Financial Performance - Revenue for the six months ended June 30, 2025, was RM 72,740,832, representing a 29.13% increase from RM 56,331,822 in 2024[8] - Operating profit surged to RM 8,936,187, more than doubling from RM 3,943,529 in the previous year[8] - Net profit attributable to owners of the company reached RM 8,081,591, an increase of over 100% compared to RM 3,247,950 in 2024[12] - The company reported a significant increase in other income to RM 4,610,776 from RM 376,586 in the previous year[11] - The group reported a net profit attributable to equity shareholders of MYR 8,081,591 for the six months ended June 30, 2025, compared to MYR 3,247,950 in 2024, representing a growth of 149.5%[41] - Basic earnings per share for the six months ended June 30, 2025, was 0.75 sen, up from 0.30 sen in 2024, reflecting a 150% increase[41] Profitability Metrics - The gross profit margin decreased to 20.72% from 23.24%, reflecting a decline of 2.52 percentage points[9] - The gross profit for the first half of 2025 increased by approximately 1.98 million MYR or 15.12%, with a gross margin of 20.72%, down from 23.24% in the first half of 2024[58] - The total comprehensive income for the period was MYR 3,071,477, compared to MYR 7,913,899 in the previous period, indicating a decrease in overall profitability[17] Cash Flow and Liquidity - Cash and cash equivalents as of June 30, 2025, were RM 12,352,603, down 12.79% from RM 14,164,790 at the end of 2024[8] - Operating cash flow for the six months ended June 30, 2025, was MYR 1,148,475, down from MYR 10,770,614 in the same period of 2024[19] - The current ratio decreased to 2.48 from 2.74, indicating a 9.49% decline in liquidity[9] - Cash and cash equivalents decreased to MYR 12,352,603 from MYR 14,164,790, a decline of approximately 12.8%[21] Assets and Liabilities - Total assets increased to RM 129,860,742, a 2.42% rise from RM 126,789,826 at the end of 2024[8] - Total liabilities increased to MYR 50,343,227 from MYR 45,328,843, representing an increase of approximately 11.1%[15] - The company's equity attributable to shareholders increased to MYR 129,794,958 from MYR 126,723,481, a growth of about 2.1%[17] - The company’s non-current liabilities decreased to MYR 19,699,141 from MYR 20,992,115, reflecting a reduction of approximately 6.2%[15] Revenue Breakdown - Revenue from coconut-related food products for the six months ended June 30, 2025, was MYR 66,682,877, an increase of 29.6% compared to MYR 51,438,596 in the same period of 2024[29] - Revenue from Southeast Asia increased significantly to MYR 33,639,189, a rise of 66.8% from MYR 20,163,607 in 2024[33] Expenses - The group’s total operating expenses, including personnel costs, increased to MYR 9,927,686 for the six months ended June 30, 2025, compared to MYR 7,067,802 in 2024, reflecting a rise of 40.5%[40] - Sales and distribution expenses increased to approximately 3.36 million MYR in the first half of 2025, up from approximately 2.02 million MYR in the first half of 2024[62] - Administrative expenses rose to approximately 6.97 million MYR in the first half of 2025, compared to approximately 5.04 million MYR in the first half of 2024[63] Investments and Capital Expenditures - Capital expenditures for the first half of 2025 were approximately MYR 1.55 million, compared to MYR 0.46 million in the first half of 2024, primarily related to the acquisition of plant and equipment[76] - The company incurred a net cash outflow from investing activities of MYR 2,294,942, compared to MYR 4,123,297 in the previous year, showing a reduction in cash used for investments[21] Corporate Governance and Shareholder Information - The company has complied with all applicable provisions of the corporate governance code during the first half of 2025[94] - There are three independent non-executive directors on the board, meeting the requirement that independent non-executive directors must constitute at least one-third of the board[95] - The major shareholders include Tang Koon Fook with 51.89% and Lee Sieng Poon with 20.90% of the shares[83] Employee Information - As of June 30, 2025, the group employed 406 employees, an increase from 354 employees as of June 30, 2024[81]

2025 中期報告 執行董事 鄧華金先生 （主席兼首席執行官） 田原先生 孫傑女士 非執行董事 Qeeka Home (Cayman) Inc. 目錄 2 公司資料 4 主要財務及經營數據 5 主席報告 8 管理層討論及分析 18 其他資料 27 中期簡明合併利潤表 28 中期簡明合併綜合收益表 29 中期簡明合併資產負債表 31 中期簡明合併權益變動表 33 中期簡明合併現金流量表 34 中期簡明合併財務資料附註 60 釋義 公司資料 董事會 周偉先生 趙貴賓先生 謝天先生 獨立非執行董事 張禮洪先生 曹志廣先生 林兆榮先生1 黃文宗先生2 聯席公司秘書 田原先生 梁君慧女士 授權代表 鄧華金先生 田原先生 審核與風險管理委員會 林兆榮先生 （主席） 1 張禮洪先生 曹志廣先生 黃文宗先生2 薪酬委員會 曹志廣先生 （主席） 鄧華金先生 張禮洪先生 林兆榮先生1 黃文宗先生2 提名委員會 鄧華金先生 （主席） 張禮洪先生 曹志廣先生 註冊辦事處 ICS Corporate Services (Cayman) Limited Palm Grove Unit 4, 265 Smith Road, George ...

[Section I Definitions](index=3&type=section&id=第一節%20釋義) [Definitions of Common Terms](index=3&type=section&id=常用詞語釋義) This section defines common terms used in the report, including names of the company and its subsidiaries, controlling shareholders, associated companies, project names, and important financial and securities market terminology, ensuring clear understanding of the report content - The Company refers to Jiangsu Ning沪 Expressway Co., Ltd., and the Group refers to the Company and its subsidiaries[6](index=6&type=chunk) - The controlling shareholder is Jiangsu Communications Holding Co., Ltd[6](index=6&type=chunk) - The reporting period refers to January 1, 2025 to June 30, 2025[15](index=15&type=chunk) [Section II Company Profile and Key Financial Indicators](index=10&type=section&id=第二節%20公司簡介和主要財務指標) [I. Company Information](index=10&type=section&id=一.%20公司信息) This section provides the company's basic information, including its Chinese name, abbreviation, and legal representative - The company's Chinese name is Jiangsu Ning沪 Expressway Co., Ltd., abbreviated as Ning沪 Expressway[16](index=16&type=chunk)[17](index=17&type=chunk) - The company's legal representative is Chen Yunjiang[16](index=16&type=chunk) [II. Contact Persons and Information](index=10&type=section&id=二.%20聯繫人和聯繫方式) This section provides contact information for the company's Board Secretary, Joint Company Secretary, and Securities Affairs Representative, including names, addresses, phone numbers, faxes, and email addresses - The Board Secretary is Chen Jinjia, contact number 8625-84362700-301838, email jsnh@jsexpwy.com[16](index=16&type=chunk) [III. Brief Introduction to Changes in Basic Information](index=10&type=section&id=三.%20基本情況變更簡介) This section briefly outlines the postal code and website of the company's registered and office addresses, noting no changes in basic information during the reporting period - The company's registered and office addresses are both at No. 6 Xianlin Avenue, Nanjing, Jiangsu Province, China, postal code 210049[18](index=18&type=chunk) - The company's website is http://www.jsexpressway.com[18](index=18&type=chunk) [IV. Brief Introduction to Changes in Information Disclosure and Document Storage Locations](index=11&type=section&id=四.%20信息披露及備置地點變更情況簡介) This section lists the company's selected newspapers for information disclosure, website addresses for semi-annual reports, and document storage locations, noting no changes during the reporting period - The newspapers selected by the company for information disclosure include China Securities Journal, Shanghai Securities News, and Securities Times[20](index=20&type=chunk) - The websites for semi-annual reports include www.sse.com.cn, www.hkexnews.hk, and www.jsexpressway.com[20](index=20&type=chunk) [V. Company Stock Overview](index=11&type=section&id=五.%20公司股票簡況) This section provides an overview of the company's stock listing, including the exchanges, stock abbreviations, and codes for A-shares, H-shares, and ADRs - The company's A-shares are listed on the Shanghai Stock Exchange, stock abbreviation Ning沪 Expressway, code 600377[21](index=21&type=chunk) - The company's H-shares are listed on The Stock Exchange of Hong Kong Limited, stock abbreviation Jiangsu Ning沪 Expressway, code 00177[21](index=21&type=chunk) - The company's ADRs are traded on the US OTC market, code JEXYY[21](index=21&type=chunk) [VII. Key Accounting Data and Financial Indicators](index=12&type=section&id=七.%20公司主要會計數據和財務指標) During the reporting period, the company's operating revenue decreased by 5.56% year-on-year, or 0.99% excluding construction revenue. Total profit, net profit attributable to shareholders, and earnings per share all decreased year-on-year, mainly due to reduced investment income from associates and a change in Jiangsu Bank's dividend cycle. Net cash flow from operating activities increased by 6.47% year-on-year, driven by higher toll revenue and cost reduction measures Key Accounting Data (January-June 2025 vs. Prior Year Period) | 主要会计数据 | Current Period (Jan-Jun) (yuan) | Prior Year Period (yuan) | YoY Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 9,405,722,179.55 | 9,959,934,057.30 | -5.56 | | Total Profit | 3,145,806,373.03 | 3,494,290,323.90 | -9.97 | | Net Profit Attributable to Shareholders of Listed Company | 2,423,880,435.76 | 2,748,469,162.00 | -11.81 | | Net Profit Attributable to Shareholders of Listed Company After Deducting Non-Recurring Gains and Losses | 2,406,583,027.32 | 2,601,312,832.55 | -7.49 | | Net Cash Flow from Operating Activities | 3,277,309,995.91 | 3,078,071,689.81 | 6.47 | | Net Assets Attributable to Shareholders of Listed Company (Period-end) | 40,143,752,833.93 | 38,596,795,651.66 | 4.01 | | Total Assets (Period-end) | 96,134,096,284.84 | 89,886,075,247.13 | 6.95 | Key Financial Indicators (January-June 2025 vs. Prior Year Period) | 主要财务指标 | Current Period (Jan-Jun) | Prior Year Period | YoY Change (%) | | :--- | :--- | :--- | :--- | | Basic Earnings Per Share (yuan/share) | 0.4811 | 0.5456 | -11.81 | | Diluted Earnings Per Share (yuan/share) | 0.4811 | 0.5456 | -11.81 | | Basic Earnings Per Share After Deducting Non-Recurring Gains and Losses (yuan/share) | 0.4777 | 0.5164 | -7.49 | | Weighted Average Return on Net Assets (%) | 5.97 | 7.72 | Decreased by 1.75 percentage points | | Weighted Average Return on Net Assets After Deducting Non-Recurring Gains and Losses (%) | 5.93 | 7.32 | Decreased by 1.39 percentage points | - Operating revenue decreased by **5.56%** year-on-year; excluding the impact of construction revenue, the company's operating revenue decreased by approximately **0.99%** year-on-year[26](index=26&type=chunk) - Total profit, net profit attributable to shareholders of the listed company, and earnings per share decreased year-on-year, mainly due to reduced investment income from associates and changes in Jiangsu Bank's dividend cycle[27](index=27&type=chunk) - Jiangsu Bank's dividend cycle was adjusted, with dividends of approximately **168 million yuan** in the current reporting period, compared to **368 million yuan** in the prior year period, a year-on-year decrease of **54.38%**[27](index=27&type=chunk) - After deducting the impact of Jiangsu Bank's dividends, the net profit attributable to shareholders of the listed company after deducting non-recurring gains and losses was approximately **2.239 billion yuan**, a slight year-on-year increase[27](index=27&type=chunk) - Net cash flow from operating activities increased year-on-year, mainly due to increased toll revenue and cost reduction and efficiency improvement measures[28](index=28&type=chunk) [IX. Non-Recurring Gains and Losses Items and Amounts](index=14&type=section&id=九.%20非經常性損益項目和金額) This section lists the non-recurring gains and losses items and their amounts for the reporting period, totaling **17,297,408.44 yuan** Non-Recurring Gains and Losses Items and Amounts | Non-Recurring Gains and Losses Item | Amount (yuan) | Notes (if applicable) | | :--- | :--- | :--- | | Gains and losses on disposal of non-current assets | -1,270,886.30 | Mainly asset disposal gains recognized from the cessation of toll collection on Luma First-Class Highway in the prior year period | | Government subsidies recognized in current profit or loss | 3,207,939.90 | | | Fair value changes and disposal gains/losses of financial assets and liabilities held by non-financial enterprises, excluding effective hedge accounting related to normal business operations | -488,183.43 | Mainly fair value change gains of approximately -55,262 thousand yuan recognized from other non-current financial assets such as Guochuang Kaiyuan Phase II Fund held by subsidiaries, dividend income of approximately 30,823 thousand yuan from Guochuang Kaiyuan Phase II Fund, and income of approximately 23,951 thousand yuan from short-term bank wealth management products | | Custody fee income from entrusted operations | 29,295,318.19 | | | Other non-operating income and expenses apart from the above | -15,918,289.95 | Mainly road asset damage repair expenses incurred in the current reporting period | | Less: Income tax impact | -3,999,225.39 | | | Impact on minority interests (after tax) | 1,527,715.36 | | | Total | 17,297,408.44 | | [Section III Management Discussion and Analysis](index=16&type=section&id=第三節%20管理層討論與分析) [I. Description of the Company's Industry and Main Business During the Reporting Period](index=16&type=section&id=一.%20報告期內公司所屬行業及主營業務情況說明) As Jiangsu Province's sole listed road and bridge investment and operation company, the company's main business involves investing, constructing, operating, and managing toll roads and bridges within Jiangsu, while also expanding into service area operations and clean energy. As of the end of the reporting period, the company controlled and participated in road and bridge projects totaling approximately **1,000 kilometers**, with total assets of approximately **96.134 billion yuan** and net assets attributable to shareholders of approximately **40.144 billion yuan** - The company was registered and established in Jiangsu Province on August 1, 1992, and is Jiangsu Province's sole listed road and bridge investment and operation company[35](index=35&type=chunk) - Its main business involves the investment, construction, operation, and management of toll roads and bridges within Jiangsu Province, and the development of ancillary service area operations along expressways[35](index=35&type=chunk) - As of the end of the reporting period, the company controlled 12 operational road and bridge projects, 3 new road and bridge projects, and participated in 4 road and bridge projects, with a total mileage of approximately **1,000 kilometers**[35](index=35&type=chunk) - The company's operating area is located in the Yangtze River Delta region, with its core asset, the Jiangsu section of the Shanghai-Nanjing Expressway, connecting 6 major cities: Shanghai, Suzhou, Wuxi, Changzhou, Zhenjiang, and Nanjing[36](index=36&type=chunk) - The company actively explores and develops 'Transportation+' and clean energy businesses to expand profit margins and achieve sustainable development[36](index=36&type=chunk) Company Asset Status (As of June 2025) | Indicator | Amount (yuan) | | :--- | :--- | | Total Assets | 96.134 billion yuan | | Net Assets Attributable to Shareholders of Listed Company | 40.144 billion yuan | [II. Discussion and Analysis of Operations](index=19&type=section&id=二.%20經營情況的討論與分析) During the reporting period, the company focused on its core road and bridge business, deepened intelligent transformation, cultivated new growth drivers in "Transportation+" and clean energy, and improved operational efficiency through cost reduction. Road and bridge investments continued, smart transportation achieved significant results, and toll revenue increased by 1.65% year-on-year. Ancillary services revenue slightly decreased but gross margin improved. Clean energy electricity sales revenue slightly declined due to wind resource impacts. Real estate performance significantly decreased due to lower delivery scale. Investment income from associates decreased, mainly due to Jiangsu Bank's dividend cycle adjustment - The company is committed to the primary task of high-quality development, forging new competitive advantages through innovation, focusing on its core road and bridge business, cultivating new growth poles in 'Transportation+', and realizing potential through cost reduction and efficiency improvement[44](index=44&type=chunk) Company Key Operating Data (January-June 2025) | Indicator | Amount (yuan) | YoY Change | | :--- | :--- | :--- | | Operating Revenue | 9.406 billion yuan | Decreased by 5.56% | | Operating Revenue Excluding Construction Revenue | 5.883 billion yuan | Decreased by 0.99% | | Total Profit | 3.146 billion yuan | Decreased by 9.97% | | Net Profit Attributable to Shareholders of Listed Company | 2.424 billion yuan | Decreased by 11.81% | | Earnings Per Share | 0.4811 yuan | | | Net Operating Cash Flow | 3.277 billion yuan | | | Weighted Average Return on Net Assets | 5.97% | | [1. Road and Bridge Core Business](index=20&type=section&id=1.%20路橋主業) In the road and bridge core business, multiple new and expansion projects, including the Ningyang Yangtze River Bridge North Connection, Xiyi Expressway South Section Expansion, Xitai Project, Danjin Project, and Guangjing North Section Expansion, continued to advance with significant cumulative construction investment. In operations and maintenance, the company deepened smart transportation, upgraded smart expansion model algorithms, strengthened emergency rescue capabilities, and innovated a "low-altitude + transportation" management model, enhancing road traffic efficiency and safety. Operationally, toll revenue increased by **1.65%** year-on-year, with Ning沪 Expressway's average daily toll revenue growing by **8.18%**, though some road sections experienced reduced traffic and revenue due to construction - The Ningyang Yangtze River Bridge North Connection project has accumulated construction investment of approximately **4.217 billion yuan**, accounting for **60.37%** of the total investment, and is expected to open fully by the end of 2025[45](index=45&type=chunk) - The Xiyi Expressway South Section Expansion project has accumulated construction investment of approximately **3.852 billion yuan**, accounting for **49.67%** of the total investment, and is expected to be completed and open to traffic by the end of June 2026[45](index=45&type=chunk) - The company upgraded its smart expansion model algorithms to enhance road capacity, with the Wuxi section of Ning沪 Expressway reaching a single-day cross-section traffic volume of **284,100 vehicles** during the May Day holiday, setting a new historical record[47](index=47&type=chunk) - Emergency rescue deployment was strengthened, increasing regular clearance stations to **71**, reducing average rescue arrival time by **23.81%** to **8 minutes**, and average handling time by **27.87%** to **17.75 minutes**[47](index=47&type=chunk) - A 'drone real-time data + human experience' integrated decision-making model was established, creating the nation's first standardized integrated dispatch and clearance operation process with drone participation on expressways, improving accident scene traffic efficiency by **30%**[47](index=47&type=chunk) Road and Bridge Core Business Operating Data (January-June 2025) | Indicator | Reporting Period | Prior Year Period | YoY Change | | :--- | :--- | :--- | :--- | | Toll Revenue | 4.604 billion yuan | | Increased by 1.65% | | Ning沪 Expressway Average Daily Toll Revenue | 14.711 million yuan | 13.599 million yuan | Increased by 8.18% | | Total Weighted Average Traffic Volume of Company-Controlled Road Network | 71,253 vehicles/day | 73,323 vehicles/day | -2.82% | | Total Traffic Volume of Ning沪 Expressway | 120,539 vehicles/day | 116,703 vehicles/day | 3.29% | - Toll revenue for some road sections, such as Yanjiang Expressway, Ningchang Expressway, Zhenli Expressway, Xiyi Expressway, Changyi Expressway, Guangjing Expressway, and Xicheng Expressway, decreased year-on-year due to renovation and expansion construction[55](index=55&type=chunk) [2. Ancillary Services Business](index=26&type=section&id=2.%20配套服務業務) During the reporting period, ancillary services revenue decreased by **2.15%** year-on-year, primarily due to lower oil product sales prices, though oil product sales volume increased. Service area leasing and other business revenue grew by **21.15%** year-on-year, benefiting from a new round of commercial leasing. The gross margin for ancillary services increased by **2.12 percentage points** year-on-year. The company actively deployed new energy charging facilities, adding **202** charging spaces, and innovated service area operating models by creating integrated complexes and distinctive renovation projects Ancillary Services Business Revenue and Gross Margin (January-June 2025) | Indicator | Amount (thousand yuan) | YoY Change | | :--- | :--- | :--- | | Ancillary Services Business Revenue | 827,919 | Decreased by 2.15% | | Oil Product Sales Revenue | 719,449 | Decreased by 4.80% | | Service Area Leasing and Other Business Revenue | 103,851 | Increased by 21.15% | | Ancillary Services Business Gross Margin | | Increased by 2.12 percentage points | | Ancillary Services Business Gross Margin Excluding Clearance Services | 12.39% | Increased by 2.25 percentage points | - During the reporting period, a total of **202** new charging spaces were added, bringing the total to **412**, significantly enhancing the new energy charging service capacity in service areas[57](index=57&type=chunk) - The Xianrenshan Service Area's 'wind-solar-storage-charging-swapping' integrated project received CQC zero-carbon certification, capable of reducing carbon emissions by **2,756.32 tons** annually[57](index=57&type=chunk) - The first 'service area + logistics + RV camp' complex was built in Gehu Service Area, and Maoshan Service Area underwent a 'lake view ecological' special renovation, both showing increased traffic and revenue[57](index=57&type=chunk) [3. Clean Energy Business](index=27&type=section&id=3.%20清潔能源業務) The clean energy business, operated by subsidiary Yunshan Qingneng Company, had a total grid-connected installed capacity of **652 megawatts** as of the end of the reporting period, producing **469 million kWh** of clean energy. Electricity sales revenue decreased by **3.70%** year-on-year, mainly due to wind resource impacts. The company actively promoted integrated transportation-energy projects, with total installed capacity exceeding **100 megawatts**, and developed a digital management platform, while the Rudong offshore wind power project successfully passed CCER project registration and review - As of the end of the reporting period, Yunshan Qingneng Company's grid-connected projects had a total installed capacity of **652 megawatts** (including equity-based installed capacity)[59](index=59&type=chunk) Clean Energy Business Data (January-June 2025) | Indicator | Amount/Quantity | | :--- | :--- | | Clean Energy Electricity Production | 469 million kWh | | Electricity Sales Revenue | 335.22 million yuan | - Electricity sales revenue decreased by **3.70%** year-on-year, mainly due to the impact of wind resources, with reduced grid-connected electricity generation from the Rudong offshore wind power project[59](index=59&type=chunk) - Successfully completed **9** integrated transportation-energy projects, achieving full capacity grid-connected power generation at **18** sites with a scale of nearly **50 megawatts**, bringing the total installed capacity of integrated transportation-energy to over **100 megawatts**[60](index=60&type=chunk) - Successfully developed digital products such as the Yunshan Oasis (Yoasis) integrated transportation-energy management platform and microgrid EIS smart gateway devices[60](index=60&type=chunk) - The Rudong offshore wind power project successfully passed the review by the national certified voluntary emission reduction (CCER) project registration authority[60](index=60&type=chunk) [4. Real Estate Business](index=28&type=section&id=4.%20地產業務) Real estate performance, operated by subsidiaries Ning沪 Real Estate Company and Hanwei Company, saw real estate sales revenue of approximately **19.032 million yuan** recognized during the reporting period, a significant year-on-year decrease of **84.93%**, primarily due to a smaller scale of real estate project deliveries compared to the prior year. The company continued to promote the destocking of existing projects and, using its own commercial real estate as a platform, established a smart transportation industry collaborative innovation center, attracting several well-known enterprises Real Estate Sales Revenue (January-June 2025) | Indicator | Amount (thousand yuan) | YoY Change | | :--- | :--- | :--- | | Real Estate Sales Revenue | 19,032 | Decreased by 84.93% | - The significant decrease in real estate sales revenue was mainly due to a smaller scale of real estate project deliveries compared to the prior year period[61](index=61&type=chunk) - The company revitalized existing assets through innovative sales models and established a smart transportation industry collaborative innovation center, attracting several well-known enterprises such as Huashe Design Group, Sujiaoke Group, and Wanbang Digital Energy[61](index=61&type=chunk) [5. Other Businesses](index=28&type=section&id=5.%20其他業務) During the reporting period, investment income from associate and joint venture road and bridge companies was approximately **274.485 million yuan**, a year-on-year decrease of **26.56%**. Investment income from associate and joint venture financial companies was approximately **50.403 million yuan**, a slight year-on-year increase of **0.43%**. The Group received dividends of approximately **321.799 million yuan** from Jiangsu Bank, Jiangsu Leasing, and Guochuang Kaiyuan Phase II Fund, a year-on-year decrease of **37.75%**, primarily due to Jiangsu Bank's dividend cycle adjustment. Revenue from subsidiaries' advertising operations and management services increased by **5.20%** year-on-year Other Business Investment Income and Dividend Distribution (January-June 2025) | Indicator | Amount (thousand yuan) | YoY Change | | :--- | :--- | :--- | | Investment Income from Associate and Joint Venture Road and Bridge Companies | 274,485 | Decreased by 26.56% | | Investment Income from Associate and Joint Venture Financial Companies | 50,403 | Increased by 0.43% | | Dividends Received from Jiangsu Bank, Jiangsu Leasing, and Guochuang Kaiyuan Phase II Fund | 321,799 | Decreased by 37.75% | | Revenue from Subsidiaries' Advertising Operations and Management Services | 96,190 | Increased by 5.20% | - The decrease in traffic volume on the Yanjiang Expressway due to renovation and expansion led to a year-on-year decline in its contribution to investment income[62](index=62&type=chunk) - The adjustment of Jiangsu Bank's dividend cycle, resulting in a significant reduction in dividends compared to the prior year period, was the main reason for the decrease in the Group's total dividends received[62](index=62&type=chunk) [III. Analysis of Core Competitiveness During the Reporting Period](index=29&type=section&id=三.%20報告期內核心競爭力分析) The company's core competitiveness stems from its unique geographical advantage, high-quality road and bridge assets, leading operational philosophy, professional management team, comprehensive risk management, and robust financing platform. Operating in the core Yangtze River Delta region, the company possesses excellent road and bridge assets and extensive operational management experience, actively building digital expressways and smart transportation. A professional management team and sound risk management system ensure stable development, while dual-listing and high credit ratings provide smooth financing channels - The company's operating area is located in China's most dynamic Yangtze River Delta region, and its controlled or participated road and bridge projects are core components of the land transportation corridors in Jiangsu's southern riverside and Shanghai-Nanjing industrial belts[65](index=65&type=chunk) - The Group's core road and bridge assets are all central arteries of Jiangsu Province's expressway network, with excellent asset quality and demonstrated synergistic benefits, laying the foundation for stable performance growth[65](index=65&type=chunk) - The Group is committed to highway operations, having accumulated rich experience, and the performance growth of the Jiangsu section of Ning沪 Expressway demonstrates its competitive advantage in highway operation and management, with efforts focused on building digital expressways and smart transportation[66](index=66&type=chunk) - The Group possesses a professional and experienced operation and management team that optimizes its asset portfolio through capital operations, effectively reducing operating costs and risks[66](index=66&type=chunk) - The Group has established a risk-oriented comprehensive risk control system to enhance risk governance capabilities and achieve stable development[67](index=67&type=chunk) - The Group is dual-listed and trades in three locations, with stable operations, high credit ratings, and smooth financing channels, which helps optimize its financing structure and reduce financing costs[67](index=67&type=chunk) [IV. Key Operating Performance During the Reporting Period](index=31&type=section&id=四.%20報告期內主要經營情況) During the reporting period, the company's operating revenue and costs both decreased due to reduced investment in road and bridge projects. Selling expenses decreased, while administrative expenses increased, and financial expenses decreased due to lower LPR and effective financing measures. Net cash flow from operating activities increased, net cash flow from investing activities decreased, and net cash flow from financing activities declined. Fair value change gains and investment income both significantly decreased, mainly affected by the conversion of financial assets into shares and Jiangsu Bank's dividend adjustment. The asset-liability structure remained reasonable, but both total asset-liability ratio and net asset-liability ratio increased. The company continued to advance road and bridge project construction investments and actively expanded financing channels to reduce financing costs [(I) Analysis of Main Business](index=31&type=section&id=（一）%20主營業務分析) During the reporting period, the company's operating revenue decreased by **5.56%** year-on-year, and operating costs decreased by **9.80%** year-on-year, mainly due to reduced investment in road and bridge projects. The gross margin increased to **33.17%**. The gross margin of the toll road business grew, and that of ancillary services increased due to higher service area leasing income, but oil product sales revenue declined. Real estate sales revenue significantly decreased, and the gross margin of electricity sales decreased due to wind resource impacts Analysis of Changes in Financial Statement Items (January-June 2025 vs. Prior Year Period) | Item | Current Period Amount (yuan) | Prior Year Period Amount (yuan) | Change (%) | | :--- | :--- | :--- | :--- | | Operating Revenue | 9,405,722,179.55 | 9,959,934,057.30 | -5.56 | | Operating Cost | 6,286,265,783.44 | 6,969,424,373.38 | -9.80 | | Selling Expenses | 2,781,383.79 | 3,089,120.38 | -9.96 | | Administrative Expenses | 111,165,157.76 | 106,929,283.20 | 3.96 | | Financial Expenses | 438,174,476.39 | 474,594,731.87 | -7.67 | | Net Cash Flow from Operating Activities | 3,277,309,995.91 | 3,078,071,689.81 | 6.47 | | Net Cash Flow from Investing Activities | -5,382,175,611.35 | -5,522,119,761.32 | -2.53 | | Net Cash Flow from Financing Activities | 1,968,143,425.63 | 2,290,936,316.02 | -14.09 | | Fair Value Change Gains | -55,262,309.57 | 38,913,161.37 | -242.01 | | Investment Income | 700,460,481.47 | 1,049,155,694.96 | -33.24 | | Asset Disposal Gains | -1,270,886.30 | 54,946,241.84 | -102.31 | | Credit Impairment Losses | -16,206,468.46 | -108,514.99 | 14,834.77 | | Net Amount of Other Comprehensive Income After Tax | 1,631,726,343.82 | 496,879,246.91 | 228.39 | - Changes in operating revenue and operating costs were mainly due to a year-on-year decrease in construction investment in road and bridge projects during the current reporting period, with a corresponding reduction in construction period revenue and costs[71](index=71&type=chunk) - The decrease in financial expenses was mainly due to the decline in the domestic Loan Prime Rate (LPR) and the company's proactive and effective financing measures, leading to a reduction in the comprehensive borrowing interest rate for interest-bearing debt[72](index=72&type=chunk) - The change in fair value change gains was mainly due to the conversion of Jiangsu Leasing convertible bonds held in the prior year period into shares, which were subsequently measured under other equity instruments[76](index=76&type=chunk) - The decrease in investment income was mainly due to the adjustment of Jiangsu Bank's dividend cycle, resulting in a significant reduction in dividends, and a year-on-year decrease in investment income contributed by associates[76](index=76&type=chunk) Main Business by Industry Segment (January-June 2025) | Industry Segment | Operating Revenue (yuan) | Operating Cost (yuan) | Gross Margin (%) | YoY Change in Operating Revenue (%) | YoY Change in Operating Cost (%) | YoY Change in Gross Margin (percentage points) | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Toll Roads | 4,604,312,011.87 | 1,694,033,128.91 | 63.21 | 1.65 | -4.84 | Increased by 2.51 | | Ancillary Services | 827,919,422.11 | 797,455,512.60 | 3.68 | -2.15 | -4.26 | Increased by 2.12 | | Real Estate Sales | 19,031,630.60 | 18,116,846.68 | 4.81 | -84.93 | -78.55 | Decreased by 28.29 | | Electricity Sales | 335,220,319.45 | 177,662,011.99 | 47.00 | -3.70 | 1.62 | Decreased by 2.77 | | Construction Period Revenue/Cost | 3,523,049,104.99 | 3,523,049,104.99 | 0.00 | -12.33 | -12.33 | – | | Other Businesses | 96,189,690.53 | 75,949,178.27 | 21.04 | 5.20 | -3.41 | Increased by 7.04 | | Total | 9,405,722,179.55 | 6,286,265,783.44 | 33.17 | -5.56 | -9.80 | Increased by 3.14 | - The overall gross margin level of the toll road business increased year-on-year, mainly due to increased toll revenue and reduced maintenance expenses[87](index=87&type=chunk) - The gross margin of ancillary services business increased year-on-year, mainly due to increased service area leasing income, but the net difference for clearance services was **-71.52 million yuan**[87](index=87&type=chunk) - The gross margin of electricity sales business decreased year-on-year, affected by wind resources and other factors, leading to reduced grid-connected electricity generation from offshore wind power projects[87](index=87&type=chunk) Analysis of Operating Cost Composition (January-June 2025) | Industry Segment | Cost Component Item | Current Period Amount (yuan) | Current Period Share of Total Cost (%) | Prior Year Period Amount (yuan) | Prior Year Period Share of Total Cost (%) | YoY Change (%) | Explanation | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Toll Roads | Depreciation and Amortization | 1,059,589,378.75 | 16.85 | 1,041,303,576.87 | 14.94 | 1.76 | | | | Maintenance Costs | 114,286,406.37 | 1.82 | 215,341,580.66 | 3.09 | -46.93 | Partial road sections under jurisdiction closed for construction, reduced scale of centralized road surface maintenance | | Ancillary Services | Raw Materials | 598,281,816.98 | 9.52 | 632,046,431.10 | 9.07 | -5.34 | Decreased unit price of oil product sales, corresponding decrease in procurement costs | | Real Estate Sales | – | 18,116,846.68 | 0.29 | 84,471,749.65 | 1.21 | -78.55 | Real estate project delivery scale smaller than prior year period | | Construction Period Costs | – | 3,523,049,104.99 | 56.04 | 4,018,362,207.04 | 57.66 | -12.33 | Year-on-year decrease in construction investment in road and bridge projects | [(III) Analysis of Assets and Liabilities](index=39&type=section&id=（三）%20資產、負債情況分析) As of the end of the reporting period, the company's total assets were approximately **96.134 billion yuan**, a year-on-year increase of **6.95%**. Accounts receivable increased by **10.93%**, mainly due to higher national subsidies receivable for grid-connected power stations. Inventory decreased by **3.53%**, primarily due to real estate project deliveries. Trading financial assets increased by **39.11%**, mainly due to an increase in wealth management products. Bonds payable increased by **349.96%**, mainly due to the issuance of **4.5 billion yuan** in corporate bonds and medium-term notes. Both the total asset-liability ratio and net asset-liability ratio increased, but management believes the financial leverage ratio is at a safe level. Investment expenditures during the reporting period were approximately **4.427 billion yuan**, a year-on-year increase of **7.64%**, mainly for road and bridge project construction Changes in Assets and Liabilities (As of June 2025 vs. End of Prior Year) | Item Name | Current Period-end Amount (yuan) | Change (%) | Explanation | | :--- | :--- | :--- | :--- | | Accounts Receivable | 2,066,983,203.86 | 10.93 | Mainly due to an increase in national subsidies receivable for grid-connected power stations at the end of the current reporting period compared to the beginning of the period | | Inventory | 1,928,964,304.87 | -3.53 | Mainly due to the delivery and transfer of real estate projects by subsidiaries during the reporting period and reclassification to investment properties | | Long-term Equity Investments | 13,179,281,738.45 | 3.31 | The increase is mainly due to investment income contributed by associates in the current reporting period | | Trading Financial Assets | 4,342,810,000.20 | 39.11 | Mainly due to an increase in wealth management products held by the Group at the end of the current reporting period compared to the beginning of the period | | Prepayments | 16,798,791.48 | 93.32 | Mainly due to an increase in prepaid guarantees and other items in the current reporting period compared to the beginning of the period | | Notes Payable | 87,300,000.00 | -68.74 | Mainly due to a decrease in bank acceptance bills issued by subsidiaries at the end of the current reporting period compared to the beginning of the period | | Other Current Liabilities | 1,357,430,518.01 | -67.15 | Mainly due to the repayment of maturing ultra-short-term financing bonds in the current reporting period, resulting in a decrease in the balance compared to the beginning of the period | | Bonds Payable | 4,496,461,700.84 | 349.96 | Mainly due to the issuance of 4.5 billion yuan in corporate bonds and medium-term notes in the current reporting period | | Special Reserves | 6,412,058.67 | 84.76 | Mainly safety production fees accrued by subsidiaries in the current reporting period | | Total Assets | 96,134,096,284.84 | 6.95 | | | Total Asset-Liability Ratio | 45.79% | Increased by 1.12 percentage points | | | Net Asset-Liability Ratio | 84.46% | Increased by 3.73 percentage points | | - Overseas assets amounted to **72,290.84 USD**, accounting for **0.0005383%** of total assets[107](index=107&type=chunk) Major Restricted Assets (As of June 2025) | Item | Book Value at Period-end (yuan) | Reason for Restriction | | :--- | :--- | :--- | | Bank Deposits | 4,365,000.00 | Bill deposits, etc. | | Intangible Assets | 30,232,352,184.05 | Pledge of expressway toll operating rights | | Accounts Receivable | 1,381,231,483.54 | Pledge of electricity bill collection rights | | Total | 31,617,948,667.59 | | - During the reporting period, the Group implemented planned investment expenditures of approximately **4.427 billion yuan**, an increase of **7.64%** compared to the prior year period, mainly due to increased investment in road and bridge project construction[120](index=120&type=chunk) Major Capital Expenditure Projects (January-June 2025) | Investment Project Name | Amount (yuan) | | :--- | :--- | | Ningyang Yangtze River Bridge and North Connection Project | 473,251,245.71 | | Xiyi Expressway South Section Expansion Project | 1,705,108,419.61 | | Guangjing North Section Expansion Project | 400,015,190.00 | | Xitai Expressway Construction Project | 433,000,000.00 | | Danjin Expressway Construction Project | 784,670,000.00 | | Wufengshan Bridge Project Scope Adjustment and Capital Increase Project | 396,650,000.00 | | Service Area and Toll Station Renovation and Expansion | 11,074,536.83 | | Three Major Systems and Informatization Construction Project | 36,178,154.31 | | Yunshan Qingneng Company Investment in Integrated Transportation-Energy Projects | 100,241,689.84 | | Yunshan Qingneng Company Investment in Market-Oriented Clean Energy Equity Projects | 16,439,878.07 | | Investment in Three Gorges Yunshan Taizhou Hailing Power Generation Co., Ltd. | 14,850,000.00 | | Other Capital Expenditures of the Group | 55,938,835.52 | | Total | 4,427,417,949.89 | - As of the end of the reporting period, the principal balance of interest-bearing debt was approximately **34.678 billion yuan**, an increase of approximately **1.272 billion yuan** from the beginning of the period, with short-term interest-bearing debt accounting for approximately **5.05%** and long-term interest-bearing debt for approximately **94.95%**[123](index=123&type=chunk) - The Group's comprehensive borrowing cost for existing interest-bearing debt was approximately **2.68%**, a year-on-year decrease of approximately **0.46 percentage points**, and approximately **0.77 percentage points** lower than the current Loan Prime Rate (LPR)[123](index=123&type=chunk) - Subsidiary Ning沪 Real Estate Company provides joint and several liability guarantees for mortgage loans of commercial housing purchasers; as of June 30, 2025, the outstanding guaranteed amount was approximately **130.17 million yuan**[127](index=127&type=chunk) - The Group's main operating businesses are all in China, with operating income and major capital expenditures settled in RMB, thus there are no significant foreign exchange risks[128](index=128&type=chunk) [(IV) Analysis of Investment Status](index=49&type=section&id=（四）%20投資狀況分析) During the reporting period, the company continued to efficiently advance road and bridge project construction investments, including the Ningyang Yangtze River Bridge North Connection, Xiyi Expressway South Section Expansion, Xitai Project, Danjin Project, and Guangjing North Section Expansion. In financial assets, the company held private equity funds, stocks, and other wealth management products, with Jiangsu Bank and Jiangsu Leasing stocks designated as financial assets measured at fair value through other comprehensive income. Private equity fund investments included Guochuang Kaiyuan Phase II Fund, Zhongbei Zhiyuan Fund, and Luode Huizhi Fund, whose fair values decreased during the reporting period - The Ningyang Yangtze River Bridge North Connection project invested approximately **114 million yuan** in construction funds during the reporting period, with a cumulative investment of approximately **4.217 billion yuan**, accounting for **60.37%** of the total investment[130](index=130&type=chunk) - The Xiyi Expressway South Section Expansion project invested approximately **1.705 billion yuan** in construction funds during the reporting period, with a cumulative investment of approximately **3.852 billion yuan**, accounting for **49.67%** of the total investment[130](index=130&type=chunk) Financial Assets Measured at Fair Value (As of June 2025) | Asset Category | Period-end Amount (million yuan) | | :--- | :--- | | Private Equity Funds | 1,913.2216 | | Stocks | 12,111.0280 | | Others (Wealth Management Products, etc.) | 4,342.8100 | | Total | 18,367.0596 | - The company holds **782.8708 million shares** (4.27% equity) of Jiangsu Bank, with a market value of approximately **9.183 billion yuan**, accounting for approximately **9.55%** of the Group's total assets[138](index=138&type=chunk) - During the reporting period, the fair value of Guochuang Kaiyuan Phase II Fund decreased by approximately **58.352 million yuan**, Zhongbei Zhiyuan Fund decreased by approximately **268 thousand yuan**, and Luode Huizhi Fund decreased by approximately **561 thousand yuan**[141](index=141&type=chunk)[142](index=142&type=chunk) [(VI) Analysis of Major Controlled and Associate Companies](index=54&type=section&id=（六）%20主要控股參股公司分析) This section presents financial information for the company's major controlled subsidiaries and associate companies. Controlled subsidiaries such as Guangjing Xicheng Company, Zhendan Company, Ning沪 Real Estate Company, Hanwei Company, and Yunshan Qingneng Company experienced fluctuations in operating performance due to construction impacts or wind resources. Wufengshan Bridge Company saw significant performance growth benefiting from increased traffic volume. Ning沪 Investment Company's net profit declined due to a decrease in the fair value of other non-current financial assets. Associate companies contributed approximately **354.71 million yuan** in investment income, with Yanjiang Company's investment income decreasing Major Controlled Subsidiaries Financial Data (January-June 2025) | Company Name | Operating Revenue (yuan) | Net Profit (yuan) | | :--- | :--- | :--- | | Guangjing Xicheng Company | 2,845,337,150.70 | 356,930,829.68 | | Zhendan Company | 52,547,894.54 | -16,535,791.13 | | Wufengshan Bridge Company | 573,879,506.12 | 241,557,871.29 | | Ning沪 Real Estate Company | 77,691,860.27 | 2,234,051.68 | | Ning沪 Investment Company | 12,789,372.16 | -36,160,835.09 | | Hanwei Company | 9,216,963.14 | -4,008,567.45 | | Yunshan Qingneng Company | 336,147,856.72 | 93,400,642.46 | | Xitai Company | 433,000,000.00 | 649,532.59 | | Danjin Company | 784,670,000.00 | 298.92 | - Guangjing Xicheng Company's toll revenue decreased year-on-year, and its operating performance declined year-on-year, affected by the renovation and expansion construction of Huning Expressway and Beijing-Shanghai Expressway[148](index=148&type=chunk) - Wufengshan Bridge Company benefited from increased traffic volume on its operating road network, with a corresponding increase in road and bridge core business operating revenue, leading to a significant year-on-year increase in operating performance[149](index=149&type=chunk) - Ning沪 Investment Company's net profit decreased year-on-year, mainly due to a decrease in the fair value of other non-current financial assets held[150](index=150&type=chunk) - Yunshan Qingneng Company's operating performance decreased year-on-year, affected by wind resources and other factors, with a year-on-year decrease in grid-connected electricity generation from offshore wind power projects[152](index=152&type=chunk) Investment Income Contributed by Associate and Joint Venture Companies (January-June 2025) | Company Name | Investment Income Contributed (yuan) | Share of Net Profit Attributable to Shareholders of the Listed Company (%) | | :--- | :--- | :--- | | Suzhou Expressway Company | 65,911,034.93 | 2.72 | | Yangtze Bridge Company | 182,315,402.68 | 7.52 | | Yanjiang Company | 26,258,505.35 | 1.08 | | Zijin Trust Company | 38,880,000.00 | 1.60 | | Total | Approximately 354.71 million yuan | | - The investment income contributed by Yanjiang Company decreased year-on-year, mainly due to a decline in Yanjiang Company's operating performance caused by renovation and expansion construction[154](index=154&type=chunk) [V. Other Disclosure Matters](index=57&type=section&id=五.%20其他披露事項) The company faces risks from industry policies, competitive landscape changes, project investments, and real estate destocking, and has formulated corresponding countermeasures. Capital expenditures for the second half of 2025 are estimated at approximately **4.946 billion yuan**, mainly for road and bridge project construction. The company has ample financing plans, with registered quotas for ultra-short-term financing bonds and corporate bonds, and bank credit lines. The company continues to deepen its "quality improvement, efficiency enhancement, and return focus" initiative, maintains a high cash dividend payout ratio, and strengthens investor relations management to enhance company value [(I) Potential Risks](index=57&type=section&id=（一）%20可能面對的風險) The company primarily faces risks related to industry policies, changes in the competitive landscape, project investments, and slower-than-expected real estate destocking. To address these, the company closely monitors policy trends, enhances service quality, optimizes investment decisions, and intensifies efforts to destock real estate projects - Industry policy risk: Toll revenue is the main source, and policy adjustments will directly or indirectly affect business revenue. Countermeasures include closely monitoring policy trends, exploring new profit growth points, and building diversified profit models[158](index=158&type=chunk) - Risk of changes in competitive landscape: The improvement of the expressway network and the extension of the railway network may reduce market share. Countermeasures include creating high-quality road conditions, enhancing service quality, promoting the construction of 'smart expressways', and promptly formulating response strategies[159](index=159&type=chunk) - Project investment risk: Under-construction and new road and bridge projects carry the risk of lower-than-expected returns, and investments in financial and quasi-financial products carry market fluctuation risks. Countermeasures include enhancing project research capabilities, establishing scientific investment decision-making procedures, and strengthening post-investment management[160](index=160&type=chunk) - Risk of real estate destocking falling short of expectations: Influenced by market environment and policies, sales cycles may be prolonged. Countermeasures include establishing a risk management system, strengthening policy analysis, transforming operating ideas, and adopting effective preventive measures[161](index=161&type=chunk) [(II) Other Disclosure Matters](index=59&type=section&id=（二）%20其他披露事項) The company's estimated capital expenditures for the second half of 2025 are approximately **4.946 billion yuan**, primarily for road and bridge project construction. The company has smooth financing channels, with registered quotas for ultra-short-term financing bonds and corporate bonds, and bank credit lines, ensuring ample financing. The company actively implements its "quality improvement, efficiency enhancement, and return focus" initiative, has consistently paid cash dividends annually since its listing, with cumulative cash dividends totaling approximately **38.668 billion yuan**, and strengthens investor relations management to enhance company value Estimated Major Capital Expenditure Projects for H2 2025 | Investment Project Name | Amount (yuan) | | :--- | :--- | | Ningyang Yangtze River Bridge and North Connection Project | 26,748,754.29 | | Xiyi Expressway South Section Expansion Project | 729,891,580.39 | | Guangjing North Section Expansion Project | 854,984,810.00 | | Xitai Expressway Construction Project | 1,367,000,000.00 | | Danjin Expressway Construction Project | 465,330,000.00 | | Wufengshan Project Scope Adjustment and Capital Increase Project | 23,959,400.00 | | Service Area and Toll Station Renovation and Expansion | 28,071,463.17 | | Three Major Systems and Informatization Construction Project | 429,899,345.69 | | Yunshan Qingneng Company Investment in Integrated Transportation-Energy Projects | 245,818,310.16 | | Yunshan Qingneng Company Investment in Market-Oriented Clean Energy Equity Projects | 486,510,121.93 | | Investment in Three Gorges Yunshan Taizhou Hailing Power Generation Co., Ltd. | 216,520,000.00 | | Other Capital Expenditures of the Group | 71,300,664.48 | | Total | 4,946,034,450.11 | - As of the end of the reporting period, the company had registered but unissued ultra-short-term financing bonds totaling approximately **2.65 billion yuan**, corporate bonds totaling **7.5 billion yuan**, and bank credit lines of no less than **10 billion yuan**[167](index=167&type=chunk) - The company plans to register a batch of ultra-short-term financing bonds with an issuance size not exceeding **4 billion yuan** and medium-term notes with a size not exceeding **4 billion yuan** in 2025[167](index=167&type=chunk) - Since its listing, the company has consistently paid cash dividends annually, with cumulative cash dividends totaling approximately **38.668 billion yuan** as of the end of the reporting period[170](index=170&type=chunk) - In July 2025, the company implemented its 2024 annual cash dividend, distributing a cash dividend of **0.49 yuan per share** (tax inclusive), totaling **2.468 billion yuan**, an increase of **4.26%** compared to the prior year[170](index=170&type=chunk) - The company highly values investor relations management, organizing domestic and international earnings briefings during the reporting period, actively participating in over **30** investor institutional research and exchange activities, and answering nearly **100** investor hotline inquiries[170](index=170&type=chunk) [Section IV Corporate Governance, Environment, and Society](index=63&type=section&id=第四節%20公司治理、環境和社會) [I. Changes in Directors, Supervisors, and Senior Management](index=63&type=section&id=一.%20公司董事、監事、高級管理人員變動情況) During the reporting period, the company's Board of Directors appointed Mr. Zhu Yuanjun as Deputy General Manager, with no other changes to directors, supervisors, or senior management - On April 28, 2025, the company's Eleventh Board of Directors' Eleventh Meeting appointed Mr. Zhu Yuanjun as Deputy General Manager of the company[173](index=173&type=chunk) [II. Profit Distribution or Capital Reserve Conversion Plan](index=63&type=section&id=二.%20利潤分配或資本公積金轉增預案) The company did not propose a profit distribution plan or a capital reserve conversion to share capital plan for this semi-annual period - The proposed profit distribution plan or capital reserve conversion to share capital plan for this semi-annual period is 'No', with 0 bonus shares, dividends, and conversion shares per 10 shares[174](index=174&type=chunk) [V. Specifics of Consolidating Poverty Alleviation Achievements and Rural Revitalization Efforts](index=65&type=section&id=五.%20鞏固拓展脫貧攻堅成果、鄉村振興等工作具體情況) The company actively fulfills its social responsibilities as a state-owned enterprise, contributing to comprehensive rural revitalization through multi-dimensional measures such as toll fee reductions, financial support, volunteer services, agricultural promotion, and consumption assistance. During the reporting period, the company implemented toll fee reduction policies, donated **500,000 yuan** in special funds to Ganyu District, Lianyungang City, organized agricultural assistance volunteer activities, innovated an "agricultural product + culture" integrated model, and ensured smooth and efficient transportation channels for agricultural production - The company promptly releases toll fee policy information through channels such as toll station entrance display boards and the 96777 consultation platform, enhancing information transparency[178](index=178&type=chunk) Toll Fee Reduction Status in H1 2025 | Reduction Details | Amount (10,000 yuan) | | :--- | :--- | | Green Priority | 7,386.07 | | Combine Harvesters | 96.73 | | Ports | 361.82 | - During the reporting period, the company donated **500,000 yuan** in special funds to Ganyu District, Lianyungang City, specifically supporting local rural revitalization construction projects[179](index=179&type=chunk) - The company organized agricultural assistance volunteer activities, such as the Ningchang Management Office organizing rice transplanting during spring plowing and building a social practice platform for returning college students[180](index=180&type=chunk) - The company explored a new model of integrated 'agricultural product + culture' development, creating a 'highway service station + agricultural assistance platform' service model to enhance the cultural added value of agricultural products[181](index=181&type=chunk) - The company actively built a production-sales matching platform, assisting agricultural product sales through consumption support, such as organizing charity sales of strawberries at Douzhuang Service Area and setting up a 'Maoshan Local Products' display area at Maoshan Toll Station[182](index=182&type=chunk) - The company fully ensured smooth and efficient transportation channels for agricultural production, ensuring unimpeded passage for spring plowing materials and combine harvester transport vehicles during spring plowing and 'Sanxia' busy farming seasons[183](index=183&type=chunk) [Section V Significant Matters](index=67&type=section&id=第五節%20重要事項) [X. Major Related Party Transactions / Connected Transactions](index=68&type=section&id=十.%20重大關聯交易╱關連交易) This section details the company's major related party transactions during and continuing into the reporting period, including those with controlling shareholders and their associates for promotional production, advertising operations, office and land/rooftop leasing, electricity purchase/sale, maintenance technical services, entrusted operation management, official vehicle leasing, service area operating rights leasing, cloud toll technical services, electromechanical system maintenance, road network technical services, training and consulting, labor outsourcing, gas station leasing, goods and services procurement, factoring business, de-icing agent procurement, clean energy power supply engineering operation and maintenance, photovoltaic power station construction and electricity sales, and asphalt and new material procurement. Additionally, it discloses financial services (deposits, loans, credit lines) with the finance company and intercompany borrowings with the controlling shareholder [(I) Related Party Transactions / Continuing Connected Transactions Related to Daily Operations](index=68&type=section&id=（一）%20與日常經營相關的關聯交易╱持續關連交易) The company has multiple daily related party transactions with its controlling shareholder and its associates, covering promotional production, advertising, office and site leasing, electricity purchase and sale, maintenance technical services, entrusted operation management of expressways, official vehicle leasing, service area operating rights leasing, various information technology and technical services, training and consulting, labor outsourcing, gas station leasing, procurement of goods and services, factoring business, de-icing agent procurement, clean energy power supply engineering operation and maintenance, photovoltaic power station construction and electricity sales, and asphalt and new material procurement. These transactions have been disclosed in interim announcements, with some having subsequent progress - The company signed agreements with Jiaotong Media Company for entrusted promotional production services and advertising operation and publishing cooperation. Ning沪 Investment Company's advertising operation and publishing cooperation with Jiaotong Media Company is from May 1, 2022 to April 30, 2025, with the 2025 amount not exceeding **14 million yuan**[187](index=187&type=chunk) - Yunshan Qingneng Company signed a leasing agreement with Jiaokong Commercial Operations Company to lease office space and parking, with a transaction amount not exceeding **2.1227 million yuan** from January 1, 2025 to September 30, 2025[187](index=187&type=chunk) - Several associates of Jiangsu Jiaokong provide land and rooftop leases to Yunshan Qingneng Company for the construction and operation of photovoltaic power generation businesses, with agreement terms typically **20 years**[191](index=191&type=chunk) - The company signed a leasing agreement with Modern Testing Company for the Maqun Engineering Management Center, with a term from January 1, 2023 to April 30, 2025, and total rent of approximately **5.0946 million yuan**[191](index=191&type=chunk) - Sujiaokong Qingneng Jiangsu Company signed land use right leasing contracts with Jiangsu Eastern Expressway Management Co., Ltd. and Ningjingsalt Company for distributed photovoltaic power generation projects, with a contract term of **20 years**[191](index=191&type=chunk)[193](index=193&type=chunk) - The company signed an electricity purchase and sale agreement with Nantong Tiandian Company, with a term from January 1, 2023 to December 31, 2025, and an annual transaction amount not exceeding **38.5 million yuan**[193](index=193&type=chunk) - Sujiaokong Qingneng Jiangsu Company signed an energy management contract with Jing沪 Company, leasing the Fanshui Service Area site for photovoltaic power station construction, offering a **15%** discount on local grid electricity prices for the same period[195](index=195&type=chunk) - The company signed an annual framework agreement with Maintenance Technology Company to provide comprehensive maintenance technical services, including a research service project on mechanical behavior and performance degradation of asphalt pavements with an agreement term until December 31, 2025, and a 2025 amount not exceeding **1.08 million yuan**[196](index=196&type=chunk) - The company signed an annual framework agreement with Jiaotong Media Company to provide entrusted promotional production services, advertising operation and publishing, etc., involving Zhendan Company, Wufengshan Bridge Company, Ning沪 Investment Company, and others[200](index=200&type=chunk) - Yangtze River Management Company signed entrusted operation and management agreements with Yangtze Bridge Company, Guangjing Xicheng Company, Hutong Bridge Company, etc., with terms until December 31, 2026, involving significant amounts[204](index=204&type=chunk) - The company signed an annual framework agreement with Kuailu Company to provide official vehicle leasing and property leasing services; the 2025 official vehicle leasing service agreement term is until April 30, 2024, and the property leasing service agreement term is until March 31, 2026, with the 2025 amount not exceeding **1.5777 million yuan**[207](index=207&type=chunk) - The company signed a contract with Jiaokong Commercial Operations Company to lease part of the operating rights of Ning沪 Expressway Douzhuang Service Area to Jiaokong Commercial Operations Company for a three-year term, with the 2025 amount not exceeding **13 million yuan**[207](index=207&type=chunk) - The company signed a renewal agreement with Yichang Company, where Yichang Company leases the Zhangzhu Service Area gas station to the company for operation and management, with an agreement term until April 30, 2025, and an amount not exceeding **2 million yuan** from January 1, 2025 to April 30, 2025[207](index=207&type=chunk) - The company signed entrusted operation and management agreements with Wufengshan Bridge Company and Susichang Southern Expressway Company, with terms until April 30, 2026, and 2025 amounts not exceeding **55 million yuan** and **58.3 million yuan**, respectively[209](index=209&type=chunk) - The company signed a related party transaction agreement with Tongxingbao Company to provide cloud toll robot services, with the company's 2025 agreement amount not exceeding **1.02 million yuan**[209](index=209&type=chunk) - The company signed a related party transaction agreement with Gandong Technology Company to provide cloud toll FFT2.0 empowerment platform services, with the company's 2025 agreement amount not exceeding **125,000 yuan**[212](index=212&type=chunk) - The company signed an agreement with Gaosu Information Company to provide service area checkpoint upgrade and renovation, operational data upload, and passenger flow recognition leasing services, with an agreement term until December 31, 2026, and a 2025 amount not exceeding **1.6 million yuan**[212](index=212&type=chunk) - The company signed a contract with Jiaokong Commercial Operations Company for Jiaokong Commercial Operations Company to supply goods to Maoshan Service Area supermarket, with a contract term until April 30, 2025, and a 2025 amount not exceeding **1.78 million yuan**[216](index=216&type=chunk) - The company signed a supplementary property leasing agreement with Modern Testing Company, adjusting the rent to **1.69 million yuan/year**, with a leasing term until April 30, 2025[216](index=216&type=chunk) - Sujiaokong Qingneng Jiangsu Company invested in and constructed distributed photovoltaic projects at Yanjiang Expressway Pingwang Service Area, Ningjingsalt Expressway Guocun Service Area, and Jinfeng Service Area + Hutong Bridge Management Office, and signed energy management contracts with relevant companies, offering electricity bill discounts in lieu of site rent[218](index=218&type=chunk)[221](index=221&type=chunk) - The company signed an annual framework agreement with Gandong Technology Company to provide cloud check-in services, expressway management and monitoring system cloud services, status list services, insurance claim collection services for clearance and rescue fees, toll lane FFT2.0 cloud empowerment services, etc., involving multiple subsidiaries and projects[224](index=224&type=chunk)[229](index=229&type=chunk) - The company signed an annual framework agreement with Gaosu Information Company to provide electromechanical system maintenance, service area smart management platform maintenance projects, service area informatization platform promotion and improvement projects, service area cashier audit construction services, provincial network toll system optimization services, etc.[232](index=232&type=chunk) - The company signed an annual framework agreement with Tongxingbao Company to provide cloud dispatch technical services and SD-WAN technical services for network systems, road network technical services, ETC customer service outlet leasing, ETC refueling aggregated payment technical services, service area charging station construction, cloud toll equipment procurement and subsequent network services projects, Longtan Bridge opening related toll equipment procurement and network services projects, etc.[235](index=235&type=chunk)[238](index=238&type=chunk) - The company signed an annual framework agreement with Modern Road and Bridge Company to provide asphalt pavement major and medium repair and maintenance projects, routine maintenance projects, traffic safety facility refinement and upgrade construction projects, expansion joint replacement projects, company headquarters building renovation projects, service area fire pipeline repair projects, and routine maintenance projects for controlled subsidiaries[241](index=241&type=chunk)[242](index=242&type=chunk) - The company signed an annual framework agreement with Modern Testing Company to provide road and bridge inspection and testing services[245](index=245&type=chunk) - The company signed an annual framework agreement with Jiaokong Commercial Operations Company to provide property service outsourcing, material procurement, office space leasing, etc.[246](index=246&type=chunk) - The

Financial Performance - For the six months ended June 30, 2025, the company recorded revenue of approximately RMB 739.8 million, representing a year-on-year increase of 4.3%[10]. - The net profit attributable to shareholders for the same period was RMB 120.9 million, an increase of 2.4% compared to the previous year[10]. - Operating cash flow during the reporting period was RMB 21.0 million, reflecting a significant increase of 180.5% year-on-year[10]. - Total revenue for the six months ended June 30, 2025, reached RMB 46,711.2 million, a 15.2% increase compared to RMB 40,563.4 million for the same period in 2024[18]. - The company's total revenue increased by approximately 4.3% from RMB 709.0 million in the six months ended June 30, 2024, to RMB 739.8 million in the same period of 2025[39]. - Revenue for the six months ended June 30, 2025, was RMB 739,818,000, an increase of 4.3% compared to RMB 709,018,000 for the same period in 2024[92]. - Gross profit for the same period was RMB 233,680,000, slightly up from RMB 232,333,000, indicating a stable gross margin[92]. - Operating profit increased to RMB 152,253,000, up 6.1% from RMB 143,508,000 in 2024[92]. - Net profit rose by approximately RMB 4.1 million or 3.2% to about RMB 131.5 million for the reporting period[6]. - The company reported a pre-tax profit of RMB 159,040,000 for the first half of 2025, compared to RMB 152,938,000 in the same period of 2024, reflecting a year-on-year increase of about 4.1%[118]. Revenue Breakdown - Property management services generated RMB 467.1 million, accounting for 63.1% of total revenue, driven by an increase in managed floor area from 35.4 million square meters to 38.0 million square meters[40]. - Revenue from new first-tier cities accounted for 52.3% of total revenue, increasing from 50.2% year-on-year, with a revenue growth of 19.9%[18]. - The property management segment generated revenue of RMB 467,113,000, while the commercial operations segment contributed RMB 176,613,000, indicating a strong performance in property management[117]. - Revenue from independent third parties accounted for 38.0% of total revenue, with a 15.0% increase year-on-year[25]. - The life services segment achieved revenue of RMB 176.6 million, reflecting a 3.6% year-on-year growth, driven by a 9.2% increase in retail and catering services revenue[29]. Operational Metrics - The company managed 269 contracted properties as of June 30, 2025, a 1.9% increase from 264 properties in the previous year[13]. - The total managed floor area increased to 3,803.5 million square meters, a growth of 7.4% compared to 3,542.9 million square meters in the previous year[13]. - 96.4% of the company's property management revenue came from projects in first-tier, new first-tier, and second-tier cities, an increase of 0.9 percentage points year-on-year[17]. - The management expense ratio decreased by 7.1% to 9.1%, marking the fourth consecutive year of decline[10]. - The company signed third-party project contracts worth RMB 560 million during the reporting period, a 59% increase compared to the same period last year[10]. Cash Flow and Financial Position - The current ratio was 2.4 times as of June 30, 2025, compared to 2.3 times on December 31, 2024, indicating a stable financial position[8]. - The company reported a net cash position of RMB 960,197,000, down from RMB 1,057,754,000, suggesting a need for monitoring cash flow management[93]. - Net cash generated from operating activities was RMB 20,972 thousand, compared to a net cash used of RMB 26,070 thousand in the same period last year[102]. - Cash and cash equivalents decreased by RMB 96,168 thousand, compared to a decrease of RMB 139,609 thousand in the prior year, indicating a reduction in cash burn[102]. Employee and Corporate Governance - Employee costs totaled approximately RMB 181.1 million as of June 30, 2025, compared to RMB 164.1 million as of June 30, 2024[72]. - The company has approximately 3,904 employees as of June 30, 2025, a decrease from 4,036 employees as of June 30, 2024[72]. - The company is committed to maintaining high standards of corporate governance and has complied with all relevant codes since its listing[73]. - The company continues to provide sufficient vocational training to employees to enhance their skills and knowledge[72]. Dividends and Shareholder Information - The company declared an interim dividend of HKD 0.110 per share for the six months ended June 30, 2025, compared to HKD 0.090 per share for the same period in 2024, reflecting a 22.22% increase[81]. - As of June 30, 2025, major shareholders hold 66.92% of the shares, with Adventure Way Pte. Ltd. and Liu Yonghao being significant stakeholders[80]. - Public shareholders hold at least 25% of the company's total issued share capital as of the mid-term report date[84]. Compliance and Audit - The company’s audit committee reviewed the unaudited condensed interim results for the six months ended June 30, 2025[86]. - The company has complied with the relevant provisions of the Listing Rules and International Accounting Standards in preparing its interim financial report[87]. - The review of the interim financial report did not reveal any matters that would lead to a belief that the report was not prepared in accordance with International Accounting Standards[89].

Lottery Market Performance - In 2024, China's annual lottery sales reached approximately RMB623.5 billion, marking a 7.6% increase from 2023[23] - Sales of the Welfare Lottery amounted to approximately RMB208.0 billion, reflecting a 7.0% increase compared to 2023[23] - Sports Lottery sales achieved approximately RMB415.5 billion, representing a 7.9% increase from 2023[23] - The lottery market has grown from RMB373.3 billion in 2021 to RMB623.5 billion in 2024[24] - The public welfare funds raised by the China Sports Lottery exceeded RMB977.9 billion in 2024[24] - The Welfare Lottery raised over RMB41.4 billion in 2024 for public welfare purposes[24] - In 2024, China's lottery market is projected to reach approximately RMB 623.5 billion, representing a growth of about 7.6% compared to 2023[26] - The sales of welfare lottery are expected to be around RMB 208 billion in 2024, increasing by approximately 7.0% year-on-year[26] - The sales of sports lottery are anticipated to be about RMB 415.5 billion in 2024, reflecting a growth of around 7.9% from 2023[26] Digital Marketing and Advertising Trends - Over 90% of advertisers are focusing on new product development in 2024[17] - The digital advertising market in China is rapidly transforming, driven by AI and automation[16] - The advertising market is adapting to macroeconomic changes, with advertisers seeking long-term, high-quality development[17] - The Group's digital marketing services focus on integrating online and offline experiences to enhance customer engagement[33] - The company is focusing on AI digital lottery stores to gather private domain traffic from lottery players and stores, indicating a shift towards digitalization[59] Corporate Strategy and Development - The Group has established business relationships with provincial WLIACs in 23 provinces, covering over 130,000 lottery sales points[28] - The Group aims to enhance its corporate digitalisation solutions by developing its virtual goods sourcing and delivery services in 2024[35] - The introduction of lottery experience tickets is part of the Group's strategy to expand its product offerings and meet customer marketing objectives[25] - The company aims to establish a comprehensive supply chain for tangible goods sourcing and delivery services, with over 3,311 types of stock keeping units (SKUs) to enhance operational efficiency[48] - The focus for 2024 and 2025 includes expanding product offerings and entering new brand partnerships to enhance customer choices[51] - The company aims to expand its services to include more brands in tangible goods sourcing and delivery, enhancing customer choices[120] Financial Performance and Revenue - Revenue from corporate digitalisation solution services reached RMB 125,036,000 in the first half of 2025, representing 100% of total revenue, compared to RMB 108,014,000 in the same period of 2024[83] - The marketing services for enterprises' private domain traffic generated RMB 30,294,000, accounting for 22.3% of total revenue in the first half of 2025, up from 21.4% in 2024[83] - Tangible goods sourcing and delivery services contributed RMB 87,504,000, which is 64.5% of total revenue in the first half of 2025, compared to 43.7% in 2024[83] - Total revenue increased by RMB19.6 million, or 16.8%, from RMB116.2 million for the six months ended 30 June 2024 to RMB135.8 million for the six months ended 30 June 2025[128] - Revenue from corporate digitalisation solution services for the six months ended 30 June 2025 was RMB6.9 million, representing approximately 5.5% of total revenue for that period[108] Cost and Expense Management - Gross profit decreased by approximately 48.2% to approximately RMB21.5 million for the six months ended 30 June 2025, compared to approximately RMB41.5 million for the same period in 2024[133] - Gross profit margin fell from 35.7% for the six months ended 30 June 2024 to 15.9% for the six months ended 30 June 2025[134] - Total cost of sales increased by RMB39.5 million, or 52.9%, from RMB74.7 million for the six months ended 30 June 2024 to RMB114.2 million for the six months ended 30 June 2025[132] - Selling and distribution expenses decreased by approximately RMB0.1 million, or 0.9%, from approximately RMB10.9 million for the six months ended 30 June 2024 to approximately RMB10.8 million for the six months ended 30 June 2025[139] - Administrative expenses decreased by approximately RMB0.5 million, or 3.4%, from approximately RMB14.6 million for the six months ended 30 June 2024 to approximately RMB14.1 million for the six months ended 30 June 2025[141] Employee and Operational Insights - As of June 30, 2025, the company had 229 full-time employees, primarily located in Hangzhou, Shanghai, and Xi'an, China[161] - The company adopts a performance-based remuneration policy for employees, including competitive salaries and bonuses[162] - Total staff costs for the six months ended June 30, 2025, were approximately RMB 23.5 million, a decrease of 7.1% from RMB 25.3 million for the same period in 2024[164][167] Acquisition and Investment Activities - The Company entered into a memorandum of understanding to acquire 100% of the equity interest in Shanghai Maichun Brand Management Company Limited on December 22, 2023[177][182] - The acquisition aims to enlarge the Group's supplier and customer base and diversify its business profile[178][182] - The Group had capital commitments of RMB 18,300,000 for the acquisition of equity interest in Caipingfang Technology Co., Ltd., with 50% of the consideration settled in July 2025[196] - The Board views the acquisition of Target Company B as an attractive investment opportunity that aligns with the Group's business development strategy[188] Financial Position and Borrowings - As of June 30, 2025, the Group had interest-bearing borrowings of approximately RMB 98.5 million, an increase from RMB 87.5 million as of December 31, 2024[169][174] - The effective interest rates on borrowings ranged from 2.7% to 4.8% for the six months ended June 30, 2025[171][174] - The Group's gearing ratio as of June 30, 2025, was 34.0%, up from 28.0% as of December 31, 2024[172][175] - Cash and cash equivalents decreased by RMB 35.3 million from RMB 139.0 million as of December 31, 2024, to RMB 103.7 million as of June 30, 2025[172][175]

���� 中期報告 INTERIM REPORT STOCK CODE 股份代號: 01918.HK 融創中國控股有限公司 SUNAC CHINA HOLDINGS LIMITED INTERIM REPORT 2025 中期報告 Sunac China Holdings Limited (the "Company" and, together with its subsidiaries, the "Group") is a company incorporated in the Cayman Islands with limited liability, whose shares are listed on the Main Board of The Stock Exchange of Hong Kong Limited (the "Stock Exchange") from 2010. With the brand philosophy of "passion for perfection", the Group is committed to providing wonderful living env ...

Financial Performance - For the six months ended June 30, 2025, the group's total revenue was approximately HKD 76.6 million, a decrease of about 38.6% compared to HKD 124.7 million in the same period last year[8]. - The group recorded a loss attributable to equity holders of approximately HKD 36.9 million, an increase of about 86.4% from a loss of HKD 19.8 million in the previous year[8]. - Revenue from the cold storage and related services business decreased by approximately 33.2%, while revenue from food and beverage trading and sales in mainland China decreased by approximately 61.8%[8]. - The company reported a pre-tax loss of HKD 36,930,000 for the six months ended June 30, 2025, compared to a loss of HKD 19,764,000 for the same period in 2024[31]. - The net loss attributable to equity holders for the period was HKD 36,930,000, resulting in a basic and diluted loss per share of HKD 1.27[32]. - The group reported a net loss of HKD 36,930,000 for the six months ended June 30, 2025, compared to a loss of HKD 19,764,000 for the same period in 2024, indicating a worsening financial performance[41][49]. - Other comprehensive income for the period included a foreign exchange gain of HKD 319,000, contributing to a total comprehensive loss of HKD 36,674,000[32]. Revenue and Operations - The group faced challenges due to a changing consumer behavior, with many local consumers opting for cross-border shopping, impacting demand for storage and logistics services[10]. - The trading business in mainland China continues to operate with a focus on high-margin wholesale channels and selected retail products, while streamlining the distribution network[12]. - The group maintains close ties with well-known supermarket brands and is expanding its convenience store network to stabilize operations and build long-term partnerships[14]. - The number of visitors to Hong Kong is expected to increase by 12% year-on-year to over 24 million in the first half of 2025, benefiting the frozen warehouse and logistics segment[16]. - The GDP growth in mainland China for the first half of 2025 is projected at 5.3%, with the IMF raising the full-year forecast to 4.8%[17]. Cost Management and Efficiency - The group has optimized warehouse operations by relocating from the decommissioned Tsing Yi warehouse to the upgraded Kwai Hoi Street facility, improving overall efficiency and resource allocation[11]. - The company continues to focus on cost control measures without significantly impacting daily operations, targeting non-core positions[30]. - The total employee-related costs for the six months ended June 30, 2025, were approximately HKD 29,425,000, a reduction of 12.5% from HKD 33,696,000 in the previous year[30]. Financing and Capital Structure - Recent significant financing activities, including the subscription of new shares and convertible bonds, have injected new capital, improved liquidity, and allowed for debt repayment[15]. - As of June 30, 2025, the company's bank and cash balance is approximately HKD 21.6 million, down from HKD 59.8 million as of December 31, 2024, primarily due to the repayment of bonds[19]. - The company's debt-to-equity ratio as of June 30, 2025, is approximately -176.3%, improved from -524.6% as of December 31, 2024[19]. - The company has repaid HKD 15 million of its bonds during the six months ended June 30, 2025, with an outstanding bond principal of HKD 70 million[20]. - The group plans to implement cost control measures and new financing arrangements to ensure sufficient working capital for the next twelve months[42]. Share Options and Equity - The total number of shares available for issuance under the 2025 Share Option Scheme is 29,011,040, representing 10% of the issued share capital as of the reporting date[78]. - The company approved a new share option plan on May 29, 2025, which is effective for ten years, replacing the previous plan[74]. - The total number of unexercised stock options across all categories amounts to 23,208,832 as of June 30, 2025[97]. - The company has conditionally agreed to issue convertible bonds worth HKD 15,000,000, convertible into 312,434,909 shares at a conversion price of HKD 0.04801 per share[128]. Governance and Compliance - The audit committee reviewed the unaudited consolidated results for the six months ending June 30, 2025, and found them compliant with applicable accounting standards and regulations[159]. - The company has adopted a risk management and internal control system, which is regularly reviewed and assessed for effectiveness[160]. - The board believes that the ongoing litigation will not have a significant impact on the company's business or financial condition[154]. - As of June 30, 2025, the company has not appointed a chairman, which deviates from the corporate governance code requiring the separation of roles between the chairman and CEO[155].

Beijing Airdoc Technology Co., Ltd. (A joint stock company incorporated in the People's Republic of China with limited liability) （於中華人民共和國註冊成立的股份有限公司） Stock Code 股份代號：2251 Interim Report 中 期 報 告 2025 2025 CONTENTS 目 錄 2 Corporate Information 公司資料 6 Financial Summary 財務概要 7 Management Discussion and Analysis 管理層討論與分析 44 Other Information 其他資料 65 Independent Review Report 獨立審閱報告 67 Interim Condensed Consolidated Statement of Profit or Loss 中期簡明綜合損益表 68 Interim Condensed Consolidated Statement of Comprehensiv ...

[China XLX Culture](index=2&type=section&id=China%20XLX%20Culture) The company adheres to an integrity-driven culture and a spirit of self-reliance, aiming to create maximum societal value with minimal resources, focusing on proactivity and results - The company adheres to a culture of **integrity** and the spirit of "striving hard to meet others' needs"[8](index=8&type=chunk) - Committed to creating the **greatest value for society with the fewest resources**[8](index=8&type=chunk) - Corporate culture emphasizes self-accountability, proactivity, and **results over process**[9](index=9&type=chunk) [Company Profile](index=4&type=section&id=Company%20Profile) China XLX Fertiliser aims to be China's most respected fertilizer group, pursuing efficient, high-end, and lean development through "fertilizer-based, high-quality growth" and "low-cost differentiation" strategies, guided by six core principles - Corporate Vision: Committed to becoming **China's most respected fertilizer enterprise group**[14](index=14&type=chunk) - Core Mission: Achieve **efficient, high-end, and lean development** for the group[14](index=14&type=chunk) - Adheres to two major development and operating strategies: "**fertilizer as foundation, high-quality development**" and "**low-cost differentiation**"[15](index=15&type=chunk) - Six development principles include strategic direction, pursuit of excellence, pragmatic and efficient management, key capability enhancement, development risk control, and **customer orientation**[16](index=16&type=chunk)[17](index=17&type=chunk)[18](index=18&type=chunk)[19](index=19&type=chunk)[20](index=20&type=chunk)[21](index=21&type=chunk) [Corporate Information](index=6&type=section&id=Corporate%20Information) This section details China XLX Fertiliser's key corporate information, including board members, committees, senior management, stock code, and company website - Board members include Executive Directors Liu Xingxu (Chairman), Zhang Qingjin, Yan Yunhua, and Independent Non-executive Directors Wang Jianyuan, Li Shengxiao, Wang Weiren, Li Hongxing[22](index=22&type=chunk) - Established Audit Committee, Remuneration Committee, and Nomination Committee, each chaired by an **Independent Non-executive Director**[22](index=22&type=chunk) - Chief Executive Officer is Song Wanlei, and Chief Financial Officer and Data Protection Officer is Wang Yonghong[24](index=24&type=chunk) - Company stock code is **1866**, and the company website is **www.chinaxlx.com.hk**[27](index=27&type=chunk) [Management Discussion and Analysis](index=9&type=section&id=Management%20Discussion%20and%20Analysis) This report covers China XLX Fertiliser's H1 2025 performance, showing 5% revenue growth despite a 19% net profit decline due to lower gross profit, with strategic projects advancing [Business Review](index=9&type=section&id=(I)%20BUSINESS%20REVIEW) H1 2025 saw product prices rebound in Q2, driving a **5% revenue increase to RMB12.666 billion**, but overall gross profit fell **13%** and net profit **13%** (9% ex-non-recurring items), despite strong Q2 performance 2025年上半年简明综合全面收入表关键数据 | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Comprehensive Revenue | 12,666,000 | 12,061,000 | +5% | | Overall Gross Profit | - | - | -13% | | Net Profit Attributable to Owners | 88,000 (Decrease) | - | -13% | | Net Profit Attributable to Owners (Excluding Non-recurring Items) | - | - | -9% | | Q2 Net Profit Quarter-on-Quarter Growth | 259,000 | - | +104% | - **Urea product gross profit decreased by nearly 44%** year-on-year, primarily contributing to the decline in the group's overall gross profit[30](index=30&type=chunk) - Q2 urea and melamine average selling prices increased by **10% and 11%** quarter-on-quarter, respectively[31](index=31&type=chunk) - Q2 compound fertilizer and melamine sales volumes increased by **29% and 20%** quarter-on-quarter, respectively[31](index=31&type=chunk) [Fertiliser Segment](index=10&type=section&id=FERTILISER%20SEGMENT) The fertiliser segment saw mixed H1 2025 results: urea revenue fell **16%** (price down **19%**, volume up **4%**, gross margin down **10pp**), while compound fertilizer revenue grew **5%** (volume up **8%**, gross margin down **2pp**) [Urea](index=10&type=section&id=UREA) H1 2025 urea sales revenue fell **16% to RMB3.225 billion** (price down **19%**, volume up **4%**), with gross margin dropping from **31% to 21%**, partially offset by cost optimization | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 3,225,000 | 3,834,000 | -16% | | Average Selling Price | - | - | -19% | | Sales Volume | - | - | +4% | | Export Volume | - | - | +47,000 tonnes | | Gross Margin | 21% | 31% | -10 percentage points | - Urea prices increased by **10%** quarter-on-quarter in Q2[35](index=35&type=chunk) - Dual-coal blending technology reduced front-end coal gasification production costs by **1%**; coal prices decreased by **20%** year-on-year, leading to a **7% reduction in average production costs**[36](index=36&type=chunk) [Compound Fertilisers](index=10&type=section&id=COMPOUND%20FERTILISERS) H1 2025 compound fertilizer sales revenue grew **5% to RMB3.566 billion** (volume up **8%**), but gross margin fell **2 percentage points** due to rising raw material costs | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 3,566,000 | 3,410,000 | +5% | | Sales Volume | - | - | +8% | | High-efficiency Fertilizer Sales Volume | - | - | +11% | | Gross Margin | 16% | 18% | -2 percentage points | - The Guangxi production base successfully commenced operations, serving market demand in Guangdong, Guangxi, and Hainan[37](index=37&type=chunk) - Prices of key compound fertilizer raw materials, potash and phosphate, continued to rise by **24% and 6%** year-on-year, respectively, leading to a **1% increase in production costs**[40](index=40&type=chunk) [Chemical Segment](index=11&type=section&id=CHEMICAL%20SEGMENT) H1 2025 chemical segment performance varied: methanol revenue up **27%** (volume up **28%**); liquid ammonia revenue down **20%** (gross margin up **2pp**); melamine revenue down **5%** (gross margin up **1pp**); and DMF revenue down **1%** (gross margin up **5pp**) [Methanol](index=11&type=section&id=METHANOL) H1 2025 methanol sales revenue grew **27% to RMB1.642 billion** (volume up **28%**), with gross margin stable at **8%**, supported by strategic supplier agreements and increased exports | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 1,642,000 | 1,291,472 | +27% | | Sales Volume | - | - | +28% | | Gross Margin | 8% | 8% | Flat | - Stabilized selling prices and increased methanol export volumes through **strategic long-term agreements with upstream suppliers**[41](index=41&type=chunk) [Liquid Ammonia](index=11&type=section&id=LIQUID%20AMMONIA) H1 2025 liquid ammonia sales revenue fell **20% to RMB533 million** (volume down **6%**, price down **15%**), but gross margin rose **2 percentage points to 13%** due to a **16% average cost reduction** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 533,000 | 668,000 | -20% | | Sales Volume | - | - | -6% | | Selling Price | - | - | -15% | | Gross Margin | 13% | 11% | +2 percentage points | - The Xinxiang base implemented a flexible "methanol-up, ammonia-down" adjustment strategy, leading to a **6% year-on-year decrease in self-produced liquid ammonia volume**[43](index=43&type=chunk) - Liquid ammonia trade volume increased by **2%** year-on-year, compensating for the reduction in self-produced external sales[43](index=43&type=chunk) - Average costs decreased by **16%** year-on-year, with raw coal procurement costs down **14%** and total ammonia steam consumption down **2%**[47](index=47&type=chunk) [Melamine](index=12&type=section&id=MELAMINE) H1 2025 melamine sales revenue fell **5% to RMB378 million** (price down **9%**, volume up **5%**), with gross margin rising **1 percentage point to 31%** due to overseas market expansion and **10% average cost reduction** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 378,000 | 397,466 | -5% | | Average Selling Price | - | - | -9% | | Sales Volume | - | - | +5% | | Gross Margin | 31% | 30% | +1 percentage point | - Actively adjusted domestic and international trade marketing proportions, vigorously expanded overseas markets, adding new markets such as **Germany, Poland, and Spain**[48](index=48&type=chunk) - The Xinjiang base effectively reduced production costs by **5%** through multi-coal blending technology, leading to a **10% year-on-year decrease in average costs**[49](index=49&type=chunk) [DMF](index=13&type=section&id=DMF) H1 2025 DMF sales revenue slightly fell **1% to RMB587 million** (price down **9%**, volume up **9%**), but gross margin significantly rose **5 percentage points to 18%** due to a **15% average cost reduction** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Sales Revenue | 587,000 | 595,295 | -1% | | Selling Price | - | - | -9% | | Sales Volume | - | - | +9% | | Gross Margin | 18% | 13% | +5 percentage points | - Achieved strategic cooperation with leading downstream pesticide enterprises and actively built stable export channels and cooperation systems[52](index=52&type=chunk) - Average costs decreased by **15%** year-on-year, with raw coal procurement prices down **15%** and steam consumption per tonne down **25%**[53](index=53&type=chunk) [Other Income and Expenses](index=13&type=section&id=Other%20Income%20and%20Expenses) H1 2025 saw net other income surge **79% to RMB200 million**, selling and distribution expenses up **4%**, G&A expenses down **0.3%** (5% ex-share-based compensation), finance costs down **14%**, and income tax down **13%**, leading to a **19% overall profit decline** [Other Income, Net](index=13&type=section&id=OTHER%20INCOME%2C%20NET) H1 2025 net other income reached **RMB200 million**, up **79%**, driven by **RMB45 million in government grants**, **RMB34 million from byproduct sales**, and **RMB7 million reduced loss from asset disposals** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Other Income, Net | 200,000 | 112,000 | +79% | | Government Grants | - | - | +45,000 | | Net Profit from Byproduct Sales | - | - | +34,000 | | Reduced Loss from Fixed Asset Disposal | - | - | +7,000 | [Selling and Distribution Expenses](index=14&type=section&id=SELLING%20AND%20DISTRIBUTION%20EXPENSES) H1 2025 selling and distribution expenses rose **4% to RMB392 million**, driven by new marketing models, expanded channels, increased sales volumes, and greater overseas market development, leading to a **RMB14 million increase in service fees** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Selling and Distribution Expenses | 392,000 | 378,000 | +4% | | Increase in Service Fees | - | - | +14,000 | - Promotion of new marketing models, further expansion of terminal channels, and **significant increase in sales volume** across all products[57](index=57&type=chunk) - Continuously increased efforts in overseas market development, leading to **growth in export volumes**[57](index=57&type=chunk) [General and Administrative Expenses](index=14&type=section&id=GENERAL%20AND%20ADMINISTRATIVE%20EXPENSES) H1 2025 G&A expenses slightly fell **0.3% to RMB700 million** (5% ex-share-based compensation), driven by **RMB27 million in salary savings**, **RMB6 million in reduced repair costs**, and **RMB4 million in lower testing fees** from efficiency improvements | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | General and Administrative Expenses | 700,000 | 702,000 | -0.3% | | Share-based Compensation Management Expenses | 35,000 | - | - | | Actual Management Expenses (Excluding Share-based Compensation) | - | - | -5% | | Reduction in Management Personnel Salary Expenses | 27,000 | - | - | | Reduction in Repair Expenses | 6,000 | - | - | | Reduction in Testing and Inspection Expenses | 4,000 | - | - | - Streamlined organizational structure and management personnel allocation, deploying managers to front-line production, sales, and service roles[59](index=59&type=chunk) - Implemented digital monitoring and preventive maintenance for key equipment, reducing the frequency of abnormal shutdowns for inspection and repair[59](index=59&type=chunk) [Finance Costs](index=15&type=section&id=FINANCE%20COSTS) H1 2025 finance costs decreased **14% to RMB230 million**, driven by debt structure optimization, diversified financing, and replacing high-interest loans, reducing the average loan interest rate by **0.8 percentage points** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Finance Costs | 230,000 | 266,000 | -14% | | Average Loan Interest Rate | - | - | -0.8 percentage points | - Continuously optimized debt structure, diversified financing channels, and actively communicated with financial institutions[60](index=60&type=chunk) - Fully capitalized on interest rate reduction opportunities to advance the replacement of high-interest loans[60](index=60&type=chunk) [Income Tax Expenses](index=15&type=section&id=INCOME%20TAX%20EXPENSES) H1 2025 income tax expenses decreased **13% to RMB161 million**, mainly due to lower profitability | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Income Tax Expenses | 161,000 | 184,000 | -13% | | Primary Influencing Factor | Decline in profitability | - | - | [Profit During the Period](index=15&type=section&id=PROFIT%20DURING%20THE%20PERIOD) H1 2025 profit for the period fell **19% to RMB757 million**, mainly due to a **RMB316 million gross profit reduction**, partially offset by **RMB88 million higher other income** and **RMB24 million expense savings** | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Profit for the Period | 757,000 | 938,000 | -19% | | Gross Profit Reduction | 316,000 | - | - | | Increase in Other Income | 88,000 | - | - | | Savings in Three Major Expenses | 24,000 | - | - | [Prospects](index=16&type=section&id=(II)%20PROSPECTS) H2 outlook: stable urea prices with potential coal-driven fluctuations, positive chemical industry, and rising demand for high-efficiency fertilizers. The group will focus on advanced R&D, low-cost operations, and differentiated products, with key projects in Jiangxi (Q3 2025) and Xinxiang (Q1 2026) set to boost cash flow and long-term value by 2027 - Domestic nitrogen fertilizer market urea prices are expected to remain stable in H2, but a rebound in coal prices may support **periodic upward fluctuations**[66](index=66&type=chunk) - The supply-demand pattern in the chemical industry is expected to improve, with the industry's prosperity likely to show a **stable upward trend**[66](index=66&type=chunk) - Accelerated agricultural modernization and continuous expansion of grain planting areas are driving **increasing rigid demand for high-efficiency fertilizers**[66](index=66&type=chunk) - Focused on R&D and application of technologies such as slow-release, controlled-release, and water-fertilizer integration, promoting planting models that **save water and fertilizer, and increase yield and efficiency**[67](index=67&type=chunk) - Centered on humic acid as a core product, building differentiated product and service competition, providing **full-chain services for large farmers**[69](index=69&type=chunk) - Jiangxi Base Phase II project is scheduled for commissioning in **Q3 2025**, and the Xinxiang Base chemical new materials project in **Q1 2026**[70](index=70&type=chunk) - By **2027**, all the group's under-construction capacities are expected to be fully released, with cash flow significantly exceeding capital expenditure, forming a positive cycle of "investment, output, and development"[70](index=70&type=chunk) [Directors' and Chief Executive's Interests in Shares](index=18&type=section&id=(III)%20DIRECTORS'%20AND%20CHIEF%20EXECUTIVE'S%20INTERESTS%20IN%20SHARES) As of June 30, 2025, directors and chief executives held long positions in company shares, with Mr. Liu Xingxu holding **34.25%**, Ms. Yan Yunhua **20.12%**, and Mr. Zhang Qingjin **0.24%**, reflecting strong alignment with company interests | Name of Director/Chief Executive | Total Interests (Shares) | Approximate % of the Company's Issued Share Capital | | :--- | :--- | :--- | | Mr. Liu Xingxu | 439,565,999 | 34.25% | | Mr. Zhang Qingjin | 3,045,000 | 0.24% | | Ms. Yan Yunhua | 258,220,000 | 20.12% | | Mr. Wang Jianyuan | 100,000 | 0.01% | - Mr. Liu Xingxu beneficially owns **42% equity in Pioneer Top** and has full discretionary voting rights over Pioneer Top[79](index=79&type=chunk) - Ms. Yan Yunhua holds **100% interest in Rosy Top Limited** and, as trustee of the employee trust, has full discretionary voting rights over Mirth Power's shares in the company[79](index=79&type=chunk) - Equity derivatives represent interests in **restricted shares granted under the company's share award scheme (but not yet vested)**[79](index=79&type=chunk) [Substantial Shareholders' Interests in Shares](index=20&type=section&id=(IV)%20SUBSTANTIAL%20SHAREHOLDERS'%20INTERESTS%20IN%20SHARES) As of June 30, 2025, substantial shareholders include Pioneer Top (controlled by Mr. Liu Xingxu) and Mirth Power (an employee trust controlled by Ms. Yan Yunhua), holding 5% or more of issued shares | Name of Substantial Shareholder | Capacity | Number of Issued Ordinary Shares in which Interests are Held | Approximate % of the Company's Issued Share Capital | | :--- | :--- | :--- | :--- | | Pioneer Top | Beneficial Owner | 435,313,999 | 33.92% | | Teeroy Limited | Trustee | 247,484,848 | 19.28% | | Mirth Power | Beneficial Owner | 211,939,848 | 16.52% | | Clever Sunshine | Beneficial Owner | 35,545,000 | 2.76% | - Pioneer Top is beneficially owned by Mr. Liu Xingxu with **42% equity** and he has full discretionary voting rights[89](index=89&type=chunk) - Mirth Power is a trust holding shares for **1,245 group employees**, with Ms. Yan Yunhua as the trustee, who has full discretionary voting rights over Mirth Power's shares[89](index=89&type=chunk) [Supplementary Information](index=22&type=section&id=(V)%20SUPPLEMENTARY%20INFORMATION) This section provides supplementary details on operational and financial risks, contingent liabilities, litigation, asset charges, investments, future plans, share award scheme, governance, share repurchases, and employee policies [1. Operational and Financial Risks](index=22&type=section&id=1.%20OPERATIONAL%20AND%20FINANCIAL%20RISKS) The group faces market, commodity, interest rate, limited FX, inflation, liquidity (**31.28% debt due within one year**), and debt-to-asset ratio risks (up **2pp to 63.5%**), with Jiangxi Phase II project expected to stabilize H2 cash flow and the ratio - Key market risks include changes in average selling prices of major products, changes in raw material (primarily coal) costs, and **fluctuations in interest and exchange rates**[90](index=90&type=chunk) - Regarding liquidity risk, as of June 30, 2025, approximately **RMB4.859 billion (31.28%) of debt is due within one year**, and the company is adjusting its loan structure and securing sufficient long-term bank credit[96](index=96&type=chunk)[98](index=98&type=chunk) Debt-to-Asset Ratio | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Debt-to-Asset Ratio | 63.5% | 61.5% | +2 percentage points | - The increase in the debt-to-asset ratio was mainly due to **new loans of approximately RMB2.67 billion**, all of which were medium-to-long-term loans, optimizing the overall debt structure[227](index=227&type=chunk) - The Jiangxi Phase II project is progressing as planned and is expected to commence production in **Q3**, providing strong support for H2 cash flow and ensuring the debt-to-asset ratio remains reasonable and stable[228](index=228&type=chunk) [2. Contingent Liabilities](index=24&type=section&id=2.%20CONTINGENT%20LIABILITIES) As of June 30, 2025, the group had no significant contingent liabilities - As of **June 30, 2025**, the group had **no significant contingent liabilities**[100](index=100&type=chunk) [3. Material Litigation and Arbitration](index=24&type=section&id=3.%20MATERIAL%20LITIGATION%20AND%20ARBITRATION) As of June 30, 2025, the group was not involved in any material litigation or arbitration - As of **June 30, 2025**, the group was **not involved in any material litigation or arbitration**[101](index=101&type=chunk) [4. Charge on the Group's Assets](index=24&type=section&id=4.%20CHARGE%20ON%20THE%20GROUP'S%20ASSETS) As of June 30, 2025, the group had no other charges on its assets beyond those disclosed in this report - As of **June 30, 2025**, the group had **no other charges on its assets** beyond those disclosed in this report[102](index=102&type=chunk) [5. Significant Investments](index=24&type=section&id=5.%20SIGNIFICANT%20INVESTMENTS) The group made no significant investments during the six months ended June 30, 2025 - The group made **no significant investments** during the six months ended **June 30, 2025**[103](index=103&type=chunk) [6. Future Plans for Material Investments or Capital Assets](index=24&type=section&id=6.%20FUTURE%20PLANS%20FOR%20MATERIAL%20INVESTMENTS%20OR%20CAPITAL%20ASSETS) As of June 30, 2025, the group had no other plans for material investments or capital assets - As of **June 30, 2025**, the group had **no other plans for material investments or capital assets**[104](index=104&type=chunk) [7. Share Award Scheme](index=25&type=section&id=7.%20SHARE%20AWARD%20SCHEME) Adopted on May 17, 2024, the share award scheme incentivizes talent with **HK$1.5 per share** awards, vesting based on 2024/2025 performance, with a **10% issued share limit**. **35,245,000 shares** partially vested, and **51,386,300 shares** (approx. **4.01%**) remain available - The Share Award Scheme was adopted on **May 17, 2024**, with a **10-year validity**, aiming to recognize contributions, incentivize retention, and attract talent[106](index=106&type=chunk)[107](index=107&type=chunk)[114](index=114&type=chunk) - The award price was **HK$1.5 per share**, equivalent to **46.43% of the closing price on February 5, 2024**, designed to provide sufficient incentive[112](index=112&type=chunk)[114](index=114&type=chunk) - Vesting conditions include company performance targets (**2024 revenue growth no less than 2% or net profit no less than RMB1.65 billion; 2025 revenue growth no less than 4% or net profit no less than RMB1.8 billion**) and individual performance assessment targets[116](index=116&type=chunk)[117](index=117&type=chunk) Vesting Schedule for Awarded Shares | Performance Period | Vesting Period | Percentage of Awarded Shares Available for Vesting | | :--- | :--- | :--- | | Year Ended December 31, 2024 | First Vesting Period | 50% of Awarded Shares for Relevant Individual Selected Participants | | Year Ended December 31, 2025 | Second Vesting Period | Remaining 50% of Awarded Shares for Relevant Individual Selected Participants | - The scheme's authorized limit is **10% of the total issued shares** on the adoption date (i.e., **121,876,300 shares**)[121](index=121&type=chunk) Summary of Share Awards | Category of Participants | Unvested as at January 1, 2025 (Shares) | Vested during the Reporting Period (Shares) | Unvested as at June 30, 2025 (Shares) | | :--- | :--- | :--- | :--- | | Directors, Chief Executives or Substantial Shareholders and their Associates | 3,750,000 | 1,875,000 | 1,875,000 | | Other Connected Persons | 15,540,000 | 7,770,000 | 7,770,000 | | Other Selected Participants (468 persons) | 51,140,000 | 25,420,000 | 25,420,000 | | **Total** | **70,790,000** | **35,245,000** | **35,245,000** | - As of the reporting date, the total number of shares available for issue under the Share Award Scheme is **51,386,300 shares**, representing approximately **4.01% of the company's issued shares**[126](index=126&type=chunk) [8. Audit Committee](index=33&type=section&id=8.%20AUDIT%20COMMITTEE) The Audit Committee reviewed the group's accounting principles, internal controls, and H1 2025 interim results, which are not yet externally audited - The Audit Committee has reviewed the group's adopted accounting principles and standards, and discussed and reviewed internal controls and reporting matters[134](index=134&type=chunk) - The Audit Committee has reviewed the interim results for the six months ended **June 30, 2025**, but these results have **not yet been reviewed or audited by the company's external auditors**[134](index=134&type=chunk) [9. Compliance with the Corporate Governance Code](index=33&type=section&id=9.%20COMPLIANCE%20WITH%20THE%20CORPORATE%20GOVERNANCE%20CODE) The company is committed to good corporate governance practices and has complied with all code provisions in Appendix C1 Part 2 of the Listing Rules for the six months ended June 30, 2025 - The company has complied with **all code provisions** set out in Appendix C1 Part 2 of the Listing Rules for the six months ended **June 30, 2025**[135](index=135&type=chunk) [10. Compliance with the Model Code for Securities Transactions by Directors of Listed Issuers](index=34&type=section&id=10.%20COMPLIANCE%20WITH%20THE%20MODEL%20CODE%20FOR%20SECURITIES%20TRANSACTIONS%20BY%20DIRECTORS%20OF%20LISTED%20ISSUERS) The Board has adopted the Model Code in Appendix C3 of the Listing Rules as its standard for directors' securities transactions, and all directors confirmed compliance for the six months ended June 30, 2025 - The Board has adopted the **Model Code** set out in Appendix C3 of the Listing Rules as its standard for directors' securities transactions[139](index=139&type=chunk) - All directors of the company have complied with the standards prescribed by the Model Code for the six months ended **June 30, 2025**[139](index=139&type=chunk) [11. Purchase, Sales or Redemption of the Company's Securities](index=34&type=section&id=11.%20PURCHASE%2C%20SALES%20OR%20REDEMPTION%20OF%20THE%20COMPANY'S%20SECURITIES) For H1 2025, the company repurchased **1,006,000 shares** for **HK$5.318 million** (0.078% of issued shares), aiming to boost shareholder returns and optimize capital structure, with these shares held as treasury stock for future incentive plans Share Repurchases | Month of Repurchase | Number of Shares Repurchased | Highest Price Paid (HK$) | Lowest Price Paid (HK$) | Total Consideration Paid (HK$) | | :--- | :--- | :--- | :--- | :--- | | June | 1,006,000 | 5.44 | 5.19 | 5,318,363 | - Repurchased shares accounted for approximately **0.078% of the issued shares** as of **June 30, 2025**[140](index=140&type=chunk) - The share repurchases were based on the company's confidence in its long-term business prospects and potential growth, aiming to **optimize capital structure, enhance earnings per share, net asset value per share, and overall shareholder returns**[140](index=140&type=chunk) - As of **June 30, 2025**, the company held **1,006,000 treasury shares**, intended for employee share incentive plans and other corporate purposes[143](index=143&type=chunk)[144](index=144&type=chunk) [13. Employees and Remuneration Policy](index=36&type=section&id=13.%20EMPLOYEES%20AND%20REMUNERATION%20POLICY) As of June 30, 2025, the group had **11,945 employees**; remuneration is market and performance-based, with benefits, training, and incentive plans to enhance skills and reward performance Employee Headcount | Indicator | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | Total Employees | 11,945 | 11,787 | +158 | - Employee remuneration is determined considering market conditions and individual performance, with benefits such as medical and life insurance, and sales personnel receiving **commissions and bonuses based on sales performance**[145](index=145&type=chunk) - Provides continuous training for all employees (including directors and senior management) to **enhance professional skills and work performance**[145](index=145&type=chunk) - An employee incentive plan has been implemented to **reward outstanding employees**[145](index=145&type=chunk) [14. Significant Events After the Period](index=36&type=section&id=14.%20SIGNIFICANT%20EVENTS%20AFTER%20THE%20PERIOD) No significant events affecting the group occurred from the end of H1 2025 to the date of this report - **No significant events** affecting the group occurred from the end of H1 2025 to the date of this report[146](index=146&type=chunk) [15. Disclosure on the Websites of the SEHK and the Company](index=36&type=section&id=15.%20DISCLOSURE%20ON%20THE%20WEBSITES%20OF%20THE%20SEHK%20AND%20THE%20COMPANY) This report has been published on the websites of The Stock Exchange of Hong Kong Limited (www.hkexnews.hk) and the company (www.chinaxlx.com.hk) - This report is published on the **SEHK website (http://www.hkexnews.hk)** and the **company website (http://www.chinaxlx.com.hk)**[147](index=147&type=chunk) [16. Corporate Communications](index=37&type=section&id=16.%20CORPORATE%20COMMUNICATIONS) The company confirmed shareholder preferences for corporate communication language and receipt method, allowing changes and free printed copies, with this interim report available in both Chinese and English - The company has confirmed shareholders' preferences for the language version (i.e., English and/or Chinese) and method of receipt (i.e., printed copy or via the company website) of corporate communications[149](index=149&type=chunk) - Shareholders have the right to change their choices for the language version and method of receipt of corporate communications at any time, and may request **free printed copies**[149](index=149&type=chunk)[150](index=150&type=chunk) - Both Chinese and English versions of this interim report are printed in the same booklet, and shareholders will receive both versions simultaneously[152](index=152&type=chunk) [Condensed Consolidated Statement of Comprehensive Income](index=39&type=section&id=Condensed%20Consolidated%20Statement%20of%20Comprehensive%20Income) H1 2025 condensed consolidated comprehensive income shows revenue up **5% to RMB12.666 billion**, but gross profit fell **13.4%**, and profit for the period decreased **19.3% to RMB757 million**, with basic EPS down **8.7%** H1 2025 Condensed Consolidated Statement of Comprehensive Income Key Data | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Change (RMB'000) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Revenue | 12,665,749 | 12,060,957 | +604,792 | +5.0% | | Cost of Sales | (10,625,565) | (9,705,237) | (920,328) | +9.5% | | Gross Profit | 2,040,184 | 2,355,720 | (315,536) | -13.4% | | Other Income, Net | 200,104 | 112,462 | +87,642 | +78.0% | | Selling and Distribution Expenses | (391,594) | (377,726) | (13,868) | +3.7% | | General and Administrative Expenses | (700,460) | (701,849) | +1,389 | -0.2% | | Finance Costs | (229,716) | (265,997) | +36,281 | -13.6% | | Profit Before Tax | 918,518 | 1,122,610 | (204,092) | -18.2% | | Income Tax Expense | (161,402) | (184,124) | +22,722 | -12.3% | | Profit for the Period | 757,116 | 938,486 | (181,370) | -19.3% | | Profit Attributable to Owners of the Company | 599,295 | 686,996 | (87,701) | -12.8% | | Basic Earnings Per Share (RMB cents) | 51.50 | 56.4 | (4.9) | -8.7% | | Diluted Earnings Per Share (RMB cents) | 50.93 | 56.3 | (5.37) | -9.5% | [Condensed Consolidated Statement of Financial Position](index=40&type=section&id=Condensed%20Consolidated%20Statement%20of%20Financial%20Position) As of June 30, 2025, total assets grew to **RMB36.041 billion** and net assets to **RMB13.142 billion**, with significant increases in property, plant, and equipment, cash, receivables, and inventories, while total liabilities rose, notably non-current interest-bearing borrowings by **40.7%** June 30, 2025 Condensed Consolidated Statement of Financial Position Key Data | Indicator | June 30, 2025 (RMB'000) | December 31, 2024 (RMB'000) | Change (RMB'000) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | **Assets** | | | | | | Property, Plant and Equipment | 25,192,472 | 22,981,051 | +2,211,421 | +9.6% | | Inventories | 1,889,737 | 1,710,320 | +179,417 | +10.5% | | Trade and Bills Receivables | 1,425,684 | 974,669 | +451,015 | +46.3% | | Cash and Cash Equivalents | 2,357,938 | 887,226 | +1,470,712 | +165.8% | | **Liabilities** | | | | | | Interest-bearing Bank and Other Borrowings (Current) | 4,858,594 | 5,267,226 | (408,632) | -7.8% | | Interest-bearing Bank and Other Borrowings (Non-current) | 10,673,109 | 7,588,086 | +3,085,023 | +40.7% | | Trade Payables | 1,883,340 | 1,581,482 | +301,858 | +19.1% | | **Equity** | | | | | | Net Assets | 13,142,126 | 12,521,788 | +620,338 | +5.0% | | Total Assets | 36,041,315 | 32,518,244 | +3,523,071 | +10.8% | | Total Liabilities | 22,899,189 | 19,996,456 | +2,902,733 | +14.5% | [Condensed Consolidated Statement of Changes in Equity](index=43&type=section&id=Condensed%20Consolidated%20Statement%20of%20Changes%20in%20Equity) H1 2025 total equity grew **5% to RMB13.142 billion**, with **RMB757 million profit** partially offset by **RMB122 million dividends to non-controlling shareholders** and net share repurchases, reflecting capital structure adjustments H1 2025 Condensed Consolidated Statement of Changes in Equity Key Data | Indicator | January 1, 2025 (RMB'000) | June 30, 2025 (RMB'000) | Change (RMB'000) | | :--- | :--- | :--- | :--- | | Total Equity | 12,521,788 | 13,142,126 | +620,338 | | Equity Attributable to Owners of the Company | 8,961,167 | 9,554,168 | +593,001 | | Non-controlling Interests | 3,560,621 | 3,587,958 | +27,337 | | Profit for the Period | - | 757,116 | +757,116 | | Dividends Paid to Non-controlling Shareholders | - | (122,078) | (122,078) | | Repurchase of Shares (Net) | (98,433) | (54,266) | +44,167 | | Acquisition of Non-controlling Interests | - | (9,858) | (9,858) | [Condensed Consolidated Statement of Cash Flows](index=44&type=section&id=Condensed%20Consolidated%20Statement%20of%20Cash%20Flows) H1 2025 condensed consolidated cash flows show net cash from operations down **39.9% to RMB1.247 billion**, net cash used in investing up **66.3% to RMB2.073 billion**, and net cash from financing up **9873% to RMB2.297 billion**, with period-end cash up **17.1% to RMB2.358 billion** H1 2025 Condensed Consolidated Statement of Cash Flows Key Data | Indicator | H1 2025 (RMB'000) | H1 2024 (RMB'000) | Change (RMB'000) | Change Rate | | :--- | :--- | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 1,246,933 | 2,075,084 | (828,151) | -39.9% | | Net Cash Used in Investing Activities | (2,072,769) | (1,246,595) | (826,174) | +66.3% | | Net Cash Generated from Financing Activities | 2,296,549 | 23,029 | +2,273,520 | +9872.9% | | Net Increase in Cash and Cash Equivalents | 1,470,713 | 851,517 | +619,196 | +72.7% | | Cash and Cash Equivalents at End of Period | 2,357,939 | 2,014,075 | +343,864 | +17.1% | - Expenditure for the acquisition of property, plant, and equipment was **RMB2.556 billion**, with proceeds from disposal amounting to **RMB5.686 million**[162](index=162&type=chunk) - Proceeds from loans and borrowings were **RMB7.461 billion**, and repayment of loans and borrowings was **RMB4.782 billion**[162](index=162&type=chunk) [Notes to the Condensed Consolidated Interim Financial Information](index=46&type=section&id=Notes%20to%20the%20Condensed%20Consolidated%20Interim%20Financial%20Information) These notes explain H1 2025 condensed consolidated interim financial information, covering corporate details, accounting policies, product performance, income/expenses, finance costs, profit, tax, dividends, EPS, investments, cash, prepayments, inventories, receivables/payables, PPE, borrowings, and debt-to-asset ratio [1. Corporate Information](index=46&type=section&id=1.%20CORPORATE%20INFORMATION) China XLX Fertiliser, incorporated in Singapore on July 17, 2006, and listed on the HKEX, primarily engages in investment holding, with subsidiaries focused on R&D, production, and trading of differentiated products like urea, compound fertilizers, methanol, liquid ammonia, melamine, and DMF across China - The company was incorporated in **Singapore on July 17, 2006**, and its shares are listed on the **Main Board of the Hong Kong Stock Exchange**[164](index=164&type=chunk) - The company's principal business is investment holding, with subsidiaries primarily engaged in the R&D, production, and trading of **differentiated products** such as urea, compound fertilizers, methanol, liquid ammonia, melamine, and DMF[164](index=164&type=chunk) - The group's headquarters and main operating locations are in **Xinxiang, Henan; Manas County, Changji Prefecture, Xinjiang; Jiujiang, Jiangxi; and Guigang, Guangxi, China**[164](index=164&type=chunk) [2.1 Basis of Preparation](index=46&type=section&id=2.1%20BASIS%20OF%20PREPARATION) These financial statements are prepared under Singapore FRS (International) and IFRS, using historical cost (except for fair value equity investments), presented in RMB, rounded to the nearest thousand - Financial statements are prepared in accordance with **Singapore Financial Reporting Standards (International) and International Financial Reporting Standards**[165](index=165&type=chunk) - Prepared using the **historical cost convention**, except for equity investments at fair value through profit or loss, which are measured at fair value[166](index=166&type=chunk) - Financial statements are presented in **RMB**, with all amounts rounded to the nearest thousand[166](index=166&type=chunk) [2.2 Changes in Accounting Policies and Disclosures](index=47&type=section&id=2.2%20CHANGES%20IN%20ACCOUNTING%20POLICIES%20AND%20DISCLOSURES) Accounting policies align with the 2024 consolidated report, with new IFRS amendments (IFRS 9, 7, 11, 18, 19) adopted, which directors expect will not significantly impact initial application period financial statements - Accounting policies are consistent with the 2024 consolidated financial report, but **new International Financial Reporting Standards** have been adopted for the first time[169](index=169&type=chunk) New International Financial Reporting Standards Adopted | Description | Effective Date | | :--- | :--- | | Amendments to IFRS 9 and IFRS 7 Financial Instruments: Classification and Measurement | January 1, 2026 | | Annual Improvements to IFRS 11 | January 1, 2026 | | IFRS 18 Presentation and Disclosure in Financial Statements | January 1, 2027 | | IFRS 19 Subsidiaries without Public Accountability: Disclosures | January 1, 2027 | | Amendments to IFRS 10 and IAS 28: Sale or Contribution of Assets between an Investor and its Associate or Joint Venture | To be determined | - The company's directors expect that the adoption of the above other standards and interpretations will **not have a significant impact on the financial statements** in the period of initial application[170](index=170&type=chunk) [3. Product Performance Contribution](index=47&type=section&id=3.%20PRODUCT%20PERFORMANCE%20CONTRIBUTION) This section analyzes H1 2025 and H1 2024 product contributions to revenue and segment profit, categorized into fertilizer (urea, compound fertilizer) and chemical (methanol, liquid ammonia, melamine, DMF) segments, plus other products - The group is segmented into **Fertiliser, Chemical, Pharmaceutical Intermediates, Gas, and Equipment segments**[173](index=173&type=chunk) H1 2025 Major Product Revenue and Segment Profit (RMB'000) | Product | Revenue | Segment Profit | | :--- | :--- | :--- | | Urea | 3,225,357 | 662,636 | | Compound Fertiliser | 3,566,305 | 563,356 | | Methanol | 1,641,974 | 138,724 | | Liquid Ammonia | 533,249 | 69,437 | | Melamine | 377,812 | 116,775 | | DMF | 587,071 | 108,294 | | Others* | 2,733,981 | 380,962 | | **Total** | **12,665,749** | **2,040,184** | *Others include Organic Amine (RMB285M), Furfural Furfuryl Alcohol (RMB233M), Polyoxymethylene (RMB230M), Humic Acid (RMB217M), Pharmaceutical Intermediates (RMB227M), Equipment Segment (RMB161M) H1 2024 Major Product Revenue and Segment Profit (RMB'000) | Product | Revenue | Segment Profit | | :--- | :--- | :--- | | Urea | 3,834,000 | 1,181,231 | | Automotive Urea Solution | 166,095 | 30,017 | | Compound Fertiliser | 3,410,034 | 604,853 | | Methanol | 1,291,472 | 102,136 | | Melamine | 397,466 | 119,114 | | DMF | 595,295 | 76,639 | | Pharmaceutical Intermediates | 234,089 | (1,441) | | Others* | 2,132,506 | 243,171 | | **Total** | **12,060,957** | **2,355,720** | *Others include Liquid Ammonia (RMB668M), Organic Amine (RMB275M), Humic Acid (RMB201M), Furfuryl Alcohol (RMB163M) [4. Revenue and Other Income/(Expenses), Net](index=50&type=section&id=4.%20REVENUE%20AND%20OTHER%20INCOME%2F%28EXPENSES%29%2C%20NET) This section analyzes H1 2025 and H1 2024 revenue and other income/expenses: sales of goods revenue up **5%**, net other income up **78%** (from grants and byproduct sales), and total other expenses significantly down due to reduced asset disposal losses Revenue (Sales of Goods) (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Sales of Goods | 12,665,749 | 12,060,957 | Other Income (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Bank Interest Income | 6,913 | 13,714 | | Net Profit from Byproduct Sales | 82,334 | 47,937 | | Service Fee Income | 4,910 | 5,802 | | Penalty Income | 5,147 | 1,325 | | Government Grants | 93,841 | 49,214 | | Investment Income | 1,328 | 1,517 | | Amortization of Deferred Grants | 8,335 | 5,714 | | Others | 4,130 | 14,216 | | **Total Other Income** | **206,938** | **139,439** | Other Expenses (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Loss on Disposal of Property, Plant and Equipment | (3,397) | (10,287) | | Gain/(Loss) on Fair Value Change of Equity Investments | 1,824 | (163) | | Donations | (5,024) | (2,951) | | Gain/(Loss) on Fair Value Change of Derivative Financial Instruments | 1,449 | (1,089) | | Others | (1,686) | (12,487) | | **Total Other Expenses** | **(6,834)** | **(26,977)** | Other Income, Net (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Other Income, Net | 200,104 | 112,462 | [5. Finance Costs](index=52&type=section&id=5.%20FINANCE%20COSTS) In H1 2025, the group's finance costs were **RMB230 million**, a **13.6% decrease** from **RMB266 million** in H1 2024, reflecting efforts to optimize debt structure and reduce average loan interest rates Finance Costs (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Interest on Bank Loans, Bank Overdrafts and Other Borrowings | 229,716 | 265,997 | [6. Profit Before Tax](index=52&type=section&id=6.%20PROFIT%20BEFORE%20TAX) This section lists key expense items deducted in calculating the group's profit before tax, including cost of inventories sold, depreciation of property, plant and equipment, depreciation of right-of-use assets, amortization of intangible assets, and employee benefit expenses (including directors' emoluments) Profit Before Tax Deductions (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Cost of Inventories Sold | 10,625,565 | 9,705,237 | | Depreciation of Property, Plant and Equipment | 882,851 | 787,913 | | Depreciation of Right-of-Use Assets | 24,275 | 21,660 | | Amortization of Intangible Assets | 6,650 | 8,112 | | Employee Benefit Expenses (Including Directors' Emoluments) | 1,266,891 | 1,221,372 | [7. Income Tax Expense](index=53&type=section&id=7.%20INCOME%20TAX%20EXPENSE) The company (Singapore-registered, **17% tax rate**) and its China subsidiaries (**25% rate**, **17 at 15% preferential**) reported H1 2025 income tax expenses of **RMB161 million**, down **13%** due to lower profitability - The company, incorporated in Singapore, is subject to a **17% income tax rate**[190](index=190&type=chunk) - Mainland China subsidiaries are subject to a **25% income tax rate**, with **17 subsidiaries enjoying a preferential 15% rate** due to high-tech enterprise awards[191](index=191&type=chunk) Income Tax Expense (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Expense for the Period | 161,402 | 184,124 | | **Total Tax Expense for the Period** | **161,402** | **184,124** | [8. Dividend](index=54&type=section&id=8.%20DIVIDEND) For the six months ended June 30, 2025, the company proposed and declared a final dividend of **RMB334 million** for the year ended December 31, 2024. No interim dividend was proposed or declared for H1 2025 | Indicator | H1 2025 (RMB) | H1 2024 (RMB) | | :--- | :--- | :--- | | 2024 Final Dividend | 333,643,000 | - | | 2023 Final Dividend | - | 292,503,000 | | H1 2025 Interim Dividend | None | None | [9. Earnings Per Share Attributable to Ordinary Equity Holders of the Company](index=54&type=section&id=9.%20EARNINGS%20PER%20SHARE%20ATTRIBUTABLE%20TO%20ORDINARY%20EQUITY%20HOLDERS%20OF%20THE%20COMPANY) This section details H1 2025 basic and diluted EPS calculations: basic EPS was **RMB51.50 cents**, diluted EPS **RMB50.93 cents**, considering weighted average shares and restricted share plan dilution Earnings Per Share Calculation Data | Indicator | H1 2025 (Shares) | H1 2024 (Shares) | | :--- | :--- | :--- | | Weighted Average Number of Ordinary Shares in Issue for Basic EPS Calculation | 1,218,233,000 | 1,218,040,000 | | Dilutive Effect – Restricted Share Incentive Plan | 13,589,000 | – | | **Total (for Diluted EPS Calculation)** | **1,231,822,000** | **1,218,040,000** | Number of Issued and Fully Paid Ordinary Shares (Shares) | Date | Number of Shares | | :--- | :--- | | June 30, 2025 | 1,283,241,000 | | December 31, 2024 | 1,283,241,000 | [10. Equity Investments at Fair Value Through Profit or Loss](index=55&type=section&id=10.%20EQUITY%20INVESTMENTS%20AT%20FAIR%20VALUE%20THROUGH%20PROFIT%20OR%20LOSS) As of June 30, 2025, non-current equity investments (unlisted China) remained at **RMB6.708 million**, while current equity investments (listed Singapore/Hong Kong) grew from **RMB7.83 million to RMB9.654 million** Equity Investments at Fair Value Through Profit or Loss (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Non-current** | | | | Unlisted Equity Investments (China) | 6,708 | 6,708 | | **Current** | | | | Listed Equity Investments (Singapore) | 4,129 | 3,408 | | Listed Equity Investments (Hong Kong) | 5,525 | 4,422 | | **Total Current** | **9,654** | **7,830** | - The above investments in equity securities have **no fixed maturity dates or yields**[203](index=203&type=chunk) [11. Cash and Cash Equivalents and Pledged Time Deposits](index=56&type=section&id=11.%20CASH%20AND%20CASH%20EQUIVALENTS%20AND%20PLEDGED%20TIME%20DEPOSITS) As of June 30, 2025, cash and bank balances surged to **RMB2.358 billion**, while pledged time deposits fell to **RMB346 million**; RMB is convertible via authorized banks, and bank deposits bear floating interest rates Cash and Cash Equivalents and Pledged Time Deposits (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Time Deposits | 346,252 | 628,615 | | Less: Pledged Time Deposits | (346,252) | (628,615) | | Cash and Bank Balances | 2,357,938 | 887,226 | | **Cash and Cash Equivalents** | **2,357,938** | **887,226** | - Cash and bank balances denominated in RMB amounted to **RMB2.358 billion**[206](index=206&type=chunk) - RMB is not freely convertible into other currencies but is permitted to be exchanged through banks authorized to conduct foreign exchange business[206](index=206&type=chunk) [12. Prepayments](index=57&type=section&id=12.%20PREPAYMENTS) As of June 30, 2025, non-current prepayments, primarily for property, plant, and equipment, decreased to **RMB678 million**. Current prepayments, mainly deposits to suppliers, slightly increased to **RMB787 million** Prepayments (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Non-current** | | | | Prepayments for Purchase of Property, Plant and Equipment | 677,730 | 880,221 | | **Current** | | | | Deposits Paid to Suppliers | 787,193 | 773,613 | [13. Inventories](index=57&type=section&id=13.%20INVENTORIES) As of June 30, 2025, the group's total inventories increased to **RMB1.89 billion**. Raw materials decreased, while components and spare parts, work-in-progress, and finished goods all increased. Inventory impairment provisions slightly rose Inventory Composition (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Raw Materials | 630,566 | 759,279 | | Components and Spare Parts | 398,906 | 152,589 | | Work-in-Progress | 35,531 | 76,401 | | Finished Goods | 843,014 | 738,403 | | Provision for Impairment of Inventories | (18,280) | (16,352) | | **Total** | **1,889,737** | **1,710,320** | [14. Trade and Bills Receivables](index=58&type=section&id=14.%20TRADE%20AND%20BILLS%20RECEIVABLES) As of June 30, 2025, total trade and bills receivables grew to **RMB1.426 billion**, with both categories increasing; trade receivables are interest-free, settled within **30-180 days**, and the group has no significant concentrated credit risk Trade and Bills Receivables (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Trade Receivables | 908,431 | 531,011 | | Bills Receivables | 517,253 | 443,658 | | **Total** | **1,425,684** | **974,669** | Trade Receivables Ageing Analysis (RMB'000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 434,595 | 304,676 | | 1 to 3 months | 316,189 | 121,367 | | 3 to 6 months | 93,289 | 52,588 | | 6 to 12 months | 64,358 | 52,380 | - Trade receivables are interest-free and generally settled within **30 to 180 days**, while bills receivables are generally settled within **90 to 180 days**[211](index=211&type=chunk) [15. Trade Payables](index=59&type=section&id=15.%20TRADE%20PAYABLES) As of June 30, 2025, the group's total trade payables increased to **RMB1.883 billion**, with a significant rise in payables due within **1 to 3 months**. Trade payables are interest-free, typically settled within **30 to 90 days**, and denominated in RMB Trade Payables Ageing Analysis (RMB'000) | Ageing | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Within 1 month | 591,352 | 1,224,101 | | 1 to 3 months | 1,081,705 | 164,892 | | 3 to 6 months | 66,378 | 72,259 | | 6 to 12 months | 73,800 | 66,046 | | Over 12 months | 70,105 | 54,182 | | **Total** | **1,883,340** | **1,581,482** | - Trade payables are interest-free, generally settled within **30 to 90 days**, and denominated in RMB[218](index=218&type=chunk) [16. Property, Plant, Equipment and Land Use Rights](index=59&type=section&id=16.%20PROPERTY%2C%20PLANT%2C%20EQUIPMENT%20AND%20LAND%20USE%20RIGHTS) In H1 2025, the group paid approximately **RMB2.556 billion** for the acquisition of property, plant, equipment, and land use rights, an increase from the prior year, while proceeds from disposals amounted to approximately **RMB5.686 million** Property, Plant, Equipment and Land Use Rights Transactions (RMB'000) | Indicator | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Payments for Purchase of Property, Plant and Equipment and Land Use Rights | 2,556,108 | 1,894,882 | | Proceeds from Disposal of Property, Plant and Equipment and Land Use Rights | 5,686 | 5,205 | [17. Interest-Bearing Bank and Other Borrowings](index=60&type=section&id=17.%20INTEREST-BEARING%20BANK%20AND%20OTHER%20BORROWINGS) As of June 30, 2025, total interest-bearing borrowings rose to **RMB15.532 billion**, with non-current debt increasing, optimizing the long-to-short-term ratio from 6:4 to 7:3. **RMB4.836 billion** in bank loans are due within one year, with **91% of working capital loans replaceable** to ease short-term pressure Total Interest-Bearing Bank and Other Borrowings (RMB'000) | Indicator | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Current Borrowings | 4,858,594 | 5,267,226 | | Non-current Borrowings | 10,673,109 | 7,588,086 | | **Total** | **15,531,703** | **12,855,312** | - The group actively adjusted its debt structure, with the long-term to short-term borrowing ratio shifting from **6:4 at the beginning of the period to 7:3 at the end of the reporting period**[224](index=224&type=chunk) - Approximately **RMB4.836 billion** in bank loans are due within one year, of which approximately **RMB2.364 billion** are medium-to-long-term project loans rolling into the one-year period, and approximately **RMB2.472 billion** are one-year working capital loans[224](index=224&type=chunk)[225](index=225&type=chunk) - **91% of working capital loans are eligible for replacement**, which helps reduce financing costs and effectively alleviate short-term liquidity pressure[225](index=225&type=chunk) - Secured bank loans amounted to **RMB2.502 billion**, collateralized by certain of the group's property, plant, and equipment projects[224](index=224&type=chunk) [18. Debt-to-Asset Ratio](index=62&type=section&id=18.%20DEBT-TO-ASSET%20RATIO) As of H1 2025, the debt-to-asset ratio rose **2 percentage points to 63.5%**, mainly due to **RMB2.67 billion in new medium-to-long-term loans** that optimized debt structure, with the Jiangxi Phase II project expected to stabilize the ratio in H2 Debt-to-Asset Ratio | Indicator | H1 2025 | December 31, 2024 | | :--- | :--- | :--- | | Debt-to-Asset Ratio | 63.5% | 61.5% | - The increase in the debt-to-asset ratio was due to **new loans increasing by approximately RMB2.67 billion** from the beginning of the period, with all new additions being medium-to-long-term loans[227](index=227&type=chunk) - The medium-to-long-term loan maturities not only match project construction cycles but also effectively **optimize the overall debt structure and reduce short-term repayment pressure**[227](index=227&type=chunk) - The Jiangxi Phase II project is progressing as planned and is expected to commence production in **Q3**, providing strong support for H2 cash flow and ensuring the debt-to-asset ratio remains within a reasonable range and stable[228](index=228&type=chunk)

2025 INTERIM FINANCIAL REPORT 中期財務報告 CORPORATE PHILOSOPHY 企業理念 OUR VALUES We strive to be a GREAT company in all of our operations and dealings with people. The GREAT values are the foundation of our Company, and provide a core commitment to achieve the best we can for all of G-Resources' stakeholders. GREAT VALUES GROWTH in value for all our stakeholders ACTION to deliver on our commitments TRANSPARENCY openness, honesty and good governance G-Resources is a company listed on the Hong Kong Stock Exchange fo ...