中民控股(00681) - 2025 - 中期财报

Corporate Information This chapter provides core company details, including board members, committee structures, principal bankers, auditors, and contact information Company Overview This chapter outlines the company's basic information, including board members, committee structures, principal bankers, auditors, share registrars, and contact details - The Board of Directors includes Chairman Dr. Mok Sai Hong, Vice Chairman Mr. Cheung Wo Sang, Managing Director Mr. Fan Fang Yi, Ms. Mok Wan Pik, Ms. Li Huan, Non-executive Director Dr. Lau Chun Man, and three Independent Non-executive Directors Professor Chiu Yin Wan, Mr. Cheung Chi Ming, and Dr. Lau Hiu Yan[6] - The Audit Committee Chairman is Mr. Cheung Chi Ming, the Nomination Committee Chairman is Dr. Mok Sai Hong, and the Remuneration Committee Chairman is Mr. Cheung Chi Ming[6] - Principal bankers include Agricultural Bank of China, Bank of China (Hong Kong), China Construction Bank, Industrial and Commercial Bank of China, Postal Savings Bank of China, and The Hongkong and Shanghai Banking Corporation[6] - The company's auditor is Fan Chan & Co. CPA Limited, and the stock code is 00681[6] Management Discussion and Analysis This section reviews the Group's financial and operational performance, including segment-specific results, liquidity, capital structure, and future outlook Business Review The Group experienced a revenue decline but profit growth in H1 2025, driven by natural gas market recovery and business segment adjustments, with a slight decrease in gross profit margin Key Financial Data for H1 2025 (Compared to H1 2024) | Indicator | H1 2025 (RMB million) | H1 2024 (RMB million) | Change (%) | | :--- | :-------------------- | :-------------------- | :------- | | Revenue | 1,228 | 1,362 | -9.84% | | Profit | 77.50 | 66.61 | +16.35% | | Basic EPS | 0.72 cents | 0.49 cents | +46.94% | | Gross Profit Margin | 12.17% | 12.31% | -0.14% | - The decrease in gross profit margin was primarily due to a lower gross profit margin in the gas distribution business[10][12] - In H1 2025, China's natural gas consumption was approximately 211.97 billion cubic meters, a year-on-year decrease of 0.9%; natural gas production was approximately 130.83 billion cubic meters, a year-on-year increase of 5.8%; and natural gas imports were approximately 82.775 billion cubic meters, a year-on-year decrease of 7.8%[9][12] Piped Gas Transmission and Distribution Business Piped gas transmission and distribution revenue decreased by 8.57% year-on-year, but gross profit margin increased due to improved margins from sales and connections Piped Gas Transmission and Distribution Business Performance (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (%) | | :--- | :-------------------- | :-------------------- | :------- | | Revenue | 582,950,000 | 637,608,000 | -8.57% | | % of Total Revenue | 47.47% | 46.82% | +0.65% | | Gross Profit Margin | 11.95% | 11.54% | +0.41% | - The increase in gross profit margin was primarily due to higher gross profit margins from piped gas sales and piped gas connections[13][15] Piped Gas Connection Piped gas connection fee revenue significantly decreased by 29.78%, despite an increase in new residential and commercial user connections and cumulative user numbers Piped Gas Connection Business Performance (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (%) | | :--- | :-------------------- | :-------------------- | :------- | | Revenue | 28,473,000 | 40,547,000 | -29.78% | | % of Piped Gas Transmission and Distribution Revenue | 4.88% | 6.36% | -1.48% | - During the period, 7,327 new residential users and 327 new industrial and commercial users were connected[14][16] - As of June 30, 2025, cumulative connected residential users reached 595,388 (a year-on-year increase of approximately 3.65%), and cumulative connected industrial and commercial users reached 13,463 (a year-on-year increase of approximately 6.55%)[14][16] Piped Gas Sales Piped gas sales revenue and volume both decreased, primarily due to lower demand during the period, especially a significant reduction in industrial and commercial user sales Piped Gas Sales Business Performance (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (%) | | :--- | :-------------------- | :-------------------- | :------- | | Revenue | 554,477,000 | 597,061,000 | -7.13% | | % of Piped Gas Transmission and Distribution Revenue | 95.12% | 93.64% | +1.48% | Piped Gas Sales Volume (H1 2025 vs. H1 2024) | Customer Type | H1 2025 (million cubic meters) | H1 2024 (million cubic meters) | Change (%) | | :--- | :----------------------------- | :----------------------------- | :------- | | Total Sales Volume | 213.56 | 233.60 | -8.58% | | Residential Users | 81.67 | 77.34 | +5.60% | | Industrial and Commercial Users | 131.89 | 156.27 | -15.60% | - The decrease in revenue was primarily due to lower demand during the period[18][20] Cylinder Gas Supply Business Cylinder gas supply business saw declines in sales volume and revenue, but gross profit margin improved due to a greater decrease in procurement prices than selling prices Cylinder Gas Supply Business Performance (H1 2025 vs. H1 2024) | Indicator | H1 2025 | H1 2024 | Change (%) | | :--- | :----------- | :----------- | :------- | | Sales Volume | 48,054 tonnes | 52,094 tonnes | -7.76% | | Sales Revenue | RMB 270,033,000 | RMB 331,480,000 | -18.54% | | % of Total Revenue | 21.99% | 24.34% | -2.35% | | Gross Profit Margin | 28.01% | 25.22% | +2.79% | - The increase in gross profit margin was due to a greater decrease in procurement prices than in selling prices[23][26] - The Group actively developed new users and expanded its sales market while maintaining existing customers[19][22] Gas Distribution Business Gas distribution business revenue and sales volume increased, but gross profit margin declined as the decrease in selling prices slightly exceeded the decrease in costs Gas Distribution Business Performance (H1 2025 vs. H1 2024) | Indicator | H1 2025 | H1 2024 | Change (%) | | :--- | :----------- | :----------- | :------- | | Revenue | RMB 373,777,000 | RMB 347,595,000 | +7.53% | | Sales Volume | 99,334 tonnes | 90,772 tonnes | +9.43% | | % of Total Revenue | 30.44% | 25.53% | +4.91% | | Gross Profit Margin | 0.78% | 1.01% | -0.23% | - The decrease in gross profit margin was mainly due to the selling price reduction slightly exceeding the cost reduction, while sales revenue growth was driven by increased sales volume[25][27] - This business requires minimal investment but establishes a market advantage at lower costs, supporting the Group's downstream terminal operations[24][27] Food Ingredients Supply and FMCG Business Food ingredients supply and FMCG business revenue significantly decreased due to a change in operating model, but the segment loss narrowed substantially Food Ingredients Supply and FMCG Business Performance (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (%) | | :--- | :-------------------- | :-------------------- | :------- | | Revenue | 1,329,000 | 45,008,000 | -97.05% | | % of Total Revenue | 0.10% | 3.31% | -3.21% | | Segment Loss | 622,000 | 2,391,000 | -74.07% | - The significant decrease in revenue was due to a change in the operating model, as the Group progressively signed agreements with third parties in 2024 to transfer the food ingredients supply and FMCG business for third-party operation and management[29][30][33] - The Group continues to promote its own FMCG brands and receives fixed monthly income or commission income based on a percentage of monthly turnover[29][33] New Projects During the Period No significant new businesses were added during the reporting period - There were no significant new businesses during the period[31][34] Other Gains and Losses Other gains and losses for the period resulted in a loss of approximately RMB 6.307 million, an increase of approximately RMB 7.616 million from the prior period, mainly due to increased exchange losses and impairment losses on expected credit Other Gains and Losses (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | (6,307,000) | 1,309,000 | (7,616,000) | - The increase in loss was primarily due to increased exchange losses and impairment losses on expected credit[32][35] Other Income Other income for the period was approximately RMB 15.157 million, a decrease of approximately RMB 4.706 million from the prior period, mainly due to reduced bank interest income and net sales of gas appliances Other Income (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 15,157,000 | 19,863,000 | (4,706,000) | - The decrease was mainly due to reduced bank interest income and net income from sales of gas appliances[36][40] Finance Costs Finance costs for the period were approximately RMB 1.620 million, a decrease of approximately RMB 0.277 million from the prior period, mainly due to reduced interest on lease liabilities Finance Costs (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 1,620,000 | 1,897,000 | (277,000) | - The decrease was primarily due to reduced interest on lease liabilities[37][41] Selling and Distribution Expenses Selling and distribution expenses for the period were approximately RMB 67.100 million, a decrease of approximately RMB 7.193 million from the prior period, mainly due to reduced wages and labor costs Selling and Distribution Expenses (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 67,100,000 | 74,293,000 | (7,193,000) | - The decrease was mainly due to reduced wages and labor costs[38][42] Administrative Expenses Administrative expenses for the period were approximately RMB 52.755 million, a decrease of approximately RMB 8.981 million from the prior period, mainly due to reduced depreciation of property, plant and equipment and lease expenses Administrative Expenses (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 52,755,000 | 61,736,000 | (8,981,000) | - The decrease was mainly due to reduced depreciation of property, plant and equipment and lease expenses[39][43] Share of Results of Associates Share of profit from associates for the period was approximately RMB 16.950 million, an increase of approximately RMB 4.377 million from the prior period, mainly due to increased profits generated by associates Share of Profit of Associates (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 16,950,000 | 12,573,000 | +4,377,000 | - The increase was primarily due to higher profits generated by the Company's associates during the period[45][49] Share of Results of Joint Ventures Share of profit from joint ventures for the period was approximately RMB 34.395 million, a significant increase of approximately RMB 21.625 million from the prior period, mainly due to increased profits generated by joint ventures Share of Profit of Joint Ventures (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 34,395,000 | 12,770,000 | +21,625,000 | - The increase was primarily due to higher profits generated by the Company's joint ventures during the period[46][50] Income Tax Expenses Income tax expenses for the period were approximately RMB 10.689 million, an increase of approximately RMB 1.104 million from the prior period, mainly due to increased current tax Income Tax Expenses (H1 2025 vs. H1 2024) | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 10,689,000 | 9,585,000 | +1,104,000 | - The increase was primarily due to higher current tax expenses[47][51] Liquidity and Capital Resources The Group's operations and capital expenditures are funded by operating cash flow, internal liquidity, and bank borrowings, with sufficient financial resources for future needs - The Group's funding sources for operations and capital expenditures include operating cash flow, internal liquidity, and bank borrowings[48][52] - The Group possesses sufficient financial resources to meet future capital expenditures and operational requirements[48][52] Borrowing Structure As of June 30, 2025, the Group's total borrowings decreased, with a significant reduction in short-term borrowings and an increase in long-term borrowings due after one year Borrowing Structure (As of June 30, 2025 vs. December 31, 2024) | Indicator | June 30, 2025 (RMB) | December 31, 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total Borrowings | 77,850,000 | 88,250,000 | (10,400,000) | | Short-term Borrowings | 45,100,000 | 83,550,000 | (38,450,000) | | Long-term Borrowings | 32,750,000 | 4,700,000 | +28,050,000 | - Annual interest rates for loans ranged from the People's Bank of China base rate plus 0.00% to 1.35% (December 31, 2024: minus 0.25% to plus 1.00%)[53][57] - Approximately RMB 62,750,000 of loans were secured by assets with a carrying amount of approximately RMB 133,942,000, with the remainder being unsecured loans[53][57] Capital Structure The Group's long-term capital comprises equity attributable to owners and liabilities, affirmed by a healthy debt-to-capital ratio - The Group's long-term capital, comprising equity attributable to owners and liabilities, is affirmed by a healthy debt-to-capital ratio[54][58] Foreign Exchange Risk The Group faces no significant foreign exchange fluctuation risk in its operations as most revenue and expenses are denominated in RMB within China - The Group's operations are entirely within China, with the vast majority of revenue and expenses denominated in RMB, thus facing no significant foreign exchange fluctuation risk in its operations[55][59] - Currently, the Group has no foreign currency hedging policy but closely monitors market exchange rate trends and makes appropriate adjustments when necessary[55][59] Capital and Other Commitments As of June 30, 2025, the Group's capital commitments were approximately RMB 30.864 million, an increase from year-end 2024, primarily for regional pipeline network construction Capital Commitments (As of June 30, 2025 vs. December 31, 2024) | Indicator | June 30, 2025 (RMB) | December 31, 2024 (RMB) | Change (RMB) | | :--- | :-------------------- | :-------------------- | :------------ | | Total | 30,864,000 | 23,019,000 | +7,845,000 | - Primarily for regional pipeline network construction[56][60] Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[62][66] Events After the Reporting Period No significant events occurred after the end of the reporting period - No significant events occurred after the end of the reporting period[63][67] Employees As of June 30, 2025, the Group had approximately 4,900 employees, mostly in China, with remuneration based on responsibilities, performance, profitability, and market conditions - As of June 30, 2025, the Group had approximately 4,900 employees, with the majority based in mainland China[64][68] - Employee remuneration is determined by reference to their responsibilities within the Group, the Group's business performance, profitability, and market conditions[64][68] - In addition to pensions, individual employees may receive discretionary bonuses and/or share options as incentives for their work performance[64][68] Prospects and Outlook The Group anticipates growth opportunities in natural gas and LPG businesses due to China's low-carbon energy transition, while enhancing profitability in food supply and FMCG through third-party management - China's energy structure is transitioning towards low-carbon and environmentally friendly sources, with natural gas playing an increasingly prominent role as a key component in the shift towards low-carbon industries[65][69] - Natural gas and liquefied petroleum gas will remain the Group's primary commodities in its gas business, with the government actively promoting high-quality development of the gas industry[70][73] Piped Gas Transmission and Distribution Business Outlook The Group remains confident in the future piped gas market, driven by China's economic recovery, accelerated energy consumption growth, and ongoing urban gas pipeline upgrades - In H1 2025, China's economy continued its upward trend, with accelerated growth in overall energy consumption[71][74] - China is advancing the renovation and intelligent upgrade of urban gas pipelines, aiming to largely complete the aging pipeline renovation tasks by the end of 2025[71][74] - The Group remains confident in the future piped gas market, continuously ensuring safe and efficient operation of facilities and robust supply for residential use[71][74] Cylinder Gas Supply Business Outlook Cylinder gas will maintain its significant role in the national energy structure as a flexible, convenient, efficient, and clean complement to piped gas supply - Cylinder gas is widely used in residential life, commercial activities, and industrial manufacturing due to its flexible, convenient, efficient, clean supply, and broad application scenarios[72][75] - Cylinder gas effectively compensates for the shortcomings of piped gas in terms of coverage and supply flexibility, enhancing the overall stability and safety of the energy system[72][75] - As a relatively clean and efficient energy form, cylinder gas will continue to hold a significant position in the national energy structure, serving as an effective supplement to piped gas supply[72][75] Gas Distribution Business Outlook The Group will capitalize on LNG's broad application prospects to expand its gas distribution scale, increase sales and revenue, and ensure sustainable, safe, and efficient gas operations - Liquefied natural gas (LNG), as an efficient and clean energy source, has broad application prospects in industrial, power generation, and transportation sectors[77][80] - The Group will seize industry development opportunities in gas distribution, striving to expand its distribution scale and steadily increase gas sales and revenue[77][80] - The Group will continue to ensure the safe and efficient operation of its gas business, guarantee residential gas supply, actively develop industrial gas usage, expand market share, and achieve sustainable development[78][80] Food Ingredients Supply and FMCG Business Outlook The food ingredients supply and FMCG business, under third-party management, will benefit from efficient processes, reduced operating costs, and economic recovery to enhance profitability - Transferring the food ingredients supply and FMCG business to third-party operation will help open new markets and achieve mutual benefits[79][81] - Under third-party management, efficient processes will be introduced to reduce operating costs and enhance the profitability of the food ingredients supply and FMCG business[79][81] - With the full normalization of economic and social operations, pro-consumption policies are taking effect, continuously unleashing consumption potential and accelerating the recovery of service consumption[79][81] Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income This statement presents the Group's financial performance, including revenue, profit, and other comprehensive income for the period Performance Overview The Group's H1 2025 revenue decreased, but profit and total comprehensive income grew due to significantly increased share of profit from associates and joint ventures, and reduced selling and administrative expenses Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (For the six months ended June 30, 2025) | Indicator | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | Change (%) | | :--- | :----------------- | :----------------- | :--------------- | :------- | | Revenue | 1,228,089 | 1,361,691 | (133,602) | -9.81% | | Cost of sales and services | (1,078,625) | (1,194,087) | 115,462 | -9.67% | | Gross Profit | 149,464 | 167,604 | (18,140) | -10.82% | | Other gains and losses | (6,307) | 1,309 | (7,616) | -581.82% | | Other income | 15,157 | 19,863 | (4,706) | -23.69% | | Finance costs | (1,620) | (1,897) | 277 | -14.60% | | Selling and distribution expenses | (67,100) | (74,293) | 7,193 | -9.68% | | Administrative expenses | (52,755) | (61,736) | 8,981 | -14.55% | | Share of results of associates | 16,950 | 12,573 | 4,377 | +34.81% | | Share of results of joint ventures | 34,395 | 12,770 | 21,625 | +169.34% | | Profit before tax | 88,184 | 76,193 | 11,991 | +15.74% | | Income tax expense | (10,689) | (9,585) | (1,104) | +11.52% | | Profit for the period | 77,495 | 66,608 | 10,887 | +16.35% | | Total comprehensive income for the period | 76,260 | 57,972 | 18,288 | +31.55% | Profit and Total Comprehensive Income for the Period Attributable to (For the six months ended June 30, 2025) | Attributable to | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | Profit for the period attributable to owners of the Company | 64,190 | 43,394 | 20,796 | | Profit for the period attributable to non-controlling interests | 13,305 | 23,214 | (9,909) | | Total comprehensive income attributable to owners of the Company | 62,757 | 34,542 | 28,215 | | Total comprehensive income attributable to non-controlling interests | 13,503 | 23,430 | (9,927) | - Basic earnings per share was RMB 0.72 cents (2024: RMB 0.49 cents)[85] Condensed Consolidated Statement of Financial Position This statement provides a snapshot of the Group's assets, liabilities, and equity at the end of the reporting period Financial Position Overview As of June 30, 2025, the Group's total assets and equity increased, with notable changes in joint venture interests, inventory, bank deposits, trade receivables, and borrowing structures Condensed Consolidated Statement of Financial Position (As of June 30, 2025 vs. December 31, 2024) | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | Change (RMB '000) | Change (%) | | :--- | :----------------------- | :----------------------- | :--------------- | :------- | | Non-current Assets | 2,301,220 | 2,271,277 | 29,943 | +1.32% | | Property, plant and equipment | 741,798 | 738,471 | 3,327 | +0.45% | | Interests in joint ventures | 1,114,138 | 1,082,948 | 31,190 | +2.88% | | Current Assets | 1,086,407 | 1,097,076 | (10,669) | -0.97% | | Inventories | 68,250 | 43,729 | 24,521 | +56.08% | | Trade, bills and other receivables and prepayments | 251,221 | 323,239 | (72,018) | -22.28% | | Time deposits | 180,000 | 120,313 | 59,687 | +49.61% | | Bank balances and cash | 561,440 | 578,906 | (17,466) | -3.02% | | Current Liabilities | 526,546 | 593,466 | (66,920) | -11.28%| | Trade and other payables | 232,867 | 247,023 | (14,156) | -5.73% | | Bank borrowings - due within one year | 45,100 | 83,550 | (38,450) | -46.02% | | Net Current Assets | 559,861 | 503,610 | 56,251 | +11.17%| | Total Equity | 2,801,440 | 2,745,629 | 55,811 | +2.03% | | Non-current Liabilities | 59,641 | 29,258 | 30,383 | +103.85%| | Bank borrowings - due after one year | 32,750 | 4,700 | 28,050 | +596.81% | Condensed Consolidated Statement of Changes in Equity This statement details changes in the Group's equity components, including profit, other comprehensive income, and dividend payments Equity Movements The Group's total equity increased in H1 2025, primarily driven by profit attributable to owners of the Company, despite fair value changes in equity instruments and dividends paid to non-controlling interests Condensed Consolidated Statement of Changes in Equity (For the six months ended June 30, 2025) | Item | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------------- | :----------------------- | :--------------- | | Total Equity | 2,801,440 | 2,745,629 | 55,811 | | Equity attributable to owners of the Company | 2,581,002 | 2,518,245 | 62,757 | | Non-controlling interests | 220,438 | 227,384 | (6,946) | - Total comprehensive income for the period was RMB 76,260,000, of which RMB 62,757,000 was attributable to owners of the Company and RMB 13,503,000 to non-controlling interests[89] - Fair value changes of equity instruments at fair value through other comprehensive income (net of tax) for the period resulted in a loss of RMB 1,447,000[89] - Dividends of RMB 27,856,000 were paid to non-controlling interests of subsidiaries during the period[89] Condensed Consolidated Statement of Cash Flows This statement summarizes the Group's cash inflows and outflows from operating, investing, and financing activities Cash Flow Summary The Group experienced a net decrease in cash and cash equivalents in H1 2025, primarily due to reduced net cash from operating activities and increased net cash used in financing activities, with investing activities shifting from net cash generation to net cash usage Condensed Consolidated Statement of Cash Flows (For the six months ended June 30, 2025) | Indicator | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | Net cash generated from operating activities | 10,997 | 12,797 | (1,800) | | Net cash (used in) generated from investing activities | (1,583) | 137,090 | (138,673) | | Net cash used in financing activities | (26,880) | (24,454) | (2,426) | | Net (decrease) increase in cash and cash equivalents | (17,466) | 125,433 | (142,899) | | Cash and cash equivalents at beginning of period | 578,906 | 393,033 | 185,873 | | Cash and cash equivalents at end of period | 561,440 | 518,466 | 42,974 | Notes to the Condensed Consolidated Financial Statements These notes provide detailed explanations and breakdowns of the figures presented in the condensed consolidated financial statements General Information The Company, incorporated in Bermuda and listed on the HKEX, is ultimately controlled by Dr. Mok Sai Hong, primarily engaging in piped gas, cylinder gas, gas distribution, and food supply businesses in China - The Company was incorporated in Bermuda on November 13, 1996, and listed on the Main Board of The Stock Exchange of Hong Kong Limited on April 24, 1997[92][97] - The Company's ultimate controlling party is Dr. Mok Sai Hong, who is also the Chairman and Executive Director of the Company[93][97] - The Group is principally engaged in piped gas transmission and distribution, cylinder gas supply, gas distribution, and food ingredients supply and fast-moving consumer goods businesses in the People's Republic of China[94][97] Basis of Preparation and Principal Accounting Policies The unaudited condensed consolidated financial statements are prepared under HKAS 34 and Listing Rules, using a historical cost basis with certain financial instruments measured at fair value, with no significant impact from new HKFRS adoptions - The unaudited condensed consolidated financial statements are prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting" issued by the Hong Kong Institute of Certified Public Accountants and the applicable disclosure requirements of Appendix 16 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited[96][98] - The financial statements are prepared on a historical cost basis, except for certain financial instruments which are measured at fair value[99][102] - The adoption of the revised Hong Kong Financial Reporting Standards (including HKAS 21 (Amendment) Lack of Exchangeability) during the period had no significant impact on the Group's financial position, performance, and/or disclosures for the current and/or prior periods[105][106][110] Segment Information The Group operates four segments: piped gas, cylinder gas, gas distribution, and food supply, with all revenue and non-current assets derived from China, showing varied performance across segments - The Group's operating segments include: (i) piped gas transmission and distribution; (ii) cylinder gas supply; (iii) gas distribution; and (iv) food ingredients supply and FMCG[108][118] Segment Revenue from External Customers (For the six months ended June 30, 2025) | Segment | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | Change (%) | | :--- | :----------------- | :----------------- | :--------------- | :------- | | Piped Gas Transmission and Distribution | 582,950 | 637,608 | (54,658) | -8.57% | | Cylinder Gas Supply | 270,033 | 331,480 | (61,447) | -18.54% | | Gas Distribution | 373,777 | 347,595 | 26,182 | +7.53% | | Food Ingredients Supply and FMCG | 1,329 | 45,008 | (43,679) | -97.05% | | Total | 1,228,089 | 1,361,691 | (133,602) | -9.81% | Segment Profit (Loss) (For the six months ended June 30, 2025) | Segment | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | Piped Gas Transmission and Distribution | 38,513 | 39,980 | (1,467) | | Cylinder Gas Supply | 5,025 | 17,069 | (12,044) | | Gas Distribution | 1,453 | 1,955 | (502) | | Food Ingredients Supply and FMCG | (622) | (2,391) | 1,769 | | Total | 44,369 | 56,613 | (12,244) | - The Group's operations are primarily conducted in China, with all revenue derived from China, and the physical location of all non-current assets is in China[124][128] Other Gains and Losses Other gains and losses for the period resulted in a loss of RMB 6.307 million, a shift from a gain in the prior period, mainly due to increased net exchange losses and impairment losses under the expected credit loss model Details of Other Gains and Losses (For the six months ended June 30, 2025) | Item | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | Loss on disposal of property, plant and equipment | (442) | (3,700) | 3,258 | | Net exchange losses | (3,287) | (576) | (2,711) | | Gain on disposal of subsidiaries | 322 | 5,371 | (5,049) | | Gain on disposal of financial assets at fair value through profit or loss | 94 | – | 94 | | Impairment losses under expected credit loss model, net of reversal - receivables from customer contracts | (1,071) | (2,258) | 1,187 | | Impairment losses under expected credit loss model, net of reversal - other receivables | (1,923) | 2,472 | (4,395) | | Total | (6,307) | 1,309 | (7,616) | Other Income Other income for the period was approximately RMB 15.157 million, a decrease from the prior period, mainly due to reduced bank interest income and net sales of gas appliances and materials Details of Other Income (For the six months ended June 30, 2025) | Item | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | Bank interest income | 1,041 | 2,722 | (1,681) | | Government grants | 33 | 438 | (405) | | Net rental income | 1,506 | 1,258 | 248 | | Maintenance service income | 2 | 58 | (56) | | Net sales of gas appliances and materials | 6,620 | 7,495 | (875) | | Others | 5,955 | 7,892 | (1,937) | | Total | 15,157 | 19,863 | (4,706) | Finance Costs Finance costs for the period were approximately RMB 1.620 million, a decrease from the prior period, primarily due to reduced interest on lease liabilities Details of Finance Costs (For the six months ended June 30, 2025) | Item | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | Interest on bank borrowings | 1,538 | 1,572 | (34) | | Interest on lease liabilities | 82 | 325 | (243) | | Total | 1,620 | 1,897 | (277) | Profit Before Tax Profit before tax is stated after deducting staff costs, inventory costs, various depreciation and amortization, and contract costs for gas connection construction, with staff costs increasing and inventory and gas connection costs decreasing Details of Items Deducted from Profit Before Tax (For the six months ended June 30, 2025) | Item | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | Staff costs (including directors' emoluments) | 87,800 | 74,292 | 13,508 | | Cost of inventories recognised as expense | 1,061,697 | 1,166,653 | (104,956) | | Depreciation of property, plant and equipment | 22,186 | 23,594 | (1,408) | | Depreciation of right-of-use assets | 2,515 | 2,656 | (141) | | Depreciation of investment properties | 2,076 | – | 2,076 | | Amortisation of intangible assets | 615 | 615 | – | | Contract costs recognised as expense for gas connection construction contracts | 16,928 | 27,434 | (10,506) | Income Tax Expenses Income tax expenses increased during the period, primarily due to China corporate income tax, with some subsidiaries benefiting from preferential tax rates in western regions and for small-profit enterprises Details of Income Tax Expenses (For the six months ended June 30, 2025) | Item | 2025 (RMB '000) | 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------- | :----------------- | :--------------- | | China corporate income tax - current tax | 11,148 | 9,758 | 1,390 | | China corporate income tax - under-provision in prior periods | (295) | 58 | (353) | | Deferred tax | (164) | (231) | 67 | | Total | 10,689 | 9,585 | 1,104 | - The applicable corporate income tax rate for the Group's PRC subsidiaries ranges from 15% to 25%[142][145] - Certain subsidiaries operating in the western regions are granted a preferential tax rate of 15% by local tax authorities, effective from January 1, 2021, to December 31, 2030[142][145] - For small-profit enterprises, the portion of annual taxable income is calculated at a reduced rate of 25% of its taxable income, with an applicable corporate income tax rate of 20% (effective from January 1, 2023, to December 31, 2027)[143][146] Dividends No dividends were paid or proposed by the Group during the six months ended June 30, 2025, nor have any been proposed since the end of the reporting period - No dividends were paid or proposed during the six months ended June 30, 2025 (2024: nil)[147][148] - No dividends have been proposed since the end of the reporting period[147][148] Earnings Per Share Basic earnings per share attributable to owners of the Company increased to RMB 0.72 cents, with no diluted earnings per share presented due to the absence of potential ordinary shares Earnings Per Share (For the six months ended June 30, 2025) | Indicator | 2025 (RMB cents) | 2024 (RMB cents) | | :--- | :---------------- | :---------------- | | Basic Earnings Per Share | 0.72 | 0.49 | - The profit for the period attributable to owners of the Company used in calculating basic earnings per share was RMB 64,190,000 (2024: RMB 43,394,000)[150] - The weighted average number of ordinary shares used in calculating basic earnings per share was 8,934,561,203 shares[150] - Diluted earnings per share for both periods are not presented as there were no outstanding potential ordinary shares during these periods[150][151] Movements in Property, Plant and Equipment During the six months ended June 30, 2025, the Group acquired property, plant and equipment amounting to approximately RMB 25.513 million Acquisition of Property, Plant and Equipment (For the six months ended June 30, 2025) | Indicator | 2025 (RMB) | 2024 (RMB) | | :--- | :-------------- | :-------------- | | Acquisition Amount | 25,513,000 | 31,130,000 | Trade, Bills and Other Receivables and Prepayments As of June 30, 2025, the Group's total trade, bills, and other receivables and prepayments decreased, with an increase in trade receivables and a decrease in bills and other receivables, and a credit period of 0 to 180 days for customers Total Trade, Bills and Other Receivables and Prepayments (As of June 30, 2025 vs. December 31, 2024) | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------------- | :----------------------- | :--------------- | | Total | 251,221 | 323,239 | (72,018) | Ageing Analysis of Trade Receivables (Net of Provision for Credit Losses) (As of June 30, 2025 vs. December 31, 2024) | Ageing | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :----------------------- | :----------------------- | | 0 to 90 days | 57,666 | 41,501 | | 91 to 180 days | 4,563 | 3,596 | | Over 180 days | 5,526 | 5,170 | | Total | 67,755 | 50,267 | Ageing Analysis of Bills Receivables (As of June 30, 2025 vs. December 31, 2024) | Ageing | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :----------------------- | :----------------------- | | 0 to 90 days | 250 | 2,948 | | 91 to 180 days | – | 1,121 | | Over 180 days | – | 60 | | Total | 250 | 4,129 | - The Group's policy is to grant its customers a credit period ranging from 0 to 180 days[156] Trade and Other Payables As of June 30, 2025, the Group's total trade and other payables decreased, with a reduction in trade payables and a significant increase in amounts due to non-controlling interests of subsidiaries Total Trade and Other Payables (As of June 30, 2025 vs. December 31, 2024) | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------------- | :----------------------- | :--------------- | | Total | 232,867 | 247,023 | (14,156) | Ageing Analysis of Trade Payables (As of June 30, 2025 vs. December 31, 2024) | Ageing | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :----------------------- | :----------------------- | | 0 to 90 days | 58,560 | 77,113 | | 91 to 180 days | 12,595 | 11,647 | | Over 180 days | 26,222 | 23,509 | | Total | 97,377 | 112,269 | - Amounts due to non-controlling interests of subsidiaries significantly increased to RMB 16,375,000 (2024: RMB 196,000)[159] - The average credit period for purchases of goods is 90 days[158] Bank Borrowings As of June 30, 2025, the Group's total bank borrowings decreased, with a significant reduction in short-term borrowings and a notable increase in long-term borrowings, mostly secured and linked to the People's Bank of China loan prime rate Bank Borrowings (As of June 30, 2025 vs. December 31, 2024) | Indicator | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------------- | :----------------------- | :--------------- | | Due within one year | 45,100 | 83,550 | (38,450) | | Due after one year | 32,750 | 4,700 | 28,050 | | Total | 77,850 | 88,250 | (10,400) | - All secured and unsecured bank borrowings are loan prime rate borrowings, with annual interest rates ranging from the People's Bank of China base rate plus 0.00% to 1.35% (December 31, 2024: minus 0.25% to plus 1.00%)[160][162] - Approximately RMB 62,750,000 of loans are secured by certain assets with a carrying amount of approximately RMB 133,942,000, with the remainder being unsecured loans[161][162] Share Capital As of June 30, 2025, the Company's authorized and issued and fully paid share capital remained unchanged Share Capital (As of June 30, 2025 vs. December 31, 2024) | Indicator | June 30, 2025 (Number of Shares) | December 31, 2024 (Number of Shares) | | :--- | :----------------------- | :----------------------- | | Authorised ordinary shares (par value HKD 0.07 each) | 38,000,000,000 | 38,000,000,000 | | Issued and fully paid ordinary shares | 8,934,561,203 | 8,934,561,203 | - The issued and fully paid share capital remained HKD 625,419,000 (RMB 564,507,000) at both the beginning and end of the reporting period[165] Share-Based Payment Transactions The Company has a share option scheme to incentivize eligible participants, but no share options were outstanding, granted, exercised, lapsed, or cancelled during the six months ended June 30, 2025, or as of December 31, 2024 - The Company has a share option scheme to encourage and reward eligible participants who have contributed to the Group's successful operations[166][168] - As of June 30, 2025, and December 31, 2024, no share options were outstanding, granted, exercised, lapsed, or cancelled under the share option scheme[167][168] Acquisition / Disposal of Subsidiaries The Group made no significant subsidiary acquisitions during the period but disposed of equity interests in three subsidiaries engaged in cylinder gas sales and distribution, realizing gains on disposal - No significant subsidiaries were acquired during the period[169][171] Overview of Subsidiary Disposals (H1 2025) | Subsidiary Name | % of Equity Disposed | Cash Consideration (RMB) | Gain on Disposal (RMB) | Net Cash Outflow from Disposal (RMB) | | :--- | :----------- | :---------------- | :---------------- | :------------------------------ | | Qiannan Zhongmin Gas Co., Ltd. | 100% | 70,000 | 311,000 | (80,000) | | Wengan Zhongmin Gas Co., Ltd. | 51% | 15,000 | 5,000 | (1,000) | | Fuquan Zhongmin Gas Co., Ltd. | 50% | 50,000 | 6,000 | 46,000 | - All disposed subsidiaries were primarily engaged in cylinder gas sales and distribution[170][175][179] Fair Value Measurement of Financial Instruments The Group measures its unlisted equity instruments at fair value through other comprehensive income on a recurring basis, primarily using Level 3 valuation techniques based on market multiples and a lack of marketability discount, resulting in a decrease in other comprehensive income - The Group measures its equity instruments at fair value through other comprehensive income on a recurring basis at each reporting period end[182][186] - Valuation techniques are primarily based on market multiples (such as Enterprise Value to Earnings Before Interest, Tax, Depreciation and Amortisation (EV/EBITDA) and Price-to-Book Ratio (P/B)) and a lack of marketability discount of 20.4%[187][189] Fair Value of Unlisted Equity Instruments at Fair Value Through Other Comprehensive Income (As of June 30, 2025 vs. December 31, 2024) | Entity Business | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | | :--- | :----------------------- | :----------------------- | | Manufacturing and sales of glass products | 70,426 | 78,145 | | Banking | 27,238 | 21,451 | | Sales and distribution of cylinder gas and gas appliances | 6,477 | 5,525 | | Sales and distribution of cylinder gas and gas appliances (another entity) | – | 345 | | Sales and distribution of kitchenware | 295 | 307 | | Sales and distribution of cylinder gas | 2,150 | 2,260 | | Sales and distribution of cylinder gas (no business currently) | 1,900 | 1,900 | | Total | 108,486 | 109,933 | - There were no transfers between Level 1, Level 2, and Level 3 during the six months ended June 30, 2025[193][196] Material Related Party Transactions The Group engaged in various material related party transactions, including procurement and sales of natural gas and cylinder gas, goods trading, consulting service fees, and rental payments, all conducted on agreed terms Material Related Party Transactions (For the six months ended June 30, 2025) | Transaction Type | Related Party | 2025 (RMB '000) | 2024 (RMB '000) | | :--- | :--- | :----------------- | :----------------- | | Purchase of natural gas | Shaanxi Provincial Natural Gas Co., Ltd. | 98,017 | 107,672 | | Purchase of cylinder gas | Yunnan Jiehua Clean Energy Development Co., Ltd. Jiehua Chemical Branch | 3,791 | 8,337 | | Purchase of cylinder gas | Yunnan Xianfeng Chemical Co., Ltd. | 1,425 | 15,443 | | Payment of consulting service fees | Fuzhou Futie Anran Gas Co., Ltd. | 1 | – | | Purchase of goods | Fuzhou Development Zone Anran Gas Co., Ltd. | 20 | 137 | | Sales of cylinder gas | Funing Fuxiang Oxygen Acetylene Plant | – | 30 | | Sales of goods | Yunnan Baijiang Gas Co., Ltd. | 477 | 122 | | Payment of rent | Mile Xinyuan Gas Co., Ltd. | 53 | 53 | | Payment of rent | Funing Fuxiang Oxygen Acetylene Plant | – | 50 | | Purchase of cylinder gas | Baijiang Southwest Gas Co., Ltd. | 1,891 | – | | Receipt of consulting service fees | Fuzhou Futie Anran Gas Co., Ltd. | 31 | – | - The above transactions were conducted on terms agreed between the parties[200][202] - Directors are considered the Group's only key management personnel, and their emoluments are disclosed in Note 7[201][203] Capital Commitments As of June 30, 2025, the Group's capital commitments were approximately RMB 30.864 million, an increase from year-end 2024, primarily for the acquisition of property, plant and equipment and right-of-use assets, largely related to regional pipeline network construction Capital Commitments (As of June 30, 2025 vs. December 31, 2024) | Item | June 30, 2025 (RMB '000) | December 31, 2024 (RMB '000) | Change (RMB '000) | | :--- | :----------------------- | :----------------------- | :--------------- | | Acquisition of property, plant and equipment | 22,317 | 7,232 | 15,085 | | Acquisition of right-of-use assets | 8,547 | 15,787 | (7,240) | | Total | 30,864 | 23,019 | 7,845 | - Primarily for regional pipeline network construction[60] Major Non-Cash Transactions There were no major non-cash transactions during the period - There were no major non-cash transactions during the period[207][210] Contingent Liabilities As of June 30, 2025, the Group had no significant contingent liabilities - As of June 30, 2025, the Group had no significant contingent liabilities[208][211] Events After the Reporting Period No significant events occurred after the end of the reporting period - No significant events occurred after the end of the reporting period[209][212] Disclosure of Interests This section details the interests of directors and substantial shareholders in the company's shares and related securities Directors' Interests in Shares, Underlying Shares or Debentures As of June 30, 2025, several directors held long positions in the Company's shares, with Dr. Mok Sai Hong and Ms. Mok Wan Pik holding the largest proportions through corporate interests, and no other interests or arrangements for share/debenture purchases Directors' Long Positions in the Company's Shares (As of June 30, 2025) | Director Name | Personal Interest (Number of Shares) | Corporate Interest (Number of Shares) | Total (Number of Shares) | Approximate Percentage of Issued Ordinary Shares (%) | | :--- | :--- | :--- | :--- | :--- | | Dr. Mok Sai Hong | – | 3,795,132,762 | 3,795,132,762 | 42.48 | | Ms. Mok Wan Pik | – | 3,795,132,762 | 3,795,132,762 | 42.48 | | Mr. Cheung Wo Sang | 338,271,282 | – | 338,271,282 | 3.79 |