佳兆业集团(01638) - 2025 - 中期财报

Company Information Company Overview This section provides basic company information for Kaisa Group Holdings Ltd., including board members, committee compositions, registered office, principal place of business, legal advisors, auditors, and listing information - The company is incorporated in the Cayman Islands, with stock code 1638, and listed on the Main Board of The Stock Exchange of Hong Kong Limited[1][6] - Principal place of business is located in Luohu District, Shenzhen, China and Central, Hong Kong[4] - The auditor is Union Power HK CPA Limited[6] Chairman's Report Results and Dividends For the six months ended June 30, 2025, the Group's revenue and gross profit significantly decreased, loss attributable to equity holders expanded, and the Board did not recommend an interim dividend H1 2025 Key Financial Data (RMB million) | Indicator | H1 2025 | H1 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Revenue | 3,701.0 | 5,428.6 | -31.8% | chunk 9 | | Gross Profit | 462.7 | 744.3 | -37.8% | chunk 9 | | Loss Attributable to Equity Holders of the Company | 10,030.5 | 9,115.4 | +10.0% | chunk 9 | | Basic Loss Per Share (RMB) | 1.430 | 1.299 | +10.1% | chunk 9 | - The Board did not recommend the payment of an interim dividend for the six months ended June 30, 2025[10] Business Review The Group faced global economic challenges in H1 2025, while China's economy showed stable growth with continuous relaxation of real estate policies; the company actively responded to policies, focusing on "ensuring people's livelihood, delivery, and quality," and deepened its land reserve and urban renewal strategies in the Greater Bay Area - China's 2025 H1 GDP grew by 5.3% year-on-year, with proactive fiscal and monetary policies and continuous easing signals for the property market[11] - In H1, national new commercial residential sales area decreased by 3.5% year-on-year, narrowing the decline by 15.5 percentage points compared to the same period last year[11] - The Group's H1 contract sales were approximately RMB 2,003 million, with over 5,076 units delivered across 12 projects[12] - As of June 30, 2025, the Group owned 164 property projects in 44 cities nationwide, with a land bank of 20.75 million square meters, of which 61% is in the Greater Bay Area[14] - Over 100 urban renewal projects in the Guangdong-Hong Kong-Macao Greater Bay Area, covering approximately 31.0 million square meters, have not yet been included in the land bank[16] Financing Despite a relaxed real estate policy tone, private property developers still face difficulties and high costs in financing; the Group actively managed debt, promoted extensions and interest rate reductions for existing financing, and made significant progress in offshore debt restructuring, with multiple schemes approved by creditors and courts - Private property developers still face difficulties and high financing costs, but the Group's financing costs continued to decrease compared to the end of 2024[17][18] - The Group achieved a significant milestone in offshore debt restructuring, with restructuring support agreements entered into and multiple schemes approved by creditors and relevant courts[19] - Approximately 75.11% of Kaisa scope debt and 81.07% of Richgate scope debt holders have joined the restructuring support agreements[19] Outlook and Appreciation Looking ahead, China's macroeconomic and property market policies are expected to continue supporting stable economic and real estate development; the Group will focus on "risk resolution, model innovation, and high-quality development" as its core strategy, and expresses gratitude to shareholders, investors, and partners - Macroeconomic policies are expected to continue playing a key role in H2, with property market policies further strengthening to stabilize the market and promote supply-demand balance[20] - The Group's future core strategy is "risk resolution, model innovation, and high-quality development," adhering to an operating strategy centered on profit and cash flow[20] Management Discussion and Analysis Overall Performance For the six months ended June 30, 2025, the Group's revenue decreased by 31.8% year-on-year, loss for the period expanded to RMB 10,096.7 million, basic loss per share was RMB 1.430, and no interim dividend was recommended H1 2025 Overall Financial Performance (RMB million) | Indicator | H1 2025 | H1 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Revenue | 3,701.0 | 5,428.6 | -31.8% | chunk 23 | | Loss for the Period | 10,096.7 | 8,993.9 | +12.3% | chunk 23 | | Loss Attributable to Owners of the Company for the Period | 10,030.5 | 9,115.4 | +10.0% | chunk 23 | | Basic Loss Per Share (RMB) | 1.430 | 1.299 | +10.1% | chunk 23 | - The Board did not recommend the payment of an interim dividend for the six months ended June 30, 2025[24] Contract Sales for H1 2025 The Group's total contract sales in H1 2025 were approximately RMB 2,003 million, with a total GFA of approximately 171,315 square meters, of which the Greater Bay Area contributed the vast majority of sales H1 2025 Contract Sales by Region | Region | Contract Sales Area (square meters) | Contract Sales Amount (RMB million) | | :--- | :--- | :--- | | Greater Bay Area | 103,172 | 1,556 | | Yangtze River Delta | 10,899 | 107 | | Central | 2,022 | 12 | | Western | 37,608 | 143 | | Bohai Rim | 17,614 | 185 | | Total | 171,315 | 2,003 | Property Development and Management The Group completed new projects with a GFA of approximately 0.33 million square meters in H1 2025, had 64 projects under development with a total GFA of approximately 7.03 million square meters, and its property management services covered 77 cities nationwide, managing a total GFA of approximately 99.9 million square meters - New completed projects in H1 2025 had a GFA of approximately 0.33 million square meters[26] - As of June 30, 2025, there were 64 projects under development, with a total GFA of approximately 7.03 million square meters[27] - Property management services have entered 77 cities nationwide, managing a total GFA of approximately 99.9 million square meters[28] Investment Properties and Land Bank The Group holds 10 investment property projects with a total GFA of approximately 0.44 million square meters, aiming to provide stable income; as of June 30, 2025, the total land bank was approximately 20.75 million square meters, with 61% located in the Greater Bay Area, sufficient for future development for the next five years - The Group holds 10 investment property projects with a total GFA of approximately 0.44 million square meters, including office buildings, retail shops, and car parks[29] - As of June 30, 2025, the total land bank was approximately 20.75 million square meters, of which approximately 61% is located in the Greater Bay Area, sufficient for future development for the next five years[30] Financial Review The Group's revenue decreased by 31.8% year-on-year in H1 2025, gross profit decreased by 37.8%, and gross profit margin fell to 12.5%; other losses, net, significantly increased, mainly due to property write-downs; sales and marketing costs and administrative expenses decreased, but net finance costs significantly increased H1 2025 Revenue Segment Changes (RMB million) | Business Segment | H1 2025 | H1 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Total Revenue | 3,701.0 | 5,428.6 | -31.8% | chunk 31 | | Property Sales | 2,089.8 | 3,691.0 | -43.4% | chunk 32 | | Rental Income | 224.8 | 207.3 | +8.4% | chunk 33 | | Property Management | 771.9 | 826.4 | -6.6% | chunk 34 | | Hotel and Catering | 105.9 | 116.6 | -9.2% | chunk 35 | | Cultural Center | 85.5 | 82.9 | +3.1% | chunk 36 | | Healthcare Business | 304.2 | 348.2 | -12.6% | chunk 37 | - Gross profit decreased from RMB 744.3 million to RMB 462.7 million, and gross profit margin decreased from 13.7% to 12.5%, mainly due to higher costs of completed and delivered properties[38] - Other losses, net, were approximately RMB 5,294.7 million, mainly including write-downs of completed properties held for sale and properties under development of approximately RMB 6,213.4 million[39] - Sales and marketing costs decreased by 45.9%, and administrative expenses decreased by 33.4% (mainly due to reduced staff costs)[40][41] - Net finance costs increased by 28.0% to approximately RMB 1,201.8 million[43] - Income tax changed from a credit in H1 2024 to an expense of approximately RMB 370.0 million in H1 2025[44] Liquidity, Financial and Capital Resources As of June 30, 2025, the Group's cash and bank balances decreased by 9.2%, total borrowings slightly decreased but remained high, with most repayable within one year; the gearing ratio increased, net current liabilities expanded, current ratio and cash to short-term debt ratio remained low, and asset-liability ratio (excluding contract liabilities) further deteriorated Liquidity Position (RMB million) | Indicator | June 30, 2025 | December 31, 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Cash and Bank Balances (including restricted) | 2,169.5 | 2,390.4 | -9.2% | chunk 46 | | Restricted Bank Balances | 1,420.4 | 1,692.7 | -16.1% | chunk 46 | Borrowings (RMB million) | Indicator | June 30, 2025 | December 31, 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Total Borrowings | 133,738.7 | 135,073.6 | -1.0% | chunk 47 | | Repayable within one year | 119,252.0 | 118,077.8 | +1.0% | chunk 47 | Key Financial Ratios | Indicator | June 30, 2025 | December 31, 2024 | Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Gearing Ratio (Net Debt/Total Assets) | 64.9% | 63.0% | +1.9 percentage points | chunk 48 | | Net Current Liabilities | 61,949.5 million | 51,015.7 million | +21.4% | chunk 48 | | Quick Ratio | 0.02 times | 0.02 times | No change | chunk 48 | | Current Ratio | 0.7 times | 0.8 times | -0.1 times | chunk 48 | | Cash to Short-term Debt Ratio | 0.01 | 0.01 | No change | chunk 48 | | Asset-Liability Ratio (excluding contract liabilities) | 123.2% | 117.2% | +6.0 percentage points | chunk 49 | - Total interest expense was approximately RMB 6,845.0 million, an increase of 4.0% year-on-year[50] - Exposed to foreign currency risk of approximately RMB 85,308.0 million in USD and HKD borrowings, but no foreign currency hedging policy is in place[51][52] - Guarantees for mortgage financing provided by domestic banks to customers amounted to approximately RMB 22,281.1 million; financial guarantees for joint ventures, associates, and third-party liabilities amounted to approximately RMB 20,643.7 million[53] Employees and Remuneration Policy As of June 30, 2025, the Group had a total of 14,807 employees, with staff costs significantly decreasing; remuneration policy is based on performance, skills, experience, and market trends, and provides training and share option schemes - As of June 30, 2025, the Group employed 14,807 employees (December 31, 2024: 15,225 employees)[54] - For the six months ended June 30, 2025, related staff costs were approximately RMB 240.4 million (H1 2024: RMB 446.4 million), a 46.1% year-on-year decrease[54] - Employee remuneration is based on performance, skills, knowledge, experience, and market trends, with discretionary bonuses, cash incentives, and share option schemes[54] Project Portfolio Project Portfolio Overview This section details the Group's 164 property projects across 44 cities as of June 30, 2025, categorized by region, including the Guangdong-Hong Kong-Macao Greater Bay Area, Western China, Bohai Rim, Central China, and Yangtze River Delta regions, covering residential, commercial, and mixed-use types, and specifying site area, total GFA, completed, under development, and for future development areas, as well as the Group's attributable interests - The Group has a large number of projects in the Guangdong-Hong Kong-Macao Greater Bay Area, including cities such as Shenzhen, Guangzhou, Foshan, Dongguan, Huizhou, Zhuhai, Zhongshan, Yangjiang, Jieyang, Jiangmen, Zhanjiang, Shantou, Hong Kong, and Sanya[59][61][63][65][67] - Projects in Western China are mainly distributed in Chengdu, Nanchong, Chongqing, Kunming, and Guiyang[69][71] - Bohai Rim projects include Beijing, Bazhou, Gu'an, Qingdao, Shenyang, Anshan, Benxi, Huludao, Huailai, Yanjiao, Liaoyang, Dandong, and Dalian[71][73] - Central China projects are mainly located in Changsha, Hengyang, Wuhan, Ezhou, Xiaogan, Xinzheng, Xinxiang, and Luoyang[73][75] - Yangtze River Delta projects are distributed in Shanghai, Hangzhou, Shaoxing, Ningbo, Suzhou, Zhangjiagang, Nanjing, Wuxi, Xuzhou, Jiangyin, and Taizhou[75][77] - As of June 30, 2025, the total GFA of completed properties held for sale was approximately 3,571,793 square meters[79] Properties Under Development This section lists the Group's property projects or project phases under development as of June 30, 2025, detailing location, total GFA, saleable GFA, construction period, pre-sale permit acquisition status, estimated completion time, and the Group's attributable interests - Total GFA of properties under development is 7,033,072 square meters, with an estimated saleable GFA of 5,648,558 square meters[84] - Multiple projects have obtained pre-sale permits, with estimated completion times ranging from Q3 2025 to Q4 2028[83][85] - Projects are widely distributed, including cities such as Shenzhen, Guangzhou, Huizhou, Chengdu, Chongqing, Shenyang, Changsha, Wuhan, Luoyang, Nanjing, Wuxi, and Xuzhou[82][84] Properties for Future Development This section lists the Group's property projects for future development as of June 30, 2025, including estimated total GFA and estimated completion time, showcasing the Group's long-term development reserves - Estimated total GFA of properties for future development is 10,146,119 square meters[88] - Projects are distributed in cities such as Shenzhen, Guangzhou, Qingyuan, Dongguan, Huizhou, Zhuhai, Jieyang, Zhanjiang, Shantou, Chengdu, Chongqing, Guiyang, Shenyang, Anshan, Huludao, Huailai, Yanjiao, Liaoyang, Changsha, Luoyang, and Hangzhou[87][88] - The estimated completion time for most properties for future development is "to be determined," with some projects expected to be completed between 2028 and 2030[87][88] Disclosure of Interests 2019 Share Option Scheme The company's 2019 Share Option Scheme, adopted in 2009, expired in 2019, but as of June 30, 2025, there were still 134,422,010 unexercised share options, representing approximately 1.92% of the issued share capital; no share options were granted, exercised, cancelled, or lapsed during the period - The 2019 Share Option Scheme aims to incentivize eligible participants and attract and retain talent[90][97] - As of June 30, 2025, the number of unexercised share options under the 2019 Share Option Scheme was 134,422,010 shares, representing approximately 1.92% of the issued share capital[92][101] - During the period, no share options were granted, exercised, cancelled, or lapsed under the terms of the scheme[93] - The exercise period for share options does not exceed ten years from the date of grant and acceptance, and the subscription price is not less than the highest of the closing price, the average closing price for five business days, and the nominal value of the shares[95][98] New Share Option Scheme The company adopted a New Share Option Scheme on June 14, 2019, to incentivize participants who contribute to the Group; as of June 30, 2025, the maximum number of shares available for issue upon full exercise was 596,989,598 shares, representing approximately 8.51% of the issued share capital; no share options were granted, exercised, cancelled, or lapsed during the period, and there were no outstanding share options - The New Share Option Scheme aims to incentivize new eligible participants to optimize performance efficiency for the benefit of the Group, and to attract and retain talent[103][107] - The maximum number of shares available for issue upon full exercise of new share options that may be granted under the New Share Option Scheme is 596,989,598 shares, representing approximately 8.51% of the issued share capital[105] - For the period ended June 30, 2025, no share options were granted, exercised, cancelled, or lapsed under the New Share Option Scheme, and there were no outstanding share options[105] Directors' and Chief Executive's Interests in Securities As of June 30, 2025, the Company's directors and chief executive held interests in the shares and underlying shares of the Company and its associated corporations, with Mr. Kwok Ying Shing holding 25.54% of the Company's shares through family trusts and controlled corporations Directors' Long Position in the Company's Shares (June 30, 2025) | Director Name | Capacity | Number of Ordinary Shares (L) | Approximate Percentage of Total Issued Shares | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Kwok Ying Shing | Family Interest/Controlled Corporation Interest/Trust Interest | 1,791,656,738 | 25.54% | chunk 112 | | Mai Fan | Personal Interest | 238,000 | 0.00% | chunk 112 | | Zhang Yizhao | Personal Interest | 7,600,000 | 0.11% | chunk 112 | Directors' Long Position in Underlying Shares of the Company (June 30, 2025) | Director Name | Capacity | Number of Underlying Shares | Approximate Percentage of the Company's Issued Share Capital | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Mai Fan | Beneficial Owner | 10,324,271 | 0.15% | chunk 113 | | Li Haiming | Beneficial Owner | 7,226,990 | 0.10% | chunk 113 | | Song Wei | Beneficial Owner | 8,259,417 | 0.12% | chunk 113 | | Liu Lihao | Beneficial Owner | 4,129,708 | 0.06% | chunk 113 | | Rao Yong | Beneficial Owner | 1,445,398 | 0.02% | chunk 113 | | Zhang Yizhao | Beneficial Owner | 1,445,398 | 0.02% | chunk 113 | | Liu Xuesheng | Beneficial Owner | 1,238,913 | 0.02% | chunk 113 | Major Shareholders As of June 30, 2025, in addition to directors and chief executives, several entities were listed as major shareholders of the Company, including Dachang Investment Limited, Dafeng Investment Limited, Dazheng Investment Limited, and Foresea Life Insurance Co., Ltd. Major Shareholders' Long Position in the Company's Shares (June 30, 2025) | Major Shareholder Name/Entity | Capacity | Number of Shares (L) | Approximate Percentage of the Company's Issued Share Capital | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Dachang Investment Limited | Beneficial Owner | 819,506,003 | 11.68% | chunk 115 | | KS Holdings 1 Limited | Trustee | 819,506,003 | 11.68% | chunk 115 | | Dafeng Investment Limited | Beneficial Owner | 970,533,735 | 13.83% | chunk 115 | | The Bank of East Asia (Trustees) Limited | Trustee | 970,533,735 | 13.83% | chunk 115 | | Dazheng Investment Limited | Beneficial Owner | 963,503,287 | 13.73% | chunk 115 | | Foresea Life Insurance Co., Ltd. | Beneficial Owner/Controlled Corporation Interest | 649,700,957 / 887,995,149 | 21.92% | chunk 115 | | Foresea Resources Investment Holding Group Co., Ltd. | Beneficial Owner | 887,995,149 | 12.66% | chunk 115 | - KS Holdings 1 Limited and The Bank of East Asia (Trustees) Limited are trustees under family trusts established by Mr. Kwok Ying Shing for his benefit[117] Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income For the six months ended June 30, 2025, the Group recorded a loss for the period of RMB 10,096.7 million, a 12.3% increase from the prior year; revenue, gross profit, and various operating metrics showed negative growth, mainly due to decreased property sales and increased other losses, net Condensed Consolidated Statement of Profit or Loss and Other Comprehensive Income (RMB thousand) | Indicator | H1 2025 | H1 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Revenue | 3,700,964 | 5,428,581 | -31.8% | chunk 118 | | Cost of Sales | (3,238,229) | (4,684,268) | -30.9% | chunk 118 | | Gross Profit | 462,735 | 744,313 | -37.8% | chunk 118 | | Other Income, Gains and Losses, Net | (5,294,652) | (3,293,358) | +60.8% | chunk 118 | | Selling and Marketing Costs | (131,927) | (243,989) | -45.9% | chunk 118 | | Administrative Expenses | (472,983) | (710,042) | -33.4% | chunk 118 | | Net Fair Value Loss on Investment Properties | (294,612) | (489,190) | -39.8% | chunk 118 | | Impairment Losses Recognised | (1,646,488) | (2,670,274) | -38.4% | chunk 118 | | Operating Loss | (7,377,909) | (6,662,540) | +10.7% | chunk 118 | | Share of Results of Associates | (1,046,885) | (1,517,311) | -31.0% | chunk 118 | | Share of Results of Joint Ventures | (100,102) | 52,023 | N/A | chunk 118 | | Net Finance Costs | (1,201,782) | (939,181) | +27.9% | chunk 118 | | Income Tax Expense / (Credit) | (369,988) | 73,097 | N/A | chunk 118 | | Loss for the Period | (10,096,666) | (8,993,912) | +12.3% | chunk 118 | | Loss Attributable to Owners of the Company for the Period | (10,030,459) | (9,115,416) | +10.0% | chunk 118 | | Basic Loss Per Share (RMB) | (1.430) | (1.299) | +10.1% | chunk 118 | - Total comprehensive expense for the period was RMB 10,060,502 thousand, an increase from RMB 8,998,094 thousand in the prior year[119] Condensed Consolidated Statement of Financial Position Condensed Consolidated Statement of Financial Position As of June 30, 2025, the Group's total assets were RMB 202,640.9 million, a 3.8% decrease from December 31, 2024; net current liabilities expanded to RMB 61,949.5 million, and total net liabilities increased to RMB 41,808.0 million, reflecting continued liquidity pressure Condensed Consolidated Statement of Financial Position (RMB thousand) | Indicator | June 30, 2025 | December 31, 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Total Non-current Assets | 37,104,893 | 38,859,191 | -4.5% | chunk 122 | | Total Current Assets | 165,536,043 | 171,820,474 | -3.6% | chunk 122 | | Total Assets | 202,640,936 | 210,679,665 | -3.8% | chunk 168 | | Total Current Liabilities | 227,485,524 | 222,836,146 | +2.1% | chunk 122 | | Total Non-current Liabilities | 16,963,439 | 19,585,319 | -13.4% | chunk 123 | | Total Liabilities | 244,448,963 | 242,421,465 | +0.8% | chunk 168 | | Net Current Liabilities | (61,949,481) | (51,015,672) | +21.4% | chunk 123 | | Net Liabilities | (41,808,027) | (31,741,800) | +31.7% | chunk 123 | | Deficit Attributable to Owners of the Company | (50,574,912) | (40,576,796) | +24.6% | chunk 123 | | Total Deficit | (41,808,027) | (31,741,800) | +31.7% | chunk 123 | - The carrying value of properties under development was RMB 69,864.5 million, and completed properties held for sale were RMB 17,040.6 million[122] - Total borrowings amounted to RMB 133,738.7 million, of which RMB 119,252.0 million were repayable within one year[122][211] Condensed Consolidated Statement of Changes in Equity Condensed Consolidated Statement of Changes in Equity The Group's total equity deficit expanded from RMB 31,741.8 million at the beginning of the period to RMB 41,808.0 million at June 30, 2025, primarily due to a loss for the period of RMB 10,096.7 million Condensed Consolidated Statement of Changes in Equity (RMB thousand) | Indicator | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Balance at January 1 | (31,741,800) | 7,724,355 | chunk 126, 127 | | Loss for the Period | (10,096,666) | (8,993,912) | chunk 126, 127 | | Other Comprehensive Income / (Expense) for the Period | 36,164 | (4,182) | chunk 126, 127 | | Total Comprehensive Expense for the Period | (10,060,502) | (8,998,094) | chunk 126, 127 | | Dividends Paid to Non-controlling Interests of Subsidiaries | (5,725) | (14,661) | chunk 126, 127 | | Balance at June 30 | (41,808,027) | (8,588,098) | chunk 126, 127 | - The deficit attributable to owners of the Company expanded from RMB 40,576.8 million at the beginning of the period to RMB 50,574.9 million at the end of the period[126] Condensed Consolidated Statement of Cash Flows Condensed Consolidated Statement of Cash Flows The Group's cash flow from operating activities turned from a net outflow to a net inflow of RMB 137.1 million in H1 2025, and cash flow from investing activities was also a net inflow of RMB 79.3 million; however, cash flow from financing activities was a net outflow of RMB 314.0 million, resulting in a net decrease in cash and cash equivalents of RMB 97.6 million Condensed Consolidated Statement of Cash Flows (RMB thousand) | Indicator | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Net Cash From / (Used In) Operating Activities | 137,069 | (648,710) | chunk 129 | | Net Cash From / (Used In) Investing Activities | 79,276 | (261,095) | chunk 129 | | Net Cash (Used In) / From Financing Activities | (313,979) | 351,647 | chunk 130 | | Net Decrease in Cash and Cash Equivalents | (97,634) | (558,158) | chunk 130 | | Cash and Cash Equivalents at End of Period | 749,047 | 745,654 | chunk 130 | - Income tax paid was RMB 56,611 thousand, and interest paid was RMB 178,989 thousand[129] Notes to the Condensed Consolidated Financial Statements 1. General Information This note outlines Kaisa Group Holdings Ltd.'s registration information, listing location, principal business scope, and the presentation currency of its financial statements - The Company is incorporated in the Cayman Islands, and its shares are listed on the Main Board of the Hong Kong Stock Exchange[132] - The Group is principally engaged in property development, property investment, property management, hotel and catering operations, cultural center operations, and healthcare business in China[132] - The unaudited condensed consolidated interim financial statements are presented in RMB, which is also the functional currency of the Company[133] 2. Basis of Preparation and Summary of Significant Accounting Policies This note describes the basis of preparation for the interim financial statements, which comply with HKAS 34 and incorporate amendments to HKFRSs; despite significant uncertainties, the Board prepared the statements on a going concern basis and outlines plans and measures taken to address liquidity challenges - The unaudited condensed consolidated interim financial statements have been prepared in accordance with Hong Kong Accounting Standard 34 "Interim Financial Reporting"[134] - For the six months ended June 30, 2025, the Group incurred a net loss attributable to owners of the Company of approximately RMB 10,030.5 million and had net current liabilities of approximately RMB 61,949.5 million[139] - Approximately RMB 114,017.1 million of the Group's borrowings were in default and/or cross-default, and the Company faced winding-up petitions[139][140] - To address going concern uncertainties, the Group has implemented various plans and measures, including offshore debt restructuring, renewal and extension of borrowings, monitoring property development progress, adjusting sales strategies, and controlling costs[142][143][145] - Despite measures taken, significant uncertainties remain regarding the Group's ability to continue as a going concern, dependent on obtaining financing and operating cash flows[146] 3. Financial Risk Management and Fair Value Estimation of Financial Instruments This note describes the market risk, credit risk, and liquidity risk faced by the Group, and provides fair value estimates of financial instruments, categorized into Level 1, Level 2, and Level 3; there is a significant difference between the carrying value and fair value of senior notes - The Group's business is exposed to market risk (including foreign currency risk, interest rate risk, and price risk), credit risk, and liquidity risk[147] Financial Assets at Fair Value Through Profit or Loss (RMB thousand) | Level | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Level 1 | 979,866 | 907,510 | chunk 151 | | Level 2 | 876,211 | 993,480 | chunk 151 | | Level 3 | 340,061 | 343,510 | chunk 151 | | Total | 2,196,138 | 2,244,500 | chunk 151 | - For the six months ended June 30, 2025, the net fair value loss on financial assets at fair value through profit or loss was RMB 22,046 thousand[156][175] Senior Notes Carrying Value vs. Fair Value (RMB thousand) | Indicator | June 30, 2025 Carrying Value | June 30, 2025 Fair Value | December 31, 2024 Carrying Value | December 31, 2024 Fair Value | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Senior Notes | 82,928,623 | 3,610,873 | 83,273,840 | 4,959,984 | chunk 158 | 4. Segment Information This note provides revenue and results, asset and liability information for the Group's seven reportable segments (property development, property investment, property management, hotel and catering operations, cultural center operations, healthcare business, and others) based on the nature of business operations; geographical segment information is not presented as most revenue and assets are from China - The Group has seven reportable segments: property development, property investment, property management, hotel and catering operations, cultural center operations, healthcare business, and others[163] H1 2025 Segment Revenue (RMB thousand) | Segment | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Property Development | 2,089,839 | 3,691,046 | chunk 167 | | Property Investment | 224,757 | 207,262 | chunk 167 | | Property Management | 771,904 | 826,372 | chunk 167 | | Hotel and Catering Operations | 105,904 | 116,633 | chunk 167 | | Cultural Center Operations | 85,457 | 82,884 | chunk 167 | | Healthcare Business | 304,225 | 348,183 | chunk 167 | | Others | 118,878 | 156,201 | chunk 167 | | Total Revenue from External Customers | 3,700,964 | 5,428,581 | chunk 167 | - As of June 30, 2025, over 90% of the Group's assets were located in China, and most of its revenue and results were derived from the Chinese market[169] - For the six months ended June 30, 2025, no single customer accounted for more than 10% of the Group's total revenue[170] 5. Revenue This note details the Group's revenue by major product lines and business segments, as well as by timing of revenue recognition; property sales revenue significantly decreased, while rental income slightly increased Revenue from Contracts with Customers (RMB thousand) | Source | H1 2025 | H1 2024 | YoY Change | Original Reference | | :--- | :--- | :--- | :--- | :--- | | Sales of Properties | 2,089,839 | 3,691,046 | -43.4% | chunk 172 | | Provision of Property Management Services | 771,904 | 826,372 | -6.6% | chunk 172 | | Provision of Hotel and Catering Services | 105,904 | 116,633 | -9.2% | chunk 172 | | Provision of Cultural Center Services | 85,457 | 82,884 | +3.1% | chunk 172 | | Provision of Healthcare Business Services | 304,225 | 348,183 | -12.6% | chunk 172 | | Others | 118,878 | 156,201 | -23.9% | chunk 172 | | Subtotal | 3,476,207 | 5,221,319 | -33.5% | chunk 172 | - Rental income from investment properties was RMB 224,757 thousand, an 8.4% year-on-year increase[172] - Of the revenue from contracts with customers, revenue recognized over time was RMB 963,265 thousand, and revenue recognized at a point in time was RMB 2,512,942 thousand[174] 6. Other Income, Gains and Losses, Net This note lists the components of the Group's other income, gains and losses, net, showing a net loss of RMB 5,294.7 million in H1 2025, primarily due to write-downs of completed properties held for sale and properties under development - Other losses, net, were approximately RMB 5,294.7 million (H1 2024: RMB 3,293.4 million)[175] - Primarily included write-downs of completed properties held for sale and properties under development of approximately RMB 6,213.4 million[175] - Net exchange gains were approximately RMB 469.5 million (H1 2024: loss of approximately RMB 452.4 million)[175] - Reversal of write-off of trade receivables, deposits, and other receivables amounted to RMB 485.6 million[175] 7. Impairment Losses Recognised This note discloses the Group's recognized impairment losses, primarily on financial assets and financial guarantees, totaling RMB 1,646.5 million, a decrease from the prior year Impairment Losses Recognised (RMB thousand) | Item | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Financial Assets (including trade and other receivables, etc.) | 1,582,780 | 2,734,238 | chunk 176 | | Financial Liabilities from Financial Guarantees | 63,708 | (63,964) | chunk 176 | | Total | 1,646,488 | 2,670,274 | chunk 176 | 8. Finance Income and Finance Costs This note presents the Group's finance income and finance costs; in H1 2025, interest income from bank deposits decreased, while total interest expense increased, leading to a significant rise in net finance costs Finance Income and Finance Costs (RMB thousand) | Item | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Interest Income from Bank Deposits | 3,091 | 5,945 | chunk 177 | | Total Interest Expense | 6,845,043 | 6,583,541 | chunk 177 | | Less: Capitalized Interest | (5,640,170) | (5,638,415) | chunk 177 | | Net Finance Costs | 1,204,873 | 945,126 | chunk 177 | - Interest expense primarily arose from bank borrowings, other borrowings, and senior notes[177] 9. Loss Before Income Tax This note details the various expenses deducted or included in the calculation of loss before income tax, including staff costs, net rental income from investment properties, depreciation and amortization, and cost of sales Components of Loss Before Income Tax (RMB thousand) | Item | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Staff Costs (including directors' emoluments) | 240,388 | 446,356 | chunk 178 | | Net Rental Income from Investment Properties | 148,400 | 113,719 | chunk 178 | | Depreciation and Amortization | 169,184 | 201,661 | chunk 178 | | Cost of Sales | 3,238,229 | 4,684,268 | chunk 178 | 10. Income Tax Expense / (Credit) This note explains the Group's income tax expense, including current and deferred income tax, and describes the applicable tax rates and preferential policies for China corporate income tax, land appreciation tax, and Hong Kong profits tax Income Tax Expense / (Credit) (RMB thousand) | Item | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Current Income Tax (China Corporate Income Tax and Land Appreciation Tax) | 447,721 | 133,005 | chunk 179 | | Deferred Income Tax | (77,733) | (206,102) | chunk 179 | | Total | 369,988 | (73,097) | chunk 179 | - China Corporate Income Tax rate is 25%, with some eligible companies enjoying a preferential tax rate of 15%[182][183] - China Land Appreciation Tax is levied at progressive rates from 30% to 60% on the appreciation of land value[185] - No provision for Hong Kong profits tax was made for the six months ended June 30, 2025 and 2024[181] 11. Loss Per Share This note calculates the basic and diluted loss per share attributable to owners of the Company, which are the same due to the anti-dilutive effect of unexercised share options Loss Per Share (RMB) | Indicator | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Basic Loss Per Share | (1.430) | (1.299) | chunk 186 | | Diluted Loss Per Share | (1.430) | (1.299) | chunk 186 | - The weighted average number of ordinary shares used to calculate basic loss per share was 7,015,469 thousand shares[186] - The anti-dilutive effect of unexercised share options resulted in diluted loss per share being the same as basic loss per share[186] 12. Dividends This note confirms that no interim dividends were paid, declared, or proposed by the Company for the six months ended June 30, 2025 and 2024 - No interim dividends were paid, declared, or proposed for the six months ended June 30, 2025 and 2024[187] 13. Property, Plant and Equipment, Investment Properties and Land Use Rights This note provides details of changes in the carrying values of property, plant and equipment, investment properties, and land use rights; the fair value of investment properties decreased during the period, and their fair value measurement is classified as Level 3 Carrying Value (RMB thousand) | Item | June 30, 2025 | January 1, 2025 | Original Reference | | :--- | :--- | :--- | :--- | | Property, Plant and Equipment | 4,227,335 | 4,317,377 | chunk 188 | | Investment Properties | 8,067,838 | 8,409,800 | chunk 188 | | Land Use Rights | 358,195 | 364,866 | chunk 188 | - Net decrease in fair value of investment properties was RMB 294,612 thousand[188] - The fair value of completed commercial properties is generally derived from the income capitalization approach, and their fair value measurement is classified as Level 3[189][191] 14. Right-of-Use Assets This note explains that right-of-use assets primarily refer to leases for staff quarters, offices, and office equipment located in Hong Kong and China - Right-of-use assets refer to leases for staff quarters, offices, and office equipment projects located in Hong Kong and China[192] 15. Goodwill and Intangible Assets This note provides details of changes in the carrying values of goodwill and intangible assets (including trademarks and patents, customer relationships, and others); goodwill is primarily attributable to the healthcare business and property management business Goodwill and Intangible Assets Carrying Value (RMB thousand) | Item | June 30, 2025 | January 1, 2025 | Original Reference | | :--- | :--- | :--- | :--- | | Goodwill | 740,971 | 740,971 | chunk 193 | | Trademarks and Patents | 99,150 | 113,258 | chunk 193 | | Customer Relationships | 16,772 | 19,322 | chunk 193 | | Others | 2,313 | 2,347 | chunk 193 | | Total | 859,206 | 875,898 | chunk 193 | - Goodwill is primarily attributable to the healthcare business (RMB 490,387 thousand) and property management business (RMB 140,657 thousand)[194] 16. Investments Accounted for Using the Equity Method This note presents changes in the Group's investments in associates and joint ventures, reflecting the impact of share of results and other comprehensive expenses Changes in Investments in Associates (RMB thousand) | Item | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | At January 1 | 14,381,513 | 22,254,794 | chunk 195 | | Share of Results of Associates | (1,046,885) | (1,517,311) | chunk 195 | | Share of Other Comprehensive (Expense) / Income of Associates | (823) | 1,280 | chunk 195 | | At June 30 | 13,333,805 | 16,384,473 | chunk 195 | Changes in Investments in Joint Ventures (RMB thousand) | Item | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | At January 1 | 7,446,149 | 8,450,839 | chunk 196 | | Share of Results of Joint Ventures | (100,102) | 52,023 | chunk 196 | | At June 30 | 7,346,047 | 8,463,211 | chunk 196 | 17. Financial Assets at Fair Value Through Profit or Loss This note presents changes in financial assets at fair value through profit or loss, including listed and unlisted securities or funds; a net fair value loss was recorded during the period, and some receivables were reclassified Changes in Financial Assets at Fair Value Through Profit or Loss (RMB thousand) | Item | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | At January 1 | 2,244,500 | 5,530,822 | chunk 197 | | Net Fair Value Loss | (22,046) | (73,888) | chunk 197 | | At June 30 | 2,196,138 | 2,498,634 | chunk 197 | - As of June 30, 2025, included RMB 979,866 thousand in listed securities and RMB 1,216,272 thousand in unlisted securities or funds and other financial assets[197] - In 2024, approximately RMB 2,913 million of equity interests in unlisted entities were reclassified to "other receivables" due to a court ruling that the seller should refund the initial investment cost[197] 18. Trade Receivables, Prepayments, Deposits and Other Receivables This note details the composition and aging analysis of trade receivables, prepayments, deposits, and other receivables, and discloses changes in the provision for expected credit losses Net Trade Receivables (RMB thousand) | Indicator | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Gross Trade Receivables | 1,970,186 | 1,762,498 | chunk 198 | | Less: Provision for Expected Credit Losses | (668,099) | (501,956) | chunk 198 | | Net | 1,302,087 | 1,260,542 | chunk 198 | - As of June 30, 2025, trade receivables over 365 days amounted to RMB 1,057,208 thousand[200] - Other receivables (before impairment) primarily included interest receivable, amounts to be refunded by the government for land acquisitions in China, and receivables reclassified from financial assets at fair value through profit or loss[203] - The total impairment provision for trade receivables, deposits, and other receivables increased from RMB 4,604,850 thousand at January 1, 2025, to RMB 6,187,630 thousand at June 30, 2025[204] 19. Properties Under Development This note presents the carrying value of properties under development, which are located in China and stated at the lower of cost and net realisable value, with provisions made Properties Under Development Carrying Value (RMB thousand) | Indicator | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Gross Properties Under Development | 83,246,731 | 82,188,077 | chunk 207 | | Less: Provision Made | (13,382,240) | (8,529,824) | chunk 207 | | Net | 69,864,491 | 73,658,253 | chunk 207 | 20. Restricted Bank Balances and Cash and Cash and Bank Balances This note provides details of restricted bank balances and cash and cash and bank balances by currency, and notes that they are subject to China's foreign exchange control rules and regulations Cash and Bank Balances by Currency (RMB thousand) | Currency | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | RMB | 1,987,271 | 2,313,815 | chunk 208 | | HKD | 22,716 | 28,937 | chunk 208 | | USD | 159,469 | 47,608 | chunk 208 | | Total | 2,169,456 | 2,390,360 | chunk 208 | - RMB denominated balances are subject to relevant foreign exchange control rules and regulations promulgated by the Chinese government for conversion into foreign currency and remittance out of China[208] 21. Other Payables This note details the composition of other payables, including accrued interest, deed tax and other taxes payable, provisions for financial guarantee contracts, and amounts payable to associates and joint ventures, categorized into current and non-current portions Other Payables (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Other Payables and Accruals | 6,656,207 | 6,772,135 | chunk 209 | | Accrued Interest | 48,191,363 | 41,525,309 | chunk 209 | | Deed Tax and Other Taxes Payable | 3,671,206 | 3,598,374 | chunk 209 | | Provision for Financial Guarantee Contracts | 2,419,093 | 2,355,385 | chunk 209 | | Amounts Payable to Associates | 1,063,755 | 1,063,227 | chunk 209 | | Amounts Payable to Joint Ventures | 4,530,446 | 4,464,817 | chunk 209 | | Total | 68,678,005 | 61,928,250 | chunk 209 | - The current portion is RMB 68,670,610 thousand, and the non-current portion is RMB 7,395 thousand[209] 22. Lease Liabilities This note presents the present value of the Group's lease liabilities, categorized by maturity date, and distinguished between current and non-current portions Present Value of Lease Liabilities (RMB thousand) | Maturity Date | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Due within one year | 140,978 | 145,110 | chunk 210 | | Due in the second to fifth year | 328,300 | 326,106 | chunk 210 | | Due after five years | 57,298 | 99,794 | chunk 210 | | Total | 526,576 | 571,010 | chunk 210 | 23. Borrowings This note details the composition of the Group's borrowings, including senior notes, bank borrowings, other borrowings, and loans from related companies and the controlling shareholder, analyzed by repayment schedule and collateral; most senior notes are classified as current liabilities due to default clauses Borrowings Composition (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Senior Notes | 82,928,623 | 83,273,840 | chunk 211 | | Bank Borrowings | 20,101,353 | 20,334,066 | chunk 211 | | Other Borrowings | 30,484,930 | 31,241,875 | chunk 211 | | Loans from Related Companies | 108,781 | 108,781 | chunk 211 | | Loans from the Company's Controlling Shareholder | 115,000 | 115,000 | chunk 211 | | Total | 133,738,687 | 135,073,562 | chunk 211 | Borrowings Repayment Schedule (RMB thousand) | Repayment Period | June 30, 2025 | Original Reference | | :--- | :--- | :--- | | Within one year or on demand | 119,252,045 | chunk 211 | | Over one year but not exceeding two years | 2,525,640 | chunk 211 | | Over two years but not exceeding five years | 10,120,002 | chunk 211 | | Over five years | 1,841,000 | chunk 211 | - All senior notes are classified as current liabilities due to relevant default and/or cross-default clauses[214] - Bank and other borrowings of RMB 33,224,660 thousand are jointly secured by certain of the Group's property, plant and equipment, investment properties, land use rights, properties under development, completed properties held for sale, and restricted bank balances and cash[216][217] 24. Share Capital and Share Premium This note presents the Company's share capital and share premium, which remained unchanged as of June 30, 2025, compared to January 1, 2025 Share Capital and Share Premium (RMB thousand) | Item | June 30, 2025 | January 1, 2025 | Original Reference | | :--- | :--- | :--- | :--- | | Equivalent Par Value of Ordinary Shares | 613,530 | 613,530 | chunk 218 | | Share Premium | 6,376,801 | 6,376,801 | chunk 218 | | Total | 6,990,331 | 6,990,331 | chunk 218 | - The number of ordinary shares was 7,015,468,487 shares[218] 25. Perpetual Capital Securities This note describes the Company's issued perpetual capital securities, with a total principal amount of USD 200,000,000, classified as equity, and for which distribution payments have been deferred since March 30, 2023 - The Company issued 10.875% perpetual capital securities with a total principal amount of USD 200,000,000 (approximately RMB 1,361,519 thousand)[219] - These securities are classified as equity under HKAS 32, as they do not contain any contractual obligation to deliver cash or other financial assets[219] - The Company has elected to defer distribution payments since March 30, 2023, September 30, 2023, March 30, 2024, September 30, 2024, and March 30, 2025[220] 26. Reserves This note provides details of changes in the Group's reserves, including merger reserve, exchange fluctuation reserve, statutory reserve, share option reserve, capital reserve, and retained earnings; the loss for the period led to a significant decrease in retained earnings, expanding the total reserve deficit Changes in Reserves (RMB thousand) | Item | January 1, 2025 | Loss for the Period | Other Comprehensive Income / (Expense) for the Period | Lapsed Share Options | June 30, 2025 | Original Reference | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Merger Reserve | 382 | – | – | – | 382 | chunk 221 | | Exchange Fluctuation Reserve | 17,488 | – | 33,166 | – | 50,654 | chunk 221 | | Statutory Reserve | 1,025,344 | – | – | – | 1,025,344 | chunk 221 | | Share Option Reserve | 51,688 | – | – | (22,485) | 29,203 | chunk 221 | | Capital Reserve | (159,350) | – | – | – | (159,350) | chunk 221 | | Retained Earnings | (49,852,733) | (10,030,459) | (823) | 22,485 | (59,861,530) | chunk 221 | | Total | (48,917,181) | (10,030,459) | 32,343 | – | (58,915,297) | chunk 221 | - Retained earnings significantly decreased due to the loss for the period, leading to an expanded deficit attributable to owners of the Company[221] - Allocation of statutory reserve is made in accordance with relevant rules and regulations in China[222] 27. Contingent Liabilities This note discloses the Group's contingent liabilities, including mortgage credit guarantees for property buyers, corporate guarantees between subsidiaries, and financial guarantees for joint ventures, associates, and third parties; winding-up petitions against the Company and various lawsuits are also mentioned - As of June 30, 2025, the Group provided guarantees for mortgage credit granted by certain banks, amounting to RMB 22,281,120 thousand[224] - Financial guarantees provided by the Group for liabilities of joint ventures, associates, and third parties amounted to RMB 20,643,697 thousand, with a provision of RMB 2,419,093 thousand made[226] - The Company faced winding-up petitions, with the hearing adjourned to October 6, 2025[227] - Several subsidiaries of the Group faced lawsuits due to outstanding borrowings, but management believes no further provision is required[227][228] 28. Commitments This note lists the Group's capital commitments, including commitments for land use rights acquisition and property development activities, as well as commitments for acquiring subsidiaries; short-term lease commitments and operating lease receivables are also disclosed Capital Commitments (RMB thousand) | Item | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Acquisition of Land Use Rights and Property Development Activities | 11,292,484 | 11,300,005 | chunk 229 | | Acquisition of Subsidiaries | 13,000,000 | 13,000,000 | chunk 229 | | Total | 24,292,484 | 24,300,005 | chunk 229 | - Total operating lease receivables amounted to RMB 804,192 thousand[231] 29. Acquisition of Subsidiaries This note describes the Group's acquisition of subsidiaries during the period, which were substantially treated as asset acquisitions, with no cash consideration in H1 2025 - For the six months ended June 30, 2025, the Group entered into share transfer agreements with existing business partners to acquire additional equity interests in investees for a total consideration of zero, which was treated as an acquisition of assets[232][234] - For the six months ended June 30, 2024, the total acquisition consideration was approximately RMB 1, with a cash inflow of RMB 127,494 thousand[235][237] 30. Disposal of Subsidiaries This note reports the Group's disposal of certain subsidiaries during the period, which did not conduct any business, and the disposal generated a net gain of RMB 18 thousand - For the six months ended June 30, 2025, the Group disposed of its entire equity interest in certain subsidiaries for a total consideration of zero[238][239] - The disposal of subsidiaries generated a net gain of RMB 18 thousand[239] 31. Share Options This note details the share option schemes of the Company and its non-wholly owned subsidiaries (Kaisa Prosperity, Kaisa Health Group, Kaisa Capital Investment Group), including the terms of each scheme, the number of unexercised share options, fair value estimates, and changes during the period - The Company's 2019 Share Option Scheme had 134,422,010 unexercised share options as of June 30, 2025, with no changes during the period[244][243] - Kaisa Prosperity's Share Option Scheme had 6,090,000 unexercised share options as of June 30, 2025, with 2,980,000 share options lapsed during the period[248][251] - Kaisa Health Group's Share Option Scheme had 92,000,000 unexercised share options as of June 30, 2025, with 50,000,000 share options lapsed during the period[256][257] - Kaisa Capital Investment Group's Share Option Scheme had no unexercised share options as of June 30, 2025[262] - The fair value of all share options is estimated using the Binomial Option Pricing Model[245][249][258] 32. Related Party Transactions This note discloses significant transactions and balances with related parties, including rental expenses paid to the controlling shareholder, service income from and receivables/payables with joint ventures and associates, and key management emoluments Related Party Transactions (RMB thousand) | Transaction Type | H1 2025 | H1 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Rental Expenses Paid to Controlling Shareholder | 464 | 570 | chunk 264 | | Service Income from Joint Ventures | 23,176 | 45,210 | chunk 264 | | Service Income from Associates | 24,358 | 20,578 | chunk 264 | Balances with Related Parties (RMB thousand) | Balance Type | June 30, 2025 | December 31, 2024 | Original Reference | | :--- | :--- | :--- | :--- | | Loans from Related Companies | (108,781) | (108,781) | chunk 265 | | Loans from the Company's Controlling Shareholder | (115,000) | (115,000) | chunk 265 | | Amounts Receivable from Associates (net of ECL) | 2,335,359 | 2,751,573 | chunk 265 | | Amounts Receivable from Joint Ventures (net of ECL) | 14,101,504 | 14,027,935 | chunk 265 | | Amounts Payable to Associates | (1,063,755) | (1,063,227) | chunk 265 | | Amounts Payable to Joint Ventures | (4,530,446) | (4,468,817) | chunk 265 | - Key management emoluments were RMB 8,238 thousand (H1 2024: RMB 22,757 thousand)[266] 33. Events After the Reporting Period This note states that, apart from the disclosed matters, the Company had no significant events after the end of the reporting period - Apart from those disclosed, the Company had no significant events after the end of the reporting period[267] Other Information Corporate Governance and Compliance The Company is committed to maintaining high standards of corporate governance and confirms compliance with the Corporate Governance Code and the Model Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C1 of the Listing Rules in H1 2025; the Audit Committee reviewed the interim results, and there were no purchases, sales, or redemptions of listed securities during the period - The Company has complied with the code provisions of the Corporate Governance Code set out in Appendix C1 of the Listing Rules[269] - The Audit Committee has reviewed the Group's unaudited interim results for the six months ended June 30, 2025[270] - All Directors confirmed compliance with the Model Code set out in Appendix C3 of the Listing Rules[271] - 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[272] - The Board did not recommend the payment of an interim dividend for the six months ended June 30, 2025[273] - There have been no changes in Directors' information requiring disclosure under Rule 13.51B(1) of the Listing Rules since the publication of the 2024 Annual Report[274]