB 475.9 million at the beginning of the period to RMB 511.4 million as of June 30, 2025, primarily driven by an increase in share capital and other reserves from new share issuance, despite a loss incurred during the period Overview of Changes in Equity For the six months ended June 30, 2025, the Group's total equity increased from RMB 475.9 million at January 1, 2025, to RMB 511.4 million, primarily driven by an increase in share capital and other reserves from new share issuance, despite a loss of RMB 11.8 million incurred during the period - Total equity increased from RMB 475,976 thousand as of January 1, 2025, to RMB 511,403 thousand as of June 30, 2025[71] - Key drivers included an increase in share capital of RMB 951 thousand and other reserves of RMB 46,611 thousand due to new share issuance, offsetting the loss for the period of RMB 11,810 thousand[71] - In the first half of 2025, 102,960,000 shares were issued, increasing share capital by RMB 951 thousand[101] Unaudited Condensed Consolidated Statement of Cash Flows This statement presents the Group's cash flows, showing a significant narrowing of net cash outflow from operating activities, a shift from outflow to inflow in investing activities, a decrease in net cash inflow from financing activities, and a net increase of RMB 3.1 million in cash and cash equivalents for the six months ended June 30, 2025 Overview of Statement of Cash Flows For the six months ended June 30, 2025, the Group's net cash outflow from operating activities significantly narrowed, cash from investing activities shifted from outflow to inflow, net cash inflow from financing activities decreased, resulting in a net increase of RMB 3.1 million in cash and cash equivalents Cash Flow Overview | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Net cash used in operating activities | (56,307) | (143,292) | | Net cash from/(used in) investing activities | 285 | (4,112) | | Net cash from financing activities | 59,097 | 104,407 | | Net increase/(decrease) in cash and cash equivalents | 3,075 | (42,997) | | Cash and cash equivalents at end of period | 99,683 | 105,108 | - Net cash used in operating activities significantly improved from (RMB 143,292 thousand) in the same period of 2024 to (RMB 56,307 thousand) in the same period of 2025[72] - Cash flow from financing activities included proceeds from bank borrowings of RMB 69,535 thousand and proceeds from share issuance of RMB 47,562 thousand[72] Notes to the Unaudited Condensed Consolidated Interim Financial Statements This section provides detailed notes explaining the basis of preparation, accounting policies, estimates, financial risk management, segment information, expenses, finance costs, income tax, earnings per share, dividends, property, plant and equipment, contract assets, trade receivables, prepayments, share capital, reserves, trade and other payables, bank borrowings, commitments, related party transactions, and contingent events 1 General Information Zhong Shen Jian Ye Holdings Limited was incorporated in the Cayman Islands in 2021 as an investment holding company, primarily engaged in construction services in China, with its shares listed on the Main Board of the Hong Kong Stock Exchange on January 9, 2024 - Incorporated as an exempted company in the Cayman Islands on February 2, 2021[73] - The Group is principally engaged in providing construction services in China[73] - The company's shares were listed on the Main Board of The Stock Exchange of Hong Kong Limited on January 9, 2024[74] 2 Basis of Preparation and Accounting Policies The unaudited condensed consolidated interim financial statements are prepared in accordance with HKAS 34 and should be read in conjunction with the consolidated financial statements for the year ended December 31, 2024; the accounting policies adopted are consistent with the prior year, and new standards and amendments have no material impact on the current period - Prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting"[75] - The accounting policies adopted are consistent with those contained in the consolidated financial statements for the year ended December 31, 2024[75] - New standards and amendments issued by the Hong Kong Institute of Certified Public Accountants have no material impact on the preparation or presentation of the Group's results and financial position for the current or prior periods[75] 3 Estimates The preparation of interim financial statements requires the use of accounting estimates and management judgments, which are based on past experience and expectations of future events, consistent with the methods used for the annual consolidated financial statements - The preparation of financial statements requires the use of accounting estimates, and management needs to make judgments in applying accounting policies[76] - Assessments are based on past experience and other factors, including expectations of future events[76] 4 Financial Risk Management The Group faces liquidity, credit, and market risks, with its risk management program designed to minimize adverse effects; risk management policies have not changed since December 31, 2024, and capital is managed by monitoring the gearing ratio, which was 13.6% at period-end - Types of risks include liquidity risk, credit risk, and market risk[77] - The Group's risk management policies have not changed since the year ended December 31, 2024[78] 4.1 Financial Risk Factors The Group's activities are exposed to liquidity risk, credit risk, and market risk, with the overall risk management program aiming to mitigate potential adverse effects from financial market unpredictability - Principal risks include liquidity risk, credit risk, and market risk[77] - Management objectives focus on the unpredictability of financial markets and seek to minimize potential adverse effects on the Group's financial performance[77] 4.2 Capital Management The Group manages capital by monitoring its gearing ratio, aiming to safeguard its ability to continue as a going concern and maintain an optimal capital structure; as of June 30, 2025, the gearing ratio was 13.6% - Management objectives are to safeguard the Group's ability to continue as a going concern, provide returns for shareholders and benefits for other stakeholders, and maintain an optimal capital structure to reduce the cost of capital[79] - The gearing ratio was approximately 13.6% as of June 30, 2025 (December 31, 2024: 11.8%)[79] 4.3 Fair Value Estimation The carrying amounts of the Group's financial assets and financial liabilities approximate their fair values - The carrying amounts of financial assets and financial liabilities approximate their fair values[80] 5 Revenue and Segment Information As an investment holding company, the company's subsidiaries are primarily engaged in providing construction services, which the directors have identified as a single operating segment, with all revenue derived from external customers in mainland China - The Group has one operating segment, which is the provision of construction services[82] - All revenue is derived from external customers in mainland China[85] - The Group recognizes all revenue over time[84] 6 Expenses by Nature This chapter details various expenses included in cost of revenue and administrative expenses, with raw materials and consumables, employee benefit expenses, and labor subcontracting costs being the main components Expense Details | Expense Item | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Raw materials and consumables used | 100,513 | 146,025 | | Employee benefit expenses and labor subcontracting costs | 66,050 | 131,015 | | Specialized construction subcontracting costs | 26,917 | 55,089 | | Equipment and machinery usage costs | 5,262 | 32,074 | | Depreciation and amortization expenses | 2,614 | 1,910 | | Listing expenses | — | 1,563 | | Total | 209,022 | 377,517 | 7 Net Finance Costs For the six months ended June 30, 2025, the Group's net finance costs were RMB (1,167) thousand, a significant increase from RMB (144) thousand in the prior year, primarily due to higher interest expenses on factoring and bank borrowings Net Finance Costs | Indicator | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Interest income from bank deposits | 67 | 554 | | Factoring interest expense | (290) | (32) | | Bank borrowing interest expense | (939) | (652) | | Lease liabilities interest expense | (5) | (14) | | Net Finance Costs | (1,167) | (144) | 8 Income Tax Credit/(Expense) For the six months ended June 30, 2025, the Group recorded an income tax credit of RMB 304 thousand, compared to an income tax expense of RMB 3,165 thousand in the prior year, primarily reflecting the loss incurred during the period, with mainland China operations subject to a 25% corporate income tax rate - Income tax changed from an expense of RMB 3,165 thousand in the same period of 2024 to a credit of RMB 304 thousand in the same period of 2025[88] - China corporate income tax rate is calculated at 25% of assessable profits[91] - No provision for Hong Kong profits tax was made due to no estimated assessable profits subject to Hong Kong profits tax[90] (a) Cayman Islands and British Virgin Islands Income Tax Member companies of the Group incorporated in the Cayman Islands and British Virgin Islands are exempt from any income tax - Member companies incorporated in the Cayman Islands and British Virgin Islands are not subject to any income tax[89] (b) Hong Kong Profits Tax For the six months ended June 30, 2025, and 2024, the Group did not generate estimated assessable profits subject to Hong Kong profits tax, thus no related provision was made - No provision for Hong Kong profits tax was made due to no estimated assessable profits subject to Hong Kong profits tax[90] (c) China Corporate Income Tax The Group's provision for income tax on its mainland China operations is calculated at 25% of assessable profits in accordance with relevant current laws - Calculated at 25% of assessable profits[91] (d) China Withholding Income Tax The Group has not made any provision for withholding income tax on the undistributed earnings of its Chinese subsidiaries, as it has no plans to distribute these earnings in the foreseeable future - No withholding income tax has been provided as the Group has no plans to distribute undistributed earnings from mainland China in the foreseeable future[92] 9 Loss/Earnings Per Share For the six months ended June 30, 2025, the Group's basic loss per share was RMB 1.98 cents, compared to basic earnings per share of RMB 0.07 cents in the prior year; diluted loss/earnings per share are the same as basic loss/earnings per share due to no dilutive potential shares Basic Loss/Earnings Per Share | Indicator | Six Months Ended June 30, 2025 (RMB cents) | Six Months Ended June 30, 2024 (RMB cents) | | :--- | :--- | :--- | | Basic (loss)/earnings per share | (1.98) | 0.07 | (a) Basic Loss/Earnings Per Share Basic loss/earnings per share is calculated by dividing the Group's loss/profit attributable to owners of the company by the weighted average number of ordinary shares outstanding during the period - Calculated by dividing the Group's loss/profit attributable to owners of the company by the weighted average number of ordinary shares outstanding during the period[93] (b) Diluted Loss/Earnings Per Share As there were no outstanding dilutive potential shares as of June 30, 2025, and 2024, diluted loss/earnings per share are equal to basic loss/earnings per share - Diluted loss/earnings per share are equal to basic loss/earnings per share as there were no outstanding dilutive potential shares[95] 10 Dividends For the six months ended June 30, 2025, the company neither paid nor declared any dividends - For the six months ended June 30, 2025, the company neither paid nor declared any dividends[96] 11 Property, Plant and Equipment For the six months ended June 30, 2025, the Group incurred no capital expenditure, compared to RMB 4.6 million in the prior year - No capital expenditure was incurred in the first half of 2025 (first half of 2024: RMB 4,616 thousand)[97] 12 Contract Assets and Trade Receivables As of June 30, 2025, the total of contract assets and trade receivables slightly decreased; contract assets primarily comprise unbilled revenue and retention money, while the aging structure of trade receivables shows a decrease in current amounts and an increase in amounts over one year - Total contract assets were RMB 980,253 thousand as of June 30, 2025, compared to RMB 1,016,678 thousand as of December 31, 2024[98] - Total trade receivables were RMB 241,175 thousand as of June 30, 2025, compared to RMB 240,360 thousand as of December 31, 2024[99] (a) Contract Assets Contract assets primarily consist of unbilled revenue and retention money, totaling RMB 980.3 million as of June 30, 2025, a decrease from the beginning of the period Composition of Contract Assets | Item | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Unbilled revenue | 925,150 | 949,284 | | Retention money | 77,359 | 90,295 | | Less: Impairment provision for contract assets | (22,256) | (22,901) | | Total | 980,253 | 1,016,678 | - Unbilled revenue is initially recognized for revenue earned from providing construction services, which can be invoiced and reclassified as trade receivables upon client acceptance[98] (b) Trade Receivables As of June 30, 2025, net trade receivables amounted to RMB 241.2 million; the aging analysis shows a decrease in amounts within one year and an increase in amounts between one to two years and over two years - Net trade receivables were RMB 241,175 thousand as of June 30, 2025, compared to RMB 240,360 thousand as of December 31, 2024[99] Aging Analysis of Trade Receivables | Aging | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Within 1 year | 136,381 | 177,332 | | 1 to 2 years | 82,311 | 43,179 | | Over 2 years | 35,284 | 29,097 | | Total | 253,976 | 249,608 | 13 Deposits, Other Receivables, Prepayments and Amounts Due from Related Parties As of June 30, 2025, prepayments to suppliers decreased, while amounts due from other third parties significantly increased; amounts due from related parties remained stable Composition of Deposits, Other Receivables, Prepayments and Amounts Due from Related Parties | Item | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Prepayments to suppliers | 163,317 | 190,869 | | Deposits | 4,352 | 3,967 | | Amounts due from other third parties | 25,095 | 5,343 | | Less: Impairment provision for other receivables | (2,051) | (2,051) | | Subtotal | 190,713 | 198,128 | | Amounts due from related parties | 443 | 443 | | Total | 191,156 | 198,571 | - Amounts due from related parties are unsecured, interest-free, and repayable on demand[100] 14 Share Capital As of June 30, 2025, the company's issued share capital increased to 617,760,000 shares with a par value of RMB 5,632 thousand, primarily due to the issuance of 102,960,000 new shares completed in February 2025 Issued Share Capital | Date | Number of Ordinary Shares | Share Capital (RMB '000) | | :--- | :--- | :--- | | January 1, 2025 | 514,800,000 | 4,681 | | Shares issued | 102,960,000 | 951 | | June 30, 2025 | 617,760,000 | 5,632 | - An agreement was entered into on January 10, 2025, for the subscription of 102,960,000 shares at HKD 0.50 per share, completed on February 6, 2025[101] 15 Other Reserves and Retained Earnings As of June 30, 2025, the Group's total other reserves and retained earnings amounted to RMB 505.8 million; during the period, share premium increased due to share issuance, but retained earnings decreased due to the loss incurred - Total reserves and earnings were RMB 505,771 thousand as of June 30, 2025[102] - Share premium increased by RMB 46,611 thousand due to share issuance[102] - Retained earnings decreased by RMB 11,810 thousand due to the loss for the period[102] - Entities incorporated in China are required to transfer 10% of their annual statutory net profit to a statutory surplus reserve fund[102] 16 Trade and Other Payables As of June 30, 2025, total trade and other payables amounted to RMB 953.9 million, a decrease from the beginning of the period; the aging structure of trade payables shows a significant decrease in amounts within one year and an increase in amounts over one year - Total amounted to RMB 953,902 thousand as of June 30, 2025, compared to RMB 1,104,475 thousand as of December 31, 2024[103] (a) Trade Payables As of June 30, 2025, total trade payables amounted to RMB 935.1 million; the aging analysis shows that amounts within one year decreased from 26.2% as of December 31, 2024, to 13.8%, while amounts between one to two years and over two years both increased Aging Analysis of Trade Payables | Aging | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Within 1 year | 129,255 | 284,479 | | 1 to 2 years | 388,539 | 369,326 | | Over 2 years | 417,281 | 432,484 | | Total | 935,075 | 1,086,289 | (b) Other Payables and Accrued Expenses As of June 30, 2025, total other payables and accrued expenses amounted to RMB 18.8 million, with accrued taxes and surcharges, accrued employee benefits, and customer advances being the main components Composition of Other Payables and Accrued Expenses | Item | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Accrued taxes and surcharges | 5,349 | 1,908 | | Accrued employee benefits | 5,888 | 3,975 | | Customer advances | 3,000 | 3,000 | | Other operating payables and accrued expenses | 4,590 | 9,303 | | Total | 18,827 | 18,186 | - Customer advances are unsecured, interest-free, and payable upon project completion[104] 17 Bank Borrowings As of June 30, 2025, the Group's total bank borrowings increased to RMB 69.6 million, all of which are current borrowings due within one year; most borrowings are at fixed interest rates and secured by related party guarantees and pledged land and buildings - Total bank borrowings were RMB 69,582 thousand as of June 30, 2025, compared to RMB 56,354 thousand as of December 31, 2024[105] - As of June 30, 2025, all borrowings are due within 1 year[105] - Effective interest rates ranged from 2.65% to 3% (December 31, 2024: 3% to 4.5%)[105] - Approximately RMB 40.0 million of bank borrowings are guaranteed by Mr. Sang and Mr. Xian, and secured by land and buildings with a net book value of approximately RMB 43.6 million[105] 18 Commitments As of June 30, 2025, the Group's capital commitments amounted to RMB 5.0 million, primarily for contracted but unprovided unlisted equity securities - Capital commitments were RMB 5,000 thousand as of June 30, 2025, consistent with December 31, 2024[106] - Commitments primarily relate to contracted but unprovided unlisted equity securities[106] 19 Related Party Transactions This chapter discloses the Group's transactions and balances with related parties, including amounts due from related parties, key management compensation, and guarantees provided by related parties for bank borrowings - Related parties include Mr. Sang (Director and ultimate controlling shareholder) and Mr. Xian (Director and major shareholder)[109] (a) Names and Relationships of Related Parties The Group's related parties include Mr. Sang (Director and ultimate controlling shareholder) and Mr. Xian (Director and major shareholder) List of Related Parties | Name | Relationship | | :--- | :--- | | Mr. Sang | Director and ultimate controlling shareholder of the Company | | Mr. Xian | Director and major shareholder of the Company | (b) Balances with Related Parties As of June 30, 2025, total amounts due from related parties were RMB 443 thousand, including RMB 384 thousand from Mr. Sang and RMB 59 thousand from Mr. Xian, all being non-trade in nature, unsecured, interest-free, and repayable on demand Amounts Due from Related Parties | Related Party | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Mr. Sang | 384 | 384 | | Mr. Xian | 59 | 59 | | Total | 443 | 443 | - Nature: non-trade, unsecured, interest-free, and repayable on demand[110] (c) Key Management Compensation For the six months ended June 30, 2025, total compensation for key management (including executive directors and senior management) amounted to RMB 1,073 thousand, a decrease from the prior year Key Management Compensation | Item | Six Months Ended June 30, 2025 (RMB '000) | Six Months Ended June 30, 2024 (RMB '000) | | :--- | :--- | :--- | | Wages, salaries and bonuses | 1,006 | 1,049 | | Pension scheme contributions — defined contribution plans | 35 | 155 | | Other employee benefits | 32 | 57 | | Total | 1,073 | 1,261 | (d) Guarantees Provided by Related Parties for the Group's Bank Borrowings As of June 30, 2025, Mr. Sang and Mr. Xian provided guarantees for approximately RMB 40.0 million of the Group's bank borrowings Guarantee Status | Guarantor | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :--- | :--- | | Mr. Sang and Mr. Xian | 40,000 | — | | Mr. Sang, Mr. Xian and Ms. Jin | — | 26,326 | 20 Contingent Events The Group has been involved in certain claims/litigations related to its construction business, but the directors believe that sufficient provisions have been made for liabilities or assets have been written down to their recoverable values - The Group has been involved in certain claims/litigations related to its construction business[115] - The Directors believe that sufficient provisions have been made for liabilities or assets have been written down to their recoverable values[115] 21 Events After the Reporting Period Subsequent to the reporting period, on July 2, 2025, the company entered into agreements with six subscribers for the subscription of a total of 123,552,000 shares at HKD 0.61 per share, which was completed on July 17, 2025 - On July 2, 2025, the company entered into agreements with six subscribers for the subscription of a total of 123,552,000 shares at HKD 0.61 per share[116] - The subscription was completed on July 17, 2025[116]