Yunnan Baiyao Group Co., Ltd.
Interim Report 2025
August 2025
Section I Important Notes, Contents, and Definitions
The Board of Directors (the “Board”), the Supervisory Committee and the directors,supervisors and senior management of the Company confirm the truthfulness, accuracy andcompleteness of the contents of this Interim Report and there are no misrepresentation,misleading statement or material omission from this Interim Report, and they accept joint andseveral responsibilities for the truthfulness, accuracy and completeness of the contents herein.
Mr. Dong Ming, the person in charge of the Company, Mr. Ma Jia, the accounting officer,and Ms. Xu Jing, the head of accounting center (accounting supervisor), hereby declare thatthey warrant the truthfulness, accuracy, and completeness of the financial statements in thisInterim Report.
All directors of the Company attended the Board meeting in respect of considering andapproving this Interim Report.
The Company kindly requests investors to read through this Interim Report and payspecial attention to “X. Risks and Countermeasures” in the “Section III ManagementDiscussion and Analysis.” Investors are advised to pay attention to investment risks.
The profit distribution plan considered and approved by the Board of Directors is asfollows: Based on a total of 1,784,262,603 shares, a cash dividend of RMB 10.19 (tax inclusive)for every 10 shares will be paid to all shareholders, with no bonus shares issued (tax inclusive),and no capital reserve to increase the share capital.
This report has been prepared in Chinese and translated into English. Should there be anydiscrepancies or misunderstandings between the two versions, the Chinese version shall prevail.
Contents
Section I Important Notes, Contents, and Definitions ...... 1
Section II Company Profile and Key Financial Indicators ...... 5
Section III Management Discussion and Analysis ...... 9
Section IV Corporate Governance, Environment and Society ...... 46
Section V Significant Events ...... 50
Section VI Changes in Shareholdings and Particulars about Shareholders ...... 71
Section VII Bonds ...... 77
Section VIII Financial Statements ...... 78
Section IX Other Reported Data ...... 232
Documents Available for Inspection
(I) Financial statements affixed with the signatures and stamps of the person incharge of the Company, the accounting officer, and the general manager of FinancialManagement Department;(II) Originals of all the Company’s documents and announcements publiclydisclosed on the Securities Times, Shanghai Securities News, China Securities Journal,and www.cninfo.com.cn during the reporting period;(III) Other related materials.
Definitions
| Term | Definitions |
| CSRC | China Securities Regulatory Commission |
| SZSE | Shenzhen Stock Exchange |
| Hong Kong Stock Exchange | The Stock Exchange of Hong Kong Limited |
| SASAC of Yunnan Province | State-owned Assets Supervision and Administration Commission of Yunnan Provincial People’s Government |
| The Company, Yunnan Baiyao or Yunnan Baiyao Group | Yunnan Baiyao Group Co., Ltd. |
| New Huadu | New Huadu Industrial Group Co., Ltd. |
| State-owned Equity Management Company | Yunnan State-owned Equity Operation Management Co., Ltd. |
| Yunnan Hehe | Yunnan Hehe (Group) Co., Ltd. |
| Baiyao Holdings | Yunnan Baiyao Holdings Co., Ltd. |
| YNBY International | YNBY International Limited |
| Shanghai Pharma | Shanghai Pharmaceuticals Holding Co., Ltd. |
| Mixed ownership reform | Baiyao Holdings, former controlling shareholder of Yunnan Baiyao, introduced strategic investors New Huadu and Jiangsu Yuyue Science & Technology Development Co., Ltd by capital increase |
| Merger and overall listing | A transaction that Yunan Baiyao merged with Baiyao Holdings by issuing shares to all shareholders of Baiyao Holdings, including SASAC of Yunnan Province, New Huadu and Jiangsu Yuyue Science & Technology Development Co., Ltd. |
| Health Products Company | Yunnan Baiyao Group Health Products Co., Ltd. |
| Yunnan Pharma | Yunnan Pharmaceutical Co., Ltd. |
| Yunhe Pharma | Yunhe Pharmaceutical (Tianjin) Co., Ltd. |
| Zhengwu Technology | Yunbaiyao Zhengwu Technology (Shanghai) Co., Ltd. |
| Reporting period | The period from January 1, 2025 to June 30, 2025 |
| RMB, RMB’0,000, RMB’00,000,000 | Expressed in the Chinese currency of Renminbi, expressed in tens of thousands of Renminbi, expressed in hundreds of millions of Renminbi |
Section II Company Profile and Key Financial IndicatorsI. Company Profile
| Stock Abbreviation | Yunnan Baiyao | Stock Code | 000538 |
| Stock Abbreviation before Change (if any) | None | ||
| Stock Exchange | Shenzhen Stock Exchange | ||
| Company Name in Chinese | 云南白药集团股份有限公司 | ||
| Company Abbreviation in Chinese (if any) | 云南白药 | ||
| Company Name in English (if any) | YUNNAN BAIYAO GROUP CO., LTD. | ||
| Company Abbreviation in English (if any) | YUNNAN BAIYAO | ||
| Legal Representative of the Company | Dong Ming | ||
II. Contact Person and Contact Information
| Secretary of the Board of Directors | Representative of Securities Affairs | |
| Name | Qian Yinghui | Li Mengjue |
| Contact Address | No. 3686 Yunnan Baiyao Street, Chenggong District, Kunming City, Yunnan Province | No. 3686 Yunnan Baiyao Street, Chenggong District, Kunming City, Yunnan Province |
| Tel | 0871-66226106 | 0871-66226106 |
| Fax | 0871-66203531 | 0871-66203531 |
| 000538dm@ynby.cn | 000538@ynby.cn |
III. Other Information
1. Contact information of the Company
Whether the Company’s registered address, office address, postal code, website, and e-mail address have changed during the reportingperiod
□ Applicable ? Not applicable
There was no change in the Company’s registered address, office address, postal code, website, or e-mail address during the reportingperiod. For more information, please refer to the 2024 Annual Report.
2. Information disclosure and location
Whether the information disclosure and location have changed during the reporting period
□ Applicable ? Not applicable
There was no change in the stock exchange website, media outlets, and their websites where the Company disclosed the Interim Report,or the location where the Interim Report was prepared and placed during the reporting period. For more information, please refer to the2024 Annual Report.
3. Other information
Whether other information has changed during the reporting period
□ Applicable ? Not applicable
IV. Key Accounting Data and Financial IndicatorsWhether the Company needs retroactive adjustment or restatement of accounting data in prior years or not
□Yes ? No
| The reporting period | The same period of the previous year | Increase/decrease during the reporting period compared with the same period of the previous year | |
| Operating revenue (RMB) | 21,257,102,896.02 | 20,455,286,287.52 | 3.92% |
| Net profit attributable to shareholders of the listed company (RMB) | 3,632,911,303.12 | 3,188,829,903.10 | 13.93% |
| Net profit attributable to shareholders of the listed company after deducting non-recurring profits and losses (RMB) | 3,460,915,449.48 | 3,135,015,340.93 | 10.40% |
| Net cash flows from operating activities (RMB) | 3,961,187,202.77 | 3,261,617,391.99 | 21.45% |
| Basic earnings per share (RMB/share) | 2.04 | 1.79 | 13.97% |
| Diluted earnings per share (RMB/share) | 2.04 | 1.79 | 13.97% |
| Weighted average ROE | 9.09% | 7.93% | Up 1.16 percentage points YOY |
| End of the reporting period | End of the previous year | Increase/decrease at the end of the reporting period compared with the end of the previous year | |
| Total assets (RMB) | 54,535,490,704.07 | 52,914,181,333.05 | 3.06% |
| Net assets attributable to shareholders of the listed company (RMB) | 40,406,601,054.15 | 38,831,946,424.51 | 4.06% |
Net profit after excluding the impact of share-based payment
| The reporting period | |
| Net profit after excluding the impact of share-based payment (RMB) | 3,644,599,967.94 |
Total share capital of the Company as of the trading day preceding disclosure:
| Total share capital of the Company as of the trading day preceding disclosure (shares) | 1,784,262,603.00 |
Fully diluted earnings per share calculated based on the latest share capital:
| Preferred share dividend paid | 0.00 |
Perpetual bond interest paid (RMB)
| Perpetual bond interest paid (RMB) | 0.00 |
| Fully diluted earnings per share calculated based on the latest share capital (RMB/share) | 2.0361 |
V. Differences in Accounting Data under Chinese Accounting Standards (CAS) and OverseasAccounting Standards
1. Differences in the net profits and net assets in financial statements disclosed respectively underInternational Financial Reporting Standards (IFRS) and CAS
□Applicable ?Not applicable
During the reporting period, there was no difference in net profits and net assets in financial statements disclosed respectively underIFRS and CAS.
2. Differences in the net profit and net assets in financial statements disclosed respectively under overseasaccounting standards and CAS
□Applicable ?Not applicable
During the reporting period, there was no difference in the net profits and assets in financial statements disclosed respectively underoverseas accounting standards and CAS.VI. Non-recurring Profits and Losses and their Amounts
?Applicable □Not applicable
Unit: RMB
| Item | Amount | Remarks |
| Profits or losses from disposal of non-current assets (including the write-off for the accrued impairment of assets) | 2,405,879.50 | |
| Government subsidies included in the current profits and losses (excluding the government subsidies closely related to regular businesses of the Company, in line with national policies, and consecutively received by a standard quota or quantity) | 20,185,891.77 | |
| Profits and losses from changes in fair value of financial assets and liabilities held for trading, and investment income from disposal of financial assets and liabilities held for trading and financial assets available for sale, except for effective hedging operations related to regular businesses of the Company | 148,596,335.67 | |
| Profits and losses arising from entrusted investment or asset management | 4,870,931.14 | |
| Non-operating revenue and expenses other than the above | 11,702,436.40 | |
| Other profits and losses satisfying the definition of non-recurring profits and losses | 6,911,926.33 | |
| Less: Amount affected by the income tax | 22,272,320.65 | |
| Amount affected by minority interests (after tax) | 405,226.52 | |
| Total | 171,995,853.64 |
Other profits and losses satisfying the definition of non-recurring profits and losses:
?Applicable □Not applicable
Other profits and losses satisfying the definition of non-recurring profits and losses: Other non-recurring profits and losses thatmeet the definition of non-recurring profits and losses mainly include other non-recurring profits and losses such as interest on fixeddeposits and value added tax credit.Note for the definition of non-recurring profits and losses set out in the No.1 Explanatory Announcement on InformationDisclosure for Companies Offering Their Securities to the Public - Non-recurring Profits and Losses, as recurring profits and losses
□Applicable ?Not applicable
The Company does not define any non-recurring profits and losses set out in the No.1 Explanatory Announcement on InformationDisclosure for Companies Offering Their Securities to the Public - Non-recurring Profits and Losses as recurring profits and losses.
Section III Management Discussion and AnalysisI. Principal Businesses of the Company during the Reporting Period
(I) Overview
1. Industry landscape and development trends
In recent years, China’s accelerating population aging has continued to drive rising demand for chronic diseasemanagement and public health services. The national “14
thFive-Year” Plan has designated the biopharmaceuticalsector as a strategic emerging industry, aiming to drive innovation and transformation of the industry through policymeasures such as supporting innovative drug development, accelerating the modernization and internationalizationof TCM, expanding healthcare access in underserved areas, leveraging AI in drug R&D, and scaling up the elderlyhealthcare sector. This presents new historical opportunities for the pharmaceutical and healthcare sector.
In the first half of 2025, the TCM industry is shaping a landscape of structural opportunities, woven togetherby policy momentum, pricing adjustments, technological breakthroughs, and diverging demand. First, the TCMindustry is undergoing a transition from resource dependency to quality orientation, with comprehensivestrengthening of quality control for Chinese medicinal materials. The Opinions on Improving the Quality of TCMand Promoting High-Quality Development of the TCM Industry issued by the State Council explicitly requiresadvancing the construction of Good Agricultural Practice (GAP) bases for Chinese medicinal materials andblockchain traceability. By 2025, the coverage rate of standardized bases shall exceed 70%, with the market sizefor formula granules surpassing RMB 100 billion thanks to the implementation of national standards. Second, theChinese medicinal material industry is undergoing in-depth price adjustments during its transformation andupgrading process. Supply chains are under pressure amid restructuring, and prices of Chinese medicinal materialsshow divergent trends. As of the end of June 2025, the Kangmei Chinese Medicinal Material Index declined by 22%year-on-year. However, the indices for varieties such as Panax notoginseng, Carthamus tinctorius, Poria cocos,and Saussurea costus exhibited relatively stable fluctuations. Third, the normalization of centralized procurementis accelerating industry and market differentiation. Within the terminal channels, purchase volumes at publichospitals are contracting, while the retail channel is achieving structural growth through “a combination ofmarketing and online promotion,” leading to a rapid increase in e-commerce penetration. Fourth, the diversificationof consumer demand has led to a stratification of consumption patterns. The rising prevalence of chronic diseasessuch as cardiovascular and cerebrovascular conditions has driven sustained growth in demand for TCM products in
related fields. The demand for health and wellness products is growing rapidly, with the concept of “homology ofmedicine and food” gaining widespread acceptance. Enthusiasts of wellness practices are increasingly younger,with those aged 25-34 accounting for over 60% of buyers of TCM wellness products (Source: 2025 Report onInnovation and Development Research of TCM in China). Therefore, demand for health and wellness-oriented TCMproducts remains robust.With policy reforms accelerating the approval of innovative drugs and dynamically adjusting the NationalDrug Reimbursement List, multi-departmental policies are now providing comprehensive support throughout the“entire lifecycle” of innovative drugs. Since 2025, China’s innovative drug industry has continued to grow, withpolicy support spanning the “entire lifecycle” of innovative drugs. The State Council has proposed launching a pilotprogram for the review and approval of clinical trials for innovative drugs, establishing a fast-track review channelfor such drugs. The National Healthcare Security Administration and the National Health Commission have jointlyintroduced sixteen measures to support the development of innovative drugs, fostering patient capital to support thissector. Statistics from the National Medical Products Administration show that 43 innovative drugs were approvedin China in the first half of the year, a 59% increase year-on-year.Within the comprehensive health industry, the Chinese consumer market in the first half of 2025 exhibitedcharacteristics of “stable in scale, split in structure, and still under pressure.” In the first half of 2025, the total retailsales of consumer goods reached RMB 24.5 trillion, marking a 5.0% year-on-year increase. The real per capitadisposable income of residents nationwide grew by 5.4%, yet the proportion of household deposits relative to GDPcontinued to rise. By sector, spending on essentials such as apparel and daily necessities grew slightly slower thanthe overall retail-sales pace (Source: National Bureau of Statistics). In the oral care sector, Nielsen IQ data revealsa significant divergence in growth between online and offline channels. Offline sales fell roughly 4.3% year-on-year, while online sales surged more than 30%. Generationally, 25- to 45-year-olds are ramping up health spending,shifting their consumption motive from “cure” to “prevention” and from “gap-filling” to “optimization,” and theyhabitually buy wellness goods online via e-commerce platforms (Source: 2025 Gen-Z Health Consumption TrendReport; Zhongyan Puhua Industrial Research Institute’s In-depth Research on the Health Products Industry andFuture Development Trends Forecast Report, 2025-2030). The group aged 60 and above is also a sizeablecontributor, moving beyond basic healthcare toward chronic-disease prevention and recovery management. In termsof distribution, there is a clear trend toward the integration and growth of online and offline channels. Offline retailchains are increasingly focusing on disease prevention, health education, and health management. The growingpenetration of health consumption in sub-county areas is opening up new growth opportunities for the industry.
2. Industry position
The Central Committee of the Communist Party of China and the State Council attach great importance to thedevelopment of TCM, positioning the inheritance and innovation of TCM as an important aspect of the socialistcause with Chinese characteristics in the new era. The report to the 20
thNational Congress of the Communist Partyof China has explicitly stated that we should “promote the inheritance and innovation of TCM.” The YunnanProvincial Committee of the Communist Party of China and the provincial government place great emphasis on thedevelopment of the Chinese medicinal material industry, positioning this industry as the key focus for developingagriculture of Yunnan plateau characteristics and an important part of the growth of “resource-driven economy.”The Three-year Action Work Plan for the High-quality Development of the TCM Industry in Yunnan Province(2025-2027) outlines the goal of building industrial clusters with Yunnan Baiyao Group serving as the “chain leader”to expand and strengthen the Chinese medicinal material industry.
Yunnan Baiyao has always been committed to the inheritance and innovation of TCM, continuously exploringthe intrinsic potential of traditional medicinal products, and promoting the integration of TCM into modern life. TheCompany continuously injects new vitality into its brand and products, forming a product portfolio with 40categories and 416 varieties. In the pharmaceutical products domain, Yunnan Baiyao holds 567 drug approvals and316 product varieties, including 222 types of Chinese patent medicines, 43 of which are exclusive varieties. TheCompany started with the century-old Yunnan Baiyao powder as its foundation and has gradually created a seriesof core pharmaceutical products in the field of musculoskeletal and minor wound care, covering all kinds of productforms such as aerosols, plasters, tinctures and woundplast, and has formed a competitive matrix of branded TCMin the areas of cold and anti-inflammatory, gastrointestinal digestion, cardiovascular medicines, and gynecologicaland pediatric medicines. In the field of health products, combining traditional Yunnan Baiyao products with oralcare products, we have successfully created a group of oral care products, with the flagship product of YunnanBaiyao Toothpaste, which has become a classic case of cross-sector innovation and reshaping of consumption byTCM enterprises. Based on the pharmaceutical science and technology, and drawing on the essence of natural plants,we have successfully created the scalp health care brand “Yangyuanqing.” Leveraging its successful developmentin pharmaceutical and health product sectors, the Company has expanded its business footprint into various domains,including natural medicine, TCM decoction pieces, special medicines, medical devices, personal care products, andhealth supplements. This move enables the Company’s evolution from a TCM manufacturing enterprise to a modern,comprehensive health-oriented entity.
In the first half of 2025, Yunnan Baiyao continued to maintain its market leadership in multiple business sectors.
The Company’s core product, Yunnan Baiyao Aerosol, ranked first in retail market share among topical aerosols ofChinese patent medicine used for joint and muscle pain in the musculoskeletal system. Yunnan Baiyao Woundplastranked first in retail market share in the topical hemostatic category. Yunnan Baiyao (Powder) ranked first in retailmarket share among the full-body Chinese patent medicines for bone injuries in the musculoskeletal system (Source:
Sinohealth CHIS). Yunnan Baiyao Toothpaste continues to maintain the No.1 market share in the Chinese full-channel market in the first half of 2025 (Source: Nielsen Retail Research Data). In the first half of 2025, YunnanBaiyao was listed for the 16
thconsecutive year on the Fortune China 500 List published by Fortune China, ranking
th; and was ranked 33
rdin the List of Top 50 Global Pharmaceutical Companies by Pharmaceutical Executivein US.
3. Product and business
The Company has four business groups, namely Pharmaceutical Business Group, Health Products BusinessGroup, TCM Resources Business Group and Yunnan Pharmaceutical Co., Ltd (“Yunnan Pharma”). These businessgroups serve as the foundation for the Company’s production and operations.
Pharmaceutical Business Group focuses on the products of Yunnan Baiyao series, (For example, YunnanBaiyao Aerosol, Yunnan Baiyao Plaster, Yunnan Baiyao Woundplast, etc.), which are mainly used for hemostasis,pain relief, swelling reduction, and blood stasis elimination. The BG extends its offerings to include other brandedTCMs with natural characteristics, covering areas such as tonifying Qi and blood, treating colds and flu,cardiovascular health, gynecology, pediatrics, and more. The BG is also actively involved in the development ofPanax notoginseng-based botanical supplements.
Health Products Business Group, with its core focus on the toothpaste category, relies on its robust brandinfrastructure encompassing consumers, products, and scenarios. Embracing a user-centric approach, the BGactively explores new consumer scenarios and introduces innovative product categories, particularly in the realmsof oral care and Yangyuanqing anti-hair loss solutions, aiming to become the benchmark of the new concept ofChinese healthy lifestyle.
By making full use of the characteristic medicinal plant resources of Yunnan Province, TCM ResourcesBusiness Group, while ensuring high quality, high efficiency and low cost supply of raw materials for Chinesemedicines, has built a digitalized industrial chain ecosystem for TCM materials with the model of “1+1+N,” whichconsists of “1 TCM production, research and marketing integrated digital intelligence platform + 1 new specializedmarket for TCM materials at the origin + multi-dimensional synergies,” so as to support “excellent TCM products”by “excellent Yunnan TCM resources.”
Yunnan Pharma remains steadfast in pursuit of maintaining its leading market share among pharmaceuticaldistribution companies in Yunnan Province. It has achieved full coverage in all 16 prefectures and cities of YunnanProvince, with its channels radiating across major retail chain pharmacies. It also assists governments and medicalinstitutions in building better management and service systems, providing high-quality and modern pharmaceuticalsupply chain service solutions for upstream and downstream customers.
4. Business data overview
In the first half of 2025, the Company maintained robust growth by focusing on its strategic planning andovercoming multiple challenges in the external environment. During the reporting period, the Company recordedoperating revenue of RMB 21.257 billion, up 3.92% year on year; net profit attributable to the parent companyreached RMB 3.633 billion, rising 13.93% from RMB 3.189 billion in the previous year and hitting a record highfor the same period; and net profit attributable to the parent company after deducting non-recurring profits andlosses of RMB 3.461 billion, up 10.40% from RMB 3.135 billion in the previous year and hitting a record high forthe same period.
In terms of growth quality, the Company’s net operating cash flow for the reporting period reached RMB 3.961billion, representing a 21.45% increase compared to the same period last year. The weighted average return on netassets was 9.09%, an increase of 1.16 percentage points over the same period of the previous year; basic earningsper share was RMB 2.04 per share, an increase of 13.97% over the same period of the previous year. Meanwhile,the Company’s business structure continued to optimize, with industrial revenue accounting for a further increasedshare of 40.01% of total operating revenue, representing an increase of 2.6 percentage points compared to the sameperiod last year. Industrial revenue grew at a rate of 11.13%.
The Company continued to maintain a healthy asset structure. As of the end of the reporting period, theCompany had total assets of RMB 54.535 billion, net assets attributable to shareholders of the listed company ofRMB 40.407 billion, the asset-liability ratio of 25.91%, and the cash and bank balance of RMB 11.294 billion.
(II) Review of the main work and prospects
1. Enhancing business development value under the leadership in Party building and strategicorientation
(1) Fully leveraging the leadership in Party building to promote high-quality development of theCompany
During the reporting period, the quality and effectiveness of the Company’s Party building work improvedsignificantly. Through ongoing consolidation and development, a new Party building model was established,
featuring overall coordination by the Group Party Committee, implementation by secondary-level Party Committees,and classified advancement by grassroots Party organizations. This created a new framework characterized by PartyCommittee leadership, collaboration among Party, government, labor union, and youth league organizations, andbroad participation of all employees. As a result, Party building has taken on a new outlook marked by firm ideals,solid foundations, strong vitality, and a drive for excellence. The Company’s cohesion, appeal, unity,competitiveness, and capacity for sustainable high-quality development have all been continuously strengthened.
(2) Pursuing strategic alignment with high standards to continuously enhance business developmentvalueDuring the reporting period, the Company advanced the implementation of its strategic plan in accordance withthe 2024-2028 Strategic Planning of Yunnan Baiyao Group, focusing on strategic positioning, developmentobjectives, industrial portfolio, operational strategies, and implementation pathways. The Company’s strategicmanagement system continued to be refined, strategic management capabilities were enhanced, and strategicawareness was continuously strengthened for guiding business operation development and optimizing resourceallocation. During the reporting period, the Company focused on its core responsibilities and principal businesses,returning to the essence of manufacturing. It comprehensively and systematically enhanced operational efficiencyacross the entire industrial chain, value chain, and all production factors, continuously strengthening its corecompetitiveness. Its overall business performance maintained rapid growth momentum, with significantly enhancedmanagement capabilities and notable achievements in quality improvement and efficiency gains. Growth rates,operational quality, and developmental vitality were further consolidated.
2. Focusing on the principal businesses and optimizing the structure to achieve high-quality businessdevelopment
(1) Pharmaceutical Business Group
During the reporting period, the principal business income of the Pharmaceutical Business Group reachedRMB 4.751 billion, up 10.8% year on year. Among the core products, Yunnan Baiyao Aerosol achieved salesrevenue of more than RMB 1.453 billion, with a year-on-year growth of 20.9%; Yunnan Baiyao Plaster, YunnanBaiyao Capsule, Yunnan Baiyao Woundplast and Yunnan Baiyao (Powder) recorded significant growth in salesrevenue over the same period of last year. Other branded TCM products showed impressive growth. The salesrevenue of Ginseng and Tuckahoe Spleen and Stomach Strengthening Granule exceeded RMB 100 million, thesales revenue of Pudilan Anti-inflammatory Tablets approached RMB 100 million, the sales revenue of Radix
Notoginseng Saponin Dispersible Tablets achieved significant growth. Among botanical supplements, the salesrevenue of Qixuekang Oral Liquid amounted to RMB 202 million, growing by approximately 116.2% year-on-year.In the first half of 2025, guided by its strategic vision, the Pharmaceutical Business Group prioritizedimplementing its “leading brand of pain management in the field of traumatology” strategy. Leveraging productand brand strengths, it deepened the recognition of Yunnan Baiyao products’ efficacy in the field of painmanagement. Adopting the “Pain Management Center” as its holistic marketing initiative, it advanced steadily andachieved remarkable results, with products such as aerosols and medicated plasters showing significant year-on-year growth. Large-scale coordinated operations have directly driven strategic chain sales growth. Meanwhile, thePharmaceutical Business Group further optimized the operation platform of “High Quality TCM,” focusing on high-potential tracks such as cardiovascular system, respiratory system, digestive system, and continued to enrich theproduct pipeline to build a large ecosystem in the pharmaceutical industry. During the reporting period, thePharmaceutical Business Group continued to promote various key tasks from marketing, channel cultivation,academic and clinical and other aspects. In marketing, the Pharmaceutical Business Group implemented a full-channel integrated campaign featuring celebrity endorsements aligned with Baiyao’s brand identity, which isdesigned to deeply integrate brand awareness, effectiveness, and sales across sports, music, and O2O transactionscenarios. It executed specialized, universally relatable, and highly interactive content marketing around key themessuch as “orthopedic pain relief,” “sports companions” and “summer spleen tonification.” Leveraging platforms likeDouyin and REDnote, widespread dissemination was achieved. In channel expansion, the division continued todevelop the “Yunding Jingwei” model to achieve direct supply to primary distributors in regional markets whileensuring clear product traceability. It actively developed online market, achieving O2O sales growth of over 20%year-on-year, and promoting enhanced recognition and sales of products such as Qixuekang and Ginseng andTuckahoe Spleen and Stomach Strengthening Granule through online content marketing. By deepening strategiccooperation with JD Health, the Company achieved a significant rise in rankings for its main series of essentialmedicines during the 2025 “618 Shopping Festival.” During the reporting period, the Company made greatbreakthroughs in online pharmaceutical sales, attracting 48.45 million visitors through e-commerce platforms andconverting 3.54 million consumers. This generated a total GMV of RMB 254 million, laying a solid foundation forfuture growth in online channels. In terms of academic and clinical study, the division has made steady progress inclinical research on Yunnan Baiyao (Powder) and Yunnan Baiyao Capsule in the treatment of diabetic foot andbone pain, Gongxuening Capsule in the treatment of abnormal uterine bleeding and the reduction of vaginal bleeding
after medication abortion, and Qixuekang Oral Liquid in the improvement of heart and blood vessel health and theprevention and treatment of plateau reaction, creating broader application scenarios for the products.
Aiming to “become a model of TCM inheritance and innovation development,” the Pharmaceutical BusinessGroup will, on the one hand, inherit, safeguard, and develop the superior products of Baiyao, optimize the existingproduct system and provide a comprehensive operation plan to achieve strategic growth of the products on otherhigh-potential core tracks, focusing on cardiovascular, respiratory, digestive, gynecological, and other major diseasetreatment areas. On the other hand, it will continue to enhance existing products through secondary developmentaligned with strategic objectives while selectively expanding into external projects to complete our product portfolioand strengthen our pharmaceutical system.
(2) Health Products Business Group
During the reporting period, the Health Products Business Group achieved an operating income of RMB 3.442billion, with a year-on-year growth of 9.46%. In the oral care sector, Yunnan Baiyao Toothpaste maintained itsposition as the top-ranked brand in terms of omni-channel market share in China during the first half of 2025 (Source:
Nielsen Retail Research Data). In the hair care and anti-hair loss segment, Yangyuanqing recorded sales revenue ofRMB 217 million during the reporting period, up 11% year on year. With dual certifications, that is, a specialcosmetic license for hair growth products and a national invention patent for anti-hair loss formulas, Yangyuanqingsecured the “ICIC Innovation Technology Award for Hair Care Products” at the ICIC 2025 Awards. During the2025 “618 Shopping Festival,” Yangyuanqing maintained its leading position as the No.1 Chinese brand for anti-hair loss shampoo on Tmall (Source: open.shangzhizhen.com).
In the first half of 2025, while maintaining stability in offline operations, the Health Products Business Groupreasonably increased investment in online channels and new product promotion, actively expanded its onlinepresence, and achieved phased results in online marketing. In terms of product categories, within the oral care sector,gum-care toothpaste maintained steady growth in its core market segment, while sensitivity-relief toothpastedemonstrated breakthrough growth trends. Whitening and children’s toothpaste saw steady increases. The hair careand anti-hair loss brand Yangyuanqing sustained overall growth thanks to digital retail growth. In marketing, theCompany continued to leverage its core brand keywords and launched targeted campaigns around key milestonesto further enhance brand influence and empower product development. In addition, we actively explored innovativemodels for university-enterprise collaborative research and development, and established the “Peking UniversityStomatology-Yunnan Baiyao Joint Laboratory for Oral Health.” Integrating the original innovation capabilities ofPeking University Hospital of Stomatology with Yunnan Baiyao’s industrial strengths, this joint laboratory focuses
on addressing high-prevalence national oral health issues such as periodontal problems and oral health ecosystemsthrough deep integration of industry, academia, and research. We have further deepened our collaboration with theYangtze Delta Region Research Institute of Tsinghua University, Zhejiang. Leveraging the institute’s resources, wehave jointly established the Aging Science Innovation and R&D Center. By exploring Baiyao’s traditional activeingredients and key innovative functional molecules, we focus on identifying proprietary active compounds withsoothing and restorative effects for oral inflammation or damage through AI-driven computational analysis. Byoptimizing the R&D management, channel management, production management, and supply managementprocesses within the Health Products Business Group, we have achieved end-to-end integration from suppliers tomarket launch, from corporate management to user services, and from product development to user needs.
Aiming to “become a top-tier provider” of high-quality health and wellness products, the Health ProductsBusiness Group will build a healthy ecology with quality of life at its core. On the one hand, the oral care business,as the foundation and benchmark of the healthcare segment, will continue to maintain and expand its leadingadvantage. The Company will further strengthen ecosystem management of its oral care portfolio, systematicallyexpand the product portfolio, enhance R&D-production-sales synergy and lean management, improve new productdevelopment and iteration capabilities, and continuously fortify the ecosystem. On the other hand, we will continueto rapidly scale up our hair care business, steadily strengthen our position in the scalp health ecosystem, andaccelerate the expansion and rejuvenation of Yangyuanqing.
(3) TCM Resources Business Group
During the reporting period, the TCM Resources Business Group achieved operating income of RMB 914million, representing a year-on-year increase of about 6.3%. The TCM Resources Business Group earnestly fulfilledits responsibilities as the “chain leader,” pursuing core development objectives centered on “high-level seed industrydevelopment, high-standard cultivation practices, high-capacity processing capabilities, high-tier market expansion,and high-stakes brand building.” It comprehensively implemented the “Six Unifications” operational model—unified planting planning, unified seed source R&D and supply, unified cultivation standards, unified originprocessing, unified procurement and sales, and unified management—to build a Chinese medicinal material industrycluster and drive coordinated development across the entire supply chain. We have established the YunyaoEnterprise Alliance and the Digital Intelligence Yunnan TCM Platform Testing Alliance, successfully exploringand forming a distinctive Yunnan-style “One Product, One Chain” development path for the Chinese medicinalmaterial industry.
In the first half of 2025, the TCM Resources Business Group focused on authentic Yunnan medicinal materialsand strategic advantage varieties of Baiyao and achieved significant results thanks to the coordinated efforts acrossall business units. In seeding innovation, a precise R&D and commercialization model of “1 variety + 1 expert team+ 3-5 cooperative bases” was adopted. Fourteen seed source bases were licensed, securing full coverage ofinnovative seed sources for the ten major Yunnan medicinal plants. In variety breeding, two new Paris polyphyllacultivar certificates were obtained, high-yielding and high-quality Panax notoginseng target plants were selected,and seed quality standards for Paris polyphylla and Saussurea costus were released. The planting area for improvedseed varieties has reached 90% of the annual target, with the “Yunyao Seed Valley” initiative showing initial results.In cultivation, we have obtained GAP certification for Panax notoginseng and expanded our GAP-certified basesfor Carthamus tinctorius, Amomum villosum, Poria cocos, Saussurea costus, and Panax notoginseng by over 7,000mu. We actively incorporated low-altitude economy and IoT technologies, installing IoT equipment across 11variety bases covering more than 30,000 mu. Regarding branded medicinal materials, in response to downwardpressure on Chinese medicinal material market prices during the first half of the year, the BG proactively adjustedits business strategy. By optimizing product mix and expanding sales channels, it increased market share, offsettingprice declines with volume growth. Shipment volume for the first half of the year rose by 38.3% year-on-year. Inthe market sector, breakthroughs have been achieved in cross-border Chinese medicinal material operations. Thefirst successful customs clearance of Chinese medicinal materials at the Mohan and Mengkang border crossings hasbeen completed, laying the groundwork for expanding into Southeast Asian and neighboring international marketsand establishing a cross-border supply chain system for Chinese medicinal materials. Digital Intelligence YunnanTCM focused on platform-based and ecosystem-driven development, with seven regional warehouses under its“One Product, One Chain” initiative starting operations. The platform’s transaction volume has surpassed RMB 1billion, with 18,000 farming households now registered on the platform. In addition, the platform is the only one inthe province that offers a complete tax compliance solution for Chinese medicinal materials throughout the entirechain, further strengthening its core competitiveness. The natural plant extract business has actively advanced itstransformation and upgrading, with the market competitiveness of its core product, breviscapine, significantlyenhanced and sales revenue substantially increased. Pharmaceutical services continued to expand market coverageand service depth, adding 54 new clients. TCM clinics saw 17,771 patient visits, while herbal decoction centersprocessed 293,500 prescriptions, representing year-over-year growth of 18% and 35%, respectively. In addition, bysigning contracts with industry veterans such as successors to National Great Master of TCM, we have further
strengthened our service team and enhanced professional expertise, thereby continuously solidifying the foundationfor the development of pharmaceutical services.Looking ahead, the TCM Resources Business Group will continue to undertake the strategic positioning andresponsibility of Yunnan Baiyao Group as the “chain leader” for the high-quality development of the TCM industryin Yunnan Province, tap the advantages of Chinese medicinal material resources in Yunnan, and push forward thehigh-quality development of the resources economy in an orderly manner, so as to turn Yunnan’s endowment ofChinese medicinal materials into a competitive advantage for the industry, as well as an advantage for the long-termsustainable development of the region, and achieve the strategic goal of supporting “excellent TCM products” by“excellent Yunnan TCM resources,” and contribute to the high-quality development of the national TCM industry.
(4) Yunnan Pharmaceutical Co., Ltd.
During the reporting period, Yunnan Pharma took multiple measures to stabilize the revenue base, realizingmain business income of RMB 12.164 billion and a net profit of RMB 351 million, up 17.75% year-on-year. Interms of products, non-pharmaceutical businesses such as medical devices, cosmeceuticals, and foods for specialmedical purposes have begun to yield results, with sales growing 10.6% year-on-year. Under the hospital-adjacentstore model, specialized pharmacies actively capturing prescription outflow from hospitals have seen significantgrowth in new specialty drug business, with sales increasing 57% year-on-year.In the first half of 2025, through Party-building leadership, optimized management and control, and a lean andefficient workforce, the Company continued to strengthen its two core businesses, hospital pharmaceuticaldistribution and commercial distribution, while focusing on cultivating growth areas such as medical devices andspecialty pharmacies, by stabilizing existing markets and expanded innovative businesses operationally,implementing cost reduction and efficiency enhancement in management and adopting a development strategy thatequally prioritized risk control and growth. It also strategically positioned itself in pharmaceutical brand operationservices. To enhance operational efficiency and adapt to a highly regulated environment, the Company acceleratedthe development of a digital supply chain collaboration platform. Leveraging pharmaceutical traceability codes andUnique Device Identification (UDI) as data connectors, we established a traceability system characterized by “end-to-end coverage, multi-stakeholder collaboration, and intelligent management,” thus empowering downstreammedical institution clients while enhancing the quality and efficiency of supply chain management. As a leadingregional pharmaceutical distributor, we spearheaded the advancement of Yunnan’s pharmaceutical distributionindustry toward high-quality development characterized by digital intelligence and standardization.
Looking ahead, Yunnan Pharma will continue to consolidate and expand its market share in existing hospitalsand distribution channels. It will implement a “double-up, double-down” strategy, cultivating new growth driversby expanding incremental businesses such as non-pharmaceutical operations, specialty pharmacies, andpharmaceutical brand management services. At the same time, we will deepen upstream value creation, strengthenlean operations, optimize supply chain management across the entire value chain, and strive to further enhanceoperational efficiency and quality. By refining customer-relationship management, reforming internal and externalcredit processes, establishing dedicated task forces, rolling out tiered customer-and-receivables controls, exploringclosed-loop collaboration among hospitals, enterprises, banks and merchants, tightening risk-customer oversight,and improving procurement and inventory turnover, we will effectively improve the composition of receivables andstock. With full supply-chain synergy, we will help build a patient-centric, closed-loop care ecosystem, drivinghigh-quality and healthy development.
(5) Continuously promoting the optimization of the business deployment and improvement of theoperating quality of the emerging business units
During the reporting period, the Company promoted the deployment optimization of the emerging businessunits, driving the development of business units such as the Medical Device BU and the Tonic Health & Skin BeautyBU through model innovation, product innovation, and other initiatives.
The Medical Device BU focuses on three major categories: pain therapy, topical plasters, and eye care. Duringthe reporting period, the BU maintained steady growth in overall revenue by stabilizing its core business centeredon products such as bandages and adhesive plasters. By focusing on the supply chain, it continuously optimized itsproduction workforce, enhanced quality and efficiency, and significantly improved profitability. In terms ofproducts, it has expanded and refined the lightweight, waterproof, elastic, and breathable bandage categories,achieving significant growth compared to the same period last year. The Tonic Health & Skin Beauty BU leveragedYunnan Baiyao’s distinctive foundational technologies to build core competitiveness in the “broader beautyindustry.” It has continuously optimized brand development and actively expanded both online and offline markets,with an aim to establish itself as a leading brand in traditional Chinese dietary therapy and herbal skincare.
(6) Continuously seeking innovation while upholding integrity to achieve tangible and significant R&Doutcomes
Upholding an innovation-driven development philosophy, the Company consistently leverages its strengths inboth TCM and innovative pharmaceuticals by “building platforms, establishing mechanisms, and attracting talents.”On one hand, we develop TCM by pursuing innovation and integrity. We are committed to practical germplasm
resource research and development. By combining independent R&D with collaborative research, we aim toexpedite the establishment of “an integrated breeding, propagation, and promotion system” for seed sources. Thisinitiative will advance breeding studies for authentic medicinal materials such as Panax notoginseng and Parispolyphylla. By strengthening innovation in Chinese patent medicines, we have made significant progress in theresearch and development of innovative TCMs. On the other hand, we pursue differentiated strategies in ininnovative drug deployment. Based on the criteria of technology frontier, clinical demand and resource endowment,we take the initiative to integrate into the national and local biomedical strategies, and deploy and developinnovative drugs with more competitiveness and market prospects. During the reporting period, upholding theinnovation-driven strategy, the Company has promoted the transformation of results, continuously improved thegrowth momentum, and promoted scientific planning of short-, medium- and long-term projects in an orderlymanner.For short-term projects, we will focus on secondary innovation development of marketed products and rapiddrug and medical device development. Currently, 16 major TCM varieties are undergoing secondary development,with 37 projects underway. Progress on key projects during the reporting period is as follows:
| Project Cycle | Project Name | Progress Overview |
| Short-term | Secondary development project for Baiyao series products | The evidence-based medical research project on Yunnan Baiyao Aerosol for treating pain associated with closed rib fractures has been approved for funding by the Yunnan Provincial Science and Technology Department. |
| The multi-center clinical trial of Yunnan Baiyao Capsule for treating swelling in limbs with perimalleolar fractures has entered the patient enrollment phase. | ||
| The pilot-scale sample preparation for the novel rubber plaster project under the Yunnan Baiyao Plaster initiative has been completed. The formulation optimization for new manufacturing process of the gel plaster project has been finalized. The evidence-based medical research project addressing joint pain caused by rheumatoid arthritis has secured approval as a major provincial science and technology initiative by the Yunnan Provincial Science and Technology Department. | ||
| Qixuekang project | Clinical trial analysis reports and summary reports for the clinical research project on Qixuekang Oral Liquid improving cardiac and vascular health have been completed. Efficacy validation through two high-altitude adaptation trials has been achieved. | |
| The secondary development and research project for Qixuekang Oral Liquid under the major TCM variety initiative has been successfully approved as a major provincial science and technology initiative by the Yunnan Provincial Science and Technology Department. | ||
| Secondary development project of Gongxuening | The clinical observation study on the treatment of uterine bleeding has initiated all 38 research centers, with a cumulative enrollment of 1,891 subjects. | |
| The study on reducing vaginal bleeding after medical abortion has completed 100% of subject enrollment. | ||
| The secondary development research project for “Gongxuening Capsule” under the major TCM variety initiative has completed network pharmacology trials. For endometritis, enrollment of 18 subjects has been completed, and the pharmacoeconomic study has finalized model construction. | ||
| Post-marketing evaluation of Shuliean Capsule | The clinical trial summary report for the chronic prostatitis treatment program has been completed. The project to advance innovative research on Shuliean Capsule, a distinctive ethnic medicine from Yunnan, has been approved and received notification for production resumption. | |
| Medical device R&D project | The disposable sterile hemostatic clip, a national innovation project, has obtained the Class II Medical Device Notification Letter from the State. The research project on novel wound hemostatic materials and arterial hemostatic gel has essentially completed four subject studies and participated in demonstration applications across multiple regions. |
For medium-term projects, we have made every effort to promote the development of innovative TCMs andcontinued to build star products of Yunnan Baiyao transdermal preparations. Progress on key projects during thereporting period is as follows:
| Project Cycle | Project Name | Progress Overview |
| Medium-term | Pan-Panax notoginseng Tablet project | All 704 subjects in the Phase II clinical trial have completed their participation. |
| Fuqi Guben Ointment project | All 15 Phase III clinical trial sites have been activated, with 180 subjects enrolled. | |
| Ancient classical famous prescription project | Among the two classical famous prescription projects, the technical review and simulated on-site inspection application for the Qingxin Lotus Seed Granules have been submitted. The production process for the Ophiopogon Granules is currently under optimization. | |
| Plaster project | The consistency revision and formulation-related evaluation for the Flurbiprofen Cataplasms project have been completed. | |
| The project for the Loxoprofen Sodium Cataplasms has received a clinical trial notification, with formulation-related evaluation being conducted concurrently. |
For the long-term projects, especially the innovative drug projects, we will place radiopharmaceuticals at thecore, align projects with social needs and cutting-edge science, and advance a pipeline of innovative drugs thatsecures the Company’s sustainable growth momentum. Progress on key projects during the reporting period is asfollows:
| Project Cycle | Project Name | Progress Overview |
| Long-term | INR101 diagnostic radiopharmaceutical project | The project has initiated Phase III clinical trials, with 32 study sites approved for enrollment. Of these, 22 sites have commenced operations and enrolled 60 subjects. |
| INR102 therapeutical radiopharmaceutical project | The project has obtained a clinical trial notification. The Phase I clinical trial site has commenced operations. The investigator-initiated clinical trial (IIT) has completed enrollment and dosing for 12 patients. | |
| INB301 monoclonal antibody project for the treatment of cancer cachexia | Toxicology batch and clinical batch production and release testing have been completed. Preclinical studies and preparation of IND application materials have been initiated. | |
| AI and cutting-edge technology research | Research findings from the tumor organoid library and molecular biomarker study project have been published in Cancer Cell and the Chinese Journal of Clinical Oncology. |
In the second half of 2025, the Company will further establish an R&D innovation system and operationalmanagement capabilities aligned with Yunnan Baiyao’s strategic development phase. We will strategically leverageour strengths in “TCM” and “innovative drugs,” while cultivating top-tier talents, including leading R&Dprofessionals and management personnel, to match our world-class hardware platforms. The Company will continueto broaden the connotation of innovation. Relying on lean and digital means, we will introduce positive incentivesto encourage innovation, create a positive atmosphere for innovation, establish sufficient project reserves, andaccelerate the implementation of innovative projects to promote the transformation of results.
(7) Continuously deepening the transformation strategy of digital intelligence to improve quality andefficiency of the Company
During the reporting period, the Company continued to implement the Digital Development Plan for 2022-2026 of Yunnan Baiyao Group. By leveraging cutting-edge data and AI technologies to empower all critical linksin the industrial chain, we are committed to driving industrial transformation and upgrading while fostering businessinnovation and development. Focusing on channel operation transformation, the Company has independentlydeveloped a “Marketing Business Operation Platform” and piloted its application within the PharmaceuticalBusiness Group. This enables distributors to place orders autonomously, facilitates precise expense accounting, andallows for real-time tracking of product flow, significantly enhancing operational efficiency of channel business.The “One-Item-One-Code Traceability Platform” independently developed by the Company has been applied totrace the origin of Chinese medicinal materials, providing digital identity markers for “authentic medicinalmaterials.”Tangible results have been achieved in accelerating the advancement of supply chain excellence. We haveredesigned the end-to-end processes with a focus on cost reduction, quality improvement, and efficiencyenhancement, and completed the construction of a comprehensive digital foundation covering the entire supplychain from order processing and warehousing to transportation and settlement. First, all business operations havebeen fully digitized, reducing the manual workload of frontline employees by 30%, and eliminating 60,000 paper-based documents annually, thus promoting green office practices. Second, 100% automation of settlement isachieved, and the cycle has been shortened from 30 days to real-time. Third, real-time data has been implementedacross the entire chain. By establishing 90 standardized processes and 60 management metrics, it provides robustsupport for business decision-making.AI-powered business applications have achieved tangible results in specific scenarios. Over 70 digitalemployees are currently deployed, achieving an annual labor savings equivalent to 7,000 person-days. In terms ofdigital transformation of the Chinese medicinal material industry, we have established a comprehensive closed-loopbusiness system spanning resources, cultivation, procurement, processing, warehousing, and payments through thedevelopment of the “Digital Intelligence of Yunnan TCM” platform and the “One Product, One Chain” digitalmanagement system for warehouses in places of origin. This has reduced settlement times for harvesting at place oforigin from one day to mere minutes, significantly enhancing supply chain coordination efficiency and precisionmanagement levels while streamlining the entire process from cultivation to distribution. By continuouslyadvancing comprehensive data governance and promoting data-driven business operations, we achieved the listingof Yunnan Baiyao Group’s first data product of “Traceability Query for Chinese Medicinal Materials” on theShanghai Data Exchange.
Looking forward, the Company will continue to empower the effective development of its business and providecompetitive strengths through its digital intelligence capabilities, explore the direction of transformation of“AI+Pharmaceuticals,” and accelerate the transformation of digital intelligence by deeply integrating advancedtechnologies such as AI, big data, and cloud computing into industrial chain aspects such as planting, processing,research and development, production, and marketing. Defining innovation through digital transformation, we willdeepen the integration of data elements with TCM to forge new productive forces, breathing new life into traditionalChinese medicine.(III) Business model
1. Transformation from a Chinese leading TCM enterprise to a “Chinese leading, world-class” modernpharmaceutical industry group
As a “chain leader,” the Company is committed to promoting coordinated development across the industrialchain, refining its focus on core areas, expanding the leadership of advantageous products, and accelerating theconstruction of the industrial system. Centered on the principles of “strengthening principal businesses, stabilizinggrowth, and ensuring sustainability,” we aim to create a comprehensive industrial chain for Yunnan-branded TCMmaterials. We will focus on expanding the long-term potential of pharmaceuticals, health products, TCM resources,and commercial logistics, thus achieving self-driven leapfrog development. In addition, based on the developmentstrategy, the Company will scientifically validate and rapidly promote the Group’s internationalization strategy, andfully leverage the synergistic and promotional effects of “two markets” and “two resources” at home and abroad,focusing on expanding the reach of TCM products abroad, creating new growth opportunities for health products,and integrating international resources for the development of innovative medicines, so as to continuously drive oursustained high-quality development, and support the transformation of Yunnan Baiyao from a Chinese leading TCMenterprise to a “Chinese leading, world-class” modern pharmaceutical industry group.
2. Transformation of the development model from “endogenous growth” to “intensive and extensivegrowth”
The Company adopts a two-pronged growth strategy as the main growth model that combines internalefficiency improvement (“intensive growth”) with external market expansion (“extensive growth”). “Intensivegrowth” focuses on tapping potential and increasing efficiency to stabilize the fundamental base. It concentrates onthe development foundations of the pharmaceutical, health, and distribution industries. Following the approach ofmaximizing overall benefits, it aims for systematic improvement and optimization across the industrial chain, valuechain, and production factors, continuously promoting the high-quality development of the Company’s principal
businesses. “Extensive growth” emphasizes foresight and insight. Based on the overall strategic requirements andorientation, we actively explore strategic mergers and acquisitions, strategic cooperation, and other models tocomplement and strengthen the existing industrial segments, and quickly break through the existing growthbottlenecks. This dual approach enables the Company to establish a sound and resilient industrial portfolio systemand to achieve sustainable, high-quality development.
3. Transformation from training internal talents to the model of “training internal talents + introducingexternal talents”The Company believes in the pivotal role of talent in driving its development. It has established a systematicand scientific training system that offers diverse career development pathways, fostering both specializedknowledge and comprehensive skills, with the mutual development of talents and the Company as the objective.The Company concentrates its superior resources and actively introduces high-level professionals from multiplefields, including drug R&D, digital construction, and strategic investment. It continues to enhance its businesscapabilities in multiple dimensions, such as innovative R&D, lean operations, and investment and mergers &acquisitions. By nurturing internal talents, actively recruiting external experts, and fully utilizing its organizationalenvironment for talent development and market resources, the Company strives to build a high-quality talent poolaligned with its future growth requirements.
4. Transformation from a traditional manufacturing enterprise to a smart enterprise based on digitaloperations
The Company is committed to building a digital driving force and actively seeking transformation to digitaloperations with a strong customer-centric approach to enhance customer value and experience. By leveragingcutting-edge digital technologies such as cloud computing, big data, AI, 5G, and the Internet of Things, theCompany drives innovation and development. The Company also seeks for transformation from a function-orientedprocess to a process that connects customer scenarios to drive the Company’s management change andorganizational development. Also, the Company is moving beyond a unified “data base” and governance strategyto build a data-driven intelligent decision-making system “based on facts.”II. Analysis on Core Competitiveness
(I) Brand strength
Yunnan Baiyao is a well-established Chinese heritage brand with a history of over 123 years. Centered around
the Yunnan Baiyao brand, the Company has expanded from a pharmaceutical brand into a multi-brand ecosystemcovering personal healthcare products, crude drugs, and comprehensive health products. We have built a diverseportfolio of brands and continuously expanded our reach to target audiences, enhancing our brand value over thelong term. The Company has been consistently listed in the brand value rankings of internationally authoritativeorganizations. During the reporting period, it was once again ranked 33
rd
in the List of Top 50 GlobalPharmaceutical Companies by Pharmaceutical Executive in US. Moreover, it has been repeatedly included in theList of China’s Best Brands published by Interbrand, and the Kantar BrandZ Top 100 Most Valuable Chinese Brandslist.(II) Full industrial chain advantageWe will further uphold our responsibilities as a chain leader, based on the strategic positioning of “the ‘chainleader’ with high-quality development of Yunnan TCM resources.” Relying on the authentic medicinal resourcesand location advantages of Yunnan Province, we will leverage Yunnan Baiyao’s accumulated expertise in intechnology, brand, channel, capital and talent, as well as the demonstration, leading and driving role of the leadingenterprise in industrial development. We have built a digitalized industrial chain ecosystem for TCM materials withthe model of “1+1+N,” which consists of “1 TCM production, research and marketing integrated digital intelligenceplatform + 1 new specialized market for TCM materials at the origin + multi-dimensional synergies,” to promotethe standardization, scaling, branding and digitalization of the TCM industry and transform resource advantagesinto industrial competitive advantages and long-term sustainable development advantages, so as to support“excellent TCM products” by “excellent Yunnan TCM resources.”
Driven by its long-term and continuous investment in key strategic varieties of TCM materials, the Companyhas achieved a complete and closed-loop industrial chain from seed selection and cultivation to production andprocessing. This has established a robust supply system for strategic medicinal materials, effectively ensuring thequality stability of TCM raw materials and controlling the price fluctuations of strategic TCM raw materials. Thissystem has laid the groundwork for the long-term and sustainable development of Yunnan Baiyao.
(III) Continuous innovation capability
Yunnan Baiyao consistently meets the rapidly evolving and upgrading consumer demand through continuousinnovation. The Company is committed to integrating TCM into modern life through the consumer-centered“customer-oriented innovation,” “social innovation” based on government-industry-academia-research-medicinecollaboration and “digital innovation” powered by advanced technologies such as AI, big data, and cloud computing.”We have evolved from a single hemostatic product to a vast Yunnan Baiyao industrial group, covering various
sectors of the health industry, and created classic examples of innovation and the integration of TCM products intodaily life, such as “Yunnan Baiyao Woundplast” and “Yunnan Baiyao Toothpaste.”Looking ahead, the Company will continue to enhance its innovation capabilities by continuously improvingthe level of R&D and promoting digital and intelligent reform. We have set up more than 10 national and provincialscientific research platforms and R&D centers with many research institutions and universities, focusing on the fieldof medicine, strengthening the introduction of talents, scientific research and cooperation and exchanges, andenhancing collaboration between basic and clinical research to truly achieve the effective transformation of researchachievements into cross-disciplinary innovation and development. The Company has positioned “AI+Medicine” asthe core direction of its strategic transformation, deeply integrating advanced technologies such as AI, big data andcloud computing into planting, processing, R&D, production, marketing and other aspects, accelerating thetransformation of digital intelligence, and focusing on the modernization of TCM and the intelligent upgrading ofhealth products.(IV) Talent team strengthsThe Company has established a long-term mechanism for talent security to deepen the market-orientedselection and employment mechanism, improve the mechanisms for talent introduction, training, and selection, andfoster an environment conducive to the growth of its talent pool. By focusing on both internal team developmentand the continuous external introduction of outstanding talents, we have built management teams with highprofessionalism and strong market awareness across business areas. The Company is committed to enhancing thespecialization, professionalism, and market orientation of its cadre and talent teams, continuously optimizing theirprofessional and knowledge structures to create a supportive environment for talent growth, and enhance the loyalty,contribution and sense of fulfillment among our talents. The Company continually refines its efficient incentivemechanism based on its strategic goals, and gives priority to those who have made significant contributions, as wellas key front-line positions in emerging industries, R&D, innovation, reform, and other critical areas when allocatingresources, to maximize the enthusiasm and creativity of cadres and employees, promote the Company towards high-quality development, and lay a strong foundation for achieving win-win cooperation among all stakeholders.
(V) Channel advantagesIn terms of pharmaceuticals, the Company has built a marketing network covering medical institutions andretail pharmacies across various provinces, regions, counties, and towns in China, and continues to conduct high-quality medical research projects to strengthen the medical foundation of its products and enhance collaborationwith healthcare institutions. In the retail sector, we have nationwide coverage, serving 5,000 top-tier chains and
reaching over 400,000 retail stores across China. Especially in areas such as East China, Central China, and YunnanProvince, the Company has achieved the high coverage, high penetration rate, and strong market service capabilities,and implemented the special marketing cooperation under the principle of “One Province, One Strategy” or even“One Chain Store, One Strategy.” Leveraging current consumer touchpoints and spending habits, the Company hasintegrated online and offline channels to execute omnichannel marketing. Beyond offering more high-qualityproducts, it continuously enhances its professional capabilities to deliver a broader range of health services.Regarding health products, Yunnan Baiyao has established a comprehensive nationwide sales team dedicatedto comprehensive health products, covering all terminals. Yunnan Baiyao Toothpaste continues to maintain aleading market share in China with a high brand penetration in the oral product category. Through ongoingoptimization of its full chain channels, the Company has not only strengthened its position in traditional offlinechannels but also experienced significant growth in emerging business models such as on-demand retail, communitygroup purchases, and interest-based e-commerce. This demonstrates the Company’s willingness to experiment andadapt, taking measured steps forward along the way, all of which enhance its ability to quickly respond to evolvingbusiness trends. Such channel advantages of Yunnan Baiyao have significantly enhanced market competitivenessof the Company, laying the foundation to continuously commercialize new products.III. Analysis on Principal BusinessesOverviewRefer to “I. Principal Businesses of the Company during the Reporting Period” for details.Year-on-year changes in the key financial data
Unit: RMB
| The reporting period | The same period of the previous year | Year-on-year increase/decrease | Reasons for changes | |
| Operating revenue | 21,257,102,896.02 | 20,455,286,287.52 | 3.92% | Mainly due to increase in industrial sales revenue by RMB 851 million. |
| Operating cost | 14,697,868,069.29 | 14,462,809,950.85 | 1.63% | Mainly due to increase in industrial sales cost resulting from the increase in industrial sales income during the reporting period. |
| Sales expenses | 2,516,371,857.04 | 2,296,821,490.59 | 9.56% | Industrial sales volume and sales expenses increased correspondingly during the reporting period. |
| Administrative expenses | 363,479,043.45 | 327,410,020.48 | 11.02% | No significant changes. |
| Financial expenses | -23,106,607.43 | -129,619,278.35 | 82.17% | Mainly due to YOY decrease in interest income and interest expenses. |
| Income tax expenses | 587,271,873.85 | 482,065,489.87 | 21.82% | Mainly due to the corresponding increase in income tax expenses caused by increase in total profits during the reporting period. |
| R&D investment | 155,900,139.57 | 148,043,019.34 | 5.31% | Increase in R&D investments during the reporting period. |
Net cash flowsfrom operatingactivities
| Net cash flows from operating activities | 3,961,187,202.77 | 3,261,617,391.99 | 21.45% | Mainly due to increase in the cash received from sales of goods or rendering of services during the reporting period by RMB 1.527 billion compared to the same period last year and increase in the cash paid for other operating activities during the reporting period by RMB 531 million compared to the same period last year. |
| Net cash flows from investing activities | -955,287,317.14 | -205,582,688.32 | -364.67% | Mainly due to a decrease of RMB 1.208 billion in the difference between the amount of time deposits maturing and the amount deposited compared to the previous period, an increase of RMB 1.9 billion in the amount of wealth management products purchased compared to the same period last year, an increase of RMB 2.1 billion in the amount of wealth management products disposed of compared to the same period last year, and an increase of RMB 242 million in the amount of financial asset investments disposed of, such as those in Jacobson and JBM , compared to the same period last year. |
| Net cash flows from financing activities | -2,583,841,878.43 | -3,145,514,928.97 | 17.86% | Mainly due to a decrease in cash received from borrowing by RMB 1,477 million compared to the same period last year; decrease in cash paid for repayment of debts by RMB 448 million compared to the same period last year; and decrease in cash paid for dividend distribution, profit sharing, or interest payments by RMB 1,528 million compared to the same period last year. |
| Net increase in cash and cash equivalents | 416,969,387.98 | -89,528,803.06 | 565.74% | Mainly due to increase in the net cash flows from operating activities during the reporting period compared to the previous period. |
Significant changes in the profit composition or profit source of the Company during the reporting period
□ Applicable ? Not applicable
There were no significant changes in the profit composition or profit source of the Company during the reporting period.Operating revenue structure
Unit: RMB
| The reporting period | The same period of the previous year | Year-on-year increase/decrease | |||
| Amount | Proportion in operating revenue | Amount | Proportion in operating revenue | ||
| Total operating revenue | 21,257,102,896.02 | 100% | 20,455,286,287.52 | 100% | 3.92% |
| By industries | |||||
| Income from industrial sales | 8,504,399,783.93 | 40.01% | 7,652,967,384.61 | 37.41% | 11.13% |
| Income from commercial sales | 12,708,142,389.60 | 59.78% | 12,742,489,364.88 | 62.29% | -0.27% |
| Technical service | 16,169,654.29 | 0.08% | 13,419,064.28 | 0.07% | 20.50% |
| Hospitality industry | 6,156,813.81 | 0.03% | 6,332,847.91 | 0.03% | -2.78% |
Income fromplantation sales
| Income from plantation sales | 932,453.26 | 0.00% | 2,387,937.40 | 0.01% | -60.95% |
| Income from other businesses | 21,301,801.13 | 0.10% | 37,689,688.44 | 0.18% | -43.48% |
| By products | |||||
| Industrial products (Self-made) | 8,504,399,783.93 | 40.01% | 7,652,967,384.61 | 37.41% | 11.13% |
| Wholesale and retail | 12,708,142,389.60 | 59.78% | 12,742,489,364.88 | 62.29% | -0.27% |
| Agricultural products | 932,453.26 | 0.00% | 2,387,937.40 | 0.01% | -60.95% |
| Others | 22,326,468.10 | 0.11% | 19,751,912.19 | 0.10% | 13.03% |
| Income from other businesses | 21,301,801.13 | 0.10% | 37,689,688.44 | 0.18% | -43.48% |
| By regions | |||||
| Domestic | 21,026,816,805.98 | 98.92% | 20,241,882,062.31 | 98.96% | 3.88% |
| Overseas | 230,286,090.04 | 1.08% | 213,404,225.21 | 1.04% | 7.91% |
The industries, products, or regions that account for more than 10% of the Company’s operating revenue or operating profit? Applicable □ Not applicable
Unit: RMB
| Operating revenue | Operating cost | Gross margin | Increase/decrease of operating revenue compared with the same period of the previous year | Increase/decrease of operating cost compared with the same period of the previous year | Increase/decrease of gross margin compared with the same period of the previous year | |
| By industries | ||||||
| Income from industrial sales | 8,504,399,783.93 | 2,727,055,894.21 | 67.93% | 11.13% | 9.20% | 0.57% |
| Income from commercial sales | 12,708,142,389.60 | 11,938,266,700.05 | 6.06% | -0.27% | -0.02% | -0.24% |
| By products | ||||||
| Industrial products (Self-made) | 8,504,399,783.93 | 2,727,055,894.21 | 67.93% | 11.13% | 9.20% | 0.57% |
| Wholesale and retail | 12,708,142,389.60 | 11,938,266,700.05 | 6.06% | -0.27% | -0.02% | -0.24% |
| By regions | ||||||
| Domestic | 21,026,816,805.98 | 14,476,952,657.34 | 31.15% | 3.88% | 1.51% | 1.60% |
When the statistical caliber of the Company’s principal business data is adjusted in the reporting period, the Company’s principalbusiness data should be subject to the one after the statistical caliber at the end of the reporting period is adjusted in the latest year
□ Applicable ? Not applicable
Ⅳ. Analysis on Non-principal Businesses? Applicable □ Not applicable
Unit: RMB
| Amount | Proportion in total profits | Reasons | Whether it is sustainable | |
| Investment income | 839,628,716.65 | 19.84% | Mainly consisted of investment income from Shanghai Pharmaceuticals Holding Co., Ltd (“Shanghai Pharma”) and investment income from disposal of trading financial assets and other non-current financial assets. | No |
| Profits and losses from changes in fair value | 70,037,496.76 | 1.66% | Mainly consisted of the change in net value of the Company’s financial assets held for trading and other non-current financial assets. | No |
| Asset impairment | -41,743,184.35 | -0.99% | Mainly consisted of provision for inventory write-down. | No |
| Non-operating revenue | 17,525,440.99 | 0.41% | Mainly consisted of income not related to daily business activities. | No |
| Non-operating expenses | 5,969,854.92 | 0.14% | Mainly consisted of expenses not related to daily business activities. | No |
| Credit impairment losses (loss is indicated with “-”) | -98,382,642.61 | -2.32% | Mainly consisted of provision for bad debt for accounts receivable in the commercial sector. | No |
| Other income | 27,406,398.49 | 0.65% | Mainly consisted of the government subsidies. | No |
| Gains from disposal of assets | 2,552,729.83 | 0.06% | Mainly consisted of proceeds from the disposal of non-current assets and proceeds from the disposal of right of use assets. | No |
Note: Investment income from Shanghai Pharma amounted to RMB 784 million. This investment represents a strategic collaborationbetween the two parties, facilitating synergies in their respective industries. The investment income is sustainable.
V. Analysis on Assets and Liabilities
1. Significant changes in assets composition
Unit: RMB
| End of the reporting period | End of the previous year | Increase/decrease in proportion | Statement on significant changes | |||
| Amount | Proportion in total assets | Amount | Proportion in total assets | |||
| Cash and bank balance | 11,293,829,360.87 | 20.71% | 10,887,983,161.30 | 20.58% | 0.13% | No significant changes. |
| Accounts receivable | 10,513,898,708.36 | 19.28% | 9,923,361,104.39 | 18.75% | 0.53% | No significant changes. |
| Inventories | 5,835,419,536.07 | 10.70% | 6,294,368,316.30 | 11.90% | -1.20% | Inventory management efficiency was improved, accelerating inventory turnover. |
| Investment property | 50,308,207.99 | 0.09% | 49,884,012.15 | 0.09% | 0.00% | No significant changes. |
| Long-term equity investments | 13,157,456,514.01 | 24.13% | 12,561,276,081.35 | 23.74% | 0.39% | Mainly due to sustained investment income from Shanghai Pharma. |
| Fixed assets | 3,012,711,745.68 | 5.52% | 3,012,878,828.09 | 5.69% | -0.17% | No significant changes. |
| Construction in progress | 752,520,380.49 | 1.38% | 703,439,112.24 | 1.33% | 0.05% | No significant changes. |
| Right-of-use assets | 289,367,883.81 | 0.53% | 291,177,021.52 | 0.55% | -0.02% | No significant changes. |
| Short-term loans | 10,169,668.64 | 0.02% | 423,380,272.64 | 0.80% | -0.78% | During the reporting period, credit loans and discounting of internal unit bills decreased. |
| Contractual liabilities | 1,607,722,042.64 | 2.95% | 1,916,123,387.16 | 3.62% | -0.67% | Mainly due to decrease in advance payments received by Pharmaceutical Business Group. |
| Long-term loans | 2,100,000.00 | 0.00% | 2,100,000.00 | 0.00% | 0.00% | No significant changes. |
| Leasing liabilities | 187,252,205.06 | 0.34% | 190,656,990.23 | 0.36% | -0.02% | No significant changes. |
| Financial assets held for trading | 3,121,018,919.96 | 5.72% | 2,547,113,523.40 | 4.81% | 0.91% | Mainly due to the purchase of bank wealth management products and securities firm wealth management products with relatively high security and good liquidity during the period. |
| Notes receivable | 763,243,829.02 | 1.40% | 929,651,911.37 | 1.76% | -0.36% | Mainly due to the increase in bankers’ acceptances held at the end |
of the period.
| of the period. | ||||||
| Receivables financing | 1,170,435,781.56 | 2.15% | 1,887,789,780.16 | 3.57% | -1.42% | Mainly due to a decrease in bank-accepted bills held at the end of the period. |
| Other receivables | 353,575,655.07 | 0.65% | 108,427,198.33 | 0.20% | 0.45% | Mainly due to an increase in dividends receivable. |
| Other current assets | 1,290,287,380.95 | 2.37% | 788,108,579.54 | 1.49% | 0.88% | Mainly due to increases in time deposits and funds awaiting foreign exchange conversion. |
| Other non-current financial assets | 206,670,363.44 | 0.38% | 387,688,897.11 | 0.73% | -0.35% | Mainly due to disposal of investments held at the beginning of the period. |
| Development expenses | 39,843,228.73 | 0.07% | 25,422,461.13 | 0.05% | 0.02% | Addition of newly capitalized projects during the reporting period. |
| Other non-current assets | 163,488,603.52 | 0.30% | 116,374,395.93 | 0.22% | 0.08% | Mainly due to an increase in prepaid fixed asset purchase payments at the end of this period. |
| Receipts in advance | 964,631.77 | 0.00% | 446,673.78 | 0.00% | 0.00% | Increase in prepaid rent at the end of the period. |
| Other payables | 693,672,581.84 | 1.27% | 466,603,767.14 | 0.88% | 0.39% | Mainly due to an increase in VAT payable but not yet paid at the end of this period. |
| Other current liabilities | 1,562,291,988.77 | 2.86% | 1,386,632,676.75 | 2.62% | 0.24% | Mainly due to an increase in accrued but unpaid expenses. |
| Estimated liabilities | 19,837,374.22 | 0.04% | 12,726,280.09 | 0.02% | 0.02% | Increase in the provision for returns payable in this period. |
| Deferred tax liabilities | 128,209,511.70 | 0.24% | 93,867,331.53 | 0.18% | 0.06% | Mainly due to an increase in deferred income tax liabilities, which is primarily attributable to changes in income tax rates. |
2. Major overseas assets
□ Applicable ?Not applicable
3. Assets and liabilities at fair value
? Applicable □ Not applicable
Unit: RMB
| Item | Opening balance | Profits or losses on changes in fair value during the reporting period | Cumulative changes in fair value included in equity | Impairment accrued during the reporting period | Purchase amount during the reporting period | Sales amount during the reporting period | Other changes | Closing balance |
| Financial assets | ||||||||
| 1. Financial assets held for trading (derivative financial assets excluded) | 2,547,113,523.40 | 33,268,150.43 | 2,950,200,000.00 | 2,409,562,753.87 | 3,121,018,919.96 | |||
| 2. Other equity instrument investments | 71,745,000.00 | 71,745,000.00 | ||||||
| 3. Other non-current financial assets | 387,688,897.11 | 37,019,632.47 | 217,787,880.00 | 206,920,649.58 | ||||
| Subtotal of financial assets | 3,006,547,420.51 | 70,287,782.90 | 2,950,200,000.00 | 2,627,350,633.87 | 3,399,684,569.54 | |||
| Total | 3,006,547,420.51 | 70,287,782.90 | 2,950,200,000.00 | 2,627,350,633.87 | 3,399,684,569.54 | |||
| Financial liabilities | 0 | 0 | ||||||
Other variations: None.Whether the Company has significant changes in measurement attributes of main assets during the reporting period
□ Yes ? No
4. Restrictions on asset rights as of the end of the reporting period
| Item | Closing book value (RMB) | Reason for restriction |
| Cash and bank balance | 16,404,177.76 | Earmarked for housing maintenance in reformed housing |
| Cash and bank balance | 2,648,494.30 | Performance bond deposit, bank acceptance bill deposit, performance bond deposit, etc. |
| Cash and bank balance | 3,120,832.53 | Property preservation |
| Assets in special account for system reform | 579,156,892.96 | Special fund for paying the cost of employee status conversion in state-owned enterprises |
| Total | 601,330,397.55 | -- |
VI. Investment Analysis
1. Overview
? Applicable □ Not applicable
| Investment during the reporting period (RMB) | Investment during the same period of the previous year (RMB) | Percentage of change |
| 3,486,707,527.53 | 4,085,229,378.59 | -14.65% |
2. Significant equity investments made during the reporting period
□ Applicable ? Not applicable
3. Significant non-equity investments in progress during the reporting period
? Applicable □ Not applicable
Unit: RMB
| Project | Investment method | Investment in fixed assets or not | Involved industry in investment projects | Amount invested in the reporting period | Cumulative actual investment as of the end of reporting period | Source of funding | Progress of project | Estimated income | Cumulative income as of the end of the reporting period | Reasons for unmet progress and estimated income | Disclosure date (if any) | Disclosure index (if any) |
| Yunnan Baiyao Shanghai International Center | Self-established | Yes | Pharmaceuticals, daily chemical products | 74,924,658.19 | 952,103,491.30 | Self-raised | 93.00% | N/A | June 9, 2021 | http://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1210206330&orgId=gssz0000538&announcementTime=2021-06-09 | ||
| Yunnan Baiyao R&D Platform - Kunming Center Construction Project | Self-established | Yes | Pharmaceuticals | 7,719,741.14 | 296,194,383.29 | Self-raised | 55.00% | N/A | ||||
| Total | -- | -- | -- | 82,644,399.33 | 1,248,297,874.59 | -- | -- | 0.00 | 0.00 | -- | -- | -- |
4. Financial assets investment
(1) Securities investment
? Applicable □ Not applicable
Unit: RMB
| Type of securities | Stock code | Stock abbreviation | Initial investment cost | Accounting measurement model | Opening book value | Profits or losses on changes in fair value during the reporting period | Cumulative changes in fair value included in equity | Purchase amount during the reporting period | Sales amount during the reporting period | Profits and losses during the reporting period | Closing book value | Accounting items | Source of funding |
| Domestic and overseas stocks | HK.02633 | Jacobson Pharma | 238,699,200.00 | Fair value | 190,764,240.00 | 27,023,640.00 | 217,787,880.00 | 42,922,580.95 | Other non-current financial assets | Self-raised | |||
| Domestic and overseas stocks | HK.02161 | JBM (Healthcare) | 25,039,800.00 | Fair value | 133,544,228.40 | -8,167,621.77 | 125,376,606.63 | 18,528,149.44 | Financial assets held for trading | Self-raised | |||
| Domestic and overseas stocks | HK.03681 | SinoMab BioScience | 354,119,828.19 | Fair value | 45,702,769.70 | 16,058,833.71 | 61,761,603.41 | 52,022,960.46 | Financial assets held for trading | Self-raised | |||
| Total | 617,858,828.19 | -- | 370,011,238.10 | 34,914,851.94 | 0.00 | 0.00 | 404,926,090.04 | 113,473,690.85 | 0.00 | -- | -- | ||
(2) Investments in derivatives
□ Applicable ? Not applicable
The Company had no investments in derivatives during the reporting period.
5. Use of proceeds
□ Applicable ? Not applicable
The Company had no use of proceeds during the reporting period.VII. Significant Assets and Equity Sales
1. Significant assets sales
□ Applicable ? Not applicable
The Company had no significant assets sales during the reporting period.
2. Significant equity sales
□ Applicable ? Not applicable
VIII. Analysis on the Major Holding Companies and Joint-stock Companies? Applicable □ Not applicableMajor subsidiaries and joint-stock companies with a net profit impact of over 10%
Unit: RMB
| Company name | Company type | Principal businesses | Registered capital | Total assets | Net assets | Operating revenue | Operating profit | Net profit |
| Yunnan Pharmaceutical, Co., Ltd. | Subsidiary | Wholesale and retail of pharmaceuticals | 1,000,000,000.00 | 16,661,549,297.92 | 6,835,764,950.30 | 12,361,038,014.12 | 435,731,509.29 | 347,925,145.03 |
| Yunnan Baiyao Group Health Products Co., Ltd. | Subsidiary | Production and sales of oral hygiene products | 84,500,000.00 | 9,117,181,304.35 | 6,581,025,234.12 | 3,450,999,664.58 | 833,740,507.21 | 694,668,921.96 |
| YNBY International | Subsidiary | Mainly engaged in goods and commodities trading business | 419,970,831.90 | 323,826,733.95 | 365,374,936.94 | 2,830,632.32 | 2,133,674.99 | |
| Shanghai Pharmaceuticals Holding Co., Ltd. | Joint-stock company | R&D, manufacturing, and sales of API, pharmaceutical products (including but not limited to chemical Active Pharmaceutical Ingredients (APIs), chemical preparations, TCM materials, Chinese patent medicines, TCM decoction pieces, biochemical drugs, biological products, narcotics, psychotropic drugs, and toxic drugs for medical use (Adapted to the scope of business), vaccines) of various dosage forms (including but not limited to tablets, capsules, aerosols, immune preparations, granules, plasters, pills, oral liquids, inhalants, injections, liniments, tinctures, suppositories) health products, medical devices, and | 3,696,414,318.00 | 238,067,056,071.37 | 88,857,904,563.65 | 141,592,782,502.79 | 6,833,619,624.55 | 4,994,784,030.29 |
related products, manufacturing andsales of pharmaceutical equipment,engineering installation andmaintenance, warehousing andlogistics, sea, land, and air freightforwarding business, industrialinvestment, asset management,provision of international economicand trade information and consultingservices, self-owned house leasing,import and export business ofvarious self-operated and agentdrugs and related goods andtechnologies.
related products, manufacturing andsales of pharmaceutical equipment,engineering installation andmaintenance, warehousing andlogistics, sea, land, and air freightforwarding business, industrialinvestment, asset management,provision of international economicand trade information and consultingservices, self-owned house leasing,import and export business ofvarious self-operated and agentdrugs and related goods andtechnologies.
Note: In accordance with relevant company regulations, the Health Products Company recognized brand usage fees totaling RMB 592 million payable to the parent company for the use of the“Yunnan Baiyao” main brand trademark. Excluding brand usage fees, the Health Products Company achieved a profit of RMB 1.198 billion for the first half of 2025.Acquisition and disposal of subsidiaries during the reporting period? Applicable □ Not applicable
| Company name | Approaches of acquiring and disposing of subsidiaries during the reporting period | Influences on overall production, operation and performance |
| Yunnan Baiyao Group Digital Intelligence Technology Co., Ltd. | Newly incorporated | No significant influence. |
| PT YNBY Healthcare Indonesia | Newly incorporated | No significant influence. |
| Yunnan Baiyao Group Chinese Medicinal Material Development (Weishan) Co., Ltd. | Newly incorporated | No significant influence. |
Description of the major holding companies and joint-stock companies: None.
Ⅸ. Structured Entities Controlled by the Company? Applicable □ Not applicableSee Section VIII “X. Interest in Other Entities”X. Risks and Countermeasures
(I) Policy changesIn recent years, a series of supportive policies for the pharmaceutical industry have been introducedsuccessively, opening up favorable development opportunities for pharmaceutical enterprises. Meanwhile, thehealthcare reform will be further deepened, and the routine centralized volume-based procurement will cover morepharmaceuticals. Comprehensive revisions to laws and regulations pertaining to drug supervision are also on thehorizon. All these factors are exerting higher requirements for the healthy development of the pharmaceuticalindustry. Given this context, the Company will place even greater emphasis on aligning with the Chinesepharmaceutical policy direction, intensify its efforts in tracking, analyzing, and comprehending critical industryinformation, and promptly grasp industry development and shifting trends. By devising suitable strategies, theCompany aims to alleviate the pressure and uncertainty arising from policy changes on production and operations,ultimately achieving sustained growth.
(II) Market uncertaintiesDue to fluctuating raw material costs, price controls on pharmaceutical products, and intensified competitionsat the terminal level, the pharmaceutical industry is experiencing significant operational pressure. Health consumerproducts are facing challenges from increasingly rational consumer behavior and fragmented demand. In responseto these pressures, the Company will continue to leverage its full industry chain competitiveness and innovationas key drivers. By continuously consolidating the supply chain foundation, enhancing operational efficiency andrefining management of channels and retail, the Company aims to deepen its innovation, cost, and channeladvantages, which enables the Company to navigate through economic cycles and achieve sustainable, high-quality development in the competitive market.(III) Transformation of innovation and R&D achievementsIn pursuit of fulfilling technological advantages and enhancing core competitiveness, the Company hasconsistently escalated its investment in drug R&D over recent years. Generally, new drug R&D is featured withlarge amount of investment, long R&D cycle, less-than-expected industry transformation rate, market uncertaintyafter industrialization in the future, etc. Any changes in relevant policies and market demands will be likely toaffect the commercial value of the products under R&D. Upon completion of R&D, the successfulcommercialization of a new drug stands as an important factor influencing R&D yields. The Company is poisedto meticulously assess the R&D projects of novel drugs within the framework of its strategic direction. Resourceswill be apportioned to key projects, bolstering risk management capabilities throughout the R&D. CollaborativeIUR efforts will be fortified, optimizing the transformation of achievements and reducing the uncertaintiesassociated with R&D investments.(IV) External expansionBy implementing an industrial development strategy to seek both internal growth and external expansion, theCompany actively advances towards its strategic goals and strives to inject new momentum into sustainable
development. In the process of pursuing external expansion, a key challenge for the Company is how to leverageinvestment and innovation to introduce new variables, build a new Baiyao platform, integrate more externalresources, and develop a complete industry chain, to ultimately establish a strong foothold in a highly competitiveand rapidly changing market. The Company will remain strategy-driven and user-centric, continuously sharpeningmarket insight to build a healthy, sustainable portfolio.XI. Implementation of the Market Capitalization Management System and Valuation
Improvement PlanWhether the Company implemented the market capitalization management system?Yes □NoWhether the Company disclosed the valuation improvement plan
□Yes ?No
To effectively enhance the Company’s investment value, standardize market capitalization managementpractices, ensure the compliance, scientific rigor, and effectiveness of such activities, maximize corporate valueand shareholder interests, and actively respond to the call in the State Council’s Several Opinions on StrengtheningSupervision, Preventing Risks, and Promoting High-Quality Development of the Capital Market to encouragelisted companies to establish market capitalization management systems, the Company’s 10
thBoard of Directorsheld its first meeting of 2025 on March 31, 2025, and approved the Market Capitalization Management System ofYunnan Baiyao Group Co., Ltd. For details, please refer to the system disclosed on the same day onwww.cninfo.com.cn.XII. Implementation of the “Enhancement of Quality and Returns” Initiative
Whether the Company disclosed the Announcement of the “Enhancement of Quality and Returns” Initiative?Yes □No
The Company disclosed the Announcement on “Enhancement of Quality and Returns” Initiative(Announcement No.: 2024-12) on March 9, 2024.
Firmly upholding the principle of rewarding shareholders, and consistently focusing on its principalbusinesses and maintaining prudent operations, the Company kept enhancing shareholder returns, whilecontinuously advancing high-quality development. In April 2025, in active response to the call in the StateCouncil’s Several Opinions on Strengthening Supervision, Preventing Risks, and Promoting High-QualityDevelopment of the Capital Market to encourage listed companies to establish market capitalization managementsystems, the Company formulated the Market Capitalization Management System of Yunnan Baiyao Group Co.,Ltd in accordance with the Company Law of the People’s Republic of China, the Securities Law of the People’sRepublic of China, the Rules Governing the Listing of Shares on Shenzhen Stock Exchange, the Self-RegulatoryGuidelines No. 1 for Companies Listed on Shenzhen Stock Exchange - Standardized Operation of ListedCompanies on the Main Board, and the Listed Company Regulatory Guidance No. 10 - Market CapitalizationManagement, other laws and regulations and normative documents as well as the Articles of Association of YunnanBaiyao Group Co., Ltd. In accordance with the regulations and in light of our own circumstances, we adopted acomprehensive set of measures, including enhancing the quality of information disclosure, managing investor
relations, conducting cash dividends, and encouraging major shareholders to increase their holdings, to promotethe rational reflection of the Company’s investment value and its high-quality development achievements.
(I) Constantly improving the quality and efficiency of production and operationIn the first half of 2025, the Company maintained robust growth by focusing on its strategic planning andovercoming multiple challenges in the external environment. During the reporting period, the Company recordedoperating revenue of RMB 21.257 billion, up 3.92% year on year; net profit attributable to the parent companyreached RMB 3.633 billion, rising 13.93% from RMB 3.189 billion in the previous year and hitting a record highfor the same period; and net profit attributable to the parent company after deducting non-recurring profits andlosses of RMB 3.461 billion, up 10.40% from RMB 3.135 billion in the previous year and hitting a record high forthe same period.In terms of growth quality, the Company’s net operating cash flow for the reporting period reached RMB 3.961billion, representing a 21.45% increase compared to the same period last year. The weighted average return on netassets was 9.09%, an increase of 1.16 percentage points over the same period of the previous year; basic earningsper share was RMB 2.04 per share, an increase of 13.97% over the same period of the previous year. Meanwhile,the Company’s business structure continued to optimize, with industrial revenue accounting for a further increasedshare of 40.01% of total operating revenue, representing a 2.6 percentage point rise compared to the same periodlast year. Industrial revenue grew at a rate of 11.13%.
The Company continued to maintain a healthy asset structure. As of the end of the reporting period, theCompany had total assets of RMB 54.535 billion, net assets attributable to shareholders of the listed company ofRMB 40.407 billion, the asset-liability ratio of 25.91%, and the cash and bank balance of RMB 11.294 billion.(II) Enhancing returns to shareholders in multiple dimensionsThe Company has taken multiple measures to enhance shareholders’ sense of gain by means of cash dividendsand increase in shareholdings by major shareholders.During the reporting period, the Company completed the distribution of its 2024 annual dividend totaling RMB
2.114 billion, with a cash dividend of RMB 11.85 per 10 shares. This cash dividend, combined with the specialdividend already distributed in 2024, results in a total cumulative cash dividend of RMB 4.277 billion, representing
90.09% of the Company’s net profit attributable to shareholders of the listed company for 2024. On August 28,2025, the Company held the fifth session of the 10
thBoard of Directors for 2025 to consider and approve theproposal for a special dividend plan for 2025. The Company proposes to distribute a cash dividend of RMB10.19(including tax) per 10 shares to all shareholders on the basis of the total share capital of the Company of1,784,262,603 shares as at the end of the second quarter of 2025, and to distribute 0 bonus shares (including tax),and not to convert the capital reserve to share capital. The total amount of the special dividends for 2025 will beRMB 1,818,163,592.46, accounting for 50.05% of net profit attributable to the parent company of the Company infirst half of 2025. This proposal is subject to review and approval of the general meeting.
In August 2024, Yunnan State-owned Equity Operation Management Co., Ltd (“State-owned EquityManagement Company”), our shareholder, planned to increase its shareholding in the Company within six monthsfrom the date of the first increase (August 6, 2024), and planned to increase its shareholding in a cumulative amountof not less than RMB 500 million and not more than RMB 1 billion. From August 6, 2024 to February 5, 2025,State-owned Equity Management Company cumulatively increased its shareholding in the Company by 17,807,463shares through the trading system of Shenzhen Stock Exchange (SZSE) by means of centralized bidding transactions,
accounting for 0.9980% of the total share capital of the Company, and the cumulative amount of the increase inshareholding was RMB 950,379,399.02. As of the February 5, 2025, the term of the Shareholding Increase Planexpired and the Shareholding Increase Plan was completed.(III) Continuously improving the information disclosure qualityThe Company consistently adheres to the principles of truthfulness, accuracy, completeness, timeliness, andfairness in information disclosure, strictly following applicable laws, regulations, and corporate policies. Activelyengaging with investors, the Company carefully considers their needs and suggestions regarding periodic reports.The Company discloses annual report data across multiple dimensions, including segments and channels, ensuringcompliance while offering a comprehensive view of its operations and development. Meanwhile, the Companypractically engages in voluntary information disclosure, proactively sharing information that aids investors in valueassessment and decision-making, thereby enhancing the relevance and transparency of disclosures. In addition, theCompany employs various methods to present and interpret periodic reports, including graphics, videos, andPowerPoint presentations, to communicate information in a clear, engaging, and easy-to-understand manner. As ofthe end of the reporting period, Yunnan Baiyao has been awarded the Class A rating in the information disclosureassessment by the Shenzhen Stock Exchange for the 17
thconsecutive time.(IV) Fully protecting the rights and interests of investors and ensuring smooth communication channelsThe Company has established a smooth communication channel to effectively safeguard the rights and interestsof investors and continuously improves the effectiveness of positive interaction with investors. During the reportingperiod, the Company held a total of two performance briefings, with a record high level of investor participation.We received investors for a total of 31 times (online and offline), involving 105 organizations and more than 270investors, and survey records were released in a timely manner in accordance with information disclosurerequirements. We responded to 57 inquiries at irm.cninfo.com.cn. Specialized personnel were assigned to answerinvestor relations hotline calls in earnest, ensuring the effective operation of the investor relations hotline. Inaddition, the Company has scientifically built a professional financial media matrix through text, video and otherforms, and actively engages in multi-channel information dissemination, building and maintaining the Company’smulti-dimensional value in the capital market.
(V) Exploring and practicing the path of high-quality developmentThe Company has a clear strategic plan. For intensive growth, we will focus on the foundational developmentof the three key segments, that is pharmaceutical, health and distribution, and systematically explore potential andenhance efficiency across the industrial chain, value chain, and production factors. For extensive growth, we will,in line with the overall strategic requirements and orientation, actively explore ways to complement and strengthenexisting industrial segments through strategic mergers and acquisitions, strategic partnerships, and other approaches,enabling us to rapidly overcome current growth bottlenecks and achieve sustained growth. The Company aims toachieve growth in revenue, profit, asset scale, and other key indicators through the two-phase “2+3” strategy, whichwill drive the century-old Baiyao toward becoming a Chinese leading and world-class modern pharmaceuticalindustry group, achieving synergistic growth in scale, quality, and structure.
Creating value, managing value, and realizing value are essential steps in the value enhancement journey forlisted companies. The Company will strictly remain committed to fulfilling its responsibilities and obligations as alisted company. Through focusing on our principal businesses, continuous innovation, and operational
improvements to enhance our intrinsic value, we aim to promote the healthy and sustainable development of theCompany by continuously exploring and practicing the methodology of high-quality development. We will adhereto the “investor-oriented” principle, striving to safeguard investors’ rights and interests through various means,enhance investment returns and bolster investors’ sense of achievement. By effectively implementing the“Enhancement of Quality and Returns” initiative, we seek to boost market confidence and contribute to the positiveand healthy development of the capital market.
Section IV Corporate Governance, Environment and SocietyI. Changes of Directors, Supervisors, and Senior Management of the Company
? Applicable □Not applicable
| Name | Position held | Type | Date | Reason |
| Qin Wanmin | Chief Innovation Officer, Senior Vice President | Resigned | January 26, 2025 | Retired |
| Yang Yong | Chief Compliance Officer, Senior Vice President | Resigned | January 26, 2025 | Retired |
II. Profit Distribution and Conversion of Capital Reserve into Share Capital during theReporting Period? Applicable □Not applicable
| Bonus shares per 10 shares (shares) | 0 |
| Cash dividend per 10 shares (RMB, tax inclusive) | 10.19 |
| Capitalization issue per 10 shares (shares) | |
| Base of share capital for the distribution plan (shares) | 1,784,262,603 |
| Cash dividend amount (RMB, tax inclusive) | 1,818,163,592.46 |
| Cash distributed via other methods (e.g., share repurchase) (RMB) | 0.00 |
| Total cash dividend (including other methods) (RMB) | 1,818,163,592.46 |
| Distributable profit (RMB) | 2,698,199,803.38 |
| Proportion of total cash dividend (including other methods) to total profit distributed | 100% |
| The current cash dividend | |
| For companies in the mature stage with no material capital expenditure plans, cash dividends must account for at least 80% of the total profit distribution | |
| Details of the profit distribution and conversion of capital reserve into share capital | |
| The 2025 special dividend plan considered and approved by the Board of Directors is as follows: Based on a total of 1,784,262,603 shares, a cash dividend of RMB 10.19 (tax inclusive) for every 10 shares will be paid to all shareholders, with no bonus shares issued (tax inclusive), and no capital reserve to increase the share capital. The cash dividend represents 50.05% of the net profit attributable to the parent company for the first half of 2025. | |
III. Implementation of the Company’s Equity Incentive Plan, Employee Stock Ownership Plan(ESOP), or Other Employee Incentive Measures
□ Applicable ?Not applicable
The Company had no equity incentive plans, employee stock ownership plans, or other employee incentive measures and theirimplementation during the reporting period.
IV. Disclosure of Environmental InformationWhether the listed company and its major subsidiaries are included in the list of enterprises legally required to disclose environmentalinformation?Yes □No
| Number of enterprises included in the list of enterprises legally required to disclose environmental information | 4 | |
| Series No. | Enterprise Name | Index for Environmental Information Disclosure Reports Required by the Law |
| 1 | Yunnan Baiyao Group Co., Ltd. | http://183.224.17.39:10097/ynyfpl/frontal/index.html#/home/enterpriseInfo?XTXH=cbf6994b-8e3e-4fda-b3e7-28a08f519f75&XH=1676796182864043921408&year=2024 |
| 2 | Yunnan Baiyao Group TCM Resources Co., Ltd. | http://183.224.17.39:10097/ynyfpl/frontal/index.html#/home/enterpriseInfo?XTXH=7c87972c-29b5-4d64-b9d3-82f63a49417c&XH=1676796185788043921408&year=2024 |
| 3 | Yunnan Baiyao Group Dali Pharmaceutical Co., Ltd. | http://183.224.17.39:10097/ynyfpl/frontal/index.html#/home/enterpriseInfo?XTXH=c5d3f3f1-e521-4556-aff3-3d7e265e47ca&XH=1682673698668045334528&year=2024 |
| 4 | Yunnan Baiyao Group Wenshan Qihua Co., Ltd. | http://183.224.17.39:10097/ynyfpl/frontal/index.html#/home/enterpriseInfo?XTXH=5e36269f-684b-4617-8a70-61d78e0abb4a&XH=1676796204034043921408&year=2024 |
V. Social ResponsibilityIn the first half of 2025, under the guidance of President Xi Jinping’s Thought on Socialism with ChineseCharacteristics for a New Era, Yunnan Baiyao diligently implemented the spirit of the important speech made byGeneral Secretary Xi Jinping during his visit in Yunnan and the rural revitalization policies set forth by the PartyCentral Committee, the State Council, the Yunnan Provincial Committee of the Communist Party of China, andthe provincial government. Leveraging its industrial strengths, the Company continued to make efforts in industrialdevelopment, improvement of people’s livelihood, grassroots governance, and other aspects. Also, the Companysignificantly enhanced its support for poverty alleviation in Chazhiluo Village and Xinle Village in PantiangeTownship, Weixi Lisu Autonomous Prefecture, successfully completing its tasks in the first half of 2025.
(I) Overall planning and consolidated efforts for rural revitalizationThe Party Committee of Yunnan Baiyao attaches such importance to its targeted poverty alleviation task thathad been included into its annual key work scope for overall planning. This June, under higher-level directives,the Party Committee of the Group meticulously organized the centralized rotation of rural-revitalization workteams. Following a Group-wide open selection and a “best-of-the-best” approach, we have reassigned two residentfirst secretaries and two resident team members in poor villages. All four candidates combine solid politicalintegrity, proven competence, and a strong grass-roots style. Each brings either a pharmacy background or hands-on experience in Party building and the cultivation and processing of Chinese medicinal materials, ensuring
stronger support for local governance and for the development of the Chinese medicinal material industry in ourpartner villages.(II) Consolidated achievements in poverty alleviation and rural revitalizationThe resident work team of Yunnan Baiyao, working hand-in-hand with the “village Party committee andcommittee of villagers,” treats dynamic monitoring and targeted support for preventing relapse into poverty as itstop priority, rigorously implementing the “one assessment, one analysis and one review every month” mechanism.A comprehensive investigation was conducted on all households at risk of returning to poverty in 2025. Followingthe “three-tier review and four-step confirmation” procedure, the seven original monitoring households (24 people)in Chazhiluo Village were assessed. Five households (21 people) were ultimately cleared of risk. One householdwith two members remains at risk (one household of one person with no labor capacity under subsistenceguarantee). For these households, the work team has drawn up tailored support plans household by household andfine-tuned support policies, ensuring the requirements of the “shaking off poverty rather than responsibility,policies, assistance and supervision” are fully implemented and effectively advancing the stable transition fromconsolidating poverty-alleviation gains to rural revitalization.
(III) Routine duties of resident work teamsThe work team actively attends village-committee meetings, contributing ideas for the two villages’development. Through regular visits to priority households, they keep abreast of residents’ needs and convey careand warmth. When faced with mining hazards, medical-insurance payment difficulties, or natural-disaster threats,the team works with the village Party committee and the committee of villagers to intensify patrols and on-callduty, conduct door-to-door outreach, and roll out emergency measures, fully safeguarding people’s lives andproperty and ensuring village assignments proceed smoothly.(IV) Vigorously driving the development of the TCM materials cultivation industryPromotion of the intercropping model of the Dolomiaea costus. Large-scale trials of the intercropping modelof Dolomiaea costus have proven successful, and the “snowball effect” of the TCM materials industry poweringrural revitalization is now taking hold. In 2024, Chazhiluo Village’s 30-mu trial plots yielded 500 jin of corn and1,500 jin of Dolomiaea costus per mu. After deducting costs, net income rose by roughly RMB 2,000 per mu,giving the participating households an extra RMB 60,000 in total and marking the village’s first-ever collective-economy revenue from medicinal-herb cultivation. This short-cycle, high-return model has acted like a shot in thearm, igniting farmers’ confidence and enthusiasm. To date this year, 118 households have already adopted thepractice on more than 500 mu, with expected additional income topping RMB 800,000. Empowered by the
industry chain of the Company, cultivation of TCM materials in Pantian Township is shifting from small, scatteredplots to a quality-driven TCM base.
Promotion of Bletilla striata cultivation. With two years of small-plot trials under the resident work team’sguidance, Bletilla striata cultivation has achieved remarkable results. However, as 2025 large-scale rolloutapproached, high costs and a long payback period dampened farmers’ enthusiasm. Then, the resident work teams,along with the village Party committee, the committee of villagers and five Party branches, convened a specialmeeting on “four discussions and two disclosures” and decided to distribute Bletilla striata seedlings worth RMB16,000 by lottery among leading entrepreneurs, Party branch leaders and cooperatives, promoting medium-scaleplots and creating a “Party-building-led, industry-practice” model. In June 2025, the work team distributed Bletillastriata seedlings to establish ten demonstration plots totaling four mu, quadrupling the trial area, and created aWeChat group for growers to share know-how, laying the groundwork for large-scale rollout.(V) Improving infrastructures for a brighter futureYunnan Baiyao continued to make greater investment to construct the infrastructure of the assisted villages.To inherit and protect Chazhiluo Village’s peakcock dance culture, a prefecture-level intangible cultural heritage,the Company made another investment, amounting to RMB 150,000, in addition to the initial RMB 300,000 outlay,for design and decoration of the inheritance exhibition hall of peakcock dance, construction of the village bulletinboard, and repair of the exterior wall of the Party member activity room of Xinle Village. Now fully completedand open to the public, the project is actively advancing Lisu intangible cultural-heritage protection and ruralrevitalization.(VI) Consumption-based assistance for a shared rural-revitalization canvasAhead of the 2025 Spring Festival, the Company purchased a total of 4,637 agricultural and sideline productsfrom Diqing Prefecture through the “832 platform,” totaling RMB 436,700, effectively helping farmers solve theproblem of sales channels for agricultural and sideline products and boosting farmers’ incomes. In the first half ofthis year, Yunnan Baiyao Group fully leveraged its industrial strengths to purchase 6,111.1 kg of medicinal herbs,primarily Gentiana macrophylla and Angelica sinensis, worth RMB 406,700 from Shangri-La Hezheng TibetanMedicine Co., Ltd and Diqing Sanjiang Bio-Development Co., Ltd, effectively resolving local growers’ saleschallenges and broadening their path to prosperity.
Section V Significant Events
I. Commitments of the Company’s De Facto Controller, Shareholders, Related Parties and Acquirers, as well as the Company Itself andOther Related Entities Fulfilled during the Reporting Period or Ongoing at the Period-End?Applicable □Not applicable
| Commitments | Commitment Party | Commitment Type | Contents | Commitment Time | Commitment Period | Performance Status |
| Commitments made in the acquisition report or equity change report | Yunnan Investment Group | Commitments to maintain the independence of the listed company | To protect the legitimate rights and interest of any and all of the shareholders of the listed company, our company undertakes to warrant: 1. The personnel independence of the listed company, that is: (1) The general manager, deputy general manager, CFO, secretary of the Board of Directors, and other senior management personnel of the listed company will work full-time and receive compensation in the listed company, with holding no positions other than directors or supervisors or receiving no compensation in any other enterprises under the control of our company, for continuously maintaining the independence of personnel of the listed company; (2) The listed company has a complete and independent labor, personnel, and salary management system, which is fully independent from our company and any other enterprises under our control; (3) The directors, supervisors, and senior management personnel of the listed company are elected or appointed in accordance with legal procedures, and our company will not interfere with the personnel appointment and removal decisions already made by the Board of Directors and the general meeting of the listed company. 2. The asset independence of the listed company, that is: (1) The listed company has independent and complete assets, all of which are under the control of the listed company and are independently owned and operated by the listed company; (2) Our company and any other enterprises under our control do not and will not in any way occupy the funds, assets, and other resources of the listed company in violation of laws and regulations; (3) Our company and any other enterprises under our control will not use the assets of the listed company as guarantee for our and their debts in violation of | December 10, 2021 | Remain effective during the period of holding indirect stake in Yunnan Baiyao | In progress |
regulations. 3. The financial independence of the listed company, thatis: (1) The listed company continues to maintain its independentfinancial department and independent financial accounting system;
(2) The listed company opens an independent bank account and does
not share a bank account with our company or any other enterprisesunder our control; (3) The listed company is able to makeindependent financial decisions, without our company’s illegalinterference with its asset utilization scheduling; (4) Theindependence of the listed company’s financial personnel who willnot work part-time or receive remuneration in any other enterprisesunder our control; (5) The listed company legally pays taxesindependently. 4. The institutional independence of the listedcompany, that is: (1) The listed company continues to maintain asound corporate governance structure and has an independent andcomplete organizational structure; (2) The general meeting, Board ofDirectors, independent directors, Supervisory Committee, generalmanager, etc. of the listed company independently exercise theirpowers in accordance with laws, regulations, and the listedcompany’s articles of association; (3) The listed company has anindependent and complete organizational structure, withoutinstitutional confusion with any other enterprises under our control.
5. The business independence of the listed company, that is: (1) The
listed company has the assets, personnel, qualifications, andcapabilities to independently carry out business activities, and alsohas the capabilities to independently and continuously operate in themarket; (2) The listed company has minimized related partytransactions between our company and any other enterprises underour control and the listed company as much as possible, and fairlycarry out necessary and inevitable related party transactions at fairprices in accordance with market-oriented principles, withtransaction procedures and information disclosure obligationsfulfilled in accordance with relevant laws, regulations, and normativedocuments. 6. The listed company maintains independence from ourcompany and any other enterprises under our control in any otheraspects.
| regulations. 3. The financial independence of the listed company, that is: (1) The listed company continues to maintain its independent financial department and independent financial accounting system; (2) The listed company opens an independent bank account and does not share a bank account with our company or any other enterprises under our control; (3) The listed company is able to make independent financial decisions, without our company’s illegal interference with its asset utilization scheduling; (4) The independence of the listed company’s financial personnel who will not work part-time or receive remuneration in any other enterprises under our control; (5) The listed company legally pays taxes independently. 4. The institutional independence of the listed company, that is: (1) The listed company continues to maintain a sound corporate governance structure and has an independent and complete organizational structure; (2) The general meeting, Board of Directors, independent directors, Supervisory Committee, general manager, etc. of the listed company independently exercise their powers in accordance with laws, regulations, and the listed company’s articles of association; (3) The listed company has an independent and complete organizational structure, without institutional confusion with any other enterprises under our control. 5. The business independence of the listed company, that is: (1) The listed company has the assets, personnel, qualifications, and capabilities to independently carry out business activities, and also has the capabilities to independently and continuously operate in the market; (2) The listed company has minimized related party transactions between our company and any other enterprises under our control and the listed company as much as possible, and fairly carry out necessary and inevitable related party transactions at fair prices in accordance with market-oriented principles, with transaction procedures and information disclosure obligations fulfilled in accordance with relevant laws, regulations, and normative documents. 6. The listed company maintains independence from our company and any other enterprises under our control in any other aspects. | ||||||
| Commitments made in the acquisition report or equity | Yunnan Investment Group | Commitments regarding related party transactions | 1. After the completion of this equity transfer, our company will consciously safeguard the interest of the listed company and any and all of its shareholders, and minimize and avoid related party transactions with the listed company. We will not, by virtue of our | December 10, 2021 | Remain effective during the period of holding indirect | In progress |
change report
| change report | indirect stake in the listed company, seek for improper benefits or harm any interest of the listed company and any and all of its shareholders in related party transactions. 2. Our company does not and will not, by virtue of our indirect stake in the listed company and its own controlling influence, seek from the listed company for better commercial terms for business cooperation than that given to the third parties in the market for itself or for any other enterprises under our control. 3. Our company does not and will not, by virtue of our indirect stake in the listed company and its own controlling influence, seek for privileges for itself or any other enterprises under our control to enter into transactions with the listed company. 4. After completing this equity transfer, our company will strictly adhere to the provisions of the Company Law of the People’s Republic of China, the Articles of Association of Yunnan Baiyao Group, the Rules of Procedure for the General Meetings, and the Decision System for Related Party Transactions of the Listed Company when engaging in inevitable related party transactions with the listed company. We are committed to conducting these transactions in a transparent, fair, and equitable manner. This involves adhering to commercial principles such as “fairness, impartiality, and voluntariness.” We will enter into fair and reasonable transaction contracts with the listed company, ensuring that pricing policies are developed based on market fairness, impartiality, and openness. This approach guarantees the fairness of transaction prices. 5. After the completion of this equity transfer, our company and any other enterprises under our control will not illegally occupy the funds and assets of the listed company, and under no circumstances will the listed company be required to provide any form of guarantees to our company or any other enterprises under our control. | stake in Yunnan Baiyao | ||||
| Commitments made in the acquisition report or equity change report | State-owned Assets Supervision and Administration Commission of Yunnan Provincial People’s Government (“SASAC of Yunnan Province”), New Huadu | Commitments regarding horizontal competition | In the future, when the time is ripe, SASAC of Yunnan Province and New Huadu shall urge Baiyao Holdings to gradually inject the high-quality assets related to Yunnan Baiyao’s existing business and future development areas into Yunnan Baiyao Group. Both SASAC of Yunnan Province and New Huadu will also strictly comply with the regulations to avoid horizontal competition. | March 23, 2017 | Remain effective during the period of holding the shares of Yunnan Baiyao (directly and indirectly) | In progress |
| Commitments | New Huadu | Commitments | 1. New Huadu and any other enterprises under our control will try the | March 23, | Remain | In progress |
made in theacquisitionreport or equitychange report
| made in the acquisition report or equity change report | regarding related party transactions | best to avoid related party transactions with Yunnan Baiyao. For inevitable related party transactions or those occurring for reasonable reasons, New Huadu will undertake to conduct such transactions on an equal and voluntary basis in the principles of fairness, impartiality, and compensation for equal value, with the transaction prices to be determined based on the reasonable prices recognized in the market. 2. New Huadu and any other enterprises under our control will strictly comply with the avoidance provisions on related party transactions set out in Yunnan Baiyao’s articles of association and in other relevant regulations. All related party transactions involved will be carried out in accordance with the decision-making procedures for related party transactions for Yunnan Baiyao, and legal procedures will be followed to ensure not to harm any legitimate rights and interest of Yunnan Baiyao and any other shareholders through related party transactions. 3. If New Huadu and any other enterprises under our control violate any of the above statements and commitments, leading to any damages to any rights and interest of Yunnan Baiyao, New Huadu agrees to bear any and all of the corresponding compensation liabilities for such damages so caused to Yunnan Baiyao. | 2017 | effective during the period of holding the shares of Yunnan Baiyao (directly and indirectly) | ||
| Commitments made during asset restructuring | State-owned Equity Management Company, New Huadu and its acting-in-concert parties | Commitments regarding related party transactions | 1. State-owned Equity Management Company has undertaken the previous commitments of SASAC of Yunnan Province: After the completion of this significant asset restructuring, SASAC of Yunnan Province will try its best to avoid related party transactions with the listed company. For inevitable related party transactions or those occurring for reasonable reasons, SASAC of Yunnan Province will undertake to conduct such transactions on an equal and voluntary basis in the principles of fairness, impartiality, and compensation for equal value, with the transaction prices to be determined based on the reasonable prices recognized in the market. SASAC of Yunnan Province will strictly comply with the provisions of relevant laws, regulations, normative documents, and the articles of association of the listed company, perform the decision-making procedures and information disclosure obligations for related party transactions, and warrant not to harm any legitimate rights and interest of the listed company and any other shareholders through related party transactions. This commitment letter shall come into effect and be irrevocable as of the date of official signature by SASAC of Yunnan Province. SASAC of Yunnan Province warrants the effective | October 31, 2018 | Remain effective during the period of holding the shares of Yunnan Baiyao (directly and indirectly) | In progress |
fulfillment of these commitments, and the listed company has theright to supervise its fulfillment of this commitment letter. If SASACof Yunnan Province fails to effectively fulfill this commitment letter,leading to any actual losses to the listed company, SASAC of YunnanProvince will compensate for any and all of such direct or indirectlosses so caused to the listed company.
2. New Huadu and its acting-in-concert parties undertake that: after
the completion of this merger and overall listing, our company/I andany enterprises under our/my control will try the best to avoid relatedparty transactions with the listed company. For inevitable relatedparty transactions or those occurring for reasonable reasons, ourcompany/I undertake (s) to conduct such transactions on an equal andvoluntary basis in the principles of fairness, impartiality, andcompensation for equal value, with the transaction prices to bedetermined based on the reasonable prices recognized in the market.Our company/I and any other enterprises under our/my control willstrictly comply with the provisions of relevant laws, regulations,normative documents, and the articles of association of the listedcompany, perform the decision-making procedures and informationdisclosure obligations for related party transactions, and warrant notto harm any legitimate rights and interest of the listed company andany other shareholders through related party transactions. Thiscommitment letter shall come into effect and be irrevocable as of thedate of official signature by our company/me. Our company/Iwarrant(s) the effective fulfillment of these commitments, and thelisted company has the right to supervise the fulfillment of thiscommitment letter. If our company/I fail(s) to effectively fulfill thiscommitment letter, leading to any actual losses to the listed company,our company/I will compensate for any and all of such direct orindirect losses so caused to the listed company.
| fulfillment of these commitments, and the listed company has the right to supervise its fulfillment of this commitment letter. If SASAC of Yunnan Province fails to effectively fulfill this commitment letter, leading to any actual losses to the listed company, SASAC of Yunnan Province will compensate for any and all of such direct or indirect losses so caused to the listed company. 2. New Huadu and its acting-in-concert parties undertake that: after the completion of this merger and overall listing, our company/I and any enterprises under our/my control will try the best to avoid related party transactions with the listed company. For inevitable related party transactions or those occurring for reasonable reasons, our company/I undertake (s) to conduct such transactions on an equal and voluntary basis in the principles of fairness, impartiality, and compensation for equal value, with the transaction prices to be determined based on the reasonable prices recognized in the market. Our company/I and any other enterprises under our/my control will strictly comply with the provisions of relevant laws, regulations, normative documents, and the articles of association of the listed company, perform the decision-making procedures and information disclosure obligations for related party transactions, and warrant not to harm any legitimate rights and interest of the listed company and any other shareholders through related party transactions. This commitment letter shall come into effect and be irrevocable as of the date of official signature by our company/me. Our company/I warrant(s) the effective fulfillment of these commitments, and the listed company has the right to supervise the fulfillment of this commitment letter. If our company/I fail(s) to effectively fulfill this commitment letter, leading to any actual losses to the listed company, our company/I will compensate for any and all of such direct or indirect losses so caused to the listed company. | ||||||
| Commitments made during asset restructuring | State-owned Equity Management Company, New Huadu | Commitments to maintain the independence of the listed company | After the completion of this merger and overall listing, our company/institution will maintain independence from the listed company in terms of personnel, assets, business, institutions, and finance in accordance with relevant laws, regulations, and normative documents. We will not, by virtue of the identity as a related party of the listed company, engage in the acts that affect the independence of the listed company’s personnel, assets, business, institutions, and finances, or harm any rights and interest of the listed company and any other shareholders. Instead, we will effectively ensure the | October 31, 2018 | Remain effective during the period of holding the shares of Yunnan Baiyao (directly and indirectly) | In progress |
independence of the listed company in terms of personnel, assets,business, institutions, finance, etc. This commitment letter shall comeinto effect and be irrevocable as of the date of official signature byour company/institution. Our company/institution warrants theeffective fulfillment of these commitments, and the listed companyhas the right to supervise the fulfillment of this commitment letter. Ifour company/institution fails to effectively fulfill this commitmentletter, leading to any actual losses to the listed company, ourcompany/institution will compensate for any and all of such direct orindirect losses so caused to the listed company.
| independence of the listed company in terms of personnel, assets, business, institutions, finance, etc. This commitment letter shall come into effect and be irrevocable as of the date of official signature by our company/institution. Our company/institution warrants the effective fulfillment of these commitments, and the listed company has the right to supervise the fulfillment of this commitment letter. If our company/institution fails to effectively fulfill this commitment letter, leading to any actual losses to the listed company, our company/institution will compensate for any and all of such direct or indirect losses so caused to the listed company. | ||||||
| Commitments made during asset restructuring | Baiyao Holdings, State-owned Equity Management Company, New Huadu | Commitments regarding real estate business | If Yunnan Baiyao and its subsidiaries within the scope of its consolidated financial statements, and, Baiyao Holdings and its subsidiaries within the scope of its consolidated financial statements engaged in any illegal activities in the domestic real estate development business during the reporting period, such as undisclosed land vacancy, speculation of land, property hoarding, and price gouging, which have caused any losses to Yunnan Baiyao and investors, our company/institution will bear any and all of corresponding compensation liabilities for such losses as required by relevant laws, regulations and securities regulatory authorities. | December 11, 2018 | Remain effective during the period of holding the shares of Yunnan Baiyao (directly and indirectly) | In progress |
| Commitments made during asset restructuring | Directors and senior management of the listed company | Commitments regarding real estate business | If Yunnan Baiyao and its subsidiaries within the scope of its consolidated financial statements, and, Baiyao Holdings and its subsidiaries within the scope of its consolidated financial statements engaged in any illegal activities in the domestic real estate development business during the reporting period, such as undisclosed land vacancy, speculation of land, property hoarding, and price gouging, which have caused any losses to Yunnan Baiyao and investors, I will bear any and all of the corresponding compensation liabilities for such losses as required by relevant laws, regulations and securities regulatory authorities. | December 11, 2018 | Remain effective | In progress |
| Commitments made during asset restructuring | Baiyao Holdings, State-owned Equity Management Company, New Huadu | Commitments regarding compensatory measures after dilution of immediate returns | 1. Our company/institution will not interfere with any operation and management activities of the listed company beyond authority, nor will it encroach on any interest of the listed company. 2. After the date of issuance of this commitment letter, if the securities regulatory authorities make other regulatory requirements regarding compensatory measures and related commitments, and the above commitments fail to meet such new regulatory regulations of the securities regulatory authorities, our company/institution will undertake to issue supplementary commitments in accordance with | December 11, 2018 | Remain effective during the period of holding the shares of Yunnan Baiyao (directly and indirectly) | In progress |
their then latest relevant regulations.
3. Our company/institution undertakes to effectively fulfill the
relevant compensatory measures formulated by the listed companyand the relevant commitments made by our company/institution. Ifour company/institution violates these commitments and causes anylosses to the listed company or investors, our company/institution iswilling to legally bear any and all of the corresponding compensationliabilities for such losses.
| their then latest relevant regulations. 3. Our company/institution undertakes to effectively fulfill the relevant compensatory measures formulated by the listed company and the relevant commitments made by our company/institution. If our company/institution violates these commitments and causes any losses to the listed company or investors, our company/institution is willing to legally bear any and all of the corresponding compensation liabilities for such losses. | ||||||
| Commitments made during asset restructuring | Directors, supervisors, and senior management of the listed company | Commitments regarding compensatory measures after dilution of immediate returns | 1. I undertake not to transfer benefits to any other units or individuals without compensations or under unfair conditions, nor to harm any interest of the listed company in any other way. 2. I undertake to restrain my official consumption. 3. I undertake not to use the assets of the listed company to engage in investment or consumption activities unrelated to my duties. 4. I undertake that the compensation system to be formulated by the Board of Directors or Remuneration Committee in the future will be linked to the implementation of compensatory measures taken by the listed company. 5. I undertake that the exercise conditions of the listed company’s equity incentives to be announced in the future will be linked to the implementation of the compensatory measures taken by the listed company. 6. I undertake to effectively fulfill the relevant compensatory measures formulated by the listed company and any commitments made by myself regarding compensatory measures. If I violate or refuse to fulfill any of the above commitments, leading to any losses to the listed company or any and all of its shareholders, I’m willing to legally bear any and all of the corresponding compensation liabilities. This commitment letter shall come into effect as of the date of my signature and shall constitute a binding legal document on me upon its effectiveness. If I violate this commitment letter, I’m willing to bear any and all of the corresponding legal liabilities. | December 11, 2018 | Remain effective | In progress |
| Commitments made during asset restructuring | State-owned Equity Management Company, New Huadu | Commitments regarding horizontal competition | 1. State-owned Equity Management Company has undertaken the previous commitments of SASAC of Yunnan Province: In order to avoid horizontal competition with the listed company and safeguard the legitimate rights and interest of the listed company and other shareholders, State-owned Equity Management Company solemnly makes the following statements and commitments: After the completion of this transaction, State-owned Equity Management Company will not directly engage in any businesses that are the same as or similar to, and constitute a competition with, the principal | October 31, 2018 | Remain effective during the period of holding the shares of Yunnan Baiyao (directly and indirectly) | In progress |
businesses of the listed company.
2. New Huadu undertakes that: As of the issuance date of this
commitment letter, our company and any enterprises under ourcontrol have not invested in any company, enterprise or otheroperating entity engaged in any business the same as, or similar to,the principal businesses of the listed company or co-operating or co-engaged, with others, in business the same as, or similar to, theprincipal businesses of the listed company.After the completion of this transaction, our company and anyenterprises under our control will not directly or indirectly engage inany form (including but not limited to investment, M&A, affiliation,joint ventures, cooperation, partnership, contracting or leasingoperations, and equity participation) in businesses that are the sameas or similar to, and constitute a competition with, the principalbusinesses of the listed company, nor will we directly or indirectlyown any absolute or relative control over any other companies,enterprises or operating entities that engage in businesses that are thesame as or similar to, and constitute a competition with the principalbusinesses of the listed company.During the commitment period mentioned above, if the listedcompany actually further expands its existing principal businesses,and our company and any enterprises under our control have not yetengaged in production or operation of such new businesses, ourcompany and any enterprises under our control will not engage insuch new businesses that compete with the principal businesses of thelisted company unless the listed company notifies us in writing that itwould no longer engage in such new businesses.During the aforementioned commitment period, if our company andany enterprises under our control obtain from any third party anybusiness opportunity that competes or may compete with theprincipal businesses of the listed company, we shall immediatelynotify the listed company. If the listed company provides a positiveresponse that it is willing to take advantage of that businessopportunity within the reasonable period specified in the notice, ourcompany and any enterprises under our control will abandon thatbusiness opportunity.If our company and any enterprises under our control violate any ofthe above statements and commitments, leading to any damages toany rights and interest of the listed company, our company agrees to
bear any and all of the corresponding compensation liabilities forsuch damages so caused to the listed company.
| bear any and all of the corresponding compensation liabilities for such damages so caused to the listed company. | ||||||
| Commitments made during asset restructuring | Directors, supervisors, and senior management of the listed company | Commitments regarding the authenticity, accuracy, and completeness of the information provided | Our company/I has/have provided necessary, authentic, accurate, complete, and effective documents, materials, or oral statements and explanations for this transaction at this stage, without any concealments, false records, or significant omissions. The provided copy materials or photocopies are consistent and aligned with the original materials or originals. The signatures and seals on the provided documents and materials are authentic, with necessary legal procedures for such signatures and seals having been fulfilled, and legal authorizations having been obtained. All statements and explanations of facts are consistent with the facts that occurred. According to the progress of this transaction, our company/I will provide relevant information and documents in a timely manner in accordance with relevant laws, regulations, rules, and relevant provisions of the CSRC and the stock exchange, and ensure that the information and documents to be constantly provided still meet the requirements of authenticity, accuracy, completeness, and effectiveness. Our company/I undertake (s) and warrant (s) the information provided or disclosed in this transaction is authentic, accurate, complete, and effective, without false records, misleading statements, or material omissions, and is/am willing to bear any and all of the corresponding individual and joint legal liabilities for that. | June 10, 2021 | Remain effective | In progress |
| Commitments made during asset restructuring | State-owned Equity Management Company | Commitments regarding the authenticity, accuracy, and completeness of the information provided | As of the date of the issuance of this commitment, our company has provided necessary, authentic, accurate, complete, and effective documents, materials, or oral statements and explanations for this transaction at this stage, without any concealments, false records, or significant omissions. The provided copy materials or photocopies are consistent and aligned with the original materials or originals. The signatures and seals on the provided documents and materials are authentic, with necessary legal procedures for such signatures and seals having been fulfilled, and legal authorizations having been obtained. All statements and explanations of facts are consistent with the facts that occurred. According to the progress of this transaction, our company will provide relevant information and documents in a timely manner in accordance with relevant laws, regulations, rules, and relevant provisions of the CSRC and the stock exchange, and ensure that the information and documents to be constantly provided still meet the requirements of authenticity, accuracy, completeness, | June 10, 2021 | Remain effective | In progress |
and effectiveness. Our company undertakes and warrants theinformation provided or disclosed in this transaction is authentic,accurate, complete, and effective, without false records, misleadingstatements, or material omissions, and is willing to bear any and allof the corresponding individual and joint legal liabilities for that.
| and effectiveness. Our company undertakes and warrants the information provided or disclosed in this transaction is authentic, accurate, complete, and effective, without false records, misleading statements, or material omissions, and is willing to bear any and all of the corresponding individual and joint legal liabilities for that. | ||||||
| Commitments made during asset restructuring | New Huadu and its acting-in-concert parties | Commitments regarding the authenticity, accuracy, and completeness of the information provided | Our company and our acting-in-concert parties have provided necessary, authentic, accurate, complete, and effective documents, materials, or oral statements and explanations for this transaction at this stage, without any concealments, false records, or significant omissions. The provided copy materials or photocopies are consistent and aligned with the original materials or originals. The signatures and seals on the provided documents and materials are authentic, with necessary legal procedures for such signatures and seals having been fulfilled, and legal authorizations having been obtained. All statements and explanations of facts are consistent with the facts that occurred. According to the progress of this transaction, our company and our acting-in-concert parties will provide relevant information and documents in a timely manner in accordance with relevant laws, regulations, rules, and relevant provisions of the CSRC and the stock exchange, and ensure that the information and documents to be constantly provided still meet the requirements of authenticity, accuracy, completeness, and effectiveness. Our company and our acting-in-concert parties undertake and warrant the information provided or disclosed in this significant asset restructuring is authentic, accurate, complete, and effective, without false records, misleading statements, or material omissions, and are willing to bear any and all of the corresponding individual and joint legal liabilities for that. | June 10, 2021 | Remain effective | In progress |
| Commitments made during asset restructuring | Directors, supervisors, and senior management of the listed company | Commitments regarding compensatory measures after diluting immediate returns by this restructuring | 1. I undertake not to transfer benefits to any other units or individuals without compensations or under unfair conditions, nor to harm any interest of the listed company in any other way. 2. I undertake to restrain my official consumption. 3. I undertake not to use the assets of the listed company to engage in investment or consumption activities unrelated to my duties. 4. I undertake that the compensation system to be formulated by the Board of Directors or Remuneration Committee in the future will be linked to the implementation of compensatory measures taken by the listed company. 5. If the listed company subsequently introduces equity incentive policies, I undertake that the exercise conditions of the listed company’s equity | June 10, 2021 | Remain effective | In progress |
incentives to be announced in the future will be linked to theimplementation of the compensatory measures taken by the listedcompany. 6. If, during the period after the date of issuance of thiscommitment letter and before the completion of this transaction bythe listed company, the CSRC makes other regulatory requirementsregarding compensatory measures and related commitments, and theabove commitments fail to meet such new regulatory regulations ofthe CSRC, I undertake to issue supplementary commitments inaccordance with the then latest CSRC regulations. 7. If I violate anyof the above commitments, leading to any losses to the listedcompany or investors, I’m willing to legally bear any and all of thecorresponding compensation liabilities for such losses so caused tothe listed company or investors.
| incentives to be announced in the future will be linked to the implementation of the compensatory measures taken by the listed company. 6. If, during the period after the date of issuance of this commitment letter and before the completion of this transaction by the listed company, the CSRC makes other regulatory requirements regarding compensatory measures and related commitments, and the above commitments fail to meet such new regulatory regulations of the CSRC, I undertake to issue supplementary commitments in accordance with the then latest CSRC regulations. 7. If I violate any of the above commitments, leading to any losses to the listed company or investors, I’m willing to legally bear any and all of the corresponding compensation liabilities for such losses so caused to the listed company or investors. | ||||||
| Commitments made during asset restructuring | State-owned Equity Management Company | Commitments to maintain the independence of the listed company, reduce and regulate related party transactions, and avoid horizontal competition | 1. On October 31, 2018, SASAC of Yunnan Province, as a shareholder of the listed company, issued the Commitment Letter of SASAC of Yunnan Province on Maintaining the Independence of the Listed Company, Commitment Letter of SASAC of Yunnan Province on Reducing and Regulating Related Party Transactions, and Commitment Letter of SASAC of Yunnan Province on Avoiding Horizontal Competition. On April 7, 2020, our company issued the Commitment Letter of State-owned Equity Management Company on Its Undertaking of the Relevant Commitments Made in the Process of Yunnan Baiyao’s Merger Transaction by SASAC of Yunnan Province (hereinafter referred to as the “Commitment Letter on Undertaking”), committing to fully undertake, as of the date of completion of this equity transfer (calculated from the date of registration of the underlying equity in the name of our company), the responsibilities and obligations specified in the commitment documents previously made by SASAC of Yunnan Province and continuously effective at the time of this equity transfer as set out in the following list. The list includes the foregoing three commitment letters issued by SASAC of Yunnan Province. 2. As of the date of signing this commitment letter, our company has always strictly fulfilled the commitments to maintain the independence of the listed company, reduce and regulate related party transactions, and avoid horizontal competition in accordance with the requirements of the Commitment Letter on Undertaking, and has not violated any of the commitments made. After the completion of this transaction, our company will continue to strictly fulfill the Commitment Letter on Undertaking to safeguard | June 10, 2021 | Remain effective | In progress |
the interest of the listed company and any and all of its shareholders.
| the interest of the listed company and any and all of its shareholders. | ||||||
| Commitments made during asset restructuring | New Huadu and its acting-in-concert parties | Commitments to maintain the independence of the listed company, reduce and regulate related party transactions, and avoid horizontal competition | 1. As of the date of signing this commitment letter, our company has always strictly fulfilled the Commitment Letter on Maintaining the Independence of the Listed Company, Commitment Letter on Reducing and Regulating Related Party Transactions, and Commitment Letter on Avoiding Horizontal Competition all issued on October 31, 2018. Our company’s acting-in-concert parties have always strictly fulfilled the Commitment Letter on Reducing and Regulating Related Party Transactions issued on October 31, 2018, and have not violated any of the commitments made. After the completion of this transaction, our company and our acting-in-concert parties will continue to strictly fulfill this commitment letter to safeguard the interest of the listed company and any and all of its shareholders. 2. After the completion of this transaction, our company’s acting-in-concert parties will maintain independence from the listed company in terms of personnel, assets, business, institutions, and finance in accordance with relevant laws, regulations, and normative documents, and will not, by virtue of the identity as a shareholder and a related party of the listed company, engage in the acts that affect the independence of the listed company’s personnel, assets, business, institutions, and finances, or harm any rights and interest of the listed company and other shareholders. Instead, they will effectively ensure the independence of the listed company in terms of personnel, assets, business, institutions, finance, etc. 3. As of the date of signing this commitment letter, our company’s acting-in-concert parties and any other companies or enterprises under their control have not engaged in any business that constitute a horizontal competition with the principal businesses of the listed company and any other companies or enterprises under its control. In order to avoid horizontal competition with the listed company and safeguard the legitimate rights and interest of the listed company and other shareholders, after the completion of this transaction, our company’s acting-in-concert parties and any other companies or enterprises under their control will not directly engage in businesses that are the same as, or similar to, and constitute a competition with, the principal businesses of the listed company. 4. This commitment letter shall come into effect and be irrevocable as of the date of official signature by our company and our acting-in- | June 10, 2021 | Remain effective | In progress |
concert parties. Our company and our acting-in-concert partieswarrant the effective fulfillment of these commitments, and the listedcompany has the right to supervise their fulfillment of thiscommitment letter. If our company and our acting-in-concert partiesfail to effectively fulfill this commitment letter, leading to any actuallosses to the listed company, our company and our acting-in-concertparties will compensate for any and all of such direct or indirect lossesso caused to the listed company.
| concert parties. Our company and our acting-in-concert parties warrant the effective fulfillment of these commitments, and the listed company has the right to supervise their fulfillment of this commitment letter. If our company and our acting-in-concert parties fail to effectively fulfill this commitment letter, leading to any actual losses to the listed company, our company and our acting-in-concert parties will compensate for any and all of such direct or indirect losses so caused to the listed company. | ||||||
| Commitments made during asset restructuring | Listed company | Commitments to reduce and regulate related party transactions | During the period when our company is a related party of Shanghai Pharma, our company and any other companies or enterprises under our control will try the best to avoid and reduce related party transactions with Shanghai Pharma and its subsidiaries. For inevitable related party transactions or those occurring for reasonable reasons, our company undertakes to conduct such transactions on an equal and voluntary basis in the principles of fairness, impartiality, and compensation for equal value, with the transaction prices to be determined based on the reasonable prices recognized in the market. Our company will strictly comply with the provisions of relevant laws, regulations, normative documents, and the Articles of Association of Shanghai Pharma, perform the decision-making procedures and information disclosure obligations for related party transactions, and warrant not to harm any legitimate rights and interest of Shanghai Pharma and any other shareholders through related party transactions. This commitment letter shall come into effect and be irrevocable as of the date of official signature by our company. Our company warrants the effective fulfillment of these commitments, and Shanghai Pharma has the right to supervise the fulfillment of this commitment letter. If our company fails to effectively fulfill this commitment letter, leading to any actual losses to Shanghai Pharma, our company will compensate for any and all of such direct or indirect losses so caused to Shanghai Pharma. | June 10, 2021 | Remain effective | In progress |
| Commitments made during asset restructuring | Listed company | Commitments regarding lock-up shares | Shanghai Pharma’s shares subscribed by our company through this transaction shall not be transferred within 36 months from the end of the issuance of these shares. After the expiration of the aforementioned lockup period, the transfer and trading of such shares shall be handled in accordance with the then effective laws and regulations, as well as the regulations and rules of the CSRC, SZSE, and SHSE. After the completion of this transaction, our company will also arrange a lockup period as described above for our any increased | May 11, 2021 | Thirty-six months from the end of the issuance of new shares by Shanghai Pharma | Completed |
stake in Shanghai Pharma after it issues bonus shares or convertpublic reserve funds into share capital.
| stake in Shanghai Pharma after it issues bonus shares or convert public reserve funds into share capital. | |||
| Whether the commitments are fulfilled as scheduled | Yes | ||
II. Occupation of the Company’s Capital by the Controlling Shareholder or any of Its RelatedParties for Non-Operating Purposes
□Applicable ?Not applicable
During the reporting period, there was no occupation of the Company’s capital by the controlling shareholder or any of its relatedparties for non-operating purposes.III. Non-compliant Provision of External Guarantees
□Applicable ?Not applicable
There was no non-compliant provision of external guarantees during the reporting period.
IV. Engagement and Disengagement of Auditor
Whether the interim financial statements were audited or not
□Yes ?No
The Company’s interim financial statements were unaudited.
V. Explanations Given by the Board of Directors and the Supervisory Committee Regardingthe Auditor’s “Modified Opinion” on the Financial Statements of the Reporting Period
□Applicable ?Not applicable
VI. Explanations Given by the Board of Directors Regarding the Auditor’s “ModifiedOpinion” on the Financial Statements of Previous Year
□Applicable ?Not applicable
VII. Bankruptcy and Reorganization
□Applicable ?Not applicable
There was no bankruptcy or reorganization related events during the reporting period.
VII. Legal MattersMaterial litigation or arbitration matters
□Applicable ? Not applicable
During the reporting period, the Company had no material litigation or arbitration matters.Other litigation?Applicable □Not applicable
| Basic Information of Litigation (Arbitration) | Amount Involved (RMB’0,000) | Any Estimated Liability Caused or Not | Litigation (Arbitration) Progress | Litigation (Arbitration) Trial Results and Impacts | Enforcement of Litigation (Arbitration) Judgments | Disclosure Date | Disclosure Index |
| Contract dispute lawsuit filed by Shanghai Yuanye Industrial Co., Ltd vs. Yunnan Baiyao Holdings Investment Co., Ltd and related parties | 157,531.78 | No | The first instance has not been heard yet | No updates at present | No updates at present | ||
| Summary of | 39,268.94 | No | Some cases have | Summary of litigation events | Some are in the process of |
events notmeeting thedisclosurestandards forbeing included insignificantlitigation(arbitration)
| events not meeting the disclosure standards for being included in significant litigation (arbitration) | been filed to be tried; some are being under trials to be adjudicated; some have been adjudicated; some have been closed. | has no significant impact on the Company | being fulfilled or are being enforced against the opposing party in the lawsuit |
IX. Punishments and Rectifications
□Applicable ?Not applicable
There was no punishment or rectification involving the Company during the reporting period.X. Credit Quality of the Company as well as its Controlling Shareholder and De FactoController
□Applicable ?Not applicable
XI. Significant Related Party Transactions
1. Connected transactions in relation to daily operations
□Applicable ?Not applicable
There were no related party transactions related to daily operations during the reporting period.
2. Related party transactions arising from acquisition or sale of assets or equity
□Applicable ?Not applicable
There were no related party transactions arising from acquisition or sale of assets or equity during the reporting period.
3. Related party transactions regarding joint investments in third parties
□Applicable ?Not applicable
There were no related party transactions regarding joint investments in third parties during the reporting period.
4. Amounts due to and from related parties
□Applicable ?Not applicable
There were no amounts due to and from related parties during the reporting period.
5. Transactions with related finance companies
?Applicable ?Not applicable
There were no deposit, loan, credit or other financial business occurring between the Company and its related financecompanies/related parties.
6. Transactions with related parties by finance company controlled by the Company?Applicable ?Not applicableThere were no deposit, loan, credit or other financial business occurred between any finance companies under the control of theCompany and related parties.
7. Other significant related party transactions
?Applicable ?Not applicableThere were no significant related party transactions during the reporting period.XII. Major Contracts and Their Performance
1. Entrustment, contracting and leases
(1) Entrustment
□Applicable ?Not applicable
There were no entrustment events of the Company during the reporting period.
(2) Contracting
□Applicable ?Not applicable
There were no contracting events of the Company during the reporting period.
(3) Leases
?Applicable ?Not applicable
There were no leases of the Company during the reporting period.
2. Major guarantees
?Applicable?Not applicableThere were no major guarantees of the Company during the reporting period.
3. Entrusted wealth management
?Applicable □Not applicable
Unit: RMB’0,000
| Type | Source of funding | Amount | Undue amount | Unrecovered overdue amount | Provision for impairment on unrecovered overdue amount |
| Bank financial products | Self-owned capital | 252,204.3 | 262,204.3 | 0 | 0 |
| Brokerage financial products | Self-owned capital | 50,020 | 55,020 | 0 | 0 |
| Total | 302,224.3 | 317,224.3 | 0 | 0 | |
Details of high-risk entrusted wealth management products with a significant amount per single item or of low safety and poorliquidity
□Applicable ?Not applicable
Cases under which it is expected that the principal of entrusted financing cannot be recovered, or there may be other circumstancesthat may result in impairment
□Applicable ?Not applicable
4. Other Significant Contracts
□Applicable
?Not applicable
There were no other significant contracts of the Company during the reporting period.
XIII. Explanation for Other Significant Events?Applicable □Not applicable
1. Progress on the joint fund establishment with a professional investment institution
On January 7, 2025, the Company and BOC International Capital Limited executed the SupplementalAgreement to the Partnership Agreement of Yunnan TCM Comprehensive Health Innovation Equity Investment FundPartnership (Limited Partnership). The supplemental agreement amends certain provisions of the PartnershipAgreement of Yunnan TCM Comprehensive Health Innovation Equity Investment Fund Partnership (LimitedPartnership). According to the fund manager’s notice, the Partnership has completed its industrial and commercialregistration and has obtained its private-fund filing with the Asset Management Association of China. More detailscan be found in the Announcement on the Progress of Establishing a Fund with a Professional Investment Institution(Announcement No. 2025-01), disclosed by the Company on January 9, 2025 at http://www.cninfo.com.cn. ThePartnership has now completed its initial capital contribution (10 % of total committed capital).
2. Senior management reaching statutory retirement age
On January 28, 2025, the Company issued the Announcement on Senior Management Reaching StatutoryRetirement Age (Announcement No. 2025-06). Mr. Qin Wanmin, Chief Innovation Officer and Senior VicePresident, resigned from all positions at the Company and its controlling subsidiaries upon reaching the mandatoryretirement age. Mr. Yang Yong, Chief Compliance Officer and Senior Vice President, also tendered his resignationfrom all positions at the Company and its controlling subsidiaries upon reaching the mandatory retirement age.
3. Shareholders’ partial share pledge and release of pledge
(1) On January 11, 2025, the Company disclosed the Announcement on the Release of Shareholders’ PartialShare Pledge (Announcement No. 2025-02). On January 10, 2025, the Company received a notice from itsshareholder State-owned Equity Management Company, stating that State-owned Equity Management Companyhad released the pledge on its 52,171,840 shares held in the Company (accounting for 2.92% of the Company’stotal share capital).
(2) On January 18, 2025, the Company disclosed the Announcement on Shareholders’ Partial Share Pledge
(Announcement No. 2025-03). In the past few days, the Company received a notice from its shareholder State-owned Equity Management Company, stating that State-owned Equity Management Company had pledged48,000,000 shares held in the Company (accounting for 2.69% of the Company’s total share capital).
(3) On January 22, 2025, the Company disclosed the Announcement on the Release of Shareholders’ PartialShare Pledge (Announcement No. 2025-04). In the past few days, the Company received a notice from itsshareholder State-owned Equity Management Company, stating that State-owned Equity Management Companyhad released the pledge on its 67,172,000 shares held in the Company (accounting for 3.76% of the Company’stotal share capital).
(4) On January 25, 2025, the Company disclosed the Announcement on Shareholders’ Partial Share Pledge(Announcement No. 2025-05). In the past few days, the Company received a notice from its shareholder State-owned Equity Management Company, stating that State-owned Equity Management Company had pledged67,500,000 shares held in the Company (accounting for 3.78% of the Company’s total share capital).
(5) On May 14, 2025, the Company disclosed the Announcement on the Release and Re-pledge ofShareholders’ Partial Shares (Announcement No. 2025-19). In the past few days, the Company received a noticefrom its shareholder New Huadu, stating that New Huadu had (i) released the pledge on its 350,594,000 sharesheld in the Company (accounting for 19.65% of the Company’s total share capital) and (ii) pledged 88,700,000shares held in the Company (accounting for 4.97% of the Company’s total share capital).
4. Expiration and completion of the shareholder’s share increase plan
On February 7, 2025, the Company disclosed the Announcement on the Expiration and Completion of theShareholder’s Share Increase Plan (Announcement No. 2025-07). From August 6, 2024 to February 5, 2025,State-owned Equity Management Company cumulatively increased its shareholding in the Company by17,807,463 shares through the trading system of Shenzhen Stock Exchange (SZSE) by means of centralizedbidding transactions, accounting for 0.9980% of the total share capital of the Company, and the cumulative amountof the increase in shareholding was RMB 950,379,399.02. As of the announcement date, the term of theShareholding Increase Plan expired and the Shareholding Increase Plan was completed.
5. R&D projects
On April 9, 2025, the Company disclosed the Announcement on the Approval of INR102 Injection for DrugClinical Trials (Announcement No. 2025-14). Yunhe Pharmaceutical (Tianjin) Co., Ltd (“Yunhe Pharma”), awholly-owned subsidiary of the Company, has received the Notice of Approval for Clinical Drug Trial (NoticeNo. 2025LP01012) issued by the National Medical Products Administration. Upon review, the application for
clinical trials of INR102 Injection submitted by Yunhe Pharma meets the relevant requirements for drugregistration, and approval is granted for conducting clinical trials in prostate cancer patients.
On June 18, 2025, the Company disclosed the Announcement on the Approval of JZ-14 Capsules for DrugClinical Trials (Announcement No. 2025-20). Yunnan Baiyao Zhengwu Technology (Shanghai) Co., Ltd(“Zhengwu Technology”), a controlled subsidiary of the Company, has recently received the Notice of Approvalfor Clinical Drug Trial (Notice Nos. 2025LP01506 and 2025LP01507) issued by the National Medical ProductsAdministration. Upon review, the application for clinical trials of JZ-14 Capsules submitted by ZhengwuTechnology meets the relevant requirements for drug registration, and approval is granted for conducting clinicaltrials in patients with ulcerative colitis.XIV. Significant Events of the Company’s Subsidiaries?Applicable □Not applicable
1. Completion of share placement of YNBY International
All conditions precedent under the new-share placement agreement of YNBY International, a controlledsubsidiary of the Company, have been satisfied, and the placement was completed on May 22, 2025. Pursuant tothe terms of the placement agreement, the placing agent successfully placed an aggregate of 800,000,000placement shares to not fewer than six placees at a placing price of HKD 0.1161 per share.
The net proceeds from the placement are approximately HKD 92 million. YNBY International intends toapply the proceeds as follows: HKD 55 million, or 60 % of the net proceeds, to fund the costs of expandinginternational operations—specifically OEM/ODM manufacturing and related services in ASEAN, productmarketing and sales, product registration, and the development of trading and health-food networks in ASEAN;HKD 37 million, or 40 % of the net proceeds, for general working capital and, when opportunities arise, for futureinvestments or expansion by YNBY International.
Following the completion of the placement, the total issued share capital of YNBY International rose from6,799,914,160 shares to 7,599,914,160 shares. The Company continues to hold 5,009,936,360 shares of YNBYInternational, representing 65.92 % of the total issued share capital of YNBY International.
2. The first batch of toothpaste branded “Yunnan Baiyao” produced by YNBY Internationallaunched for sale
The first batch of toothpaste branded “Yunnan Baiyao,” manufactured in Thailand by the Company’scontrolled subsidiary YNBY International, has been successfully delivered to and sold through its customers. This
marks the first time a “Yunnan Baiyao” branded toothpaste produced outside Mainland China has entered themarket.YNBY International has verified that the lot meets all stipulated quality standards and specifications and fullycomplies with relevant industry regulations. YNBY International will continue to monitor production and maintainrigorous quality-control measures to honor its commitments.
Section VI Changes in Shareholdings and Particulars about
ShareholdersI. Changes in Shares
1. Changes in shares
Unit: share
| Before this change | Increase/decrease (+, -) | After this change | |||||||
| Quantity | Proportion | New shares | Bonds Shares | Capital reserve converted into share capital | Others | Subtotal | Quantity | Proportion | |
| I. Shares subject to trading moratorium | 11,567,358 | 0.65% | 0 | 0 | 0 | -98,869 | -98,869 | 11,468,489 | 0.64% |
| 1. State-owned shares | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| 2. Shares held by state-owned legal persons | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| 3. Shares held by other domestic shareholders | 11,567,358 | 0.65% | 0 | 0 | 0 | -98,869 | -98,869 | 11,468,489 | 0.64% |
| Of which: shares held by domestic legal persons | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| Shares held by domestic natural persons | 11,567,358 | 0.65% | 0 | 0 | 0 | -98,869 | -98,869 | 11,468,489 | 0.00% |
| 4. Foreign-invested shares | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| Of which: shares held by overseas legal persons | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| Shares held by overseas natural persons | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| II. Shares not subject to trading moratorium | 1,772,695,245 | 99.35% | 0 | 0 | 0 | 98,869 | 98,869 | 1,772,794,114 | 99.36% |
| 1. RMB-denominated ordinary shares | 1,772,695,245 | 99.35% | 0 | 0 | 0 | 98,869 | 98,869 | 1,772,794,114 | 99.36% |
| 2. Domestic- | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
listed foreignshares
| listed foreign shares | |||||||||
| 3. Overseas-listed foreign shares | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| 4. Others | 0 | 0.00% | 0 | 0 | 0 | 0 | 0 | 0 | 0.00% |
| III. Total number of shares | 1,784,262,603 | 100.00% | 0 | 0 | 0 | 0 | 0 | 1,784,262,603 | 100.00% |
Reasons for changes in shareholdings?Applicable ?Not applicableApproval of changes in shareholdings?Applicable ?Not applicableTransfers for changes in shareholdings?Applicable ?Not applicableProgress of share repurchase implementation?Applicable ?Not applicableProgress of the implementation of the reduction and repurchase of shares through centralized bidding?Applicable ?Not applicableThe impact of changes in shareholdings on financial indicators such as basic and diluted earnings per share, net assets per shareattributable to the Company’s ordinary shareholders for the latest year and period
?Applicable ?Not applicableOther disclosures the Company deems necessary or required by securities regulators?Applicable ?Not applicable
2. Changes in shares subject to trading moratorium
?Applicable □Not applicable
Unit: share
| Name of shareholder | Number of shares subject to trading moratorium at the beginning of the reporting period | Increase in shares subject to trading moratorium during the reporting period | Number of shares released from trading moratorium during the reporting period | Number of shares subject to trading moratorium at the end of the reporting period | Reason for moratorium | Date of shares released from trading moratorium |
| Dong Ming | 9,960 | 0 | 0 | 9,960 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Zhu Zhaoyun | 42,000 | 0 | 0 | 42,000 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Li Jin | 42,000 | 0 | 0 | 42,000 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Wang Minghui | 756,000 | 189,000 | 0 | 567,000 | Locked-up shares | Implemented in |
held by seniormanagement
| held by senior management | accordance with regulatory requirements | |||||
| Chen Fashu | 9,395,621 | 0 | 0 | 9,395,621 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Chen Yanhui | 133,009 | 0 | 0 | 133,009 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Yin Pinyao | 252,000 | 63,000 | 0 | 189,000 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Qin Wanmin | 378,000 | 0 | 126,000 | 504,000 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Yang Yong | 75,768 | 0 | 25,256 | 101,024 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Wang Jin | 378,000 | 0 | 0 | 378,000 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Yu Juan | 105,000 | 0 | 1,875 | 106,875 | Locked-up shares held by senior management | Implemented in accordance with regulatory requirements |
| Total | 11,567,358 | 252,000 | 153,131 | 11,468,489 | -- | -- |
II. Issuance and Listing of Securities
?Applicable ?Not applicableIII. Number of Shareholders of the Company and Their Shareholdings
Unit: Share
| Total number of ordinary shareholders at the end of the reporting period | 161,130 | Total number of preferred shareholders with resumed voting rights at the end of the reporting period (if any) | 0 | ||||||
| Shareholdings of ordinary shareholders holding more than 5% of the shares or the top 10 ordinary shareholders (excluding lending of shares through securities finance) | |||||||||
| Name of shareholder | Nature of shareholder | Shareholding ratio | Number of ordinary shares held at the end of the reporting period | Change during the reporting period | Number of ordinary shares subject to trading moratorium | Number of ordinary shares not subject to trading moratorium | Pledged, marked or frozen | ||
| Status | Quantity | ||||||||
| Yunnan State-owned Equity Operation Management Co., Ltd. | State-owned legal person | 26.20% | 467,431,774 | 321,600 | 0 | 467,431,774 | Pledged | 115,500,000 | |
New HuaduIndustrial Group Co.,Ltd.
| New Huadu Industrial Group Co., Ltd. | Domestic non-state-owned legal person | 24.42% | 435,742,244 | 0 | 0 | 435,742,244 | Pledged | 75,000,000 | |||
| Yunnan Hehe (Group) Co., Ltd. | State-owned legal person | 8.19% | 146,185,851 | 0 | 0 | 146,185,851 | NA | 0 | |||
| Hong Kong Securities Clearing Company Limited | Overseas legal person | 3.98% | 71,090,729 | 5,878,000 | 0 | 71,090,729 | NA | 0 | |||
| China Securities Finance Corp. | Domestic non-state-owned legal person | 2.09% | 37,373,108 | 0 | 0 | 37,373,108 | NA | 0 | |||
| Central Huijin Investment Ltd. | State-owned legal person | 0.93% | 16,617,440 | 0 | 0 | 16,617,440 | NA | 0 | |||
| Industrial and Commercial Bank of China Limited - Huatai-Pinebridge CSI 300 Trading Open-End Index Securities Investment Fund | Others | 0.89% | 15,829,085 | 509,301 | 0 | 15,829,085 | NA | 0 | |||
| China Construction Bank Corporation-E Fund CSI 300 Medical and Healthcare Trading Open-End Index Securities Investment Fund | Others | 0.82% | 14,666,946 | -1,811,360 | 0 | 14,666,946 | NA | 0 | |||
| Chen Fashu | Domestic natural person | 0.70% | 12,527,495 | 0 | 9,395,621 | 3,131,874 | NA | 0 | |||
| UBS Asset Management (Singapore) Ltd. -UBS Lux Investment SICAV | Overseas legal person | 0.67% | 11,878,208 | -1,221,420 | 0 | 11,878,208 | NA | 0 | |||
| Strategic investors or general legal persons who become the top 10 ordinary shareholders due to rights issue (if any) | Not applicable | ||||||||||
| Related or acting-in-concert parties among the shareholders above | Chen Fashu is the de facto controller of New Huadu Industrial Group Co., Ltd. It is unclear whether there are any related relationships among other shareholders or whether there is any concerted action as defined by the Administrative Measures for Information Disclosure of Changes in Shareholdings of Listed Companies. | ||||||||||
| Above shareholders involved in entrusting/being entrusted with voting rights and giving up voting rights | Not applicable | ||||||||||
| Special account for share repurchases (if any) among the top 10 shareholders | Not applicable | ||||||||||
| Shareholdings of the top 10 ordinary shareholders not subject to trading moratorium (excluding lending of shares through securities finance, and locked-up shares held by senior management) | |||||||||||
| Name of shareholder | Number of ordinary shares not subject to trading moratorium held at the end of the reporting period | Type of shares | |||||||||
| Type | Quantity | ||||||||||
| Yunnan State-owned Equity Operation Management Co., Ltd. | 467,431,774 | RMB-denominated ordinary share | 467,431,774 | ||||||||
New Huadu Industrial Group Co., Ltd.
| New Huadu Industrial Group Co., Ltd. | 435,742,244 | RMB-denominated ordinary share | 435,742,244 |
| Yunnan Hehe (Group) Co., Ltd. | 146,185,851 | RMB-denominated ordinary share | 146,185,851 |
| Hong Kong Securities Clearing Company Limited | 71,090,729 | RMB-denominated ordinary share | 71,090,729 |
| China Securities Finance Corp. | 37,373,108 | RMB-denominated ordinary share | 37,373,108 |
| Central Huijin Investment Ltd. | 16,617,440 | RMB-denominated ordinary share | 16,617,440 |
| Industrial and Commercial Bank of China Limited - Huatai-Pinebridge CSI 300 Trading Open-End Index Securities Investment Fund | 15,829,085 | RMB-denominated ordinary share | 15,829,085 |
| China Construction Bank Corporation-E Fund CSI 300 Medical and Healthcare Trading Open-End Index Securities Investment Fund | 14,666,946 | RMB-denominated ordinary share | 14,666,946 |
| UBS Asset Management (Singapore) Ltd. -UBS Lux Investment SICAV | 11,878,208 | RMB-denominated ordinary share | 11,878,208 |
| China Construction Bank Corporation-E Fund CSI 300 Trading Open-End Index Securities Investment Fund | 11,317,260 | RMB-denominated ordinary share | 11,317,260 |
| Related or acting-in-concert parties among the top 10 ordinary shareholders not subject to trading moratorium, and the top 10 ordinary shareholders not subject to trading moratorium and the top 10 ordinary shareholders | Whether there is any related relationship between the above shareholders or concerted action as stipulated in the Administrative Measures for Disclosure of Changes in Shareholdings of Shareholders of Listed Companies is not known. | ||
| Top 10 ordinary shareholders involved in securities margin trading (if any) | Not applicable | ||
Shareholders holding more than 5% of shares, top 10 shareholders and top 10 shareholders not subject to trading moratoriumparticipating in the lending of shares in the securities finance
□Applicable ?Not applicable
Changes in top 10 shareholders and top 10 shareholders with shares not subject to trading moratorium compared to the previous perioddue to lending/returning of shares in the securities finance
□Applicable ? Not applicable
Whether the top 10 ordinary shareholders and the top 10 ordinary shareholders not subject to trading moratorium of the Companyconducted any agreed repurchase transactions during the reporting period
□Yes ? No
The top 10 ordinary shareholders and the top 10 ordinary shareholders not subject to trading moratorium of the Company did notconduct any agreed repurchase transactions during the reporting period.IV. Changes in Shareholdings of Directors, Supervisors and Senior Management
□Applicable ? Not applicable
There was no change in the shareholdings of the directors, supervisors, and senior management of the Company during the reportingperiod. For details, please refer to the 2024 Annual Report.
V. Changes in Controlling Shareholders or De Facto ControllersChanges in controlling shareholders during the reporting period
□Applicable ? Not applicable
There was no change in the controlling shareholders of the Company during the reporting period.Change of de facto controllers during the reporting period
□Applicable ? Not applicable
There was no change in the de facto controllers of the Company during the reporting period.
VI. Preference Shares
?Applicable ? Not applicableThere were no preference shares in the Company during the reporting period.
Section VII Bonds
?Applicable ?Not applicable
Section VIII Financial Statements
I. Auditors’ ReportWhether the Interim Report has been audited
□Yes ? No
The Company’s interim financial statements were unaudited.II. Financial StatementsThe units in the Notes to the Financial Statements are presented in RMB.
1. Consolidated balance sheet
Prepared by: Yunnan Baiyao Group Co., Ltd.
June 30, 2025
Unit: RMB
| Item | Closing balance | Opening balance |
| Current assets: | ||
| Cash and bank balance | 11,293,829,360.87 | 10,887,983,161.30 |
| Provision of settlement fund | ||
| Placements with banks and other financial institutions | ||
| Financial assets held for trading | 3,121,018,919.96 | 2,547,113,523.40 |
| Derivative financial assets | ||
| Notes receivable | 763,243,829.02 | 929,651,911.37 |
| Accounts receivable | 10,513,898,708.36 | 9,923,361,104.39 |
| Accounts receivable financing | 1,170,435,781.56 | 1,887,789,780.16 |
| Prepayment | 242,041,101.08 | 303,563,844.07 |
| Premium receivable | ||
| Reinsurance premium receivable | ||
| Reserves for reinsurance contract receivable | ||
| Other receivables | 353,575,655.07 | 108,427,198.33 |
| Including: Interest receivable | ||
| Dividends receivable | 193,031,770.84 | 10,348,033.98 |
| Financial assets held under resale agreements | ||
| Inventory | 5,835,419,536.07 | 6,294,368,316.30 |
| Including: Data resources | ||
| Contractual assets | ||
| Held-for-sales assets | 3,363,423.87 | |
| Non-current assets due within one year | 487,601,083.33 | 480,295,722.22 |
| Other current assets | 1,290,287,380.95 | 788,108,579.54 |
| Total current assets | 35,074,714,780.14 | 34,150,663,141.08 |
Non-current assets:
| Non-current assets: | ||
| Loans and advances to customers | ||
| Debt investments | ||
| Other debt investment | ||
| Long-term receivables | ||
| Long-term equity investments | 13,157,456,514.01 | 12,561,276,081.35 |
| Investment in other equity instruments | 71,745,000.00 | 71,745,000.00 |
| Other non-current financial assets | 206,670,363.44 | 387,688,897.11 |
| Investment properties | 50,308,207.99 | 49,884,012.15 |
| Fixed assets | 3,012,711,745.68 | 3,012,878,828.09 |
| Construction in progress | 752,520,380.49 | 703,439,112.24 |
| Productive biological assets | 730,574.79 | 816,524.85 |
| Oil and gas assets | ||
| Right-of-use assets | 289,367,883.81 | 291,177,021.52 |
| Intangible assets | 551,903,081.08 | 561,795,787.78 |
| Including: Data resources | ||
| Development expenses | 39,843,228.73 | 25,422,461.13 |
| Including: Data resources | ||
| Goodwill | 96,963,241.17 | 96,963,241.17 |
| Long-term deferred expenses | 106,022,501.19 | 127,081,811.91 |
| Deferred income tax assets | 961,044,598.03 | 756,975,016.74 |
| Other non-current assets | 163,488,603.52 | 116,374,395.93 |
| Total non-current assets | 19,460,775,923.93 | 18,763,518,191.97 |
| Total assets | 54,535,490,704.07 | 52,914,181,333.05 |
| Current liabilities: | ||
| Short-term loans | 10,169,668.64 | 423,380,272.64 |
| Borrowings from the central bank | ||
| Placements from banks and other financial institutions | ||
| Financial liabilities held for trading | ||
| Derivative financial liabilities | ||
| Notes payable | 1,892,718,040.48 | 1,913,702,684.41 |
| Accounts payable | 5,231,656,087.19 | 4,758,352,403.87 |
| Receipts in advance | 964,631.77 | 446,673.78 |
| Contractual liabilities | 1,607,722,042.64 | 1,916,123,387.16 |
| Financial assets sold under repurchase agreements | ||
| Deposits from customers and interbank | ||
| Customer brokerage deposits |
Acting underwriting of securities
| Acting underwriting of securities | ||
| Payroll payable | 1,078,562,124.67 | 1,283,950,828.82 |
| Taxes and duties payable | 693,672,581.84 | 466,603,767.14 |
| Other payables | 1,562,291,988.77 | 1,386,632,676.75 |
| Including: Interest payable | ||
| Dividends payable | 86,490,742.04 | |
| Fees and commissions payable | ||
| Reinsurance amounts payable | ||
| Held-for-sales liabilities | ||
| Non-current liabilities due within one year | 100,970,331.44 | 88,436,075.74 |
| Other current liabilities | 635,018,348.15 | 620,862,624.93 |
| Total current liabilities | 12,813,745,845.59 | 12,858,491,395.24 |
| Non-current liabilities: | ||
| Reserves for insurance contract | ||
| Long-term loans | 2,100,000.00 | 2,100,000.00 |
| Bonds payable | ||
| Including: Preferred shares | ||
| Perpetual bonds | ||
| Lease liabilities | 187,252,205.06 | 190,656,990.23 |
| Long-term payables | 577,050,317.74 | 591,533,288.57 |
| Long-term payroll payable | 1,265,761.77 | 1,296,365.44 |
| Estimated liabilities | 19,837,374.22 | 12,726,280.09 |
| Deferred income | 303,124,497.76 | 295,493,565.32 |
| Deferred income tax liabilities | 128,209,511.70 | 93,867,331.53 |
| Other non-current liabilities | 1,931,554.36 | 1,931,554.36 |
| Total non-current liabilities | 1,220,771,222.61 | 1,189,605,375.54 |
| Total liabilities | 14,034,517,068.20 | 14,048,096,770.78 |
| Owners’ equity | ||
| Share capital | 1,784,262,603.00 | 1,784,262,603.00 |
| Other equity instruments | ||
| Including: Preferred shares | ||
| Perpetual bonds | ||
| Capital reserves | 17,689,984,883.02 | 17,637,148,823.48 |
| Less: Treasury stock | ||
| Other comprehensive income | -98,004,904.77 | -101,263,356.31 |
| Special reserves | ||
| Surplus reserves | 2,530,458,968.58 | 2,530,458,968.58 |
| Provision for general risk | ||
| Undistributed profit | 18,499,899,504.32 | 16,981,339,385.76 |
Total owners’ equity attributable toparent company
| Total owners’ equity attributable to parent company | 40,406,601,054.15 | 38,831,946,424.51 |
| Minority interests | 94,372,581.72 | 34,138,137.76 |
| Total owners’ equity | 40,500,973,635.87 | 38,866,084,562.27 |
| Total liabilities and owners’ equity | 54,535,490,704.07 | 52,914,181,333.05 |
Legal representative: Dong Ming Accounting officer: Ma Jia Head of accounting center: Xu Jing
2. Balance sheet of parent company
Unit: RMB
| Item | Closing balance | Opening balance |
| Current assets: | ||
| Cash and bank balance | 8,146,520,744.76 | 8,385,552,777.48 |
| Financial assets held for trading | 3,116,418,919.96 | 2,496,810,753.70 |
| Derivative financial assets | ||
| Notes receivable | 598,517,313.80 | 675,593,542.66 |
| Accounts receivable | 2,132,667,904.07 | 1,940,715,863.84 |
| Accounts receivable financing | 503,251,844.24 | 591,699,974.35 |
| Prepayment | 1,349,462,450.98 | 1,351,285,270.04 |
| Other receivables | 6,516,373,040.55 | 6,501,863,512.27 |
| Including: Interest receivable | ||
| Dividends receivable | 193,031,770.84 | 10,348,033.98 |
| Inventory | 610,055,221.84 | 1,160,234,826.84 |
| Including: Data resources | ||
| Contractual assets | ||
| Held-for-sales assets | ||
| Non-current assets due within one year | 487,601,083.33 | 480,295,722.22 |
| Other current assets | 780,660,624.63 | 443,410,111.63 |
| Total current assets | 24,241,529,148.16 | 24,027,462,355.03 |
| Non-current assets: | ||
| Debt investments | ||
| Other debt investments | ||
| Long-term receivables | ||
| Long-term equity investments | 15,523,839,836.50 | 14,927,341,039.68 |
| Investment in other equity instruments | ||
| Other non-current financial assets | 206,170,363.44 | 387,188,897.11 |
| Investment properties | 360,596,170.57 | 350,771,014.59 |
| Fixed assets | 1,654,883,930.37 | 1,657,360,463.22 |
| Construction in progress | 36,341,395.36 | 63,945,254.57 |
| Productive biological assets | ||
| Oil and gas assets |
Right-of-use assets
| Right-of-use assets | 150,960,981.16 | 195,572,313.66 |
| Intangible assets | 230,918,598.24 | 232,180,054.34 |
| Including: Data resources | ||
| Development expenses | 39,843,228.73 | 25,422,461.13 |
| Including: Data resources | ||
| Goodwill | ||
| Long-term deferred expenses | 32,219,539.25 | 40,087,609.94 |
| Deferred income tax assets | 374,465,965.13 | 387,502,971.84 |
| Other non-current assets | 424,860,497.12 | 404,946,229.16 |
| Total non-current assets | 19,035,100,505.87 | 18,672,318,309.24 |
| Total assets | 43,276,629,654.03 | 42,699,780,664.27 |
| Current liabilities: | ||
| Short-term loans | 400,133,333.33 | |
| Financial liabilities held for trading | ||
| Derivative financial liabilities | ||
| Notes payable | ||
| Accounts payable | 4,353,320,174.25 | 4,018,681,496.23 |
| Receipts in advance | 825,402.71 | 355,324.62 |
| Contractual liabilities | 1,122,873,111.28 | 1,534,629,073.69 |
| Payroll payable | 829,980,581.17 | 940,019,555.32 |
| Taxes and duties payable | 307,298,382.98 | 207,921,216.70 |
| Other payables | 10,809,728,552.56 | 10,071,969,063.28 |
| Including: Interest payable | ||
| Dividends payable | 86,490,742.04 | |
| Held-for-sales liabilities | ||
| Non-current liabilities due within one year | 11,820,022.95 | 15,543,095.75 |
| Other current liabilities | 60,131,963.86 | 102,375,999.95 |
| Total current liabilities | 17,495,978,191.76 | 17,291,628,158.87 |
| Non-current liabilities: | ||
| Long-term loans | 1,100,000.00 | 1,100,000.00 |
| Bonds payable | ||
| Including: Preferred shares | ||
| Perpetual bonds | ||
| Lease liabilities | 145,056,260.76 | 184,260,902.19 |
| Long-term payables | 577,050,317.74 | 591,533,288.57 |
| Long-term payroll payable | ||
| Estimated liabilities | ||
| Deferred income | 202,143,420.59 | 198,493,435.95 |
| Deferred income tax liabilities | 46,998,887.29 | 51,548,686.57 |
Other non-current liabilities
| Other non-current liabilities | 1,931,554.36 | 1,931,554.36 |
| Total non-current liabilities | 974,280,440.74 | 1,028,867,867.64 |
| Total liabilities | 18,470,258,632.50 | 18,320,496,026.51 |
| Owners’ equity: | ||
| Share capital | 1,784,262,603.00 | 1,784,262,603.00 |
| Other equity instruments | ||
| Including: Preferred shares | ||
| Perpetual bonds | ||
| Capital reserves | 17,855,366,339.20 | 17,839,540,148.42 |
| Less: Treasury stock | ||
| Other comprehensive income | -60,755,342.13 | -61,502,389.01 |
| Special reserves | ||
| Surplus reserves | 2,529,297,618.08 | 2,529,297,618.08 |
| Undisturbed profits | 2,698,199,803.38 | 2,287,686,657.27 |
| Total owners’ equity | 24,806,371,021.53 | 24,379,284,637.76 |
| Total liabilities and owners’ equity | 43,276,629,654.03 | 42,699,780,664.27 |
3. Consolidated income statement
Unit: RMB
| Item | H1 2025 | H1 2024 |
| I. Total operating revenue | 21,257,102,896.02 | 20,455,286,287.52 |
| Including: Operating revenue | 21,257,102,896.02 | 20,455,286,287.52 |
| Interest income | ||
| Premiums earned | ||
| Fee and commission income | ||
| II. Total operating cost | 17,836,286,155.07 | 17,225,017,022.40 |
| Including: Operating cost | 14,697,868,069.29 | 14,462,809,950.85 |
| Interest expenses | ||
| Fee and commission expenses | ||
| Surrender value | ||
| Net payments for insurance claims | ||
| Net provision for insurance liability | ||
| Bond insurance expenses | ||
| Reinsurance expenses | ||
| Taxes and surcharges | 125,773,653.15 | 119,551,819.49 |
| Selling expenses | 2,516,371,857.04 | 2,296,821,490.59 |
| Administrative expenses | 363,479,043.45 | 327,410,020.48 |
| R&D expenses | 155,900,139.57 | 148,043,019.34 |
| Financial expenses | -23,106,607.43 | -129,619,278.35 |
Including: Interest expenses
| Including: Interest expenses | 10,739,501.71 | 27,648,907.91 |
| Interest income | 49,581,264.78 | 162,711,635.16 |
| Plus: other income | 27,406,398.49 | 47,920,871.74 |
| Investment income (loss is indicated with “-”) | 839,628,716.65 | 477,498,314.49 |
| Including: Income from investment in associates and joint ventures | 783,530,345.39 | 506,633,970.31 |
| Investment income from derecognition of financial assets at amortized cost | ||
| Exchange gains (loss is indicated with “-”) | ||
| Net exposure hedging income (loss is indicated with “-”) | ||
| Income from change in fair value (loss is indicated with “-”) | 70,037,496.76 | 4,596,876.81 |
| Credit impairment losses (loss is indicated with “-”) | -98,382,642.61 | -82,762,335.12 |
| Asset impairment losses (loss is indicated with “-”) | -41,743,184.35 | -3,578,594.53 |
| Gains from asset disposal (loss is indicated with “-”) | 2,552,729.83 | -1,592,134.63 |
| III. Operating profit (loss is indicated with “-”) | 4,220,316,255.72 | 3,672,352,263.88 |
| Plus: Non-operating revenue | 17,525,440.99 | 4,431,701.71 |
| Less: Non-operating expenses | 5,969,854.92 | 4,755,624.76 |
| IV. Total profit (total loss is indicated with “-”) | 4,231,871,841.79 | 3,672,028,340.83 |
| Less: Income tax expenses | 587,271,873.85 | 482,065,489.87 |
| V. Net profit (net loss is indicated with “-”) | 3,644,599,967.94 | 3,189,962,850.96 |
| (I) Classification by operation continuity | ||
| 1. Net profit from continuing operations (net loss is indicated with “-”) | 3,644,599,967.94 | 3,189,962,850.96 |
| 2. Net profit from discontinued operations (net loss is indicated with “-”) | ||
| (II) Classification by ownership | ||
| 1. Net profits attributable to the shareholders of the parent company (net loss to be listed with “-”) | 3,632,911,303.12 | 3,188,829,903.10 |
| 2. Minority interests (net loss to be listed with “-”) | 11,688,664.82 | 1,132,947.86 |
| VI. Other comprehensive income, net of tax | 4,613,102.15 | -8,020,440.18 |
| Other comprehensive income attributable to owners of parent company, net of tax | 3,258,451.54 | -8,367,865.60 |
| (I) Other comprehensive income that cannot be reclassified into profits or losses | -1,680,417.88 | 2,004,091.79 |
| 1. Changes arising from re-measurement of the defined benefit plan | ||
| 2. Other comprehensive income that cannot be reclassified into profits or losses under the equity method | -1,680,417.88 | 2,004,091.79 |
| 3. Changes in fair value of other equity instrument investments | ||
| 4. Changes in fair value of the enterprise’s credit risk | ||
| 5. Others | ||
| (II) Other comprehensive income that will be reclassified into profits or losses | 4,938,869.42 | -10,371,957.39 |
| 1. Other comprehensive income that can be reclassified into profits or losses under the equity method | 2,427,464.76 | -7,829,531.07 |
2. Changes in fair value of other debt investments
| 2. Changes in fair value of other debt investments | ||
| 3. Amount of the financial asset reclassified into other comprehensive income | ||
| 4. Provision for credit impairment of other debt investments | ||
| 5. Cash flow hedging reserves | ||
| 6. Exchange differences from translation of statements denominated in foreign currencies | 2,511,404.66 | -2,542,426.32 |
| 7. Others | ||
| Other comprehensive income attributable to minority interests, net of tax | 1,354,650.61 | 347,425.42 |
| VII. Total comprehensive income | 3,649,213,070.09 | 3,181,942,410.78 |
| Total comprehensive income attributable to owners of parent company | 3,636,169,754.66 | 3,180,462,037.50 |
| Total comprehensive income attributable to minority interests | 13,043,315.43 | 1,480,373.28 |
| VIII. Earnings per share | ||
| (I) Basic earnings per share | 2.04 | 1.79 |
| (II) Diluted earnings per share | 2.04 | 1.79 |
Net profit realized by the combined party in business combination under common control before the business combination in thecurrent period was RMB 0.00, and net profit realized by the combined party in the previous period was RMB 0.00Legal representative: Dong Ming Accounting officer: Ma Jia Head of accounting center: Xu Jing
4. Income statement of parent company
Unit: RMB
| Item | H1 2025 | H1 2024 |
| I. Operating revenue | 5,535,899,310.73 | 4,525,654,675.76 |
| Less: Operating cost | 1,893,024,450.97 | 1,899,760,551.87 |
| Taxes and surcharges | 68,991,175.77 | 55,183,550.08 |
| Selling expenses | 1,344,109,035.90 | 1,249,190,451.48 |
| Administrative expenses | 164,503,932.65 | 152,522,356.56 |
| R&D expenses | 100,674,255.21 | 81,085,974.45 |
| Financial expenses | -36,991,769.80 | -141,417,510.19 |
| Including: Interest expenses | 80,000.00 | 8,569,478.28 |
| Interest income | 42,203,815.87 | 150,808,813.01 |
| Plus: Other income | 13,586,306.55 | 13,409,933.24 |
| Investment income (loss is indicated with “-”) | 813,972,731.59 | 479,391,856.82 |
| Including: Income from investment in associates and joint ventures | 772,957,330.00 | 497,138,562.64 |
| Derecognized financial assets measured by amortized cost (loss is indicated with “-”) | ||
| Net exposure hedging income (loss is indicated with “-”) | ||
| Income from changes in fair value (loss is indicated with “-”) | 53,978,663.05 | -11,645,907.89 |
| Credit impairment losses (loss is indicated with “-”) | -627,361.48 | -2,037,055.26 |
Asset impairment losses (loss is indicated with “-”)
| Asset impairment losses (loss is indicated with “-”) | -26,399,519.27 | -5,605,130.40 |
| Gains from asset disposal (loss is indicated with “-”) | -1,085,296.81 | |
| II. Operating profit (loss is indicated with “-”) | 2,856,099,050.47 | 1,701,757,701.21 |
| Plus: Non-operating revenue | 11,400,991.25 | 705,167.42 |
| Less: Non-operating expenses | 3,216,437.18 | 3,214,775.99 |
| III. Total profit (total loss is indicated with “-”) | 2,864,283,604.54 | 1,699,248,092.64 |
| Less: Income tax expenses | 339,419,273.87 | 199,335,651.34 |
| IV. Net profit (net loss is indicated with “-”) | 2,524,864,330.67 | 1,499,912,441.30 |
| (I) Net profit from continuing operations (net loss is indicated with “-”) | 2,524,864,330.67 | 1,499,912,441.30 |
| (II) Net profit from discontinued operations (net loss is indicated with “-”) | ||
| V. Other comprehensive income, net of tax | 747,046.88 | -5,825,439.28 |
| (I) Other comprehensive income that cannot be reclassified into profits or losses | -1,680,417.88 | 2,004,091.79 |
| 1. Changes arising from re-measurement of the defined benefit plan | ||
| 2. Other comprehensive income that cannot be reclassified into profits or losses under the equity method | -1,680,417.88 | 2,004,091.79 |
| 3. Changes in fair value of other equity instrument investments | ||
| 4. Changes in fair value of the enterprise’s credit risk | ||
| 5. Others | ||
| (II) Other comprehensive income that will be reclassified into profits or losses | 2,427,464.76 | -7,829,531.07 |
| 1. Other comprehensive income that can be reclassified into profits or losses under the equity method | 2,427,464.76 | -7,829,531.07 |
| 2. Changes in fair value of other debt investments | ||
| 3. Amount of the financial asset reclassified into other comprehensive income | ||
| 4. Provision for credit impairment of other debt investments | ||
| 5. Cash flow hedging reserves | ||
| 6. Exchange differences from translation of statements denominated in foreign currencies | ||
| 7. Others | ||
| VI. Total comprehensive income | 2,525,611,377.55 | 1,494,087,002.02 |
| VII. Earnings per share | ||
| (I) Basic earnings per share | ||
| (II) Diluted earnings per share |
5. Consolidated cash flow statement
Unit: RMB
| Item | H1 2025 | H1 2024 |
| I. Cash flows from operating activities: | ||
| Cash received from sales of goods or rendering of services | 23,618,604,701.00 | 22,091,374,463.95 |
Net increase in customer deposits and placements fromfinancial institutions
| Net increase in customer deposits and placements from financial institutions | ||
| Net increase in borrowings from central bank | ||
| Net increase in placements from other financial institutions | ||
| Cash received from premiums of original insurance contracts | ||
| Net cash received from reinsurance business | ||
| Net increase in deposits of the insured and investment | ||
| Cash received from interest, fees and commissions | ||
| Net increase in placements from banks and other financial institutions | ||
| Net increase in repurchase business funds | ||
| Net cash received from acting trading of securities | ||
| Receipts from tax refunds | 3,375,249.41 | 5,182,541.29 |
| Other cash receipts related to operating activities | 380,592,063.79 | 355,397,604.71 |
| Subtotal of cash inflows from operating activities | 24,002,572,014.20 | 22,451,954,609.95 |
| Cash paid for goods purchased and services received | 15,188,614,073.94 | 15,211,108,311.76 |
| Net increase in loans and advances to customers | ||
| Net increase in deposits with central bank and other financial institutions | ||
| Cash paid for claim settlements on original insurance contract | ||
| Net increase in placements to banks and other financial institutions | ||
| Cash paid for interest, fees and commissions | ||
| Cash paid for policy dividends | ||
| Cash paid to and on behalf of employees | 1,531,166,171.38 | 1,450,599,844.70 |
| Payments of all types of taxes | 1,479,024,101.67 | 1,217,056,511.47 |
| Other cash paid relating to operating activities | 1,842,580,464.44 | 1,311,572,550.03 |
| Subtotal of cash outflows from operating activities | 20,041,384,811.43 | 19,190,337,217.96 |
| Net cash flows from operating activities | 3,961,187,202.77 | 3,261,617,391.99 |
| II. Cash flows from investment activities: | ||
| Cash received from disposal of investments | 2,345,628,996.48 | 3,145,988.51 |
| Cash received from returns on investments | 38,011,539.40 | 69,197,636.37 |
| Net cash received from disposal of fixed assets, intangible assets and other long-term assets | 982,974.51 | 262,565.39 |
| Net cash received from disposal of subsidiaries and other business units | 1,680,000.00 | |
| Other cash received relating to investment activities | 145,116,700.00 | 3,807,040,500.00 |
| Subtotal of cash inflows from investment activities | 2,531,420,210.39 | 3,879,646,690.27 |
| Cash paid for acquisition of fixed assets, intangible assets and other long-term assets | 204,046,627.53 | 248,334,378.59 |
| Cash paid for acquisition of investments | 2,800,040,000.00 | 900,000,000.00 |
| Net increase in pledged loans | ||
| Net cash paid for acquisition of subsidiaries and other business units |
Other cash paid relating to investment activities
| Other cash paid relating to investment activities | 482,620,900.00 | 2,936,895,000.00 |
| Subtotal of cash outflows from investment activities | 3,486,707,527.53 | 4,085,229,378.59 |
| Net cash flows from investment activities | -955,287,317.14 | -205,582,688.32 |
| III. Cash flows from financing activities: | ||
| Cash received from absorption of investments | 84,483,323.35 | |
| Including: Cash received from subsidiaries’ absorbing minority shareholder investment | 84,483,323.35 | |
| Cash received from borrowings | 10,169,668.64 | 1,486,779,951.02 |
| Other cash received relating to financing activities | 39,062,080.04 | 40,525,603.23 |
| Subtotal of cash inflows from financing activities | 133,715,072.03 | 1,527,305,554.25 |
| Cash payments for settlement of debts | 421,749,695.51 | 869,283,674.87 |
| Cash payments for distribution of dividends and profits or repayment of interest | 2,203,314,851.78 | 3,731,518,655.97 |
| Including: Dividends and profits paid to minority shareholders by subsidiaries | 5,974,218.23 | |
| Other cash payments relating to financing activities | 92,492,403.17 | 72,018,152.38 |
| Subtotal of cash outflows from financing activities | 2,717,556,950.46 | 4,672,820,483.22 |
| Net cash flow from financing activities | -2,583,841,878.43 | -3,145,514,928.97 |
| IV. Effect of foreign exchange rate changes on cash and cash equivalents | -5,088,619.22 | -48,577.76 |
| V. Net increase in cash and cash equivalents | 416,969,387.98 | -89,528,803.06 |
| Plus: Opening balance of cash and cash equivalents | 10,275,529,575.34 | 14,151,765,468.49 |
| VI. Closing balance of cash and cash equivalents | 10,692,498,963.32 | 14,062,236,665.43 |
6. Cash flow statement of parent company
Unit: RMB
| Item | H1 2025 | H1 2024 |
| I. Cash flows from operating activities: | ||
| Cash received from sales of goods or rendering of services | 5,478,720,727.93 | 4,211,532,161.23 |
| Receipts from tax refunds | ||
| Other cash receipts related to operating activities | 3,202,527,946.76 | 2,318,428,479.99 |
| Subtotal of cash inflows from operating activities | 8,681,248,674.69 | 6,529,960,641.22 |
| Cash paid for goods purchased and services received | 955,466,642.34 | 920,909,291.39 |
| Cash paid to and on behalf of employees | 715,770,512.83 | 671,012,577.79 |
| Payments of all types of taxes | 741,623,236.23 | 426,048,880.64 |
| Other cash paid relating to operating activities | 2,981,032,782.60 | 3,435,877,770.62 |
| Subtotal of cash outflows from operating activities | 5,393,893,174.00 | 5,453,848,520.44 |
| Net cash flows from operating activities | 3,287,355,500.69 | 1,076,112,120.78 |
| II. Cash flows from investment activities: |
Cash received from disposal of investments
| Cash received from disposal of investments | 2,100,000,000.00 | 10,000,000.00 |
| Cash received from returns on investments | 27,547,530.21 | 69,186,661.37 |
| Net cash received from disposal of fixed assets, intangible assets and other long-term assets | 214,762.78 | |
| Net cash received from disposal of subsidiaries and other business units | ||
| Other cash received relating to investment activities | 108,199,500.00 | 3,806,540,500.00 |
| Subtotal of cash inflows from investment activities | 2,235,747,030.21 | 3,885,941,924.15 |
| Cash paid for acquisition of fixed assets, intangible assets and other long-term assets | 63,316,121.69 | 113,441,479.45 |
| Cash paid for acquisition of investments | 2,800,000,000.00 | 900,000,000.00 |
| Net cash paid for acquisition of subsidiaries and other business units | ||
| Other cash paid relating to investment activities | 272,043,000.00 | 2,936,395,000.00 |
| Subtotal of cash outflows from investment activities | 3,135,359,121.69 | 3,949,836,479.45 |
| Net cash flows from investment activities | -899,612,091.48 | -63,894,555.30 |
| III. Cash flows from financing activities: | ||
| Cash received from absorption of investments | ||
| Cash received from borrowings | 1,247,553,068.31 | |
| Other cash received relating to financing activities | 39,062,080.04 | 40,525,603.23 |
| Subtotal of cash inflows from financing activities | 39,062,080.04 | 1,288,078,671.54 |
| Cash payments for settlement of debts | 400,000,000.00 | 19,000,000.00 |
| Cash payments for distribution of dividends and profits or repayment of interest | 2,194,360,177.18 | 3,707,251,340.14 |
| Other cash payments relating to financing activities | 56,402,942.56 | 31,287,137.53 |
| Subtotal of cash outflows from financing activities | 2,650,763,119.74 | 3,757,538,477.67 |
| Net cash flow from financing activities | -2,611,701,039.70 | -2,469,459,806.13 |
| IV. Effect of foreign exchange rate changes on cash and cash equivalents | -426,505.07 | -108,231.17 |
| V. Net increase in cash and cash equivalents | -224,384,135.56 | -1,457,350,471.82 |
| Plus: Opening balance of cash and cash equivalents | 7,795,079,954.83 | 11,541,299,802.72 |
| VI. Closing balance of cash and cash equivalents | 7,570,695,819.27 | 10,083,949,330.90 |
7. Consolidated statement of changes in owners’ equity
Amount for the current period
Unit: RMB
| Item | H1 2025 | ||||||||||||||
| Owner’s equity attributable to parent company | Minority interests | Total owners’ equity | |||||||||||||
| Share capital | Other equity instruments | Capital reserves | Less: Treasury stock | Other comprehensive income | Special reserves | Surplus reserves | Provision for general risk | Undisturbed profits | Others | Subtotal | |||||
| Preferred shares | Perpetual bonds | Others | |||||||||||||
| I. Closing balance of the previous year | 1,784,262,603.00 | 17,637,148,823.48 | -101,263,356.31 | 2,530,458,968.58 | 16,981,339,385.76 | 38,831,946,424.51 | 34,138,137.76 | 38,866,084,562.27 | |||||||
| Plus: Changes in accounting policies | |||||||||||||||
| Correction of errors in the prior period | |||||||||||||||
| Others | |||||||||||||||
| II. Opening balance of the current period | 1,784,262,603.00 | 17,637,148,823.48 | -101,263,356.31 | 2,530,458,968.58 | 16,981,339,385.76 | 38,831,946,424.51 | 34,138,137.76 | 38,866,084,562.27 | |||||||
| III. Increase/decrease for the period (decrease is indicated with “-”) | 52,836,059.54 | 3,258,451.54 | 1,518,560,118.56 | 1,574,654,629.64 | 60,234,443.96 | 1,634,889,073.60 | |||||||||
| (I) Total comprehensive income | 3,258,451.54 | 3,632,911,303.12 | 3,636,169,754.66 | 13,043,315.43 | 3,649,213,070.09 | ||||||||||
| (II) Contribution and withdrawal of capital by owners | 37,009,868.76 | 37,009,868.76 | 47,191,128.53 | 84,200,997.29 | |||||||||||
| 1. Ordinary shares invested by owners | 47,191,128.53 | 47,191,128.53 | |||||||||||||
| 2. Capital invested by holders of other equity instruments | 0.00 | ||||||||||||||
| 3. Amount of share payment credited to owners’ equity | 0.00 | ||||||||||||||
| 4. Others | 37,009,868.76 | 37,009,868.76 | 37,009,868.76 | ||||||||||||
| (III) Profit distribution | -2,114,351,184.56 | -2,114,351,184.56 | -2,114,351,184.56 | ||||||||||||
| 1. Withdrawal of surplus reserves | 0.00 | ||||||||||||||
| 2. Withdrawal of general risk provision | 0.00 | ||||||||||||||
3. Distribution to owners
(or shareholders)
| 3. Distribution to owners (or shareholders) | -2,114,351,184.56 | -2,114,351,184.56 | -2,114,351,184.56 | ||||||||||||
| 4. Others | 0.00 | ||||||||||||||
| (IV) Internal carry-over of owner’s equity | 0.00 | ||||||||||||||
| 1. Transfer of capital reserves to capital (or share capital) | 0.00 | ||||||||||||||
| 2. Transfer of surplus reserves to capital (or share capital) | 0.00 | ||||||||||||||
| 3. Covering loss with surplus reserves | 0.00 | ||||||||||||||
| 4. Change of defined benefit plan carried forward to retained earnings | 0.00 | ||||||||||||||
| 5. Other comprehensive income carried forward to retained earnings | 0.00 | ||||||||||||||
| 6. Others | 0.00 | ||||||||||||||
| (V) Special reserves | 0.00 | ||||||||||||||
| 1. Provision for the period | 0.00 | ||||||||||||||
| 2. Utilization for the period | 0.00 | ||||||||||||||
| (VI) Others | 15,826,190.78 | 15,826,190.78 | 15,826,190.78 | ||||||||||||
| IV. Closing balance for the period | 1,784,262,603.00 | 17,689,984,883.02 | -98,004,904.77 | 2,530,458,968.58 | 18,499,899,504.32 | 40,406,601,054.15 | 94,372,581.72 | 40,500,973,635.87 |
Amount for the previous year
Unit: RMB
| Item | H1 2024 | ||||||||||||||
| Owner’s equity attributable to parent company | Minority interests | Total owners’ equity | |||||||||||||
| Share capital | Other equity instruments | Capital reserves | Less: Treasury stock | Other comprehensive income | Special reserves | Surplus reserves | Provision for general risk | Undisturbed profits | Others | Subtotal | |||||
| Preferred shares | Perpetual bonds | Others | |||||||||||||
| I. Closing balance of the previous year | 1,796,862,549.00 | 18,246,619,742.09 | 707,428,892.15 | -89,538,172.13 | 2,530,458,968.58 | 18,102,147,836.12 | 39,879,122,031.51 | 26,238,350.71 | 39,905,360,382.22 | ||||||
| Plus: Changes in accounting policies | |||||||||||||||
| Correction of errors in the prior period | |||||||||||||||
| Others | |||||||||||||||
| II. Opening balance of the current period | 1,796,862,549.00 | 18,246,619,742.09 | 707,428,892.15 | -89,538,172.13 | 2,530,458,968.58 | 18,102,147,836.12 | 39,879,122,031.51 | 26,238,350.71 | 39,905,360,382.22 | ||||||
| III. Increase/decrease for the period (decrease is indicated with “-”) | -12,599,946.00 | -609,470,918.61 | -707,428,892.15 | -11,725,184.18 | -1,120,808,450.36 | -1,047,175,607.00 | 7,899,787.05 | -1,039,275,819.95 | |||||||
| (I) Total comprehensive income | 15,534,263.30 | -8,367,865.60 | 4,749,415,499.55 | 4,756,581,897.25 | 1,480,373.28 | 4,758,062,270.53 | |||||||||
| (II) Contribution and withdrawal of capital by owners | -12,599,946.00 | -694,828,946.15 | -707,428,892.15 | ||||||||||||
| 1. Ordinary shares invested by owners | |||||||||||||||
| 2. Capital invested by holders of other equity instruments | |||||||||||||||
| 3. Amount of share payment credited to owners’ equity | |||||||||||||||
| 4. Others | -12,599,946.00 | -694,828,946.15 | -707,428,892.15 | ||||||||||||
| (III) Profit distribution | -5,870,223,949.91 | -5,870,223,949.91 | -8,040,928.52 | -5,878,264,878.43 | |||||||||||
| 1. Withdrawal of | |||||||||||||||
surplus reserves
| surplus reserves | |||||||||||||||
| 2. Withdrawal of general risk provision | |||||||||||||||
| 3. Distribution to owners (or shareholders) | -5,870,223,949.91 | -5,870,223,949.91 | -8,040,928.52 | -5,878,264,878.43 | |||||||||||
| 4. Others | |||||||||||||||
| (IV) Internal carry-over of owner’s equity | |||||||||||||||
| 1. Transfer of capital reserves to capital (or share capital) | |||||||||||||||
| 2. Transfer of surplus reserves to capital (or share capital) | |||||||||||||||
| 3. Covering loss with surplus reserves | |||||||||||||||
| 4. Change of defined benefit plan carried forward to retained earnings | |||||||||||||||
| 5. Other comprehensive income carried forward to retained earnings | |||||||||||||||
| 6. Others | |||||||||||||||
| (V) Special reserves | |||||||||||||||
| 1. Provision for the period | |||||||||||||||
| 2. Utilization for the period | |||||||||||||||
| (VI) Others | 69,823,764.24 | -3,357,318.58 | 66,466,445.66 | 14,460,342.29 | 80,926,787.95 | ||||||||||
| IV. Closing balance for the period | 1,784,262,603.00 | 17,637,148,823.48 | -101,263,356.31 | 2,530,458,968.58 | 16,981,339,385.76 | 38,831,946,424.51 | 34,138,137.76 | 38,866,084,562.27 |
8. Statement of changes in owners’ equity of parent company
Amount for the current period
Unit: RMB
| Item | H1 2025 | |||||||||||
| Share capital | Other equity instruments | Capital reserves | Less: Treasury stock | Other comprehensive income | Special reserves | Surplus reserves | Undisturbed profits | Others | Total owners’ equity | |||
| Preferred shares | Perpetual bonds | Others | ||||||||||
| I. Closing balance of the previous year | 1,784,262,603.00 | 17,839,540,148.42 | -61,502,389.01 | 2,529,297,618.08 | 2,287,686,657.27 | 24,379,284,637.76 | ||||||
| Plus: Changes in accounting policies | ||||||||||||
| Correction of errors in the prior period | ||||||||||||
| Others | ||||||||||||
| II. Opening balance of the current period | 1,784,262,603.00 | 17,839,540,148.42 | -61,502,389.01 | 2,529,297,618.08 | 2,287,686,657.27 | 24,379,284,637.76 | ||||||
| III. Increase/decrease for the period (decrease is indicated with “-”) | 15,826,190.78 | 747,046.88 | 410,513,146.11 | 427,086,383.77 | ||||||||
| (I) Total comprehensive income | 747,046.88 | 2,524,864,330.67 | 2,525,611,377.55 | |||||||||
| (II) Contribution and withdrawal of capital by owners | ||||||||||||
| 1. Ordinary shares invested by owners | ||||||||||||
| 2. Capital invested by holders of other equity instruments | ||||||||||||
| 3. Amount of share payment credited to owners’ equity | ||||||||||||
| 4. Others | ||||||||||||
| (III) Profit distribution | -2,114,351,184.56 | -2,114,351,184.56 | ||||||||||
| 1. Withdrawal of surplus reserves | ||||||||||||
| 2. Distribution to owners (or shareholders) | -2,114,351,184.56 | -2,114,351,184.56 | ||||||||||
| 3. Others | ||||||||||||
| (IV) Internal carry-over of owner’s equity | ||||||||||||
1. Transfer of capital reserves to
capital (or share capital)
| 1. Transfer of capital reserves to capital (or share capital) | ||||||||||||
| 2. Transfer of surplus reserves to capital (or share capital) | ||||||||||||
| 3. Covering loss with surplus reserves | ||||||||||||
| 4. Change of defined benefit plan carried forward to retained earnings | ||||||||||||
| 5. Other comprehensive income carried forward to retained earnings | ||||||||||||
| 6. Others | ||||||||||||
| (V) Special reserves | ||||||||||||
| 1. Provision for the period | ||||||||||||
| 2. Utilization for the period | ||||||||||||
| (VI) Others | 15,826,190.78 | 15,826,190.78 | ||||||||||
| IV. Closing balance for the period | 1,784,262,603.00 | 17,855,366,339.20 | -60,755,342.13 | 2,529,297,618.08 | 2,698,199,803.38 | 24,806,371,021.53 |
Amount for the previous year
Unit: RMB
| Item | H1 2024 | |||||||||||
| Share capital | Other equity instruments | Capital reserves | Less: Treasury stock | Other comprehensive income | Special reserves | Surplus reserves | Undisturbed profits | Others | Total owners’ equity | |||
| Preferred shares | Perpetual bonds | Others | ||||||||||
| I. Closing balance of the previous year | 1,796,862,549.00 | 18,449,011,067.03 | 707,428,892.15 | -54,646,721.46 | 2,529,297,618.08 | 3,750,505,582.48 | 25,763,601,202.98 | |||||
| Plus: Changes in accounting policies | ||||||||||||
| Correction of errors in the prior period | ||||||||||||
| Others | ||||||||||||
| II. Opening balance of the current period | 1,796,862,549.00 | 18,449,011,067.03 | 707,428,892.15 | -54,646,721.46 | 2,529,297,618.08 | 3,750,505,582.48 | 25,763,601,202.98 | |||||
| III. Increase/decrease for the period (decrease is indicated with “-”) | -12,599,946.00 | -679,221,383.70 | -707,428,892.15 | -5,825,439.28 | -2,206,000,985.13 | -2,196,218,861.96 | ||||||
| (I) Total comprehensive income | -5,825,439.28 | 1,499,912,441.30 | 1,494,087,002.02 | |||||||||
| (II) Contribution and withdrawal of capital by owners | -12,599,946.00 | -694,828,946.15 | -707,428,892.15 | |||||||||
| 1. Ordinary shares invested by owners | ||||||||||||
| 2. Capital invested by holders of other equity instruments | ||||||||||||
| 3. Amount of share payment credited to owners’ equity | ||||||||||||
| 4. Others | -12,599,946.00 | -694,828,946.15 | -707,428,892.15 | |||||||||
| (III) Profit distribution | -3,705,913,426.43 | -3,705,913,426.43 | ||||||||||
| 1. Withdrawal of surplus reserves | ||||||||||||
| 2. Distribution to owners (or shareholders) | -3,705,913,426.43 | -3,705,913,426.43 | ||||||||||
| 3. Others | ||||||||||||
| (IV) Internal carry-over of owner’s equity | ||||||||||||
| 1. Transfer of capital reserves to capital (or share capital) | ||||||||||||
| 2. Transfer of surplus reserves to capital (or share capital) | ||||||||||||
| 3. Covering loss with surplus reserves | ||||||||||||
| 4. Change of defined benefit plan carried forward to retained earnings | ||||||||||||
| 5. Other comprehensive income carried forward to retained earnings | ||||||||||||
| 6. Others | ||||||||||||
| (V) Special reserves | ||||||||||||
| 1. Provision for the period | ||||||||||||
| 2. Utilization for the period | ||||||||||||
| (VI) Others | 15,607,562.45 | 15,607,562.45 | ||||||||||
| IV. Closing balance for the period | 1,784,262,603.00 | 17,769,789,683.33 | -60,472,160.74 | 2,529,297,618.08 | 1,544,504,597.35 | 23,567,382,341.02 |
III. Basic Information of the Company
1. Place of registration, form of organization and address of headquarters of the CompanyThe registered address of Yunnan Baiyao Group Co., Ltd is No.3686 Yunnan Baiyao Street, ChenggongDistrict, Kunming, Yunnan Province. The Company is established as a joint-stock limited company with its headoffice located at No.3686 Yunnan Baiyao Street, Chenggong District, Kunming, Yunnan Province.
2. History of the Company
The Company was formerly known as Yunnan Baiyao Factory, which was established in June 1971. On May3, 1993, Yunnan Provincial System Reform Committee approved the establishment of Yunnan Baiyao IndustrialCo., Ltd in the Document Yun Ti Gai [1993] No.48. The Company’s sponsors were Yunnan Baiyao Factory,Yunnan Fudian Trust and Investment Company and Lianjiang International Trade Co., Ltd. On June 18, 1993,the Economic System Reform Commission and the Planning Commission of Yunnan Province jointly issued theDocument Yun Ti Gai [1993] No.74 to approve the Company’s public offering of RMB 20 million of individualshares (in the par value of the shares). On June 24, 1993, the Administration of State-owned Assets of YunnanProvince issued the Document Yun Guo Zi Zi (1993) No.37 to confirm the appraisal results of Yunnan BaiyaoFactory and decided to set up RMB 40 million of national capital stock, amounting to 40 million shares. YunnanBaiyao Industrial Co., Ltd was approved by CSRC under the Document Zheng Jian Fa Shen Zi (1993) No.55 toissue 20 million RMB-denominated ordinary shares to the public. Yunnan Baiyao issued 20 million shares to thepublic in November 1993, of which 18 million shares were issued to the public individuals and 2 million sharesto the Company’s internal employees.On November 30, 1993, the Company was registered as a joint-stock limited company with theAdministration for Industry and Commerce of Yunnan Province, and on December 15, 1993, the public sharesissued by the Company were listed on the Shenzhen Stock Exchange, with a total share capital of 80 millionshares and a stock code of “000538.”
In accordance with the resolutions passed at the third Extraordinary General Meeting of the fifth Board ofDirectors of the Company in 2008 on August 11, 2008, and at the first Extraordinary General Meeting of theCompany in 2008 on August 27, 2008, and the approval by the CSRC on the Document (2008) No.1411 Reply onApproving the Private Issuance of Shares of Yunnan Baiyao Group Co., Ltd, the Company issued 50,000,000 newshares to Ping An Life Insurance Company of China Limited in a private offering, raising funds of RMB1,393,500,000.00 (including issuance expenses), all of which were subscribed in cash. The share capital of theCompany increased from 484,051,138 shares to 534,051,138 shares after the implementation of the aboveprivate offerings.
In accordance with the 2009 Annual Equity Distribution Plan approved at the General Meeting of the Companyin May 2010, 3 shares were issued to all shareholders from the capital reserve as a bonus for every 10 shares held.The Company’s share capital amounted to 534,051,138 shares prior to the distribution, and the total share capitalincreased to 694,266,479 shares after the distribution.
The 2013 Annual General Meeting was held on May 8, 2014, and in accordance with the resolution of themeeting and the amended articles of association, the shareholders of the Company increased the registered capitalby RMB 347,133,239.00. The newly registered capital would be increased by the distribution of 5 bonus shares for
every 10 shares to all shareholders based on the Company’s existing total share capital of 694,266,479 shares. Afterthe change, the share capital of the Company increased from 694,266,479 shares to 1,041,399,718 shares.The Company underwent a merger and overall listing with Baiyao Holdings by issuing shares to threeshareholders of Baiyao Holdings: SASAC of Yunnan Province, New Huadu and Jiangsu Yuyue. This merger andoverall listing were successfully completed on June 1, 2019, with the Company as the existing entity. As a result,the Company acquired all the assets, liabilities, businesses, contracts, and other rights and obligations of BaiyaoHoldings. Following the completion of the transaction, the 432,426,597 shares of the listed company previouslyheld by Baiyao Holdings were canceled. The merger and overall listing brought in a newly registered capital ofRMB 236,003,599.00, and the Company’s total share capital amounted to RMB 1,277,403,317.00 after this change.A total of 236,003,599 newly issued shares subject to trading moratorium were issued, with a listing date of July 3,2019, and the shares were listed on the Shenzhen Stock Exchange. Upon completion of this transaction, SASAC ofYunnan Province and New Huadu with its acting-in-concert parties, were equally the largest shareholder of theCompany, and neither of them obtained control over the Company.
On May 22, 2020, SASAC of Yunnan Province transferred its 321,160,222 shares of the Company to State-owned Equity Management Company at nil consideration. Upon completion of this transfer, State-owned EquityManagement Company and New Huadu with its acting-in-concert parties, were equally the largest shareholder ofthe Company, and there was no change in the Company’s situation of not having a de facto controller or controllingshareholder.
On December 8, 2021, SASAC of Yunnan Province transferred 100% of its shares of State-owned EquityManagement Company into Yunnan Investment Group. After the equity transfer, Yunnan Investment Group held321,160,222 shares of the Company through the State-owned Equity Management Company, accounting for 25.04%of the total share capital of the Company. State-owned Equity Management Company and New Huadu with its acting-in-concert parties, were equally the largest shareholder of the Company, and there was no change in the Company’ssituation of not having a de facto controller or controlling shareholder.
On April 20, 2022, the Company’s 2021 Annual Equity Distribution Plan had been considered and approvedat the Company’s 2021 Annual General Meeting, and the details of 2021 Annual Equity Distribution Plan were asfollows: Based on the total share capital on the equity registration date when the distribution plan was implementedin the future, a cash dividend of RMB 16.00 (including tax) for every 10 shares and 4.00 bonus shares (includingtax) for every 10 shares would be distributed to all shareholders, and there would be no conversion of share capitalfrom the capital reserve. On April 21, 2020, the fourth session of the ninth Board of Directors of the Company in2020 and the third session of the ninth Supervisory Committee of the Company in 2020 respectively consideredand approved the Proposal on Granting Stock Options (Initially Granted Part) to Incentive Participants of the 2020Equity Incentive Plan. As of December 31, 2022, the Company had completed distributing dividends of513,206,278 shares and stock exercises of 941,029 shares, increasing its share capital to 1,796,862,549 shares.On April 23, 2024, the Company disclosed the Announcement on Completion of Cancellation of theRepurchased Shares and Changes in Shares (Announcement No. 2024-21). The Company completed thecancellation of the aforesaid 12,599,946 repurchased shares at the Shenzhen Branch of China Securities Depositoryand Clearing Corporation Limited on April 19, 2024. Upon completion of the cancellation of the shares repurchased,
the total number of shares of the Company was 1,784,262,603.00. The shares repurchased for cancellation will nothave a material impact on the Company’s financial condition and operating results.
As of June 30, 2025, the Company has a total capital of 1,784,262,603 shares, with 0 shares in treasury. Thesituation that the Company has no de facto controller and no controlling shareholder remain unchanged.
3. Business nature and principal businesses of the Company
The business nature and operating activities of the Company and its subsidiaries (collectively referred to asthe “Group”) mainly include: R&D, manufacturing, and sales of chemical APIs, chemical preparations, Chinesepatent medicines, TCM materials, biological products, medical devices, healthcare food, food, beverages, speciallabor protection products, non-household textile products, daily chemical products, cosmetics, outdoor products;Sales of rubber pastes, plasters, disinfectant products, electronic and digital products; Information technology,science and technology and economic and technological consulting services; Import and export of goods; Propertyoperation and management (carrying out business activities with qualification certificates), wholesale and retail ofdrugs, logistics and distribution, etc (For items that require approval according to law, business activities of theseprojects can only be carried out after approval by relevant departments).
4. These financial statements were approved for reporting by a resolution of the Board of Directors ofthe Company dated August 28, 2025.
As of June 30, 2025, there were 114 subsidiaries and structured entities included in the scope of the Group’sconsolidated financial statements. For details, please refer to Note IX “Interest in Other Entities.” The Group had3 new entities included in its consolidated financial statements compared to the end of the previous year. For details,please refer to Note IX “Changes in the Consolidation Scope.IV. Basis for Preparation of Financial Statements
1. Basis for preparation
The financial statements of the Group are prepared on the basis of going concern assumptions, based on actualtransactions and events that occur and in accordance with the Accounting Standards for Business Enterprises - BasicStandards issued by the Ministry of Finance (issued by Decree No. 33 of the Ministry of Finance, revised by DecreeNo. 76 of the Ministry of Finance), 40 specific accounting standards, Guidelines for the Application of AccountingStandards for Business Enterprises, interpretations of Accounting Standards for Business Enterprises and otherrelevant provisions promulgated and revised on and after February 15, 2006 (collectively “Accounting Standardsfor Business Enterprises” or “ASBEs”), as well the disclosure provisions of the Rules No.15 for Governing theDisclosure of Information by Companies Issuing Public Securities - General Provisions for Financial Reporting(Revised in 2023) issued by CSRC.
In accordance with the relevant provisions of the Accounting Standards for Business Enterprises, the Group’saccounting is based on the accrual basis. Except for certain financial instruments, these financial statements areprepared at historical cost. In case of asset impairment, provision for impairment would be made according to therelevant regulations.
2. Going concern basis
The Company and the Group evaluated their abilities to continue as a going concern for at least 12 monthsfrom the end of the reporting period and there are no material matters affecting their abilities to continue as a going
concern.
V.Significant Accounting Policies and Accounting EstimatesNotes on specific accounting policies and accounting estimates:
Based on the actual production and operation characteristics and in accordance with the provisions of relevantaccounting standards for enterprises, the Group has formulated a number of specific accounting policies andaccounting estimates for transactions and matters such as revenue recognition and R&D expenses. For details, seethe descriptions under Section 31 “Revenue” under this Note V. For the descriptions of significant accountingjudgments and estimates made by the management, please refer to Section 36 “Other Significant AccountingPolicies and Accounting Estimates” under this Note V.
1. Statement of compliance with the ASBEs
The financial statements prepared by the Company are in compliance with the requirements of the AccountingStandards for Business Enterprises (ASBEs), and have reflected truly and completely such relevant information asthe financial positions of the Company and the Group as of June 30, 2025 as well as the business results and cashflows of the Company and the Group for the first half of 2025. In addition, all significant aspects of the financialstatements of the Company and the Group also comply with the disclosure requirements about the financialstatements and their notes in the Rules No.15 for Governing the Disclosure of Information by Companies IssuingPublic Securities - General Provisions for Financial Reporting as amended by the CSRC in 2023.
2. Accounting period
The Group’s accounting periods are divided into annual and interim periods. An interim period refers to areporting period less than a full accounting year. The accounting year of the Group is the calendar year that startsfrom January 1 and ends on December 31.
3. Operating cycle
The normal operating cycle refers to the period from purchasing the assets for processing to realizing the cashor cash equivalents. The operating cycle of the Group consists of 12 months which is the standard of theclassification for the liquidity of the assets and liabilities.
4. Reporting currency
RMB is the currency used in the major economic environment where the Company and its domesticsubsidiaries operate. The reporting currency of the Company and its domestic subsidiaries is RMB. The Company’sforeign subsidiaries select HKD as their reporting currencies based on the currency of the primary economicenvironment in which they operate. The currency used by the Group in preparing the financial statements is RMB.
5. Determination method and selection basis of materiality standards
?Applicable□Not applicable
| Item | Materiality standards |
| Significant accounts receivable, bad debt provisions to be recovered or reversed | The single provision amount accounts for more than 10% of the total amount of bad debt provision for various types of receivables and the amount is greater than RMB 5 million |
6. Accounting treatment for business combination under common control and not under common control
A business combination refers to the transaction or matter in which one reporting subject formed due to thecombination of two or above separate entities. A business combination can be classified as the combination undercommon control and not under common control.
(1) Business combination under common control
A business combination under common control is a business combination in which all of the combining entitiesare ultimately controlled by the same party or parties both before and after the combination, and that control is nottransitory. For a business combination under common control, the party that obtains the control of the other partieson the combination date is the acquirer, and other parties involving in the business combination are the acquirees.The combination date is the date on which the acquirer effectively obtains the control of the acquirees.
Assets and liabilities that are obtained by the acquirer in a business combination shall be measured at their bookvalue at the combination date as recorded by the acquirees. The difference between the book value of the net assetsobtained and the book value of the consideration paid by the acquirer for the combination (or the aggregate par valueof the issued shares) shall be adjusted to share premium under capital reserve (or capital premium). If the share
| Actual write-off of significant receivables | The value of a single item is greater than RMB 5 million |
| Significant construction in progress | Projects with budgets exceeding RMB 50 million or deemed to be of significance |
| Significant advance receipts | The amount of a single advance receipt with an age of more than 1 year is greater than RMB 5 million |
| Significant contract liabilities | A single contractual liability with an age of more than 1 year accounts for more than 10% of the total contractual liabilities and the amount is greater than RMB 100 million |
| Significant accounts payable aged over one year or overdue | The amount of a single account payable is greater than RMB 5 million |
| Significant other payables aged over one year or overdue | The amount of a single item is greater than RMB 5 million |
| Significant dividends payable outstanding for over one year | The amount of a single item is greater than RMB 100 million |
| Receipts and payments of significant cash related to investment activities | The amount of a single item is greater than RMB 100 million |
| Significant offshore operating entity | The net assets of the economic entity exceed RMB 100 million |
| Significant structured entity | The net assets of the structured entity exceed RMB 2 million |
| Significant non-wholly-owned subsidiaries | The net assets of the subsidiary exceed RMB 100 million |
| Significant capitalized R&D projects | The year-end balance of a single project exceeds RMB 50 million |
| Significant outsourced project under research | The amount of a single project accounts for more than 20% of the total R&D investment |
| Significant investment activities | A single investment activity accounts for more than 10% of the total cash inflow or outflow related to the investment activities and the amount is greater than RMB 1 billion |
| Significant joint ventures or associates | The book value of long-term equity investment in a single investee accounts for more than 5% of the Group’s net assets and the amount is greater than RMB 1 billion, or the investment profit and loss under the long-term equity investment equity method accounts for more than 10% of the Group’s consolidated net profit |
| Significant subsidiaries | The net assets of the subsidiary account for more than 10% of the Group’s net assets, or the net profits of subsidiary account for more than 10% of the Group’s consolidated profits, and the subsidiaries with significant strategic position |
premium under capital reserve (or capital premium) is not sufficient to absorb the difference, any excess shall beadjusted against retained earnings.Expenses that are directly attributable to the business combination by the acquirer are charged to the currentprofits and losses in which they are incurred.
(2) Business combination not under common control
A business combination not under common control is a business combination in which all of the combiningentities are not ultimately controlled by the same party or parties both before and after the combination. For abusiness combination not under common control, the party that obtains the control of the other parties on theacquisition date is the acquirer; other parties involving in the business combination are the acquirees. The acquisitiondate is the date on which the acquirer effectively obtains control of the acquirees.For a business combination not under common control, the cost of business combination is the fair value ofassets paid, liabilities incurred or undertaken, and equity securities issued by the acquirer for obtaining the controlof the acquirees at the acquisition date. Expenses that are attributable to the business combination such as audit fees,legal services fees, consultancy fees and other administration expenses incurred by the Company as acquirer areexpensed in the current profits and losses in which they are incurred. Transaction fees of equity securities or debtsecurities issued by the acquirer as consideration for a business combination are included in the initially recognizedamount of equity securities or debt securities. Contingent consideration involved is recorded as the combination costat its fair value on the acquisition date. Should any new or further evidence in relation to the circumstances existingon the acquisition date arise within 12 months after the acquisition date, making it necessary to adjust the contingentconsideration, the goodwill arising from the business combination shall be adjusted accordingly. The cost ofcombination incurred and identifiable net assets obtained by the acquirer in a business combination are measured atfair value on the acquisition date. Where the cost of the combination exceeds the acquirer’s interest in the fair valueof the acquiree’s identifiable net assets on the acquisition date, the difference is recognized as goodwill; Where thecost of combination is lower than the acquirer’s interest in the fair value of the acquiree’s identifiable net assets onthe acquisition date, the difference is recognized in current profits and losses after a review of measurement for thefair value of identifiable assets, liabilities and contingent liabilities of the acquiree and the combination cost.In relation to the deductible temporary difference acquired from the acquiree, which was not recognized asdeferred tax assets due to non-fulfillment of the recognition criteria at the date of the acquisition, if new or furtherinformation that is obtained within 12 months after the acquisition date indicates that related conditions at theacquisition date already existed, and that the realization of the economic benefits brought by the deductibletemporary difference of the acquiree on the acquisition date can be expected, the relevant deferred tax assets shallbe recognized and goodwill shall be deducted accordingly. When the amount of goodwill is less than the deferredtax assets that shall be recognized, the difference shall be recognized in the current profits and losses. Except for theabove circumstances, deferred tax assets in relation to business combination are recognized in the current profitsand losses.For a business combination involving entities not under common control that is achieved in stages, theCompany shall determine whether the business combination shall be treated as “a bundle of transactions” in
accordance with the determination standards as contained in the Circular on the Publishment of Interpretation No.5on Accounting Standards for Business Enterprises Issued by the Ministry of Finance (Finance and Taxation (2012)No. 19) and Section 51 of Accounting Standards for Business Enterprises No.33 - Consolidated FinancialStatements (See Item (2) of Section 6 “Preparation of the consolidated financial statements” under this Note V).Where the business combination is treated as “a bundle of transactions,” the business combination shall be accountedfor in accordance with the previous paragraphs and Section 17 “Long-term equity investments” of this Note V;where the business combination does not fall within “a bundle of transactions,” the business combination in theCompany’s and the consolidated financial statements shall be accounted for as follows:
In the Company’s financial statements, the initial cost of the investment shall be the sum of the book value ofequity investment held in the acquiree prior to the acquisition date and the amount of additional investment made tothe acquiree at the acquisition date. Other comprehensive income relating to the equity interest held in the acquireeprior to the acquisition date shall be, upon disposal of the investment, accounted for in accordance with the samebasis as that the acquiree adopts in directly disposing of relevant assets or liabilities.In the consolidated financial statements, the equity interest held in the acquiree prior to the acquisition date isre-measured according to its fair value at the acquisition date; the difference between the fair value and the bookvalue is recognized as investment income for the current period. Other comprehensive income relating to the equityinterest held in the acquiree prior to the acquisition date shall be accounted for in accordance with the same basis asthat the acquiree adopts in directly disposing of relevant assets or liabilities.
7. Judgement criteria of control and preparation of consolidated financial statements
(1) Criteria for the recognition of scope of consolidated financial statements
The scope of consolidation shall be determined based on the concept of control. Control means that the Grouphas power over the investee, enjoys variable returns through its participation in the investee’s related activities, andhas the ability to use its power over the investee to influence the amount of its returns. The consolidated financialstatements comprise the financial statements of the Company and all of its subsidiaries, which are defined as thoseentities controlled by the Group.
Once any change in the facts and circumstances arises which leads to a change in the elements involved in thedefinition of control, the Group will conduct an assessment.
(2) Preparation of consolidated financial statements
Subsidiaries are consolidated from the date on which the Group obtains their net assets and actual control overtheir operating decisions, and are deconsolidated from the date when such control ceases. For subsidiaries beingdisposed of, the business results and cash flows prior to the date of disposal are duly included in the consolidatedincome statement and consolidated cash flow statement; for subsidiaries disposed of during the period, the openingbalances of the consolidated balance sheet would not be restated. For subsidiaries acquired from a businesscombination not under common control, their operating results and cash flows subsequent to the acquisition dateare included in the consolidated income statement and consolidated cash flow statement, and the opening balancesand comparative figures in the consolidated financial statements would not be restated. For subsidiaries acquiredfrom a business combination under common control and acquirees from a merger by absorption, their operating
results and cash flows from the date of commencement of the period in which the combination occurred to the dateof combination are included in the consolidated income statement and consolidated cash flow statement, and thecomparative figures in the consolidated financial statements would be restated.In preparing the consolidated financial statements, where the accounting policies or the accounting periods areinconsistent between the Company and subsidiaries, the financial statements of subsidiaries are adjusted inaccordance with the accounting policies and accounting period of the Company. For subsidiaries acquired from abusiness combination involving enterprises not under common control, the financial statements of the subsidiariesare adjusted based on the fair value of the identifiable net assets at the acquisition date.All significant intra-group balances, transactions and unrealized profits are offset in preparing the consolidatedfinancial statements.The portion of a subsidiary’s equity and the portion of a subsidiary’s net profits and losses for the period notattributable to the Company are recognized as minority interests and profits and losses attributable to minorityinterests respectively, which are presented under shareholders’ equity and net profit separately, in the consolidatedfinancial statement. A subsidiary’s net current profits and losses attributable to minority interests is recognized as“share of profits and losses of minority interests” under net profit in the consolidated income statement. When theamount of a subsidiary’s loss attributable to the minority shareholders exceeds the minority shareholders’ share ofthe opening balance of shareholders’ equity of the subsidiary, the excess is deducted from the minority interests.In event of loss of control over a former subsidiary due to disposal of certain equity investments or other reasons,any retained equity is re-measured at its fair value on the date when the control is lost. The surplus of the aggregateconsiderations received upon disposal of equity plus the fair value of any retained equity less the share of net assetsin the former subsidiary calculated cumulatively from the acquisition date based on the original shareholdingpercentage is included in the investment income for the period when the control is lost. Other comprehensive incomerelated to the equity investment in the former subsidiary shall be accounted for on the same basis at the time of lossof control as the subsidiary directly disposed of the related asset or liability. Then, the remaining equity shall bemeasured subsequently in accordance with the Accounting Standards for Business Enterprises No. 2 - Long-termEquity Investments or Accounting Standards for Business Enterprises No. 22 - The Recognition and Measurementof Financial Instruments and other regulations. For details, please see Section 17 “Long-term equity investments”or Section 11 “Financial instruments” under this Note V.
For disposal of the Group’s equity investments in a subsidiary in phases through multiple transactions untilloss of control, it is determined based on whether such transactions should be regarded as a bundle of transactions.If the terms, conditions and economic effects of all transactions are conducted for the purpose of disposing of theequity investments in a subsidiary and meet the following one or more criteria, it is usually shown that such multipletransactions are deemed as a bundle of transactions for accounting treatment: ① These transactions were enteredinto at the same time or upon the consideration of the effects therebetween; ② These transactions can only generateone complete business result when conducted all together; ③ The occurrence of one transaction depends on theoccurrence of at least one other transaction; and ④ One transaction alone is not economical, but is economical whenconsidered with other transactions. When the transactions do not constitute a bundle of transactions, each transaction
thereof shall be accounted in accordance with principles applicable to the “disposal of part of long-term equityinvestments in a subsidiary that does not result in the loss of control” (please see Item (2) ④ of Section 17 “Long-term equity investments” under this Note V for details) and “loss of control over a former subsidiary due to disposalof certain equity investments or other reasons” (please see the preceding paragraph for details). If such transactionsfall under a bundle of transactions, those transactions are accounted for as one deal under which the subsidiary isdisposed of and control is lost. However, before the control over the subsidiary is lost, the surplus betweenconsideration received for each disposal and the value of corresponding share of net assets in the subsidiary entitledby the investment underlying the disposal shall be recognized as other comprehensive income in the consolidatedfinancial statements, and, when control is lost, converted into investment income or loss for the period in whichcontrol is lost.
8. Classification of joint venture arrangements and accounting treatment method for joint operations
Joint venture arrangement means an arrangement under the common control of two or more parties. The Groupclassifies the joint venture arrangement into joint operations and joint ventures based on the rights and obligationsit enjoys and assumes in the joint venture arrangement. Joint operation means a joint venture arrangement in whichthe Group owns the assets and assumes the liabilities associated with the arrangement. Joint venture means a jointventure arrangement in which the Group only has rights to the net assets of the arrangement.
The Group’s investments in joint ventures are accounted for using the equity method and are treated inaccordance with the accounting policies described in Item (2) ② “Long-term equity investments accounted forusing the equity method” in Section 17 “Long-term equity investments” under this Note V.
For the joint operations, the Group, as a joint venture party, recognizes the assets and liabilities separately heldby the Group, as well as the assets and liabilities jointly held by the Group in accordance with the Group’s share;recognizes the income arising from the disposal of the Group’s share of joint operation output; recognizes the incomefrom the sale of outputs from joint operations based on the Group’s share; and recognizes the expenses incurred bythe Group alone and the expenses incurred based on the Group’s share in the joint operation.
When the Group, as a joint venture party, invests in or sells assets to the joint venture (which do not constitutea business, the same below), or purchases assets from the joint operation, the Group recognizes only those portionsof the profits and losses arising from the transaction that are attributable to other participants in the joint operation,prior to the sale of such assets to a third party. In the event that such assets incur asset impairment losses inaccordance with the provisions of Accounting Standard for Enterprises No. 8 - Asset Impairment, the Group willfully recognize such losses if the assets are invested or sold by the Group to the joint operation; In the case of assetspurchased by the Group from the joint operation, the Group will recognize such losses on the basis of its share ofcommitment.
9. Determination standards for cash and cash equivalents
Cash and cash equivalents of the Group include the cash on hand, deposits that can be used for payment at anytime, the investments that are held for a short period of time (generally maturing within three months from the dateof purchase) which are highly liquid, easily convertible to known amounts of cash, and having minimal risk ofchanges in value.
10. Foreign currency business and foreign currency statement translation
The method for determining the conversion exchange rate in foreign currency transactionsUpon initial recognition, the foreign currency transactions of the Group are converted into the amount ofreporting currency according to the spot exchange rate of the trading day (usually referring to the median price ofthe foreign exchange rate of the day published by the People’s Bank of China, the same below).
(1) Translation of foreign currency monetary items and foreign currency non-monetary itemsOn the balance sheet date, if the foreign currency monetary items are translated at the spot rate of the balancesheet date, the resulting exchange difference, except for ① Exchange differences arising from special loans inforeign currencies related to the acquisition and construction of assets eligible for capitalization, which shall betreated in accordance with the principle of capitalization of borrowing costs; ② Exchange differences of hedginginstruments used to operate effective hedging of net investment abroad (this difference is included in othercomprehensive income and is not recognized as current profits and losses until the net investment is disposed of)and ③ foreign currency monetary items classified as measured at fair value through other comprehensive income,shall be recorded into current profits and losses, provided that exchange differences resulting from changes in otherbook balances other than amortized costs (including impairment) shall be recorded in other comprehensive income.The non-monetary foreign currency items measured at historical cost shall be measured at the amount ofreporting currency that is translated into based on the spot rate on the transaction date. For non-monetary foreigncurrency items measured at fair value, the exchange rate prevailing at the date when the fair value is determined isused for translation, and the difference between the translated amount of the reporting currency and the originalamount of the reporting currency shall be treated as the change in fair value (including change of exchange rate) andrecorded in current profits and losses or recognized as other comprehensive income.
(2) Translation of foreign currency financial statement
Foreign currency financial statements of overseas operations are translated into RMB statements in thefollowing ways: The items of assets and liabilities in the balance sheet were translated at the spot exchange rate onthe balance sheet date. The shareholders’ equity items are translated at the spot rate at the time of occurrence exceptfor the “undistributed profit” items. The income and expense items in the income statement are converted using theaverage exchange rate of the current period on the date of occurrence of the transaction. The undistributed profit atthe beginning of the year is the undistributed profit at the end of the year after the conversion of the previous year;The undistributed profit at the end of the period is calculated and shown on the basis of each item of profitdistribution after translation; The difference between the total amount of asset items and liability items andshareholders’ equity items after translation is treated as the difference in the translation of foreign currencystatements and recognized as other comprehensive income. Upon disposal of an overseas operation and loss ofcontrol, the conversion difference of the foreign currency statement related to the overseas operation, as shownunder the shareholders’ equity item in the balance sheet, shall be transferred to the profits and losses of the disposalof the current period in full or in proportion to the disposal of the overseas operation.Foreign currency cash flow and cash flow of overseas subsidiaries shall be translated at the spot exchange ratein the period when the cash flow is generated. The effect of exchange rate changes on cash is presented separately
in the cash flow statement as an adjustment item.The figures for the beginning of the year and the actual figures for the previous year are presented in accordancewith the amounts of the financial statements of the previous year after translation.Upon the disposal of all the owners’ equity of the Group’s overseas operations or the loss of control overoverseas operations due to the disposal of part of the equity investment or other reasons, the translation differenceof the foreign currency statement related to the owners’ equity of the overseas operations attributable to the parentcompany, as shown under the shareholders’ equity item in the balance sheet, shall be fully transferred to the profitsand losses of the disposal period.
When part of the equity investment is disposed of or the proportion of overseas operating interest is reducedfor other reasons but the control of overseas operations is not lost, the difference in the translation of foreign currencystatements related to the disposal part of the overseas operation will be attributed to the minority shareholders’equity and will not be transferred to the current profits and losses. Upon disposal of part of the equity of the overseasoperation as an associate or joint venture, the translation difference of the foreign currency statement related to theoverseas operation shall be transferred to the profits and losses of the disposal period in proportion to the disposalof the overseas operation.
If there are foreign currency monetary items that substantially constitute net investments in overseas operations,the exchange difference resulting from changes in exchange rates shall be recognized as other comprehensiveincome in the consolidated financial statements as “translation difference in foreign currency statements;” Upondisposal of the overseas operations, it shall be included in the profits and losses of the disposal period.
11. Financial instruments
When the Group becomes a party to a financial instrument contract, it shall recognize a financial asset orfinancial liability.
(1) Classification, recognition and measurement of financial assets
The Group has classified the financial assets as financial assets at amortized cost; financial assets at fair valuethrough other comprehensive income and financial assets at fair value through profits and losses based on thebusiness model for managing financial assets and the contractual cash flow characteristics of the financial assets.
Financial assets are measured at fair value on initial recognition. For financial assets at fair value through profitsand losses, the related transaction costs are recognized directly in profits and losses; and for other categories offinancial assets, the related transaction costs are recognized in initial recognition amounts. For the accountsreceivable or notes receivable arising from the sale of products or the provision of services that do not contain ortake into account a significant financing component, the amount of consideration to which the Group is expected tobe entitled shall be taken as the initial recognition amount.
① Financial assets at amortized cost
The Group’s business model of managing financial assets at amortized cost is aimed at the collection ofcontractual cash flows, and the contractual cash flow characteristics of such financial assets are consistent with thebasic borrowing arrangement, that is, the cash flows generated on a specific date are only payments of principal and
interest based on the outstanding principal amount. For such financial assets, the effective interest rate method isused for subsequent measurement at amortized cost, and any profits or losses arising from amortization orimpairment is included in the current profits and losses.
② Financial assets at fair value through other comprehensive income
The Group’s business model of managing such financial assets is aimed at the collection and disposal ofcontractual cash flows, and the contractual cash flow characteristics of such financial assets are consistent with thebasic borrowing arrangement. The Group measures such financial assets at fair value and their changes arerecognized in other comprehensive income, but impairment losses or gains, exchange profits and losses and interestincome calculated under the effective interest rate method are recognized in current profits and losses.In addition, the Group has designated certain non-trading equity instrument investments as financial assets atfair value through other comprehensive income. The Group recognizes the relevant dividend income of suchfinancial assets in current profits and losses and the fair value changes in other comprehensive income. Upon thederecognition of the financial assets, the accumulated profits and losses previously recognized in othercomprehensive income are transferred from other comprehensive income to retained earnings and are not recognizedin the current profits and losses.
③ Financial assets at fair value through profits and losses
The Group’s financial assets other than those at amortized cost and those at fair value through othercomprehensive income as described above are classified as financial assets at fair value through profits and losses.In addition, at the time of initial recognition, in order to eliminate or significantly reduce accounting misalignments,the Group designated certain financial assets as financial assets at fair value through profits and losses. Suchfinancial assets are subsequently measured at fair value, with changes in fair value recognized in the current profitsand losses.
(2) Classification, recognition and measurement of financial liabilities
Financial liabilities are classified as financial liabilities at fair value through profits and losses and otherfinancial liabilities at the time of initial recognition. For financial liabilities at fair value through profits and losses,the related transaction costs are recognized directly in profits or losses, and for other financial liabilities, the relatedtransaction costs are recognized in their initial recognition amounts.
① Financial liabilities at fair value through profits and losses
The financial liabilities at fair value through profits and losses include financial liabilities held for trading(including derivatives that are financial liabilities) and those designated as financial liabilities at fair value throughprofits and losses at the initial recognition.
Financial liabilities held for trading (including derivatives that are financial liabilities) are subsequentlymeasured at fair value, with changes in fair value recognized in current profits and losses, except for those relatedto hedge accounting.
For those designated as financial liabilities at fair value through profits and losses, the change in fair value ofsuch liabilities caused by changes in the Group’s own credit risk is included in other comprehensive income, and
the cumulative change in its fair value caused by changes in its own credit risk included in other comprehensiveincome is transferred to retained earnings when such liabilities are derecognized. Other changes in fair value areincluded in current profits and losses. If the treatment of the effect of the change in the credit risk of the financialliabilities in the manner described above would cause or widen the accounting mismatch in profits and losses, theGroup would recognize the full profits or losses of the financial liabilities (including the amount affected by thechange in the credit risk of the enterprise) in the current profits and losses.
② Other financial liabilities
Financial liabilities other than those resulting from the transfer of financial assets that does not meet theconditions for derecognition or continues to be involved in the transfer of financial assets, and other financialliabilities excluding financial guarantee contracts are classified as financial liabilities at amortized cost, which aresubsequently measured at amortized cost, and the profits and losses resulting from the derecognition or amortizationare included in current profits and losses.
(3) Recognition basis and measurement method for transfer of financial assets
A financial asset is derecognized if it meets any of the following conditions: ① The contractual right to receivethe cash flow of the financial asset is terminated; ② The financial asset has been transferred, and substantially allthe risks and returns of ownership of the financial asset have been transferred to the transferee; ③ The financialasset has been transferred, substantially all the risks and returns of ownership of the financial asset have neither beentransferred nor retained, but the control over the financial asset has been relinquished.
If neither substantially all the risks and returns of ownership of a financial asset are transferred nor retained,and the control over the financial asset is not relinquished, the underlying financial asset shall be recognized to theextent of its continuing involvement in the transferred financial asset, and the related liability shall be recognizedaccordingly. The extent of continued involvement in the transferred financial asset is the level of risk to which theenterprise is exposed as a result of changes in the value of that financial asset.
If the overall transfer of financial assets meets the conditions for derecognition, the difference between thebook value of the transferred financial assets and the consideration received as a result of the transfer and thecumulative change in the fair value originally included in other comprehensive income is included in the currentprofits and losses.
If the partial transfer of financial assets meets the conditions for derecognition, the book value of the transferredfinancial assets shall be apportioned between the portion derecognized and the portion not for derecognitionaccording to their relative fair value. The difference between the sum of the consideration received as a result of thetransfer and the cumulative changes in fair value originally included in other comprehensive income that should beapportioned to the portion derecognized and the above-mentioned book value apportioned are recognized in currentprofits and losses.
If the Group sells the financial assets by recourse or makes endorsement transfer of the financial assets it holds,it is necessary to determine whether virtually all risks and returns in the ownership of the financial asset have beentransferred. If the Group has transferred substantially all the risks and returns related to the ownership of a financial
asset to the transferee, the Group shall derecognize the financial asset. If substantially all the risks and returns relatedto the ownership of a financial asset are retained, the financial assets shall not be derecognized. If substantially allthe risks and returns related to the ownership of the financial asset are neither transferred nor retained, whether theenterprise retains control of the asset shall be determined and accounting treatment shall be made in accordance withthe principles described in the preceding paragraphs.
(4) Derecognition of financial liabilities
A financial liability (or a portion thereof) is derecognized when the present obligation is discharged. If anagreement is entered into between the Group (the borrower) and the lender to replace the original financial liabilityby assuming a new financial liability, and the contractual terms of the new financial liability are materially differentfrom those of the original financial liability, the original financial liability is derecognized and the new financialliability is recognized at the same time. If the Group materially modifies the contractual terms of the originalfinancial liability (or part thereof), it shall derecognize the original financial liability and recognize a new financialliability in accordance with the modified terms.
If a financial liability is derecognized in whole or in part, the difference between the book value of thederecognized portion and the consideration paid (including non-cash assets transferred or liabilities assumed) isrecognized in current profits and losses.
(5) Offsetting of financial assets and financial liabilities
When the Group has the legal rights to offset the financial assets and financial liabilities whose amounts havebeen recognized, the legal rights are currently exercisable, and the Group plans to settle with net amount or realizethe financial asset and repay the financial liability simultaneously, the financial assets and financial liabilities canbe presented in the balance sheet with the net amount after they are mutually offset. Apart from this, financial assetsand financial liabilities shall be presented separately in the balance sheet and not be offset against each other.
(6) Methods for determining the fair value of financial assets and financial liabilities
Fair value is the price that a market participant would receive to sell an asset or pay to transfer a liability in anorderly transaction occurring on the measurement date. Regarding the financial instruments for which there is anactive market, the Group uses quoted prices in an active market to determine their fair values. A quoted price in anactive market is a price that is readily available on a regular basis from an exchange, broker, trade association,pricing service agency, etc., and represents the price of a market transaction that actually takes place in a fair trade.If there is no active market for the financial instrument, the Group uses valuation techniques to determine its fairvalue. The valuation techniques include reference to prices used in recent market transactions by the parties who arefamiliar with the situation and willing to deal, reference to the current fair value of other substantially identicalfinancial instruments, the discounted cash flow method, and option pricing models. In the valuation, the Group willadopt the valuation techniques applicable in the current situation and supported by sufficiently available data andother information, select the input values that are consistent with the characteristics of the asset or liabilityconsidered by market participants in the transaction of the relevant asset or liability, and give priority to the relevantobservable input values when possible. The non-observable input values will be used only when the relevantobservable input values are unavailable or not practicable to obtain.
(7) Equity instruments
Equity instruments are contracts that demonstrate ownership of the remaining interest in the Group’s assetsafter deducting all liabilities. The Group’s issuance (including refinancing), repurchase, sale or cancellation of equityinstruments is treated as changes in equity, and the transaction expenses related to equity transactions are deductedfrom equity. The Group does not recognize the changes in fair value of equity instruments.Dividends (including “interest” on instruments classified as equity instruments) distributed during the existenceof the Group’s equity instruments are treated as profit distributions.
(8) Impairment of financial assets
The financial assets for which the Group needs to recognize impairment losses are financial assets at amortizedcost, debt instruments at fair value through other comprehensive income, lease receivables, which mainly includenotes receivable, accounts receivable, receivables financing, other receivables, debt investments, other debtinvestments, long-term receivables, etc. In addition, for contractual assets and certain financial guarantee contracts,impairment provisions are made and credit impairment losses are recognized in accordance with the accountingpolicies described in this section.
① Recognition of provision for impairment losses
On the basis of expected credit losses, the Group makes an impairment provision and recognizes creditimpairment losses for each of the above items in accordance with its applicable expected credit losses measurementmethod (general method or simplified method).
Credit losses represent the difference between all contractual cash flows receivable under the contract and allcash flows expected to be received by the Group, discounted at the original effective interest rate, i.e., the presentvalue of all cash shortfalls. Financial assets purchased or originated by the Group that are credit impaired shall bediscounted at the credit-adjusted effective interest rate of the financial assets.
The general method of measurement of expected credit losses means that the Group assesses at each balancesheet date whether the credit risk of financial assets (including contractual assets and other applicable items, thesame below) has increased significantly since the initial recognition. If the credit risk has increased significantlysince the initial recognition, the Group measures the loss provision at an amount equivalent to the expected creditlosses over the entire duration; If credit risk does not increase significantly since the initial recognition, the Groupmeasures the loss provision at an amount equivalent to expected credit losses over the next 12 months. The Groupwill consider all the reasonable and evidence-based information, including forward-looking information, whenassessing expected credit losses.
For financial instruments with low credit risk on the balance sheet date, the Group assumes that their credit riskhas not increased significantly since initial recognition, and measures the provision for losses based on expectedcredit losses over the next 12 months.
② Criteria for determining whether credit risk has increased significantly since the initial recognition
If the probability of default of a financial asset during the estimated duration determined on the balance sheetdate is significantly higher than the probability of default during the estimated duration determined at the time of
initial recognition, it indicates that the credit risk of the financial asset has significantly increased. Except inexceptional circumstances, the Group uses the change in default risk occurring over the next 12 months as areasonable estimate of the change in default risk occurring over the duration to determine whether credit risk hasincreased significantly since the initial recognition.
③ The portfolio-based approach to assessing expected credit risk
The Group assesses credit risk individually for financial assets with significantly different credit risks, such asreceivables that are in dispute with other parties or involved in litigation or arbitration; or where there are clearindications that the debtor is likely to be unable to meet its repayment obligations.Apart from financial assets that are individually assessed for credit risk, the Group classifies financial assetsinto different groups based on common risk characteristics and assesses credit risk on a portfolio basis.
④ Accounting treatment of impairment of financial assets
At the end of the period, the Group will calculate the estimated credit losses of various financial assets, and ifthe estimated credit losses are greater than the book value of its current impairment provision, the difference isrecognized as an impairment loss; If it is less than the book value of the current impairment provision, the differenceis recognized as an impairment gain.
⑤ Determination of credit losses of various financial assets
a. Notes receivable
The Group measures the loss provision for notes receivable at the amount equivalent to expected credit lossesin the entire duration. Based on the credit risk characteristics of notes receivable, they are divided into differentportfolios:
b. Accounts receivable and contractual assets
For the accounts receivable and contractual assets that do not have a significant financing component, theGroup measures the loss provision at the amount equivalent to expected credit losses in the entire duration.
For the accounts receivable, contractual assets and lease receivables that have a significant financingcomponent, the Group chooses to always measure the loss provision at an amount equivalent to expected creditlosses over the duration.
Apart from the accounts receivable for single assessment of credit risk, they are divided into different portfoliosbased on their credit risk characteristics:
| Item | Basis for determining the portfolio |
| Banker’s acceptance bill | Banks with less credit risk in relation to acceptors |
| Commercial acceptance bill | Divided according to the acceptor’s credit risk |
Item
| Item | Basis for determining the portfolio |
| Related party within the consolidation scope | This portfolio represents amounts receivable of the Company within the scope of consolidation. |
| Account age portfolio | The portfolio takes the age of receivables as the credit risk characteristics. |
Method for calculating aging years based on credit risk characteristics portfolio: The Group calculates the agingyears of accounts receivable based on the principle of First Occurrence, First Recovery.Recognition criteria for provision of bad debts of a single account receivable: The Group conducts separateimpairment tests on accounts receivable with significantly different credit risk characteristics, such as significantlydeteriorating credit status of the debtor, low possibility of future repayment, and credit impairment that has occurred.
c. Accounts receivable financing
Notes and accounts receivable measured at fair value through other comprehensive income are presented asaccounts receivable financing if their maturities are within one year (including one year) from the initial recognitiondate. The Group measures the loss provision at the amount equivalent to expected credit losses in the entire duration.
Apart from the accounts receivable financing for single assessment of credit risk, they are divided into differentportfolios based on their credit risk characteristics:
Method for calculating aging years based on credit risk characteristics portfolio: The Group calculates theaging years of accounts receivable based on the principle of First Occurrence, First Recovery.
Recognition criteria for provision of bad debts of a single account receivable: The Group conducts separateimpairment tests on accounts receivable with significantly different credit risk characteristics, such as significantlydeteriorating credit status of the debtor, low possibility of future repayment, and credit impairment that has occurred.
d. Other receivables
Based on whether the credit risk of other receivables has increased significantly since initial recognition, theGroup measures the loss provision at the amount equivalent to expected credit losses in the next 12 months or theentire duration. Apart from the other receivable for single assessment of credit risk, they are divided into differentportfolios based on their credit risk characteristics:
| Item | Basis for determining the portfolio |
| Related party within the consolidation scope | This portfolio represents amounts receivable of the Company within the scope of consolidation. |
| Account age portfolio | The portfolio takes the age of receivables as the credit risk characteristics. |
Method for calculating aging years based on credit risk characteristics portfolio: The Group calculates theaging years of accounts receivable based on the principle of First Occurrence, First Recovery.
Recognition criteria for provision of bad debts of a single account receivable: The Group conducts separateimpairment tests on accounts receivable with significantly different credit risk characteristics, such as significantlydeteriorating credit status of the debtor, low possibility of future repayment, and credit impairment that has occurred.
| Item | Basis for determining the portfolio |
| Related party within the consolidation scope | This portfolio represents amounts receivable of the Company within the scope of consolidation. |
| Account age portfolio | The portfolio takes the age of receivables as the credit risk characteristics. |
12. Notes receivable
Please refer to “11. Financial instruments.”
13. Accounts receivable
Please refer to “11. Financial instruments.”
14. Accounts receivable financing
Notes and accounts receivable at fair value through other comprehensive income are presented as accountsreceivable financing if their maturities are within one year (including one year) from the initial recognition date.The Notes and accounts receivable with the maturity of more than 1 year since the initial recognition date arepresented as other debt investments. For the relevant accounting policies, please refer to “11. Financial instruments”under this Note.
15. Other receivables
Method of determining expected credit losses on other receivables and the accounting treatment
Method of determining expected credit losses on other receivables and the accounting treatment
For the method of determining expected credit losses on other receivables and the accounting treatment, pleaserefer to “11. Financial instruments.”
16. Inventories
(1) Categories of inventories
Inventories mainly include raw materials, packaging and low-value consumable goods, products in process,goods in stock, consumable biological assets, development costs, development products, etc.
(2) Pricing of inventories
Inventories are initially measured at actual cost. The cost of inventories includes procurement cost, processingcost and other costs. Inventories are measured by the weighted average method upon delivery.
(3) Determination of net realizable value of inventories and method of making provision forinventory impairment
The net realizable value of inventories refers to the estimated selling price deducted by estimated costs untilthey are made into finished goods, estimated selling expense and relevant taxes in daily activities. The determinationof the net realizable value of inventories is based on conclusive evidence obtained, taking into account the purposefor which the inventories are held and the effect of events after the balance sheet date.
Inventories are measured at the lower of cost or net realizable value at the balance sheet date, and provisionfor their impairment shall be made when the net realizable value is below the cost of inventories. Provision forinventory impairment is made on the basis of the difference whereby the cost of one single inventory item exceedsits net realizable value. For inventories with large quantities and low unit prices, provision for inventory impairmentshall be made according to inventory categories. Inventories that are related to product series produced and sold inthe same region and have the same or similar end use or purpose, and are difficult to be documented separately fromother items that shall be combined for making provision for inventory impairment.
After provision for inventory impairment is made, if the factors that once resulted in the impairment disappear,leading to the net realizable value of inventories higher than their book value, the provision of inventory impairmentshall be reversed to the extent of provision previously made, and the reversed amount shall be recognized in currentprofits and losses.
(4) The inventory system shall be the perpetual inventory system.
(5) Amortization of low-value consumables and packaging materials
The low-value consumables and packaging materials are amortized using a one-off amortization method.
17. Long-term equity investments
Long-term equity investments in this section refers to any equity investment by which the Group has control,common control or significant influence over the investee. Long-term equity investments by which the Group doesnot have control, common control or significant influence over the investee are accounted for as financial assets atfair value through profits or losses. If they are non-trading, the Group may elect to designate them as financial assetsat fair value through other comprehensive income at the time of initial recognition. For the accounting policies,please refer to “11. Financial instruments” under Note IV.
Common control is the Group’s contractually agreed sharing of control over an arrangement, and the activitiesunder which must be decided by unanimous agreement from parties who share the control. Significant influence isthe power of the Group to participate in the decision-making for financial and operating policies of an investee, butnot to control or common control the formulation of such policies together with other parties.
(1) Determination of investment cost
For long-term equity investments acquired relating to business combination under common control, the initialinvestment cost is determined on the date of consolidation according to the percentage of shareholders/owners’equity from the combined party as a part of the book value of total shareholders/owners’ equity set forth in theconsolidated financial statements of the ultimate controlling party. The difference between the said initialinvestment cost and the sum of cash being paid, non-cash assets being transferred and book value of liabilities beingassumed shall be adjusted against the capital reserve; or, in case of insufficient capital reserve to cover the difference,against the retained earnings accordingly. In case that the consideration of the business combination is satisfied byissuing equity securities, the initial investment cost of the long-term equity investments is determined on the dateof consolidation according to the percentage of shareholders’ equity from the combined party as a part of the bookvalue of total shareholders’ equity set forth in the consolidated financial statements of the ultimate controlling party.With the sum of par values of shares being issued as the share capital, the difference between the said initialinvestment cost and the sum of par values of shares being issued shall be adjusted against the capital reserve; or, incase of insufficient capital reserve to cover the difference, against the retained earnings accordingly. Where abusiness combination under common control is achieved by acquiring the equity of a combined party under commoncontrol in phases through multiple transactions, following policies shall apply depending on whether thosetransactions are “a bundle of transactions”: if so, the Company shall account for all transactions together as the onedeal to obtain the control; if not, the initial investment cost of the long-term equity investments shall be determinedon the date of consolidation according to the percentage of shareholders/owners’ equity from the combined party as
a part of the book value of total shareholders’ equity set forth in the consolidated financial statements of the ultimatecontrolling party, while the difference between the initial investment cost and the sum of book value of long-termequity investments before the consolidation and that of consideration newly paid to acquire additional equities onthe date of consolidation shall be adjusted against the capital reserve, or, in case of insufficient capital reserve tocover the difference, against retained earnings accordingly. Accounting treatment is currently not required for othercomprehensive income that has been recognized due to the adoption of equity method in accounting or theclassification as financial assets at fair value through other comprehensive income in respect of equity investmentsheld before the date of consolidation.For the long-term equity investments acquired relating to business combination not under common control, theinitial investment cost is the cost of combination on the date of acquisition which equals to the aggregate fair valueof assets transferred, liabilities incurred or assumed and equity securities issued by the acquirer. Where a businesscombination not under common control is achieved by acquiring the equity of a combined party under commoncontrol in phases through multiple transactions, following policies shall apply depending on whether thosetransactions are “a bundle of transactions”: if so, the Group shall account for all transactions together as the onedeal to obtain the control; if not, the initial investment cost of the long-term equity investments that is re-accountedfor using the cost method shall be the sum of book value of long-term equity investments previously held by theacquirer in the acquiree and new investment cost. Accounting treatment is currently not required for othercomprehensive income in respect of equity investments that have been accounted for using the equity method.
The intermediary expenses on items such as audit, legal service and valuation advisory for businesscombination and other related administrative expenses incurred by the combining party or acquirer are recognizedin current profits and losses upon their occurrence.Long-term equity investments other than those formed by business combination is initially measured at costwhich varies depending on the different ways of acquiring the long-term equity investments and is determined byconsidering the amount of actual cash paid by the Group, the fair value of the equity securities issued by the Group,the conventional value stipulated in the investment contract or agreement, the fair value or original book value ofthe assets surrendered in the non-cash and bank balance swap transaction, the fair value of the long-term equityinvestments itself, and etc. The expenses, taxes and other necessary expenses directly related to the acquisition ofthe long-term equity investments are also included in the investment cost. For additional long-term equityinvestments that entitles the Company with significant influence or common control but not control over the investee,its cost of investment is the sum of fair value of equity investments that have been held plus new cost of investmentpursuant to the Accounting Standards for Business Enterprises No. 22 - Recognition and Measurement of FinancialInstrument.
(2) Subsequent measurement and recognition method of profits and losses
A long-term equity investment with common control (excluding that constituting a joint venture) over orsignificant influence on the investee is accounted for by using the equity method, and a long-term equity investmentwith control over the investee is accounted for in the Company’s financial statements by using the cost method.
① Long-term equity investment accounted for with cost method
When a long-term equity investment is accounted for with cost method, its price is measured at initialinvestment cost, and when the long-term equity investment is added or disposed, its cost is adjusted accordingly.The cash dividend or profit declared by the investee, except for the cash dividend or profit declared but not yetgranted that is included in the price or consideration actually paid upon the acquisition of the investment, shall berecognized as investment income for the period.
② Long-term equity investment accounted for with equity method
When a long-term equity investment is accounted for with equity method and its initial investment cost ishigher than the proportion of fair value of the investee’s identifiable net assets attributable to the investor becauseof the investment, its initial cost shall not be adjusted; if lower, the difference shall be recognized in the currentprofits and losses, and its cost shall be adjusted accordingly.
When a long-term equity investment is accounted for with equity method, the investment income and othercomprehensive income arising therefrom are recognized in accordance with the proportion of net profits and lossesand other comprehensive income of the investee attributable to the investor, and the book value of long-term equityinvestments is adjusted accordingly; if any profit or cash dividend is declared by the investee, the book value oflong-term equity investments shall be reduced according to the part of profit or dividends attributable to the investor;if there is any other changes in shareholders’ equity other than net profits and losses, other comprehensive incomeand profit distribution, such change shall be adjusted against the book value of long-term equity investments andrecognized in the capital reserve. The Group recognizes its share of the investee’s net profits and losses based onfair value of the investee’s identifiable assets at the time of acquisition, after making appropriate adjustments to netprofits thereto. In case of any inconsistency between the accounting policies and accounting periods adopted by theinvestee and by the Group, the financial statements of the investee shall be adjusted in accordance with theaccounting policies and accounting periods of the Group, and the gain on investment and other comprehensiveincome shall be recognized accordingly. In respect of the transactions between the Group and its associates and jointventures in which the assets invested or disposed of are not part of the business, the share of unrealized profits andlosses arising from inter-group transactions shall be offset by the portion attributable to the Group, and the profitsand losses on investment shall be recognized accordingly. However, any unrealized loss arising from inter-grouptransactions between the Group and an investee is not offset to the extent that the loss is impairment loss of theassets transferred. Where the Group invests to its joint ventures or associates an asset forming part of a business,giving rise to the acquisition of a long-term equity investment by the investor without obtaining control, the initialinvestment cost of the additional long-term equity investments shall be recognized at fair value of the businessinvested. The difference between initial investment cost and book value of the business invested will be fullyincluded in current profits and losses. Where the Group disposes of an asset forming part of a business to itsassociates or joint ventures, the difference between the consideration received and the book value of the businessshall be fully included in current profits and losses. Where the Group acquires from its associates or joint venturesan asset forming part of a business, the profits or losses related to the transaction shall be accounted for andrecognized in accordance with the Accounting Standards for Business Enterprises No. 20 - Business Combination.
The Group’s share of net loss of the investee shall be recognized to the extent that the book value of the long-
term equity investment and any long-term equity that substantially forms part of the investor’s net investment in theinvestee are written down to zero. If the Group has to assume additional obligations to the loss of the investee, theestimated liabilities shall be recognized for the estimated obligation assumed and charged to investment loss for theperiod. Where the investee makes profits in subsequent periods, the Group shall re-recognize its share of the profitsafter setting off against the share of unrecognized losses.
③ Acquisition of minority interests
When preparing the consolidated financial statements, the Company adjusts the capital reserve and, if thecapital reserve is insufficient, adjusts the retained earnings based on the difference between the additional long-termequity investments arising on acquisition of minority interests and the Company’s share in the net assets of thesubsidiary accrued from the acquisition date (or consolidation date) in proportion to the additional shareholdings.
④ Disposal of long-term equity investments
In the consolidated financial statements, if the parent company disposes part of the long-term equity investmentin the subsidiary without losing its control, the difference between the disposal price and the Company’s share inthe net assets of the subsidiary attributable to the disposal of the long-term equity investment is recognized in theshareholders’ equity; if the parent company disposes part of the long-term equity investment in the subsidiaryresulting in the loss of its control over the subsidiary, the accounting treatment shall be in accordance with thepolicies as set out in Item (2) of Section 6 “Accounting treatment for business combination under common controland not under common control” under this Note V.
In other cases, upon the disposal of a long-term equity investment, the difference between the book value ofthe investment and the price received is recognized in the current profits and losses.
For a long-term equity investment that is accounted for using the equity method where the remaining equityafter disposal continues to be accounted for using the equity method, the portion of other comprehensive incomepreviously included in shareholder’s equity shall be treated in accordance with the same basis as the investee directlydisposes of relevant asset or liability on pro rata basis at the time of disposal. The owners’ equity recognized for thechange in owners’ equity of the investee other than net profits and losses, other comprehensive income and profitdistribution, shall be transferred to current profits and losses on pro rata basis.
For a long-term equity investment accounted for using the cost method where the remaining equity afterdisposal continues to be accounted for using cost method, other comprehensive income recognized using the equitymethod or in accordance with the standard for recognition and measurement of financial instruments prior to theacquisition of control over the investee shall be treated in accordance with the same basis as the investee directlydisposes of relevant asset or liability, and transferred to current profits and losses on pro rata basis. The change inowners’ equity recognized in net assets of the investee by using the equity method other than net profits and losses,other comprehensive income and profit distribution shall be transferred to current profits and losses on pro rata basis.
In preparing separate financial statements, if control is lost over the investee upon partial disposal of equityinvestment, the remaining equity with common control or an ability to impose a significant influence over theinvestee after disposal shall be accounted for using the equity method, and shall be adjusted as if it has been
accounted for using the equity method since it was acquired. The remaining equity without common control or anability to impose a significant influence over the investee after disposal shall be accounted for based on the standardfor recognition and measurement of financial instruments, and the difference between its fair value and book valueon the date of loss of control shall be included in current profits and losses. In respect of other comprehensive incomerecognized using the equity method or in accordance with the standard for recognition and measurement of financialinstruments prior to the acquisition of control over the investee, it shall be accounted for in accordance with thesame basis as the investee directly disposes of relevant asset or liability when the control is lost. The change inowners’ equity recognized in net assets of the investee by using the equity method other than net profits and losses,other comprehensive income and profit distribution shall be transferred to current profits and losses at the time whenthe control over investee is lost. Where the remaining equity after disposal is accounted for using the equity method,other comprehensive income and other owners’ equity shall be carried forward on pro rata basis. Where theremaining equity after disposal is accounted for in accordance with the standard for recognition and measurementof financial instruments, other comprehensive income and other owners’ equity shall be fully carried forward.
If the common control or significant influence of the Group over the investee is lost upon partial disposal ofequity investment, the remaining equity after disposal shall be accounted for in accordance with the standard forrecognition and measurement of financial instruments. The difference between its fair value and book value on thedate of loss of common control or significant influence shall be included in current profits and losses. For othercomprehensive income recognized previously for the equity investment using equity method, it shall be accountedfor in accordance with the same basis as the investee directly disposes of relevant asset or liability at the time whenthe equity method is ceased to be used. The owners’ equity recognized arising from the change in owners’ equity ofthe investee other than net profits and losses, other comprehensive income and profit distribution shall be transferredto current profits and losses at the time when the equity method is ceased to be used.
Where the Group disposes of its equity investment in a subsidiary in a series of transactions until the control islost, and such transactions form “a bundle of transactions,” each transaction shall be accounted for as a disposal ofequity investment of the subsidiary resulting in a loss of control. The difference between the consideration for eachtransaction and the book value of the long-term equity investment attributable to the equity interests disposed priorto loss of control shall be initially recognized as other comprehensive income, and upon loss of control, transferredto current profits and losses when the loss of control takes place.
18. Investment properties
Measurement model for investment propertyCost modelDepreciation or amortization method
Investment properties are real estate held for rental income or capital appreciation, or both, including land userights that have been leased, land use rights that are held and intended to be transferred after appreciation, andbuildings that have been leased. In addition, vacant buildings held by the Group for operating leases are reported asinvestment properties if the Board of Directors (or similar organization) makes a written resolution that they will beused for operating leases and the intention to hold them will not change in the near future.
Investment properties shall be initially measured at cost. The subsequent expenses related to investmentproperties shall be recognized as cost of the investment properties only if it is probable that economic benefitsassociated with the assets will flow to the Group and the cost of the assets can be measured reliably. Other subsequentexpenses shall be recognized in the current profits and losses when incurred.The Group uses the cost model for subsequent measurement of investment properties and depreciates oramortizes them according to the policies consistent with that for buildings or land use rights.For the method of impairment test and provision for impairment loss of investment properties, please refer toSection 25 “Impairment of long-term assets” under Note V.
When the purpose of an investment property changes to self-use, from the date of the change, the investmentproperty shall be reclassified as a fixed asset or intangible asset. When the purpose of a self-use property changesto earning rental income or capital appreciation, from the date of the change, the fixed asset or intangible asset shallbe reclassified as an investment property. Upon reclassification, for investment properties measured using the costmodel, the carrying value before reclassification is recognized as the carrying value after reclassification. Forinvestment properties measured using the fair value model, the fair value on the date of reclassification is recognizedas the carrying value after reclassification.
An investment property is derecognized upon disposal or when it is permanently withdrawn from use and nofuture economic benefits are expected from its disposal. The net proceeds from sale, transfer, retirement or damageof an investment property after its book value and related taxes and expenses are recognized in the current profitsand losses.
19. Fixed assets
(1) Recognition criteria
Fixed assets refer to the tangible assets held by the Company for producing goods, rendering services, rentingor operation and administration purposes with useful life of over one accounting year. The fixed assets arerecognized only when the economic interests related thereto are likely to flow into the Group and its cost can bemeasured reliably. The fixed assets are initially measured at cost with consideration of the impact of estimateddisposal costs.
(2) Depreciation method
| Category | Depreciation method | Depreciation life (year) | Rate of residual value (%) | Annual depreciation rate (%) |
| Building for production | Straight-line method | 39 | 5 | 2.44 |
| Machine and equipment for production | Straight-line method | 10 | 5 | 9.5 |
| Transportation equipment | Straight-line method | 10 | 5 | 9.5 |
| Electronic device and management tools | Straight-line method | 5 | 5 | 19 |
The expected residual value refers to the anticipated condition of the fixed asset at the end of its estimateduseful life. It represents the estimated amount that the Group would receive from the disposal of the asset, net ofany expected disposal costs incurred.
(3) Impairment test method and provision for impairment of fixed assets
The impairment testing method and provision for impairment of fixed assets can be found in Section 25“Impairment of Long-term Assets” under Note V.
(4) Other information
Subsequent expenditures related to fixed assets that are expected to generate economic benefits and can bereliably measured are capitalized as part of the fixed asset's cost, and the carrying value of the replaced portion isderecognized. Other subsequent expenditures are recognized in the current period's income statement uponoccurrence.
When a fixed asset is classified as held for disposal or is expected to no longer generate economic benefitsthrough use or disposal, it is derecognized. Proceeds from the sale, transfer, scrapping, or destruction of fixed assets,net of their carrying value and related taxes, are recognized in the current period’s income statement.
The Group reviews the useful lives, estimated residual values, and depreciation methods of fixed assets at leastannually. Changes in these estimates are treated as changes in accounting estimates.
20. Construction in progress
The cost of construction in progress is measured according to the actual expense for the construction in progress,including all the necessary expenses incurred in the process of construction, borrowing costs to be capitalized beforethe project is ready for its intended use and other related costs.
The construction in progress is transferred to fixed assets after it is ready for its intended use.
For the method of impairment test and provision for impairment loss of construction in progress, please referto Section 25 “Impairment of long-term assets” under Note V.
21. Borrowing costs
Borrowing costs include interest on borrowings, amortization of discounts or premiums, ancillary costs, andexchange differences arising from foreign currency borrowings. Where the borrowing costs can be directlyattributable to the acquisition and construction or production activities of assets eligible for capitalization, it shallbe capitalized on the basis that the expense for the asset has already been incurred, the borrowing costs have beenincurred and the acquisition and construction or production activities necessary to prepare the asset for its intendeduse or for sale have already commenced; after the acquired or produced asset eligible for capitalization is availablefor its intended use or for sale, the capitalization shall be stopped. Other borrowing costs shall be recognized as
| Machine and equipment for non-production purpose | Straight-line method | 10 | 5 | 9.5 |
| Building for non-production purpose | Straight-line method | 45 | 5 | 2.11 |
| Others | Straight-line method | 5 | 5 | 19 |
expenses at the time when they are incurred.The actual interest cost incurred in the period of specific-purpose borrowing net of any interest income fromthe borrowed funds not used and deposited in bank or any investment income from the temporary investment ofthose funds shall be capitalized; the amount of interest of general-purpose borrowings to be capitalized is determinedby multiplying the weighted average of the amounts of cumulative expenses on the asset over and above the amountsof specific-purpose borrowings by the capitalization rate of the corresponding general-purpose borrowings.Capitalization rate is calculated and determined based on the weighted average rate of general-purpose borrowings.During the capitalization period, exchange differences related to specific-purpose borrowings denominated inforeign currencies are fully capitalized; exchange differences related to general-purpose borrowings denominatedin foreign currencies are recognized in the current profits and losses.Assets eligible for capitalization refer to the fixed assets, investment properties, inventories and other assetsthat require a substantially long period of time of acquisition and construction or production activities for intendeduse or for sale.Where the acquisition and construction or production activities of an asset eligible for capitalization isinterrupted abnormally and the interruption period lasts for more than 3 months, the capitalization of the borrowingcosts shall be suspended until the acquisition and construction or production of the asset is resumed.
22. Biological assets
(1) Consumptive biological assets
Consumptive biological assets are the biological assets held for sale or harvested for agricultural products inthe future, including growing field crops, vegetables, timber stands and livestock stored for sale. Consumptivebiological assets shall be initially measured at cost. The cost of a consumptive biological asset that is cultivated,constructed, propagated or farmed by the Company is the necessary expense incurred before the asset isharvested/closed/sold/sold or placed in storage that is directly attributable to the asset, including borrowing coststhat are eligible for capitalization. Subsequent expenses such as management and feeding costs incurred afterharvesting/closing/storage of consumptive biological assets are included in current profits and losses.Consumptive biological assets are carried forward at book value using the weighted average method whenharvested or sold.On the balance sheet date, consumptive biological assets are measured at the lower of cost or net realizablevalue, and the provision for impairment of consumptive biological assets shall be calculated and recognized basedon the methods consistent with those for the recognition of the provision for inventory impairment. Where theimpairment factors disappear, the amount written down shall be restored and reversed from the original provisionfor depreciation, with the amount reversed recognized in the current profits and losses.
(2) Productive biological assets
Productive biological assets refer to the biological assets held for the purpose of producing agricultural products,providing services or leasing, including economic forests, firewood forests, production animals and draft animals.Productive biological assets shall be initially measured at cost. The cost of a self-created or propagated productive
biological asset is the necessary expense incurred before the asset achieves the intended purpose of production andoperation that can be directly attributable to the asset, including borrowing costs that meet the capitalizationconditions.The Group reviews the useful life and estimated net residual value of a productive biological asset and thedepreciation method applied at least at each year-end. Any change shall be accounted for as a change in accountingestimate.
The difference between the disposal proceeds from the sale, liquidation, death or destruction of productivebiological assets less their book value and related taxes and charges is included in the current profits and losses.The Group determines whether a productive biological asset has any signs of impairment on each balance sheetdate. If the asset shows signs of impairment, the recoverable amount is estimated. The recoverable amount isestimated on a single asset basis. If it is difficult to estimate the recoverable amount of a single asset, the recoverableamount of the asset group to which the asset belongs shall be determined. If the recoverable amount of an asset islower than its book value, the provision for asset impairment shall be made according to the difference and recordedin the current profits and losses.
Once the above asset impairment loss is recognized, it shall not be reversed in subsequent accounting periods.
If a productive biological asset changes its use and becomes a consumptive biological asset, the cost of thechange of use is determined at the book value at the time of the change of use. If the productive biological assetchanges its use and becomes a public welfare biological asset, whether there is any impairment is determined inaccordance with the provisions of Accounting Standard for Business Enterprises No. 8 - Asset Impairment. Whenan impairment occurs, an impairment provision shall be first made and then determined on the basis of the bookvalue after such provision is made.
23. Oil and gas assets
Not applicable.
24. Intangible assets
(1) Useful life and its basis for determination, estimate, amortization method or review procedure
An intangible asset is an identifiable non-monetary asset without physical substance owned or controlled bythe Group.
An intangible asset shall be initially measured at cost. The expenses incurred on an intangible asset shall berecognized as cost of the intangible asset only if it is probable that economic benefits associated with the asset willflow to the Group and the cost of the asset can be measured reliably. Other expenses shall be recognized in thecurrent profits and losses when incurred.
Land use right acquired shall normally be recognized as an intangible asset. For self-constructed buildings (e.g.plants), the expenses on the land use right and cost of the buildings shall be separately accounted for as an intangibleasset and fixed asset. For buildings and structures purchased, the purchase consideration shall be allocated amongthe land use right and the buildings on a reasonable basis. In case there is difficulty in making a reasonable allocation,the consideration shall be recognized in full as a fixed asset.
An intangible asset with a definite useful life is amortized on average and by stages using the straight linemethod by deducting the estimated net residual value and accrued provision for impairment loss from the originalvalue over the estimated useful life from the time when it is available for use. An intangible asset with an indefiniteuseful life is not amortized.During the end of the period, the Company shall check the useful life and the amortization method of intangibleassets with limited useful life and carry out accounting estimate change in case that a change happens. In addition,the Company shall check the useful life of intangible assets with indefinite useful life. If there are evidences showingthat the intangible assets can bring economic benefit for the Company within the foreseeable period, the Companyshall estimate the useful life and carry out amortization according to the amortization policy for intangible assetswith finite useful life.
The Group’s intangible assets include land use rights, software, franchise rights, patent technology, non-patenttechnology, and trademarks. The amortization periods and conditions for the main intangible assets are as follows:
① Land use rights are amortized over the remaining useful life specified in the land use right certificate, with
an average annual amortization period of 30-50 years. When the purchase price of land and buildings cannot
be reasonably allocated between land use rights and buildings, the entire amount is treated as fixed assets.
② Software, patent technology, and non-patent technology are amortized over the estimated useful life of 10
years, with an average annual amortization period.
③ Franchise rights are amortized over the estimated useful life of 30 years, with an average annual
amortization period.
(2) Scope of R&D expenses and related accounting treatment
The scope of our Company’s R&D expenses is primarily determined based on the Company’s R&D projects.It includes R&D personnel salaries, direct input costs, depreciation and amortization expenses, design and testingexpenses, outsourced R&D expenses, and other expenses.
The Group classifies the expense on an internal R&D project into expense at the research phase and expenseat the development phase.
Expense at the research phase is recognized in the current profits and losses when incurred.
Expense at the development phase is recognized as an intangible asset if all of the following conditions aresatisfied at the same time, and otherwise, it is recognized in the current profits and losses:
① It is technically feasible to complete the intangible asset so that it will be available for use or sale;
② It is intended to complete and to use or sell the intangible asset;
③ It can be demonstrated how the intangible asset will generate economic benefits, including demonstratingthat there is an existing market for products produced by the intangible asset or for the intangible asset itself, andthat it can be proven to be useful if the intangible asset is to be used internally;
④ There are adequate technical, financial and other resources to complete the development and the ability touse or sell the intangible assets;
⑤ The expense attributable to the intangible asset at its development phase can be reliably measured.All the expenses on R&D which cannot be distinguished between the research phase and development phaseare recognized in the profits and losses when incurred.The specific criteria for dividing internal R&D projects into research phase and development phase are asfollows: Once the corresponding project meets the aforementioned conditions and is approved through a reviewprocess, it enters the development phase and begins capitalization.
(3) The impairment testing method and provision for impairment of intangible assetsFor the impairment testing method and provision for impairment of intangible assets, please refer to Section25 of “Impairment of long-term assets” under Note V.
25. Impairment of long-term assets
For non-current non-financial assets such as fixed assets, construction in progress, right of use assets, intangibleassets with limited useful life, investment real estate measured at cost and long-term equity investments insubsidiaries, joint ventures and associates, the Group determines whether there are signs of impairment on thebalance sheet date. If the asset shows signs of impairment, the recoverable amount is estimated, and impairment testis conducted. Goodwill, intangible assets with indefinite useful lives and intangible assets that have not yet readyfor use are tested annually for impairment regardless of whether there is an indication of impairment.If the impairment test results show that the recoverable amount of an asset is lower than its carrying value, theimpairment provision shall be made and the impairment loss shall be recorded according to the difference. Therecoverable amount is the higher between the net value of the fair value of the asset less the disposal expense andthe present value of the estimated future cash flow of the asset. The fair value of the asset is determined based onthe sales agreement price in fair transactions. Where there is no sales agreement but there is an active market for theasset, the fair value shall be determined according to the buyer’s bid for the asset. Where there is neither salesagreement nor active market for the asset, the fair value of the asset is estimated based on the best informationavailable. Disposal costs include legal costs associated with the disposal of the asset, related taxes, removal costsand direct costs incurred to bring the asset to marketable status. The present value of the expected future cash flowof the asset shall be determined according to the discounted amount of the expected future cash flow generated bythe asset in the process of continuous use and final disposal, which is converted according to the appropriate discountrate. The asset impairment provision is calculated and recognized on a single asset basis. If it is difficult to estimatethe recoverable amount of a single asset, the recoverable amount of the asset group to which the asset belongs shallbe determined. An asset group is the smallest portfolio of assets that can independently generate cash inflows.For the goodwill presented separately in the financial statements, when tested for impairment, the book valueof goodwill will be apportioned to the asset group or combination of asset groups expected to benefit from thesynergies of the business combination. Where the test results indicate that the recoverable amount of an asset groupor combination of asset groups containing the apportioned goodwill is less than its book value, the correspondingimpairment loss is recognized. The impairment loss amount is first set off against the book value of the goodwillapportioned to the asset group or combination of asset groups and then set off against the book value of other assets
based on the proportion of the book value of each asset other than goodwill in the asset group or combination ofasset groups.Once the above asset impairment loss is recognized, it shall not be reversed in subsequent accounting periodsfor the part whose value is restored.
26. Long-term deferred expenses
Long-term unamortized expenses are the expenses that have been incurred but shall be borne in the reportingperiod and subsequent periods for a period of assessment of more than one year. The Group’s long-term deferredexpenses mainly consist of building renovations and project improvements. These long-term deferred expenses areamortized using the straight-line method over the estimated period of benefit.
27. Contractual liabilities
The contractual liabilities refer to the obligation of the Group to transfer goods to customers for considerationreceived or receivable. If the customer has paid the contractual consideration or the Group has obtained anunconditional right of collection prior to the transfer of goods by the Group to the customer, the Group presents theamount received or receivable as a contractual liability on the date when the actual payment is made by the customeror the payment due date, whichever is earlier. Contractual assets and contractual liabilities under the same contractare presented on a net basis, and contractual assets and contractual liabilities under different contracts are not offset.
28. Employee compensation
(1) Accounting treatment for short-term employee compensation
The employee compensation of the Group includes short-term compensation, post-employment benefits,termination benefits and other long-term employee benefits. Where:
Short-term compensation mainly includes wages, bonuses, allowances and subsidies, employee welfareexpenses, medical insurance premiums, maternity insurance premiums, work-related injury insurance premiums,housing provident funds, union funds and employee education funds, non-monetary benefits, etc. The Grouprecognizes short-term employee compensation actually incurred during the accounting period in which employeesprovide services to the Group as a liability and includes it in current profits and losses or related asset cost. Non-monetary benefits are measured at fair value.
(2) Accounting treatment for post-employment benefits
Post-employment benefits mainly include basic pension insurance, unemployment insurance and annuity. Thepost-employment benefits plan includes the establishment of a defined contribution plan and the establishment of adefined benefit plan. If a defined contribution plan is adopted, the corresponding amount due is included in therelevant asset cost or current profits and losses at the time of occurrence.
If the employment relationship with the employee is terminated before the expiration of the employee’semployment contract, or a compensation proposal is made to encourage the employee to voluntarily accept thereduction, the employee compensation liabilities arising from termination benefits shall be recognized and includedin current profits and losses when the Group cannot unilaterally withdraw the termination benefits provided as aresult of the termination plan or the reduction proposal, or the Group recognizes the costs associated with the
reorganization involving the payment of termination benefits, whichever is earlier. However, if the terminationbenefits cannot be fully paid within 12 months after the end of the annual reporting period, they shall be treated asother long-term employee compensations.
(3) Accounting treatment for termination benefits
Internal employee retirement plans are treated in the same way as the termination benefits mentioned above.The Group will recognize the salary of internal retirees and social insurance premiums to be paid during the periodfrom the date the employee ceases to provide service to the normal retirement date in the current profits and losses(termination benefits) when the conditions for recognition of the estimated liabilities are met.
(4) Accounting treatment for other long-term employee benefits
Other long-term employee benefits provided by the Group to employees that meet the defined contribution planare accounted for in accordance with the defined contribution plan. Other benefits shall be accounted for inaccordance with the defined benefit plan.
29. Estimated liabilities
An obligation relating to a contingency is recognized as an estimated liability when the following conditionsare met: (1) The obligation is a current obligation undertaken by the Group; (2) The performance of the obligationis likely to result in the outflow of economic benefits; (3) The amount of the obligation can be measured reliably.
On the balance sheet date, estimated liabilities are measured according to the best estimate of expenses requiredto meet the relevant current obligations, taking into account factors such as risks, uncertainties and the time valueof money associated with contingencies.
If all or part of the expenses required to pay off the estimated liabilities are expected to be compensated by athird party, the compensation amount shall be recognized separately as an asset when it is basically determined thatit can be received, and the recognized compensation amount shall not exceed the book value of the estimatedliabilities.
(1) Loss-making contract
A loss-making contract is a contract in which the cost of fulfilling the contractual obligation inevitably exceedsthe expected economic benefit. If the contract to be executed becomes a loss-making contract and the obligationsarising from the loss-making contract meet the conditions for recognition of the above-mentioned estimatedliabilities, the portion of the estimated loss of the contract exceeding the recognized impairment loss (if any) of theunderlying asset of the contract is recognized as an estimated liability.
(2) Reorganization obligation
For a detailed, formal reorganization plan that has been announced to the public, the estimated liability amountis determined on the basis of direct expenses related to the reorganization, subject to meeting the conditions forrecognition of the estimated liabilities described above.
30. Share-based payments
(1) Accounting treatment for share-based payment
Share-based payments are transactions in which equity instruments are granted or liabilities are assumed on
the basis of equity instruments in exchange for services rendered by employees or other parties. The share-basedpayments are divided into equity-settled share-based payment and cash-settled share-based payment.
① Equity-settled share-based payments
Equity-settled share-based payments in exchange for services rendered by employees shall be measured at daysthe fair value of the equity instruments granted to employees. For the equity-settled share-based payment that canonly be vested after services during a waiting period are provided, or required performance conditions are met, theamount of such fair value is calculated on a straight-line basis, based on the best estimate of the number of equityinstruments that can be vested during the waiting period, and is included in the relevant costs or expenses, or ifavailable immediately after grant, included in the relevant costs or expenses on the grant date, increasing capitalreserves accordingly.On each balance sheet date during the waiting period, the Group makes the best estimate based on the latestfollow-up information such as changes in the number of employees that satisfy vesting conditions, and revises thenumber of equity instruments expected to be vested. The impact of the above estimates is included in the relevantcosts or expenses for the period, and capital reserves are adjusted accordingly.The equity-settled share-based payments in exchange for services rendered by other parties shall be measuredat the fair value of the services on the acquisition date if the fair value of services rendered by other parties can bereliably measured. However, if the fair value of services rendered by other parties cannot be reliably measured, butthe fair value of the equity instruments can be reliably measured, the equity-settled share-based payments shall bemeasured at the fair value of the equity instruments on the acquisition date of the services, and included in therelevant costs or expenses, increasing shareholders’ equity correspondingly.When the fair value of equity instruments granted cannot be reliably measured, the intrinsic value of the equityinstruments is used to measure their value on the grant date, subsequent balance sheet dates, and settlement dates.Changes in the intrinsic value are recognized in the current period’s income statement.
② Cash-settled share-based payments
A cash-settled share-based payment shall be measured in accordance with the fair value of liability determinedbased on the shares or other equity instruments undertaken by the Group. If the cash-settled share-based paymentcan be vested immediately after granting, it shall be included in the relevant costs or expenses on the grant date,increasing the liabilities correspondingly. For the cash-settled share-based payment that can only be vested afterservices during a waiting period are provided or required performance conditions are met, on each balance sheetdate during the waiting period, the services obtained during the current period are included in the cost or expenseat the fair value of the liabilities assumed by the Group based on the best estimate of the situation of vesting,increasing the corresponding liabilities correspondingly.
The Group shall, on each balance sheet date and each account date prior to the settlement of the relevantliabilities, re-measure the fair values of the liabilities and include the changes in the current profits and losses.
(2)
Accounting treatment for modification and termination of share-based payment plan
When the Group makes a modification to the share-based payment plan, if the modification increases the fair
value of the equity instrument granted, the increase in services obtained is recognized in accordance with the increasein the fair value of the equity instrument. The increase in the fair value of equity instruments refers to the differencebetween fair values of the equity instruments before and after the modification on the date of modification. If amodification reduces the total fair value of share-based payments or is otherwise unfavorable to the employees, theacquired services continue to be accounted for as if the change never occurs, unless the Group cancels some or allof the equity instruments granted.
If a grant of equity instruments is canceled during the waiting period, the Group treats the cancellation of thegranted equity instruments as accelerated exercise of right and includes the amount to be recognized over theremaining waiting period in the current profits and losses immediately, and recognizes the capital reserve at thesame time. If employees or other parties can choose to meet the non-vesting conditions but have not met theconditions within the waiting period, the Group treats it as cancellation of equity instruments granted.(3)
Accounting treatment for share-based payment transactions involving the shareholders or de factocontrollers of the Group and Company
Transactions involving share payments between the shareholders or de facto controllers of the Group andCompany are accounted for in the Group’s consolidated financial statements in accordance with the followingprovisions if either one of the settlement enterprises and receiving enterprises is within the Group, while the otherone is outside the Group:
① If the settlement enterprise settles by its own equity instruments, the share-based payment transaction shallbe treated as the equity-settled share-based payment; otherwise, they shall be treated as the cash-settled share-basedpayment.
If the settlement enterprise is an investor of the enterprise receiving the services, it shall be recognized as along-term equity investment in the enterprise receiving the services according to the fair value of the equityinstrument on the grant date or the fair value of the liability assumed, and the capital reserve (other capital reserve)or liability shall be recognized at the same time.
② If the enterprise receiving the services has no settlement obligation or the equity instrument granted to itsemployees is its own equity instrument, the share-based payment transaction shall be treated as the equity-settledshare-based payment. If the enterprise receiving the services has settlement obligation and the equity instrumentgranted to its employees is not its own equity instrument, the share-based payment transaction shall be treated asthe cash-settled share-based payment.
For the share-based payment transaction occurring among the enterprises within the Group, where theenterprise receiving the services and the settlement enterprise are not the same enterprise, the recognition andmeasurement of the share-based payment transaction in the individual financial statements of the enterprisereceiving the services and the settlement enterprise shall be processed in accordance with the above principles.
31. Revenue
Disclose the accounting policies for revenue recognition and measurement by business type
Revenue is the total inflow of economic benefits arising from the Group’s ordinary activities that would result
in an increase in shareholders’ equity and are unrelated to capital contributions by shareholders. When the contractbetween the Group and the customer meets the following conditions, revenue is recognized when the customerobtains control of the relevant goods (including services, the same below) : The parties to the contract have approvedthe contract and undertake to perform their obligations; The contract specifies the rights and obligations of theparties to the contract in relation to the goods transferred or the provision of services; The contract has clear paymentterms related to the transferred goods; The contract is commercial in nature, i.e. the performance of the contract willchange the risk, timing or amount of the Group’s future cash flows; The consideration to which the Group is entitledas a result of the transfer of goods to customers is likely to be recovered. Gaining control of the relevant goodsmeans being able to dominate the use of that goods and derive almost all of the economic benefits from it.On the commencement date of the contract, the Group identifies the individual performance obligation existingin the contract and allocates the transaction price to each individual performance obligation in proportion to theindividual selling price of the goods promised by each individual performance obligation. Factors such as variableconsideration, significant financing elements in the contract, non-cash consideration, and consideration payable tocustomers are considered in determining the transaction price.For each individual performance obligation in the contract, the Group will recognize the transaction priceallocated to the individual performance obligation in accordance with the performance progress during the relevantperformance period as revenue if one of the following conditions is met: The customer acquires and consumes theeconomic benefits arising from the Group’s performance at the same time as the Group fulfills its obligations; Thecustomer can control the goods under construction in the course of the Group’s performance; The goods producedin the course of the Group’s performance have irreplaceable uses and the Group is entitled to receive paymentthroughout the contract period for the cumulative part of the performance completed to date. The performanceprogress is determined by the input or output method, depending on the nature of the goods transferred. When theperformance progress cannot be reasonably determined, and the costs incurred by the Group are expected to becompensated, revenue is recognized at the amount of the costs incurred until the progress of performance can bereasonably determined.
If one of the above conditions is not met, the Group recognizes revenue at the point at which the customerobtains control of the relevant goods at the transaction price apportioned to the individual performance obligation.In determining whether a customer has acquired control of the goods, the Group considers the following indications:
The enterprise has the current right of collection in respect of the goods, that is, the customer has the current paymentobligation in respect of the goods; The enterprise has transferred the legal ownership of the goods to the customer,that is, the customer has the legal ownership of the goods; The enterprise has physically transferred the goods to thecustomer, that is, the customer has physically possessed the goods; The enterprise has transferred the main risks andreturns in the ownership of the goods to the customer, that is, the customer has obtained the main risks and returnsin the ownership of the goods; The customer has accepted the goods; Other indications that the customer has takencontrol of the goods.
Revenue recognition principles for specific scenarios are as follows:
(1) Domestic sales:
Revenue is recognized when control is transferred to the customer upon delivering the products to thecustomer’s specified location and obtaining customer acknowledgement through a signed confirmation, as stipulatedin the sales contract or order.Revenue is recognized when control is transferred to the customer upon delivering the products to thecustomer’s specified location and completing the customer's inspection based on relevant standards, as stipulated inthe sales contract or order.Revenue is recognized when the services have been provided, and the right to collect service fees is obtained.
(2) International sales:
Revenue is recognized when control is transferred to the customer upon the products being dispatched andcustoms clearance procedures being completed, as stipulated in the sales contract or order.
Situations where similar businesses adopt different operation models involving different revenue recognition methods andmeasurement methods:
Not applicable.
32. Contract cost
Incremental cost incurred by the Group to acquire contract that is expected to be recovered is taken as thecontract acquisition cost and recognized as an asset. However, if the amortization period of the asset does not exceedone year, it is included in the current profits and losses when it occurs.
The cost incurred for the performance of the contract is recognized as an asset if it does not fall within thescope of Accounting Standard for Business Enterprises No. 14 - Revenue (Revised in 2017) and meets the followingconditions: ① The cost is directly related to a current or anticipated contract, including direct labor, direct materials,manufacturing expenses (or similar expenses), cost expressly borne by the customer, and other costs incurred solelyas a result of the contract; ② This cost increases the Group’s future resources to meet its performance obligations;
③ This cost is expected to be recovered.
Assets related to contract costs are amortized on the same basis as for the recognition of the commodity revenueassociated with the assets and are recognized in current profits and losses.
When the carrying amount of an asset related to contract costs exceeds the difference between the followingtwo amounts, an impairment provision is recognized for the excess amount, and an asset impairment loss isrecognized: (1) The expected remaining consideration to be obtained from transferring the goods related to that asset.
(2) The estimated costs necessary to complete the transfer of the related goods. If there is a change in the factorsthat led to impairment in previous periods, resulting in the difference between (1) minus (2) exceeding the carryingamount of the asset, the previously recognized impairment provision is reversed and recognized in the currentperiod’s income statement. However, the carrying amount of the asset after the reversal should not exceed thecarrying amount of the asset on the date of the reversal, assuming no impairment provision had been recognized.
33. Government subsidy
Government subsidy refers to the cash and bank balance and non-cash and bank balance that the Group obtainsfrom the government free of charge, excluding the capital invested by the government as an investor with the
corresponding owners’ equity. Government subsidies are divided into asset-related government subsidies andincome-related government subsidies. The Group defines government subsidies obtained for the acquisition orotherwise formation of long-term assets as asset-related government subsidies. Other government subsidies aredefined as income-related government subsidies. If the government document does not specify the recipients of thesubsidies, the subsidies divided into asset-related government subsidies and income-related government subsidiesin the following way: (1) If the government documents specify the specific project for which the subsidy is targeted,the division shall be made according to the relative proportion of the disbursement amount forming assets and thedisbursement amount included in the expenses in the budget of the specific project, and the division proportion shallbe reviewed on each balance sheet date and changed if necessary; (2) Where the government document only has ageneral description of the purpose and no specific project is specified, it shall be regarded as an income-relatedgovernment subsidy. For a government subsidy in the form of transfer of cash and bank balance, the subsidy ismeasured at the amount received or receivable. For a government subsidy in the form of transfer of non-cash andbank balance, it is measured at fair value; if the fair value cannot be reliably determinable, the subsidy is measuredat nominal amount. Government subsidies measured at nominal amounts are directly included in current profits andlosses.
The Group usually recognizes and measures government subsidies in accordance with the amount actuallyreceived when they are actually received. However, government subsidies are recognized at the amount receivableif there is evidence that the Group can meet the relevant conditions specified in the financial support policy at theend of the period and the Group is expected to receive the financial support funds. Government subsidies measuredat the amounts receivable shall also meet the following conditions: (1) The amount of the receivable subsidies hasbeen confirmed by the competent government department in writing, or can be reasonably calculated according tothe relevant provisions of the officially issued measures for the management of financial funds, and there is nosignificant uncertainty in the estimated amount; (2) It is based on the financial support projects and financial fundmanagement measures officially issued by the local financial department and actively disclosed in accordance withthe provisions of the Regulations on the Disclosure of Government Information, and the management measuresshould be inclusive (that is, any enterprise that meets the prescribed conditions can apply), rather than specificallyformulated for specific enterprises; (3) The relevant grant approval has clearly promised the disbursement period,and the disbursement of the amount is guaranteed by the corresponding financial budget, so it can be reasonablyguaranteed that it can be received within the specified period; (4) Other relevant conditions that should be met basedon the specific circumstances of the Group and the grant in question (if any).Asset-related government subsidies are recognized as deferred income and included in the current profits andlosses over the useful life of the related assets in accordance with a reasonable and systematic method. Income-related government subsidies that compensate the future costs, expenses or losses are recorded as deferred incomeand recognized in current profits and losses in the period in which the related costs, expenses or losses are recognized;Income-related government subsidies that compensate the incurred expenses or losses are included directly in thecurrent profits and losses.
For government subsidies that contain both parts related to assets and parts related to income, accounting
treatments shall be made separately for different parts. If it is difficult to distinguish, it shall be classified as theincome-related government subsidy.Government subsidies related to ordinary activities are recorded in other income in accordance the substanceof economic operations. Government subsidies unrelated to daily activities are included in non-operating revenueand expense.
When confirmed government subsidies need to be returned and there is a related balance of deferred income,the related deferred income balance is offset. Any excess amount is recognized in the current period’s incomestatement or adjusted against the carrying value of the asset (for government subsidies that were initially offsetagainst the carrying value of the asset); in other cases, it is recognized directly in the current profits and losses.
34. Deferred income tax assets/deferred income tax liabilities
(1) Current income tax
The current income tax liabilities (or assets) generated in the current period and previous periods are measuredon the balance sheet date in accordance with the expected payable (or refunded) income tax amount calculatedaccording to the tax law. The taxable income amount on which the current income tax expense is calculated is basedon the corresponding adjustment of the pre-tax accounting profit of the reporting period in accordance with therelevant provisions of the tax law.
(2) Deferred income tax assets and deferred income tax liabilities
The deferred income tax assets and deferred income tax liabilities can be determined with the balance sheetliability method, based on the difference between the book value of certain assets and liabilities and the tax basis,as well as the temporary difference between the tax basis and the book value of the items not recognized as assetsand liabilities but whose tax basis can be determined according to the tax law.
For taxable temporary differences relating to the initial recognition of goodwill and the initial recognition ofassets or liabilities arising from transactions that are neither a business combination nor affect accounting profit andtaxable income (or deductible losses) at the time of occurrence, the relevant deferred tax liabilities are not recognized(except for individual transactions in which the initial recognition of assets and liabilities results in equal amountsof taxable temporary differences and deductible temporary differences). In addition, for taxable temporarydifferences related to investments in subsidiaries, associates and joint ventures, deferred tax liabilities are notrecognized if the Group is able to control the timing of the reversal of the temporary difference and it is likely thatthe temporary difference will not be reversed in the foreseeable future. Subject to the above exceptions, the Grouprecognizes all other deferred tax liabilities arising from taxable temporary differences.
For deductible temporary differences relating to the initial recognition of assets or liabilities arising fromtransactions that are neither a business combination nor affect accounting profit and taxable income (or deductiblelosses) at the time of occurrence, the relevant deferred tax assets are not recognized (except for individualtransactions in which the initial recognition of assets and liabilities results in equal amounts of taxable temporarydifferences and deductible temporary differences). For deductible temporary differences associated withinvestments in subsidiaries, associates and joint ventures, the relevant deferred tax asset is not recognized if it is notlikely that the temporary differences will reverse in the foreseeable future and it is not likely that taxable income
will be available against which the deductible temporary differences can be utilized in the future. Subject to theabove exceptions, the Group recognizes other deferred income tax assets arising from deductible temporarydifferences to the extent that it is probable that taxable income will be available against which deductible temporarydifferences can be utilized.For the deductible losses and tax credits that can be carried forward to future years, the Group recognizes thecorresponding deferred tax assets to the extent that it is probable that future taxable income will be available againstwhich the deductible losses and tax credits can be utilized.On the balance sheet date, deferred income tax assets and deferred income tax liabilities are measured at thetax rates that are expected to apply in the period in which the asset is recovered or the liability is settled accordingto the tax law.
On the balance sheet date, the Group reviews the book value of deferred income tax assets. If no sufficienttaxable income is probably obtained in the future to offset the benefits of deferred income tax assets, the book valueof the deferred income tax assets shall be written down. When it is probable to obtain sufficient taxable incometaxes, such write-off amount shall be reversed.
(3) Income tax expense
Income tax expenses include current income tax expenses and deferred income tax expenses.
Except for current income tax and deferred income tax related to transactions and events recognized as othercomprehensive income or directly included in shareholders’ equity, and the book value of deferred income taxadjusted goodwill resulting from business combination, the remaining current income tax and deferred income taxexpenses or gains are included in current profits and losses.
(4) Offsetting of income tax
If the Group has the legal right to settle on a net basis, and intends to settle on a net basis or acquire assets andsettle liabilities simultaneously, the current income tax assets and current income tax liabilities are presented on anet basis after offsetting.
If the Group has a legally enforceable right to settle current income tax assets and liabilities on a net basis,and the deferred income tax assets and liabilities are related to the income taxes levied by the same taxation authorityon either the same taxable entity or different taxable entities, which intend either to settle current income tax assetsand liabilities on a net basis or to realize the assets and settle the liabilities simultaneously, in each future period inwhich significant amounts of deferred income tax assets and liabilities are expected to be reversed, the deferredincome tax assets and liabilities can be offset and presented on a net basis.
35. Leases
(1)
Accounting treatment as the lessee
Leasing refers to contracts in which the Group conveys or acquires the right to control the use of one or moreidentified assets for a specified period in exchange for consideration. At the commencement date of a contract, theGroup assesses whether the contract is a lease or contains a lease component.
The Group’s lease assets are mainly housing and buildings.
① Initial measurement
On the date of commencement of the lease term, the Group recognizes the right to use the lease asset duringthe lease term as a right of use asset and recognizes the present value of the outstanding lease payments as a leaseliability, except for short-term leases and low value asset leases. When calculating the present value of leasepayments, the interest rate implicit in the lease is used as the discount rate. If the interest rate implicit in the leasecannot be determined, the lessor’s incremental borrowing rate is used as the discount rate.
② Subsequent measurement
The Group shall depreciate the right of use assets in accordance with the relevant depreciation provisions ofAccounting Standard for Business Enterprises No. 4 - Fixed Assets (see Section 19 “Fixed assets” under NoteV for details). If the ownership of the leased asset can be reasonably determined at the end of the lease term, theGroup shall depreciate the leased asset during the remaining useful life. Where it is unable to reasonably determinethe ownership of the leased asset at the end of the lease term, the Group shall make depreciation provision over thelease term or the remaining useful life of the leased asset, whichever is shorter.
The Group calculates the interest expense on lease liabilities for each period of the lease term at a fixed periodicrate, which is included in the current profits and losses, or the relevant asset costs. Variable lease payments that arenot included in the measurement of the lease liability are recognized in current profits and losses, or the relevantasset costs when they are actually incurred.
After the commencement date of the lease term, when there is a change in the substantive fixed payment amount,a change in the amount expected to be payable for the guaranteed residual value, a change in the index or rate usedto determine the lease payment amount, or a change in the evaluation result or actual exercise of the purchase option,renewal option or termination option, the Group remeasures the lease liability at the present value of the changedlease payment amount and adjusts the carrying value of the right-of-use asset accordingly. If the book value of theright-of-use asset has been reduced to zero but the lease liability is subject to further reduction, the Group recognizesthe remaining amount in current profits and losses.
③ Short-term leases and leases of low-value assets
For short-term leases (leases with a lease term of not more than 12 months since the commencement date ofthe lease) and low-value asset leases (the value of a single lease asset, which is a brand-new asset, is lower thaneither RMB 40,000 or USD 5,000), the Group adopts a simplified approach whereby the right of use assets and leaseliabilities are not recognized and the lease payments are recognized in the relevant asset cost or current profits andlosses in accordance with the straight-line method or other systematic and reasonable methods during the variousperiods of the lease term.(2)
Accounting treatment as the lessor
On the inception date of the lease, the Group classifies the lease as a finance lease and an operating lease basedon the substance of transaction. A finance lease is a lease that transfers substantially all the risks and returnsassociated with ownership of the leased asset. An operating lease is a lease other than a finance lease.
① Operating lease
Lease receipts under operating leases are recognized as rental income on a straight-line basis over the respectiveperiods of the lease term. Variable lease payments acquired in connection with operating leases that are not includedin the lease receipts are recognized in current profits and losses when they are actually incurred.
② Finance lease
The Group recognizes finance lease receivables and derecognizes finance lease assets on the commencementdate of the lease term. Finance lease receivables are initially measured at the net lease investment (the sum of theunsecured balance and the unreceived lease proceeds on the commencement date of the lease term at the presentvalue discounted with the intrinsic interest rate of the lease), and interest income is recognized during the lease termat a fixed periodic interest rate. Variable lease payments obtained by the Group which are not included in the netlease investment measurement are recognized in current profits and losses when they are actually incurred.
36. Other significant accounting policies and accounting estimates
Share repurchase
Consideration and transaction costs paid in share repurchases reduce shareholders’ equity and no profits orlosses is recognized when shares of the Company are repurchased, transferred or cancelled.
For the transfer of treasury shares, the difference between the amount actually received and the book value oftreasury shares shall be included in the capital reserve. If the capital reserve is insufficient for deduction, the surplusreserve and undistributed profits shall be deducted. For the cancellation of treasury shares, the share capital shall bereduced according to the par value of the shares and the number of shares cancelled, and the difference between thebook balance and the par value of treasury shares shall be charged to the capital reserve. If the capital reserve isinsufficient for deduction, the surplus reserve and undistributed profits shall be deducted.
37. Changes in significant accounting policies and accounting estimates
(1) Changes in significant accounting policies
? Applicable □ Not applicable
① Interpretation No. 17 of the Accounting Standards for Enterprises
The Ministry of Finance issued Interpretation No. 17 of the Accounting Standards for Enterprises (hereinafterreferred to as “Interpretation No. 17”) on November 9, 2023, which will be effective from January 1, 2024. TheGroup will adopt the provisions of Interpretation No. 17 starting from January 1, 2024. The implementation ofrelevant provisions of Interpretation No. 17 will have no impact on the Group’s financial statements during thereporting period.
② Interpretation No. 18 of the Accounting Standards for Enterprises
The Ministry of Finance issued Interpretation No. 18 of the Accounting Standards for Enterprises (hereinafterreferred to as “Interpretation No. 18”) on December 31, 2024, which will be effective from the date of issuance.The Group will adopt the provisions of Interpretation No. 18 starting from December 31, 2024. The implementationof relevant provisions of Interpretation No. 18 will have no impact on the Group’s financial statements during thereporting period.
(2) Changes in significant accounting estimates
□ Applicable
? Not applicable
(3) First-time implementation of the new accounting standard in 2025 to adjust relevant items in thefinancial statements at the beginning of the year of first-time implementation
□ Applicable
? Not applicable
38. Significant accounting judgment and estimate
As operating activities have inherent uncertainties, the Group needs to make judgments, estimates andassumptions upon report items that cannot be accurately calculated in applying the above accounting policies. Thesejudgments, estimates and assumptions are made based on historical experiences of the management of the Group,taking other related factors into consideration. These judgments and estimates may affect the presented amounts ofincomes, expenses, assets and liabilities and, as well as the disclosure of contingent liabilities on the balance sheetdate. However, the uncertainty in these estimates may result in actual results that differ from the current estimatesof the Group’s management, resulting in material adjustments to the book value of assets or liabilities affected inthe future.The Group reviews the above judgments, estimates and assumptions periodically based on going concern. Ifthe changes of accounting estimates only affect the current period, the influence amount is recognized in the currentperiod. If the changes of accounting estimates affect both of the current year and the future period, the influenceamount is recognized in the current period and the future period.As at the balance sheet date, the significant areas in which the Group is required to make judgments, estimatesand assumptions regarding the amounts of items in the financial statements are as follows:
(1) Revenue recognition
As set out in Section 31 “Revenue” under Note V, the Group’s revenue recognition involves significantaccounting judgments and estimates such as: identifying customer contracts; estimating the recoverability of theconsideration to which the Group is entitled as a result of the transfer of goods to the customer; identifying theperformance obligations in the contract; estimating the variable consideration present in the contract and the amountof accumulated recognized revenue that is highly unlikely to be materially reversed when the related uncertainty iseliminated; whether there is any significant financing component to the contract; estimating the individual sellingprice of the individual performance obligations in the contract; determining whether the performance obligation isto be performed within a certain period of time or at a certain point; determining the implementation progress, etc.
The Group mainly relies on past experience and work to make judgments, and these significant judgments andchanges in estimates may have an impact on the operating revenue, operating costs, and profits and losses of theperiod for the current or subsequent periods, and may constitute a material impact.
(2) Leases
① Identification of leases
When identifying whether a contract is a lease or contains a lease, the Group needs to assess whether thereexists an identified asset and the customer controls the use of the asset for a certain period of time. In this assessment,consideration needs to be given to the nature of the asset, substantial replacement rights, and whether the customer
is entitled to receive virtually all of the economic benefits arising from the use of the asset during that period andable to direct the use of the asset.
② Classification of leases
When acting as a lessor, the Group classifies leases into operating leases and finance leases. When making theclassification, the management needs to make an analysis and judgment as to whether all the risks and rewardsassociated with ownership of the leased asset have been substantially transferred to the lessee.
③ Lease liabilities
When the Group is the lessee, the lease liabilities shall be initially measured at the present value of theoutstanding lease payment on the commencement date of the lease term. When measuring the present value of leasepayments, the Group estimates the discount rate used and the lease term of a lease contract with a renewal ortermination option. When assessing the lease term, the Group takes into account all relevant facts and circumstancesrelating to the economic benefits arising from the exercise of the option by the Group, including expected changesin facts and circumstances between the commencement date of the lease term and the exercise date of the option.Different judgments and estimates may affect the recognition of lease liabilities and right-of-use assets and willaffect the profits or losses in subsequent periods.
(3) Impairment of financial assets
The Group uses the expected credit loss model to evaluate the impairment of financial instruments, and theapplication of the expected credit loss model requires significant judgments and estimates that take into account allreasonable and evidence-based information, including forward-looking information. When making such judgmentsand estimates, the Group extrapolates the expected changes in the debtors' credit risk based on historical data andfactors such as changes in economic policies, macroeconomic indicators, industry risks, external market conditions,technological environment and customer conditions.
(4) Provision for inventory impairment
According to the inventory accounting policy, the Group makes provision for inventory impairment based oneither the cost or the realizable net value of the old and unsalable inventory, whichever is lower, if the cost is higherthan the realizable net value. The impairment of inventory to net realizable value is based on assessing themarketability of the inventory and its net realizable value. Assessment of inventory impairment requires themanagement to make judgments and estimates on the basis of obtaining solid evidence and considering factors suchas the purpose of holding inventory and the impact of events after the balance sheet date. The difference betweenactual results and the original estimate will affect the book value of inventory and the withdrawal or reversal of theprovision for inventory impairment during the period in which the estimate is changed.
(5) Fair value of financial instruments
For financial instruments without active market, the Group will determine their fair values through variousvaluation methods. These valuation methods include discounted cash flow model analysis. In the valuation, theGroup needs to estimate future cash flows, credit risk, market volatility and correlation, and select an appropriatediscount rate. These assumptions are subject to uncertainty, and changes in them can have an impact on the fairvalue of financial instruments. Where equity instrument investments or contracts are publicly quoted, the Group
does not use cost as the best estimate of their fair value.
(6) Provision for impairment of long-term assets
On the balance sheet date, the Group makes a judgment on whether there is any sign of possible impairment ofnon-current assets other than financial assets. Intangible assets with uncertain useful life shall be subject toimpairment tests when there are signs of impairment in addition to annual impairment tests. Non-current assets otherthan financial assets shall be subject to impairment tests when there are signs indicating that their book value isuncollectible.Impairment occurs when the book value of an asset or asset group is greater than the recoverable amount, thatis, the net amount of fair value minus disposal expenses and the present value of expected future cash flow,whichever is higher.The net amount of fair value minus disposal expenses shall be determined by reference to the sale agreementprice or observable market price of similar assets in an arm’s length transaction, less the incremental cost directlyattributable to the disposal of the asset.When estimating the present value of future cash flows, it is necessary to make significant judgments about theoutput of the asset (or group of assets), the selling price, the associated operating costs, and the discount rate usedin calculating the present value. When estimating the recoverable amounts, the Group uses all the relevantinformation available, including projections of production volumes, selling prices and related operating costs basedon reasonable and supportable assumptions.
The Group tests goodwill for impairment at least annually. This requires an estimate of the present value of thefuture cash flows of the asset group or combination of asset groups to which goodwill has been allocated. Whenestimating the present value of the future cash flow, the Group needs to estimate the expected future cash flowgenerated by the asset group or combination of asset groups, and determine the present value of the future cash flowat an appropriate discount rate.
(7) Depreciation and amortization
The Group depreciates and amortizes the investment real estate, fixed assets and intangible assets on a straight-line basis over their useful lives, taking into account their residual value. The Group periodically reviews the usefullife to determine the amount of depreciation and amortisation expenses to be included in each reporting period. Theuseful life is determined by the Group based on previous experience with similar assets as well as expectedtechnological updates. If there is any material change in previous estimates, an adjustment will be made todepreciation and amortization expense in future periods.
(8) Deferred income tax assets
To the extent that there is likely sufficient taxable profit to offset the loss, the Group recognises deferred taxassets on all unutilised tax losses. This requires the management of the Group to use massive judgments to estimatethe time and amount of taxable profit in the future and then to determine the value of deferred tax assets incombination with tax planning strategies.
(9) Income tax
In the normal business activities of the Group, there are certain uncertainties in the final tax treatment andcalculation of some transactions. Whether some items can be deducted before tax requires the approval of the taxauthority. Where the final tax outcome of these matters is different from the estimated amounts, the differences willimpact the current income tax and deferred income tax in the period in which such determination is made.
(10) Measurement at fair value
Certain assets and liabilities of the Group are measured at fair value in the financial statements. The Group’sBoard of Directors has established a Valuation Committee, led by the Group’s Chief Financial Officer, to determineappropriate valuation techniques and inputs for fair value measurement. When estimating the fair value of an assetor liability, the Group uses available observable market data. If the inputs of level 1 are not available, the Groupwill hire qualified third-party appraisers to perform the valuation. The Valuation Committee works closely withqualified external appraisers to determine appropriate valuation techniques and relevant input values for the models.The Chief Financial Officer reports the findings of the Valuation Committee to the Group’s Board of Directors ona quarterly basis, explaining the reasons for fluctuations in the fair value of relevant assets and liabilities. Relevantinformation on the valuation techniques and input values used in determining the fair value of various assets andliabilities is disclosed in “Note XII.”
39. Others
None.
VI. Taxation
1. Main tax types and tax rates
| Tax type | Taxation basis | Tax rate |
| Value-added tax | Value added from sales of goods or rendering of services | 13%, 9%, 6%, 5%, 3% |
| Consumption tax | Quantity-based collection and price-based collection | Price-based collection: 15%, 10%; Quantity-based collection: 20% plus RMB 0.5 per 0.5kg (or 500 mL) |
| Urban maintenance and construction tax | Amount of turnover tax payables | 7%, 5%, 1% |
| Enterprise income tax | Taxable income | 15%, 16.5%, 20%, 25% |
| Education surcharge | Amount of turnover tax payables | 3% |
| Local education surcharge | Amount of turnover tax payables | 2% |
If there are taxable entities with different corporate income tax rates, disclose the description of the situation
| Taxpayer | Income tax rate |
| Yunnan Baiyao Group Co., Ltd. | 15.00% |
| Yunnan Baiyao Group Medicine E-commerce Co., Ltd. | 15.00% |
| Yunnan Institute of Materia Medica | 15.00% |
| Yunnan Baiyao Group Health Products Co., Ltd. | 15.00% |
| Yunnan Baiyao Group Lijiang Pharmaceutical Co., Ltd. | 15.00% |
| Yunnan Baiyao Group Wenshan Qihua Co., Ltd. | 15.00% |
| Yunnan Baiyao Pharmacy Co., Ltd. | 15.00% |
| Yunnan Baiyao Teayield Co., Ltd. | 15.00% |
| Yunnan Baiyao Group Dali Pharmaceutical Co., Ltd. | 15.00% |
YNBY International Limited
| YNBY International Limited | 16.50% |
| Wan Long Xing Ye Commercial Trading (Hong Kong) Limited | 16.50% |
| BL Healthcare (Hong Kong) Limited | 16.50% |
| YNBY Coffee Co., Ltd. | 16.50% |
| Yunbaiyao Hong Kong Limited | 16.50% |
| Yunbaiyao Zhengwu Technology (Shanghai) Co., Ltd. | 20.00% |
| Yunnan Pharmaceutical Xihui Co., Ltd. | 20.00% |
| Beijing Rui’er Testing Technology Co., Ltd. | 20.00% |
| Yunnan Pharmaceutical Jiayuan Co., Ltd. | 20.00% |
| Yunnan Pharmaceutical Tianfu Dahua Co., Ltd. | 20.00% |
| Yunnan Pharmaceutical Diqing Development Co., Ltd. | 20.00% |
| Yunnan Pharmaceutical Pu’er Co., Ltd. | 20.00% |
| Yunnan Pharmaceutical Zhaotong Co., Ltd. | 20.00% |
| Lijiang Yunquan Biological Development Co., Ltd. | 20.00% |
| Yunnan Baiyao Tiancui Business Management Co., Ltd. | 20.00% |
| Beijing Yunzhi Health Management Co., Ltd. | 20.00% |
| Shanghai Wenshu Health Management Co., Ltd. | 20.00% |
| Kunming Yunzhen Medical Technology Co., Ltd. | 20.00% |
| Shanghai Yunyi Medical Technology Co., Ltd. | 20.00% |
| Shanghai Yunpu Medical Technology Co., Ltd. | 20.00% |
| Beijing Yunzhen Medical Aesthetic Clinic Co., Ltd. | 20.00% |
| Shanghai Hanshi Health Consulting Co., Ltd. | 20.00% |
| Shanghai Yunzhenni Medical Aesthetic Outpatient Department Co., Ltd. | 20.00% |
| Yunnan Baiyao Yunzhen International Trade Co., Ltd. | 20.00% |
| Shanghai Yunyao Oral Medical Technology Co., Ltd. | 20.00% |
| Yunnan Fengqing Tea Plant Co., Ltd. | 20.00% |
| Yunnan Baiyao Tianyi Chayuan Lincang Manor Co., Ltd. | 20.00% |
| Tianjin Yunshuda Comprehensive Clinic Co., Ltd. | 20.00% |
| Yunnan Tianzheng Testing Co., Ltd. | 20.00% |
| YNBY Healthcare (Shenzhen) Limited | 20.00% |
| YNBY Healthcare Technology (Yunnan) Co., Ltd. | 20.00% |
| Xingzhong Digital Intelligence TCM Service Co., Ltd of Yunnan Baiyao Group | 20.00% |
| Yunnan Yunyao Nuxiang Co., Ltd. | 20.00% |
| Hangzhou Shanqi Health Industry Co., Ltd. | 20.00% |
Yunnan Baiyao Group Seed Technology Co., Ltd.
| Yunnan Baiyao Group Seed Technology Co., Ltd. | 20.00% |
| Yunnan Baiyao Group (Hainan) Import & Export Trading Co., Ltd. | 20.00% |
| Shaanxi Zhiyun Wenshu Health Services Co., Ltd. | 20.00% |
| Yunnan Baiyao Group Shanghai Co., Ltd. | 20.00% |
| Shanghai Yunzhen Outpatient Department Co., Ltd. | 20.00% |
2. Preferential tax treatment
(1) A total of 8 companies, including Yunnan Baiyao Group Co., Ltd, Yunnan Baiyao Group Medicine E-commerce Co., Ltd, Yunnan Baiyao Group Health Products Co., Ltd, Yunnan Baiyao Group Lijiang PharmaceuticalCo., Ltd, Yunnan Baiyao Group Wenshan Qihua Co., Ltd, Yunnan Baiyao Pharmacy Co., Ltd, Yunnan BaiyaoTeayield Co., Ltd., and Yunnan Baiyao Group Dali Pharmaceutical Co., Ltd, enjoy the preferential tax treatmentfor the Western Development and pay the enterprise income tax at the tax rate of 15%.
(2) Yunnan Institute of Materia Medica enjoys the preferential tax treatment for high-tech enterprises and paythe enterprise income tax at the tax rate of 15%.
(3) For Yunnan Baiyao Group Sanqi Industry Co., Ltd and Yunnan Baiyao Group Tai’an BiotechnologyIndustry Co., Ltd, the primary processing of agricultural products is exempt from enterprise income tax, and theincome other than that is taxed at 25%.For Lijiang Yunquan Biological Development Co., Ltd, the primary processing of agricultural products isexempt from enterprise income tax, and the income other than that shall be subject to enterprise income tax for smalland micro enterprises.
(4) The Hong Kong-based company (YNBY International Limited and its subsidiaries in Hong Kong as asingle taxpayer entity) is subject to the “two-tiered tax rate” policy. This means that for annual taxable profits notexceeding HKD 2 million, a tax rate of 8.25% applies; for profits exceeding HKD 2 million, a tax rate of 16.5%applies. 100% of the profits tax for the year 2024/25 can be waived, with a cap of HKD 1,500 for each company.
(5) According to the Announcement of the General Administration of Taxation of the Ministry of Finance onthe Further Implementation of the Preferential Income Tax Policy for Small and Micro Enterprises (Finance andTaxation [2022] No. 13), “the part of the annual taxable income of small and micro profit enterprises exceedingRMB 1 million but not exceeding RMB 3 million shall be included in the taxable income at a reduced rate of 25%,and the enterprise income tax shall be paid at a tax rate of 20%. The period of implementation of this announcementis from January 1, 2022 to December 31, 2024,” the Announcement of the General Administration of Taxation ofthe Ministry of Finance on Preferential Income Tax Policies for Small and Micro Enterprises and IndividualIndustrial and Commercial Households (Finance and Taxation [2023] No. 6), “the part of the annual taxable incomeof small and micro profit enterprises that does not exceed RMB 1 million shall be included in the taxable income ata reduced rate of 25%, and the enterprise income tax shall be paid at a tax rate of 20%. The period of enforcementof this Announcement is from January 1, 2023 to December 31, 2024,” and the Announcement of the GeneralAdministration of Taxation of the Ministry of Finance on Tax Policies for Further Supporting the Development ofSmall and Micro Enterprises and Individual Industrial and Commercial Enterprises (Finance and Taxation [2023]No. 12), “For small, low-profit enterprises, the taxable income amount shall be calculated at a reduced rate of 25%,
and the enterprise income tax shall be paid at a tax rate of 20%. The policy shall be continued until December 31,2027.” Thirty-four companies, including Yunnan Fengqing Tea Plant Co., Ltd, and Beijing Rui’er TestingTechnology Co., Ltd pay enterprise income tax at a tax rate of 20% according to this policy.
3. Others: None.
VII. Notes to Items in Consolidated Financial Statements
1. Cash and bank balance
Unit: RMB
| Item | Closing balance | Opening balance |
| Cash on hand | 146,174.20 | 124,469.53 |
| Bank deposit | 11,198,187,331.57 | 10,835,027,632.02 |
| Other cash and bank balance | 95,495,855.10 | 52,831,059.75 |
| Total | 11,293,829,360.87 | 10,887,983,161.30 |
| Including: Total amount of money deposited overseas | 192,072,755.85 | 172,825,681.17 |
Other explanations: None.
2. Financial assets held for trading
Unit: RMB
| Item | Closing balance | Opening balance |
| Financial assets at fair value through profits or losses | 3,121,018,919.96 | 2,547,113,523.40 |
| Including: | ||
| Investments in debt instruments | ||
| Investments in equity instruments | 179,246,998.10 | |
| Others | 3,121,018,919.96 | 2,367,866,525.30 |
| Total | 3,121,018,919.96 | 2,547,113,523.40 |
Other explanations: Others include banking products that are characterized by higher safety and better liquidity, as well as wealthmanagement products from brokerage firms.
3. Notes receivable
(1) Notes receivable by type
Unit: RMB
| Item | Closing balance | Opening balance |
| Banker’s acceptance bill | 253,243,829.02 | 302,751,911.37 |
| Domestic letter of credit | 510,000,000.00 | 626,900,000.00 |
| Total | 763,243,829.02 | 929,651,911.37 |
(2) Disclosure by the method of provision for bad debts
Unit: RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Provision for bad debts | Book value | Book balance | Provision for bad debts | Book value | |||||
| Amount | Proportion | Amount | Provision proportion | Amount | Proportion | Amount | Provision proportion | |||
| Bills receivable with provision for bad debts by portfolio | 763,243,829.02 | 100.00% | 763,243,829.02 | 929,651,911.37 | 100.00% | 929,651,911.37 | ||||
| Including: | ||||||||||
| Banker’s acceptance bill | 253,243,829.02 | 33.18% | 253,243,829.02 | 302,751,911.37 | 32.57% | 302,751,911.37 | ||||
| Domestic letter of credit | 510,000,000.00 | 66.82% | 510,000,000.00 | 626,900,000.00 | 67.43% | 626,900,000.00 | ||||
| Total | 763,243,829.02 | 100.00% | 763,243,829.02 | 929,651,911.37 | 100.00% | 929,651,911.37 | ||||
Provision for bad debts by portfolio:
Unit: RMB
| Item | Closing balance | ||
| Book balance | Provision for bad debts | Provision proportion | |
| Banker’s acceptance bill | 253,243,829.02 | ||
| Domestic letter of credit | 510,000,000.00 | ||
| Total | 763,243,829.02 | ||
The explanation for determining the basis of this combination: None.If provision was made for bad debts of notes receivable in accordance with the general expected credit loss model:
□ Applicable
? Not applicable
(3) Provision for bad debts accrued, recovered or reversed during the reporting period: None.
(4) Notes receivable pledged by the Company at the end of the reporting period: None.
(5) Notes receivable endorsed or discounted by the Company, which were not yet due on the balance sheetdate as at the end of the reporting period
Unit: RMB
| Item | Amount derecognized at the end of the period | Amount not derecognized at the end of the period |
| Banker’s acceptance bill | 7,881,386.91 | |
| Domestic letter of credit | 324,000,000.00 | |
| Total | 331,881,386.91 |
(6) Actual write-off of notes receivable for the period: None.
4. Accounts receivable
(1) Disclosure by aging
Unit: RMB
| Aging | Closing balance | Opening balance |
| Within 1 year (inclusive of 1 year) | 10,284,068,454.42 | 9,713,443,216.42 |
| 1 to 2 years | 908,980,552.78 | 947,991,418.33 |
| 2 to 3 years | 271,403,013.94 | 92,799,887.41 |
| Above 3 years | 63,175,684.63 | 49,403,790.60 |
| Total | 11,527,627,705.77 | 10,803,638,312.76 |
(2) Disclosure by the method of provision for bad debts
Unit: RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Provision for bad debts | Book value | Book balance | Provision for bad debts | Book value | |||||
| Amount | Proportion | Amount | Provision proportion | Amount | Proportion | Amount | Provision proportion | |||
| Accounts receivable with provision for bad debts on individual basis | 5,666,188.00 | 0.05% | 5,666,188.00 | 100.00% | 0.00 | 5,666,188.00 | 0.05% | 5,666,188.00 | 100.00% | 0.00 |
| Including: | ||||||||||
| Accounts receivable with provision for bad debts on individual basis | 5,666,188.00 | 0.05% | 5,666,188.00 | 100.00% | 0.00 | 5,666,188.00 | 0.05% | 5,666,188.00 | 100.00% | 0.00 |
| Accounts receivable with provision for bad debts on portfolio basis | 11,521,961,517.77 | 99.95% | 1,008,062,809.41 | 8.75% | 10,513,898,708.36 | 10,797,972,124.76 | 99.95% | 874,611,020.37 | 8.10% | 9,923,361,104.39 |
| Including: | ||||||||||
| Age-based portfolio | 11,521,961,517.77 | 99.95% | 1,008,062,809.41 | 8.75% | 10,513,898,708.36 | 10,797,972,124.76 | 99.95% | 874,611,020.37 | 8.10% | 9,923,361,104.39 |
| Total | 11,527,627,705.77 | 100.00% | 1,013,728,997.41 | 8.79% | 10,513,898,708.36 | 10,803,638,312.76 | 100.00% | 880,277,208.37 | 8.15% | 9,923,361,104.39 |
Provision for bad debts made on an individual basis:
Unit: RMB
| Name | Opening balance | Closing balance | ||||
| Book balance | Provision for bad debts | Book balance | Provision for bad debts | Provision proportion | Reason for provision | |
| Ningbo Qingbing Biotechnology Co., Ltd. | 5,666,188.00 | 5,666,188.00 | 5,666,188.00 | 5,666,188.00 | 100.00% | Little chance of recovery |
| Total | 5,666,188.00 | 5,666,188.00 | 5,666,188.00 | 5,666,188.00 | ||
Provision for bad debts made on a portfolio basis:
Unit: RMB
| Name | Closing balance | ||
| Book balance | Provision for bad debts | Provision proportion | |
| Age-based portfolio | 11,521,961,517.77 | 1,008,062,809.41 | 8.75% |
| Total | 11,521,961,517.77 | 1,008,062,809.41 | |
Explanation on the basis for determining the portfolio: None.If provision was made for bad debts of accounts receivable in accordance with the general expected credit loss model:
□ Applicable
?
Not applicable
(3) Provision for bad debts accrued, recovered or reversed during the reporting periodProvision for bad debts for the period:
Unit: RMB
| Category | Opening balance | Changes in this period | Closing balance | |||
| Provision | Recovery or reversal | Write-off | Others | |||
| Age-based portfolio | 874,611,020.37 | 133,537,271.89 | 85,482.85 | 1,008,062,809.41 | ||
| Accounts receivable with provision for bad debts on individual basis | 5,666,188.00 | 5,666,188.00 | ||||
| Total | 880,277,208.37 | 133,537,271.89 | 85,482.85 | 1,013,728,997.41 | ||
Including: Significant amount recovered or reversed provision for bad debts during the reporting period: None.
(4) Actual write-off of accounts receivable for the period:
Unit: RMB
| Item | Amount of write-off |
| Actual write-off of accounts receivable | 85,482.85 |
Significant write-off of accounts receivable: None.
Explanation on write-off of accounts receivable: None.
(5) Top five customers in closing balance of accounts receivable and contractual assets summarized by
debtor
Unit: RMB
| Entity name | Closing balance of accounts receivable | Closing balance of contractual assets | Closing balance of accounts receivable and contractual assets | Percentage of total of closing balance of accounts receivable and contractual assets | Closing balance of provision for bad debts of account receivable and provision for impairment of contractual assets |
| Customer A | 635,670,757.09 | 635,670,757.09 | 5.51% | 132,831,836.83 | |
| Customer B | 600,586,622.48 | 600,586,622.48 | 5.21% | 30,563,916.36 | |
| Customer C | 519,709,927.63 | 519,709,927.63 | 4.51% | 25,985,496.38 | |
| Customer D | 392,419,801.65 | 392,419,801.65 | 3.40% | 110,115,695.03 | |
| Customer E | 271,452,020.43 | 271,452,020.43 | 2.35% | 18,180,337.65 | |
| Total | 2,419,839,129.28 | 2,419,839,129.28 | 20.98% | 317,677,282.25 |
5. Accounts receivable financing
(1) Accounts receivable financing by type
Unit: RMB
| Item | Closing balance | Opening balance |
| Banker’s acceptance bill | 1,075,992,406.56 | 1,887,789,780.16 |
| Domestic letter of credit | 94,443,375.00 | |
| Total | 1,170,435,781.56 | 1,887,789,780.16 |
(2) Classified disclosure according to the method of bad debt provision: None.
(3) The bad debt provisions accrued, recovered, or reversed during the period: None.
(4) Financing of receivable pledged by the Company at the end of the reporting period: None.
(5) Financing of receivable endorsed or discounted by the Company, which was not yet due on the balancesheet date as at the end of the reporting period:
Unit: RMB
| Item | Amount derecognized at the end of the period | Amount not derecognized at the end of the period |
| Banker’s acceptance bill | 6,079,524,232.92 | |
| Domestic letter of credit | 385,180,269.93 | |
| Total | 6,464,704,502.85 |
(6) Financing of the actual write-off of accounts receivable during the reporting period: None.
(7) Increase/decrease in the financing of accounts receivable and in their fair values during the reportingperiod: None.
(8) Other explanations: None.
6. Other receivables
Unit: RMB
| Item | Closing balance | Opening balance |
| Dividends receivable | 193,031,770.84 | 10,348,033.98 |
| Other receivables | 160,543,884.23 | 98,079,164.35 |
| Total | 353,575,655.07 | 108,427,198.33 |
(1) Interests receivable
1) Interests receivable by type: None.
2) Major overdue interests: None.
3) Disclosure by method of provision for bad debts
□Applicable ?Not applicable
4) Provision for bad debts accrued, recovered or reversed during the reporting period: None.
5) Actual write-off of interests receivable during the period: None.
(2) Dividends receivable
1) Dividends receivable by type
Unit: RMB
| Project (or investee) | Closing balance | Opening balance |
| Jacobson Pharma Co., Ltd. | 6,482,280.00 | |
| JBM (Healthcare) Co., Ltd. | 3,865,753.98 | |
| Shanghai Pharmaceuticals Holding Co., Ltd. | 193,031,770.84 | |
| Total | 193,031,770.84 | 10,348,033.98 |
2) Significant dividends receivable aged over one year: None.
3) Disclosure by the method of provision for bad debts
□Applicable
?Not applicable
4) Provision for bad debts accrued, recovered or reversed during the reporting period: None.
5) Actual write-off of dividend receivable during the period: None.
(3) Other receivables
1) Other receivables by nature
Unit: RMB
| Nature | Closing book balance | Opening book balance |
| Deposits and guarantees | 292,188,593.09 | 282,011,383.75 |
| Petty cash | 4,686,668.19 | 4,284,813.75 |
| Others | 317,681,394.11 | 298,950,367.29 |
| Borrowings | 2,877,211.78 | 4,877,211.78 |
| Total | 617,433,867.17 | 590,123,776.57 |
2) Disclosure by aging
Unit: RMB
| Aging | Closing book balance | Opening book balance |
| Within 1 year (inclusive of 1 year) | 165,408,925.39 | 91,464,527.37 |
| 1 to 2 years | 12,876,078.94 | 11,521,428.46 |
| 2 to 3 years | 10,122,279.63 | 10,192,068.99 |
| Above 3 years | 429,026,583.21 | 476,945,751.75 |
| Total | 617,433,867.17 | 590,123,776.57 |
3) Disclosure by the method of provision for bad debts
? Applicable □ Not applicable
Provision was made for bad debts in accordance with the general expected credit loss model:
Unit: RMB
| Provision for bad debts | Phase I | Phase II | Phase III | Total |
| Expected credit losses for the next 12 months | Lifetime ECL (not credit-impaired) | Lifetime ECL (credit-impaired) | ||
| Balance as of January 1, 2025 | 220,783,937.68 | 271,260,674.54 | 492,044,612.22 | |
| Balance as of January 1, 2025 in the current period | ||||
| Current provision | 8,399,572.68 | 8,399,572.68 | ||
| Current reversal | 43,554,201.96 | 43,554,201.96 | ||
| Balance as of June 30, 2025 | 177,229,735.72 | 279,660,247.22 | 456,889,982.94 |
Division base for each phase and proportion of provision for bad debts: None.
Changes in book balance with significant changes in loss reserves in the current period
□ Applicable
?
Not applicable
4) Provision for bad debts accrued, recovered or reversed during the current periodProvision for bad debts during the reporting period:
Unit: RMB
| Category | Opening balance | Changes in this period | Closing balance | |||
| Provision | Recovery or reversal | Transfer or write-off | Others | |||
| Other accounts receivable with provision for bad debts by credit risk characteristics portfolio | 492,044,612.22 | 8,399,572.68 | 43,554,201.96 | 456,889,982.94 | ||
| Total | 492,044,612.22 | 8,399,572.68 | 43,554,201.96 | 456,889,982.94 | ||
Recovery or reversal of provision for bad debts with significant amount during the reporting period: None.
5) Actual write-off of other receivables for the period: None
6) Top five customers in closing balance of other receivables summarized by debtor
Unit: RMB
| Entity name | Nature of payment | Closing balance | Aging | Percentage of total of closing balance of other receivables | Closing balance of provision for bad debt |
| Entity A | Deposits and guarantees | 100,000,000.00 | Above 3 years | 16.20% | 100,000,000.00 |
| Entity B | Deposits and guarantees | 37,799,431.74 | Within 1 year | 6.12% | 1,889,971.59 |
| Entity C | Deposits and guarantees | 18,000,000.00 | Above 3 years | 2.92% | 18,000,000.00 |
| Entity D | Deposits and guarantees | 11,500,000.00 | Within 1 year | 1.86% | 575,000.00 |
| Entity E | Others | 11,037,586.50 | Within 1 year | 1.79% | 8,399,572.68 |
| Total | 178,337,018.24 | 28.88% | 128,864,544.27 |
7) Presentation under Other Receivables due to centralized fund management: None.
7. Prepayments
(1) Prepayments by aging
Unit: RMB
| Aging | Closing balance | Opening balance | ||
| Amount | Proportion | Amount | Proportion | |
| Within 1 year | 229,461,212.36 | 94.80% | 292,483,526.83 | 96.35% |
| 1 to 2 years | 4,459,790.53 | 1.84% | 3,670,061.07 | 1.21% |
2 to 3 years
| 2 to 3 years | 3,985,653.94 | 1.65% | 5,838,379.65 | 1.92% |
| Above 3 years | 4,134,444.25 | 1.71% | 1,571,876.52 | 0.52% |
| Total | 242,041,101.08 | 303,563,844.07 |
Explanation on why prepayments with aging of more than 1 year and an important amount not settled in time: None.
(2) Top five suppliers in closing balance of prepayment summarized by payee
| Series No. | Company name | Book balance | Percentage of prepayments (%) |
| 1 | Supplier A | 13,812,488.35 | 5.71% |
| 2 | Supplier B | 10,394,328.29 | 4.29% |
| 3 | Supplier C | 9,850,422.38 | 4.07% |
| 4 | Supplier D | 8,224,117.29 | 3.40% |
| 5 | Supplier E | 6,029,816.94 | 2.49% |
| Total | 48,311,173.25 | 19.96% | |
Other explanations: None.
8. Inventories
Did the Company need to comply with the disclosure requirements of the real estate industry: No.
(1) Categories of inventories
Unit: RMB
| Item | Closing balance | Opening balance | ||||
| Book balance | Provision for decline in value of inventories or provision for impairment of contract performance costs | Book value | Book balance | Provision for decline in value of inventories or provision for impairment of contract performance costs | Book value | |
| Raw materials | 1,542,268,025.34 | 47,335,748.03 | 1,494,932,277.31 | 1,592,465,699.05 | 56,078,142.82 | 1,536,387,556.23 |
| Work in process | 142,846,541.97 | 3,619,876.51 | 139,226,665.46 | 285,385,346.89 | 3,184,218.03 | 282,201,128.86 |
| Finished goods | 4,173,105,518.06 | 68,941,081.49 | 4,104,164,436.57 | 4,424,372,412.33 | 52,518,059.87 | 4,371,854,352.46 |
| Consumptive biological assets | 46,394,270.94 | 46,394,270.94 | 42,544,762.19 | 42,544,762.19 | ||
| Materials outsourced for processing | 193,030.54 | 193,030.54 | ||||
| Packaging materials and low value consumables | 51,544,559.02 | 842,673.23 | 50,701,885.79 | 61,945,999.53 | 758,513.51 | 61,187,486.02 |
| Total | 5,956,158,915.33 | 120,739,379.26 | 5,835,419,536.07 | 6,406,907,250.53 | 112,538,934.23 | 6,294,368,316.30 |
(2) Data resources confirmed as inventory: None.
(3) Provision for decline in value of inventories or provision for impairment of contract performance costs
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | ||
| Provision | Others | Reversal or reselling | Others | |||
| Raw materials | 56,078,142.82 | 4,879,888.79 | 13,622,283.58 | 47,335,748.03 | ||
| Unfinished products | 3,184,218.03 | 435,658.48 | 3,619,876.51 | |||
| Stocks | 52,518,059.87 | 38,924,814.83 | 22,501,793.21 | 68,941,081.49 | ||
| Packaging materials and low value consumables | 758,513.51 | 87,165.45 | 3,005.73 | 842,673.23 | ||
| Total | 112,538,934.23 | 44,327,527.55 | 36,127,082.52 | 120,739,379.26 | ||
Provision for decline in value of inventories on a portfolio basis: None.Standards for provision for decline in value of inventories on a portfolio basis: None.
(4) Explanation on closing balance of inventories involving capitalized amount of borrowing costs: None.
(5) Explanation on the current amortization amount of contract performance costs: None.
9. Held-for-sale assets
Unit: RMB
| Item | Closing book balance | Provision for impairment | Closing book value | Fair value | Estimated disposal fees | Estimated disposal time |
| Held-for-sale equity held in the subsidiary | 3,363,423.87 | 3,363,423.87 | December 2025 | |||
| Total | 3,363,423.87 | 3,363,423.87 |
Other explanations: Shanghai Yunzhen Medical Technology Co., Ltd, the Company’s subsidiary, entered into a contract for equitytrading with Shanghai Haijieya Medical Technology Co., Ltd, with an intention to transfer its 100% equity and creditor’s rights heldin Shanghai Yunzhen Outpatient Department Co., Ltd. Both parties completed the singing of the agreement as to this transaction inMarch 2025. It is expected to complete the closing in December 2025.
10. Non-current assets due within one year
Unit: RMB
| Item | Closing balance | Opening balance |
| Certificate of deposit and interest | 487,601,083.33 | 480,295,722.22 |
| Total | 487,601,083.33 | 480,295,722.22 |
(1) Debt investments due within one year
□ Applicable ? Not applicable
(2) Other debt investments due within one year
□ Applicable ? Not applicable
11. Other current assets
Unit: RMB
| Item | Closing balance | Opening balance |
| Input tax to be deducted and certified | 483,524,178.65 | 472,854,544.60 |
| Time deposits and other wealth management products | 394,856,500.00 | 109,329,028.37 |
| Cost of returned goods receivable | 171,913,458.39 | 156,086,620.09 |
| Prepaid taxes and fees | 2,885,627.68 | 11,082,804.32 |
| Others | 237,107,616.23 | 38,755,582.16 |
| Total | 1,290,287,380.95 | 788,108,579.54 |
Other explanations: None.
12. Long-term equity investments
Unit: RMB
| Investee | Opening balance (book value) | Opening balance of impairment provision | Increase and decrease in the current period | Closing balance (book value) | Closing balance of impairment provision | |||||||
| Additional investment | Decreased investment | Profits and losses on investments recognized under the equity method | Adjustment of other comprehensive income | Change in other equities | Cash dividends or profit declared to distribute | Provision for impairment | Others | |||||
| I. Joint ventures | ||||||||||||
| II. Associates | ||||||||||||
| Shanghai Pharmaceuticals Holding Co., Ltd. | 12,061,376,588.76 | 773,174,740.75 | 747,046.88 | 15,826,190.78 | 193,031,770.84 | 12,658,092,796.33 | ||||||
| Yunnan TCM Comprehensive Health Innovation Equity Investment Fund Partnership (Limited Partnership) | 499,889,683.05 | -525,965.37 | 499,363,717.68 | |||||||||
| Ban Loong Jacobson JBM Pharma Limited | 9,809.54 | -9,809.54 | 0.00 | |||||||||
| Lijiang Changgengming Trading Co., Ltd. | 40,000.00 | -40,000.00 | 0.00 | |||||||||
| Subtotal | 12,561,276,081.35 | 40,000.00 | 772,608,775.38 | 747,046.88 | 15,826,190.78 | 193,031,770.84 | -9,809.54 | 13,157,456,514.01 | ||||
| Total | 12,561,276,081.35 | 40,000.00 | 772,608,775.38 | 747,046.88 | 15,826,190.78 | 193,031,770.84 | -9,809.54 | 13,157,456,514.01 | ||||
The recoverable amount is determined based on the net amount obtained by the fair value less the disposal expense.
□ Applicable ? Not applicable
The recoverable amount is determined based on the present value of estimated future cash flows.
□ Applicable ? Not applicable
Reasons for significant differences between the foregoing information and information used for impairment testing inprevious years or external information: Not applicable.Reasons for significant differences between the information used in the Company’s impairment tests in previous years andthe actual situation in the corresponding years: Not applicable.Other explanations: None.
13. Other non-current financial assets
Unit: RMB
| Item | Closing balance | Opening balance |
| Financial assets at fair value through profits or losses | 206,670,363.44 | 387,688,897.11 |
| Total | 206,670,363.44 | 387,688,897.11 |
Other explanations: None.
14. Investment properties
(1) Adoption of the cost measurement model for investment properties
?Applicable □Not applicable
Unit: RMB
| Item | Houses and buildings | Land use rights | Construction in progress | Total |
| I. Original book value | ||||
| 1. Opening balance | 63,823,600.25 | 35,986,907.73 | 99,810,507.98 | |
| 2. Increase in the current period | 2,493,258.77 | 608,518.17 | 3,101,776.94 | |
| (1) Outsourcing | 0.00 | |||
| (2) Transfer from inventory\fixed assets\ construction in progress | 2,493,258.77 | 608,518.17 | 3,101,776.94 | |
| (3) Increase in business combination | ||||
| 3. Decrease in the current period | ||||
| (1) Disposal | ||||
| (2) Other transfer out | ||||
| 4. Closing balance | 66,316,859.02 | 36,595,425.90 | 102,912,284.92 | |
| II. Accumulated depreciation and accumulated amortization | ||||
| 1. Opening balance | 41,440,204.15 | 6,048,232.33 | 47,488,436.48 |
2. Increase in the current period
| 2. Increase in the current period | 1,677,073.65 | 564,217.41 | 2,241,291.06 | |
| (1) Provision or amortization | 448,480.72 | 116,127.34 | 564,608.06 | |
| (2) Others | 1,228,592.93 | 448,090.07 | 1,676,683.00 | |
| 3. Decrease in the current period | ||||
| (1) Disposal | ||||
| (2) Other transfer out | ||||
| 4. Closing balance | 43,117,277.80 | 6,612,449.74 | 49,729,727.54 | |
| III. Provision for impairment | ||||
| 1. Opening balance | 2,438,059.35 | 2,438,059.35 | ||
| 2. Increase in the current period | 436,290.04 | 436,290.04 | ||
| (1) Provision | ||||
| (2) Others | 436,290.04 | 436,290.04 | ||
| 3. Decrease in the current period | ||||
| (1) Disposal | ||||
| (2) Other transfer out | ||||
| 4. Closing balance | 2,874,349.39 | 2,874,349.39 | ||
| IV. Book value | ||||
| 1. Closing book value | 20,325,231.83 | 29,982,976.16 | 50,308,207.99 | |
| 2. Opening book value | 19,945,336.75 | 29,938,675.40 | 49,884,012.15 |
The recoverable amount is determined based on the net amount obtained by the fair value less the disposal expense.
□Applicable ?Not applicable
The recoverable amount is determined based on the present value of estimated future cash flows.
□Applicable ?Not applicable
Reasons for significant differences between the foregoing information and information used for impairment testing in previous yearsor external information: None.Reasons for significant differences between the information used in the Company's impairment tests in previous years and the actualsituation in the corresponding years: None.Other explanations: None.
(2) Adoption of the fair value measurement model for investment properties
□Applicable ?Not applicable
(3) Conversion to investment properties and adoption of fair value measurement: None.
(4) Investment properties for which the title certificate has not been obtained: None.
15. Fixed assets
Unit: RMB
| Item | Closing balance | Opening balance |
| Fixed assets | 3,012,272,775.36 | 3,012,529,818.52 |
Liquidation of fixed assets
| Liquidation of fixed assets | 438,970.32 | 349,009.57 |
| Total | 3,012,711,745.68 | 3,012,878,828.09 |
(1) Fixed assets
Unit: RMB
| Item | Houses and buildings | Machinery and equipment | Transportation vehicles | Electronic equipment | Others | Total |
| I. Original book value: | ||||||
| 1. Opening balance | 2,967,355,392.37 | 1,720,259,929.58 | 66,771,532.55 | 179,243,085.40 | 1,381,365.41 | 4,935,011,305.31 |
| 2. Increase in the current period | 51,622,314.77 | 39,851,123.85 | 257,041.60 | 9,740,878.54 | 43,924.00 | 101,515,282.76 |
| (1) Purchase | 0.00 | 23,383,620.70 | 257,041.60 | 9,740,878.54 | 43,924.00 | 33,425,464.84 |
| (2) Transfer from construction in progress | 50,169,330.16 | 16,467,503.15 | 0.00 | 0.00 | 66,636,833.31 | |
| (3) Increase in business combination | ||||||
| (4) Other increases | 1,452,984.61 | 1,452,984.61 | ||||
| 3. Decrease in the current period | 2,775,058.77 | 3,945,838.20 | 23,783.14 | 2,133,904.58 | 1,741.95 | 8,880,326.64 |
| (1) Disposal or scrapping | 281,800.00 | 3,945,838.20 | 23,783.14 | 2,133,904.58 | 1,741.95 | 6,387,067.87 |
| (2) Other transfer-out | 2,493,258.77 | 0.00 | 0.00 | 0.00 | 2,493,258.77 | |
| 4. Closing balance | 3,016,202,648.37 | 1,756,165,215.23 | 67,004,791.01 | 186,850,059.36 | 1,423,547.46 | 5,027,646,261.43 |
| II. Accumulated depreciation | ||||||
| 1. Opening balance | 610,989,865.93 | 1,063,060,001.96 | 37,399,404.38 | 120,302,270.06 | 1,101,181.72 | 1,832,852,724.05 |
| 2. Increase in the current period | 32,459,560.49 | 53,233,409.14 | 1,702,152.45 | 13,120,201.93 | 57,057.92 | 100,572,381.93 |
| (1) Provision | 32,459,560.49 | 53,233,409.14 | 1,702,152.45 | 13,120,201.93 | 57,057.92 | 100,572,381.93 |
| 3. Decrease in the current period | 1,437,708.03 | 2,977,143.02 | 18,563.00 | 2,040,543.03 | 663.00 | 6,474,620.08 |
| (1) Disposal or scrapping | 209,115.10 | 2,977,143.02 | 18,563.00 | 2,040,543.03 | 663.00 | 5,246,027.15 |
| (2) Other transfer-out | 1,228,592.93 | 0.00 | 0.00 | 0.00 | 1,228,592.93 | |
| 4. Closing balance | 642,011,718.39 | 1,113,316,268.08 | 39,082,993.83 | 131,381,928.96 | 1,157,576.64 | 1,926,950,485.90 |
| III. Provision for impairment | ||||||
| 1. Opening balance | 62,473,662.35 | 26,103,930.64 | 1,051,169.75 | 89,628,762.74 | ||
| 2. Increase in the current period | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| (1) Provision | ||||||
| 3. Decrease in the current period | 436,290.04 | 769,472.53 | 0.00 | 0.00 | 0.00 | 1,205,762.57 |
| (1) Disposal or scrapping | 769,472.53 | 769,472.53 | ||||
| (2) Other transfer-out | 436,290.04 | |||||
| 4. Closing balance | 62,037,372.31 | 25,334,458.11 | 0.00 | 1,051,169.75 | 0.00 | 88,423,000.17 |
| IV. Book value | 0.00 | |||||
| 1. Closing book value | 2,312,153,557.67 | 617,514,489.04 | 27,921,797.18 | 54,416,960.65 | 265,970.82 | 3,012,272,775.36 |
2. Opening book value
| 2. Opening book value | 2,293,891,864.09 | 631,095,996.98 | 29,372,128.17 | 57,889,645.59 | 280,183.69 | 3,012,529,818.52 |
(2) Temporarily idle fixed assets
Unit: RMB
| Item | Original book value | Accumulated depreciation | Impairment provision | Book value | Remarks |
| Houses and buildings | 4,119,017.35 | 2,242,702.97 | 1,876,314.38 | ||
| Machinery and equipment | 58,846,040.65 | 17,589,588.69 | 20,521,488.14 | 20,734,963.82 | |
| Transportation vehicles | 117,682.30 | 32,214.71 | 85,467.59 | ||
| Electronic equipment | 1,894,344.36 | 1,629,550.00 | - | 264,794.36 |
(3) Fixed assets leased through operating lease: None.
(4) Fixed assets for which the title certificate has not been obtained
Unit: RMB
| Item | Book value | Reasons for not obtaining the title certificate |
| No.51 Xiba Road (general workshop) | 256,800.64 | Historical legacy, currently in process |
| Yunjian Assets | 1,976,301.24 | Acquired through judicial auction, with land use certificate but no property certificate |
| Buildings for commercial use in Dali Xiaguan | 1,452,984.61 | No ownership certificate for the buildings has been issued. They are properties obtained by compensation for demolition and their ownership certificate will be issued in a centralized way. |
| Buildings in planting base of Yunquan | 1,119,052.60 | The land is a leased land |
| Overall relocation project of Wenshan Qihua | 31,428,871.31 | Partial ownership has been secured, and the remaining is in process |
| Drug Division of Dali Pharmaceutical Economic Development Zone | 32,386,034.19 | In process |
| Shanghai Center Building No.1 | 104,145,943.90 | In process |
Other explanations: None.
(5) Impairment test of fixed assets
□Applicable ? Not applicable
(6) Liquidation of fixed assets
Unit: RMB
| Item | Closing balance | Opening balance |
| Machinery and equipment | 305,829.22 | 302,720.41 |
| Electronic equipment | 133,141.10 | 46,289.16 |
| Total | 438,970.32 | 349,009.57 |
Other explanations: None.
16. Construction in progress
Unit: RMB
| Item | Closing balance | Opening balance |
Construction in progress
| Construction in progress | 752,520,380.49 | 703,439,112.24 |
| Total | 752,520,380.49 | 703,439,112.24 |
(1) Construction in progress
Unit: RMB
| Item | Closing balance | Opening balance | ||||
| Book balance | Impairment provision | Book value | Book balance | Impairment provision | Book value | |
| Yunnan Baiyao Group TCM Pharmaceutical Services Kunming Center Project | 12,757,817.76 | 12,757,817.76 | 45,024,278.93 | 45,024,278.93 | ||
| Yunnan Baiyao R&D Platform - Kunming Center Construction Project | 19,756,916.58 | 19,756,916.58 | 15,417,106.26 | 15,417,106.26 | ||
| Others | 8,833,917.33 | 8,833,917.33 | 7,034,362.21 | 7,034,362.21 | ||
| Equipment automation upgrading and transformation project for the production lines of the health manufacture center | 2,711,476.68 | 2,711,476.68 | 918,000.00 | 918,000.00 | ||
| Government-Enterprise Cooperation Project of Yunnan Baiyao Group in Lijiang Ecological Science and Technology Industrial Park (Phase II) | 3,796,332.43 | 3,796,332.43 | 99,600.00 | 99,600.00 | ||
| Separation of Medicinal and Food Production Lines for Sanqi Extraction and Capacity & Process Technology Improvement Project | 0.00 | 0.00 | 1,873,096.24 | 1,873,096.24 | ||
| Project of Yunnan Baiyao Shanghai International Center | 689,533,167.48 | 689,533,167.48 | 614,608,509.29 | 614,608,509.29 | ||
| Radiopharmaceutical R&D Center (Tianjin) Project | 15,130,752.23 | 15,130,752.23 | 18,464,159.31 | 18,464,159.31 | ||
| Total | 752,520,380.49 | 752,520,380.49 | 703,439,112.24 | 703,439,112.24 | ||
(2) Changes in important projects of construction in progress for the period
| Unit: RMB | ||||||||||||
| Item name | Budget amount | Opening balance | Increase in the current period | Transfer to fixed assets in the current period | Other decrease in the current period | Closing balance | Proportion of total project investment in budget | Engineering progress | Accumulated amount of interest capitalized | Including: Amount of interest capitalized for the period | Capitalization rate of interest for the period | Source of funds |
| Project of Yunnan Baiyao Shanghai International Center | 1,389,170,500.00 | 614,608,509.29 | 74,924,658.19 | 689,533,167.48 | 68.54% | 93% | ||||||
| Yunnan Baiyao R&D Platform - Kunming Center Construction Project | 921,670,000.00 | 15,417,106.26 | 7,719,741.14 | 3,379,930.82 | 19,756,916.58 | 35.04% | 55% | |||||
| Radiopharmaceutical R&D Center (Tianjin) Project | 101,750,000.00 | 18,464,159.31 | 3,551,273.14 | 6,461,061.95 | 423,618.27 | 15,130,752.23 | 74.35% | 95% | ||||
| Yunnan Baiyao Group TCM Pharmaceutical Services Kunming Center Project | 68,096,000.00 | 45,024,278.93 | 12,216,670.48 | 44,483,131.65 | 12,757,817.76 | 98.31% | 99% | |||||
| Total | 2,480,686,500.00 | 693,514,053.79 | 98,412,342.95 | 54,324,124.42 | 423,618.27 | 737,178,654.05 | ||||||
(3) Provision for impairment of construction in progress for the period: None.
(4) Impairment test of construction in progress
□ Applicable ? Not applicable
(5) Project materials: None.
17. Productive biological assets
(1) Adoption of the cost measurement model for productive biological assets? Applicable □ Not applicable
Unit: RMB
| Item | Planting | Livestock-raising industry | Forestry | Fishery | Total |
| I. Original book value: | |||||
| 1. Opening balance | 2,578,500.00 | 2,578,500.00 | |||
| 2. Increase in the current period | |||||
| (1) Outsourcing | |||||
| (2) Self-cultivation | |||||
| 3. Decrease in the current period | |||||
| (1) Disposal | |||||
| (2) Others | |||||
| 4. Closing balance | 2,578,500.00 | 2,578,500.00 | |||
| II. Accumulated depreciation | 0.00 | ||||
| 1. Opening balance | 1,761,975.15 | 1,761,975.15 | |||
| 2. Increase in the current period | 85,950.06 | 85,950.06 | |||
| (1) Provision | 85,950.06 | 85,950.06 | |||
| 3. Decrease in the current period | |||||
| (1) Disposal | |||||
| (2) Others | |||||
| 4. Closing balance | 1,847,925.21 | 1,847,925.21 | |||
| III. Provision for impairment | |||||
| 1. Opening balance | |||||
| 2. Increase in the current period | |||||
| (1) Provision | |||||
| 3. Decrease in the current period |
(2) Impairment test of productive biological assets measured at cost
□ Applicable
? Not applicable
(3) Adoption of the fair value measurement model for productive biological assets
□ Applicable
? Not applicable
18. Right-of-use assets
(1) Right-of-use assets
Unit: RMB
| Item | Houses and buildings | Machinery and equipment | Land use rights | Total |
| I. Original book value | ||||
| 1. Opening balance | 475,912,381.44 | 4,535,659.59 | 3,637,250.13 | 484,085,291.16 |
| 2. Increase in the current period | 58,430,087.87 | 46,694.87 | 0.00 | 58,476,782.74 |
| (1) Lease | 57,961,528.36 | 57,961,528.36 | ||
| (2) Others | 468,559.51 | 46,694.87 | 515,254.38 | |
| 3. Decrease in the current period | 24,173,792.14 | 0.00 | 0.00 | 24,173,792.14 |
| (1) Lease expiration | 15,985,497.94 | 15,985,497.94 | ||
| (2) Disposal | 8,188,294.20 | 8,188,294.20 | ||
| 4. Closing balance | 510,168,677.17 | 4,582,354.46 | 3,637,250.13 | 518,388,281.76 |
| II. Accumulated depreciation | 0.00 | |||
| 1. Opening balance | 192,260,263.53 | 420,677.98 | 227,328.13 | 192,908,269.64 |
| 2. Increase in the current period | 55,411,596.03 | 420,507.34 | 454,656.27 | 56,286,759.64 |
| (1) Provision | 55,411,596.03 | 420,507.34 | 454,656.27 | 56,286,759.64 |
| 3. Decrease in the current period | 20,174,631.33 | 0.00 | 0.00 | 20,174,631.33 |
| (1) Disposal | 4,189,133.39 | 4,189,133.39 | ||
| (2) Lease expiration | 15,985,497.94 | 15,985,497.94 | ||
| 4. Closing balance | 227,497,228.23 | 841,185.32 | 681,984.40 | 229,020,397.95 |
| III. Provision for impairment | ||||
| 1. Opening balance | ||||
| 2. Increase in the current period | ||||
| (1) Provision | ||||
| 3. Decrease in the current period | ||||
| (1) Disposal | ||||
| 4. Closing balance |
(1) Disposal
| (1) Disposal | |||||
| (2) Others | |||||
| 4. Closing balance | |||||
| IV. Book value | |||||
| 1. Closing book value | 730,574.79 | 730,574.79 | |||
| 2. Opening book value | 816,524.85 | 816,524.85 |
IV. Book value
| IV. Book value | ||||
| 1. Closing book value | 282,671,448.94 | 3,741,169.14 | 2,955,265.73 | 289,367,883.81 |
| 2. Opening book value | 283,652,117.91 | 4,114,981.61 | 3,409,922.00 | 291,177,021.52 |
(2) Impairment test of right-of-use assets:
□ Applicable ? Not applicable
Other explanations: None.
19. Intangible assets
(1) Intangible assets
Unit: RMB
| Item | Land use rights | Patent Right | Non-patent technology | Software | Trademark | Franchise rights | Total |
| I. Original book value | |||||||
| 1. Opening balance | 685,685,538.34 | 34,492,676.60 | 2,150,381.86 | 82,481,936.55 | 20,000.00 | 154,081,682.57 | 958,912,215.92 |
| 2. Increase in the current period | 0.00 | 0.00 | 0.00 | 3,801,986.65 | 0.00 | 0.00 | 3,801,986.65 |
| (1) Purchase | 3,801,986.65 | 3,801,986.65 | |||||
| (2) Internal R&D | 0.00 | ||||||
| (3) Increase in business combination | 0.00 | ||||||
| 3. Decrease in the current period | 608,518.17 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 608,518.17 |
| (1) Disposal | 0.00 | ||||||
| (2) Other transfer-out | 608,518.17 | 608,518.17 | |||||
| 4. Closing balance | 685,077,020.17 | 34,492,676.60 | 2,150,381.86 | 86,283,923.20 | 20,000.00 | 154,081,682.57 | 962,105,684.40 |
| II. Accumulated amortization | |||||||
| 1. Opening balance | 171,214,442.85 | 29,660,574.56 | 2,150,381.86 | 33,289,390.91 | 5,369.99 | 17,664,216.34 | 253,984,376.51 |
| 2. Increase in the current period | 7,944,138.94 | 1,401,483.96 | 0.00 | 4,187,531.24 | 1,111.11 | 0.00 | 13,534,265.25 |
| (1) Provision | 7,944,138.94 | 1,401,483.96 | 4,187,531.24 | 1,111.11 | 13,534,265.25 | ||
| 3. Decrease in the current period | 448,090.07 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 448,090.07 |
| (1) Disposal | |||||||
| (2) Other transfer-out | 448,090.07 | 448,090.07 | |||||
| 4. Closing balance | 178,710,491.72 | 31,062,058.52 | 2,150,381.86 | 37,476,922.15 | 6,481.10 | 17,664,216.34 | 267,070,551.69 |
| III. Provision for impairment | 0.00 | ||||||
| 1. Opening balance | 6,382,453.60 | 332,131.80 | 136,417,466.23 | 143,132,051.63 | |||
| 2. Increase in the current period | |||||||
| (1) Provision |
3. Decrease in the
current period
| 3. Decrease in the current period | |||||||
| (1) Disposal | |||||||
| 4. Closing balance | 6,382,453.60 | 332,131.80 | 136,417,466.23 | 143,132,051.63 | |||
| IV. Book value | 0.00 | ||||||
| 1. Closing book value | 499,984,074.85 | 3,430,618.08 | 48,474,869.25 | 13,518.90 | 551,903,081.08 | ||
| 2. Opening book value | 508,088,641.89 | 4,832,102.04 | 0.00 | 48,860,413.84 | 14,630.01 | 0.00 | 561,795,787.78 |
The proportion of intangible assets formed through the Company’s internal R&D at the end of the period is 0.00% of thetotal intangible assets balance.
(2) Data resources for recognition of intangible assets: None.
(3) Land use rights for which the title certificate has not been obtained: None.
(4) Impairment test of intangible assets
□Applicable ?Not applicable
20. Goodwill
(1) Original book value of goodwill
Unit: RMB
| Name of the investee or items forming goodwill | Opening balance | Increase in the current period | Decrease in the current period | Closing balance |
| Formed by business combination | Disposal | |||
| YNBY International Limited | 645,635,327.81 | 645,635,327.81 | ||
| Yunnan Baiyao Group Medical Technology Hefei Co., Ltd. | 26,904,931.64 | 26,904,931.64 | ||
| Shanghai Hanshi Health Consulting Co., Ltd. | 23,247,992.08 | 23,247,992.08 | ||
| Yunnan Baiyao Group Wuxi Pharmaceutical Co., Ltd. | 12,843,661.62 | 12,843,661.62 | ||
| Lijiang Yunquan Biological Development Co., Ltd. | 721,770.39 | 721,770.39 | ||
| Total | 709,353,683.54 | 709,353,683.54 |
(2) Provision for impairment of goodwill
Unit: RMB
| Name of the investee or items forming goodwill | Opening balance | Increase in the current period | Decrease in the current period | Closing balance |
| Provision | Disposal | |||
| YNBY International Limited | 561,515,748.26 | 561,515,748.26 | ||
| Yunnan Baiyao Group Medical Technology Hefei Co., Ltd. | 26,904,931.64 | 26,904,931.64 | ||
| Shanghai Hanshi Health Consulting Co., Ltd. | 23,247,992.08 | 23,247,992.08 | ||
| Lijiang Yunquan Biological Development Co., Ltd. | 721,770.39 | 721,770.39 |
Total
| Total | 612,390,442.37 | 612,390,442.37 |
(3) Related information on asset group or combination of asset groups containing goodwill: None.
(4) Determination of recoverable amount
The recoverable amount is determined based on the net amount obtained by the fair value less the disposal expense
□Applicable ?Not applicable
The recoverable amount is determined based on the present value of estimated future cash flows
□Applicable ?Not applicable
Reasons for significant differences between the foregoing information and information used for impairment testing in previous yearsor external information: None.Reasons for significant differences between the information used in the Company’s impairment tests in previous years and the actualsituation in the corresponding years: None.
(5) Fulfillment of undertakings and goodwill impairment
Performance commitments existed at the time goodwill was formed and the reporting period, or the previous period of the reportingperiod was within the performance commitment period
□ Applicable ? Not applicable
Other explanations: None.
21. Long-term deferred expenses
Unit: RMB
| Item | Opening balance | Increase in the current period | Amortization in the current period | Other decrease | Closing balance |
| Building decoration and project renovation | 119,989,582.68 | 10,924,764.08 | 24,970,004.70 | 2,900,153.66 | 103,044,188.40 |
| Nanping Street renovation project of Yunnan Baiyao | 2,954,145.20 | 0.00 | 1,772,487.18 | 0.00 | 1,181,658.02 |
| Others | 4,138,084.03 | 510,890.03 | 290,418.62 | 2,561,900.67 | 1,796,654.77 |
| Total | 127,081,811.91 | 11,435,654.11 | 27,032,910.50 | 5,462,054.33 | 106,022,501.19 |
Other explanations: None.
22. Deferred income tax assets/deferred income tax liabilities
(1) Deferred income tax assets before offset
Unit: RMB
| Item | Closing balance | Opening balance | ||
| Deductible temporary differences | Deferred income tax assets | Deductible temporary differences | Deferred income tax assets | |
| Provision for asset impairment | 120,159,271.04 | 20,859,872.66 | 98,058,482.77 | 19,885,869.32 |
Unrealised profitsof intra-grouptransactions
| Unrealised profits of intra-group transactions | 276,067,334.56 | 42,602,517.04 | 264,588,567.67 | 42,769,190.08 |
| Deferred income | 276,428,290.16 | 42,036,388.31 | 236,345,643.60 | 36,433,668.40 |
| Provision for credit impairment | 1,161,407,563.85 | 284,516,393.38 | 1,074,991,838.10 | 165,210,239.51 |
| Contractual liabilities | 1,172,594,900.54 | 187,420,768.29 | 1,241,244,032.89 | 188,564,063.04 |
| Payroll payable and long-term employee benefits payable | 619,293,302.12 | 93,429,465.66 | 634,896,697.76 | 95,426,303.19 |
Expenses beyondoverall planning foremployee statusconversion expenses ofstate-owned enterprisesand social securityexpenses of retirees
| 21,490,653.02 | 3,223,597.95 | 20,779,234.95 | 3,116,885.24 | |
| Lease liabilities | 305,479,368.68 | 60,248,843.20 | 268,875,960.32 | 39,373,198.50 |
| Others | 156,335,798.88 | 31,241,520.86 | 89,083,123.75 | 15,590,498.21 |
| Other payables | 773,021,208.56 | 120,743,016.04 | 577,259,909.29 | 88,284,205.86 |
| Losses that can be made up for | 139,490,630.90 | 28,886,888.16 | 153,826,415.38 | 35,665,838.14 |
| Estimated revenue from returns | 183,684,927.60 | 45,835,326.48 | 177,591,180.68 | 26,655,057.25 |
| Total | 5,205,453,249.91 | 961,044,598.03 | 4,837,541,087.16 | 756,975,016.74 |
(2) Deferred income tax liabilities before offset
Unit: RMB
| Item | Closing balance | Opening balance | ||
| Taxable temporary differences | Deferred income tax liabilities | Taxable temporary differences | Deferred income tax liabilities | |
| Right-of-use assets | 281,716,563.21 | 56,705,223.94 | 281,580,952.60 | 41,832,184.12 |
| Cost of returned goods receivable | 173,773,835.60 | 43,364,265.22 | 168,184,196.00 | 25,242,517.92 |
| Changes in fair value | 113,173,290.75 | 16,938,450.69 | 106,362,930.10 | 15,954,439.51 |
| Fixed assets subject to one-time pre-tax deduction | 10,631,919.90 | 2,657,979.98 | 21,032,160.78 | 3,182,909.00 |
| Investment income from business combination not under common control achieved in | 2,282,373.90 | 570,593.48 | 2,282,373.90 | 570,593.48 |
stages
| stages | ||||
| Appreciation of asset valuation | 2,226,835.80 | 556,708.95 | 3,305,149.96 | 826,287.49 |
| Others | 49,441,929.57 | 7,416,289.44 | 41,722,666.75 | 6,258,400.01 |
| Total | 633,246,748.73 | 128,209,511.70 | 624,470,430.09 | 93,867,331.53 |
(3) Deferred income tax assets or liabilities after offset, net
Unit: RMB
| Item | Offsetting amount of deferred income tax assets and deferred income tax liabilities at the end of the reporting period | Closing balance of deferred income tax assets or liabilities after offset | Offsetting amount of deferred income tax assets and deferred income tax liabilities at the beginning of the reporting period | Opening balance of deferred income tax assets or liabilities after offset |
| Deferred income tax assets | 961,044,598.03 | 756,975,016.74 | ||
| Deferred income tax liabilities | 128,209,511.70 | 93,867,331.53 |
(4) Details of unrecognized deferred income tax assets
Unit: RMB
| Item | Closing balance | Opening balance |
| Deductible losses | 901,381,318.37 | 808,060,703.41 |
| Provision for asset impairment | 563,470,353.53 | 555,344,587.39 |
| Deferred income | 26,696,207.60 | 59,147,921.72 |
| Others | 9,534,409.98 | 9,908,046.96 |
| Total | 1,501,082,289.48 | 1,432,461,259.48 |
(5) Deductible losses for which deferred income tax assets were unrecognized will expire in the following years
Unit: RMB
| Year | Closing balance | Opening balance | Remarks |
| 2025 | 2,011,771.72 | 11,001,342.99 | |
| 2026 | 158,790,319.01 | 114,735,981.68 | |
| 2027 | 191,478,387.66 | 176,920,446.70 | |
| 2028 | 248,498,923.75 | 269,325,659.53 | |
| 2029 | 218,897,042.24 | 213,417,423.15 | |
| 2030 | 72,934,885.59 | 4,028,298.39 | |
| 2031 | 2,135,102.79 | 12,861,719.12 | |
| 2032 | 1,599,912.28 | 1,599,912.28 | |
| 2033 | 355,122.11 | 355,122.11 | |
| 2034 | 2,006,985.93 | 3,814,797.46 |
2035
| 2035 | 2,672,865.29 | 0.00 | |
| Total | 901,381,318.37 | 808,060,703.41 |
Other explanations: None.
23. Other non-current assets
Unit: RMB
| Item | Closing balance | Opening balance | ||||
| Book balance | Impairment provision | Book value | Book balance | Impairment provision | Book value | |
| Time deposit and interest | 487,601,083.33 | 487,601,083.33 | 485,794,233.38 | 485,794,233.38 | ||
| Advance payment for the purchase of fixed assets, etc. | 68,045,732.45 | 68,045,732.45 | 21,763,610.34 | 21,763,610.34 | ||
| Stocks of special materials | 42,000,723.80 | 42,000,723.80 | 42,000,723.80 | 42,000,723.80 | ||
| Value-added tax credit refund | 35,013,974.79 | 35,013,974.79 | 35,013,974.79 | 35,013,974.79 | ||
| Cost of returned goods receivable | 18,428,172.48 | 18,428,172.48 | 12,097,575.84 | 12,097,575.84 | ||
| Less: the part due within 1 year | -487,601,083.33 | -487,601,083.33 | -480,295,722.22 | -480,295,722.22 | ||
| Total | 163,488,603.52 | 163,488,603.52 | 116,374,395.93 | 116,374,395.93 | ||
Other explanations: None.
24. Assets with restricted ownership or use rights
Unit: RMB
| Item | At the end of the period | At the beginning of the period | ||||||
| Book balance | Book value | Type of restriction | Restriction | Book balance | Book value | Type of restriction | Restriction | |
| Cash and bank balance | 16,404,177.76 | 16,404,177.76 | Security deposit | Letter of guarantee margin, banker’s acceptance bill margin, performance bond margin, etc. | 21,699,196.16 | 21,699,196.16 | Security deposit | Letter of guarantee margin, banker’s acceptance bill margin, performance bond margin, etc. |
| Cash and bank balance | 2,648,494.30 | 2,648,494.30 | Special use | Special fund for housing reform and housing maintenance costs | 2,648,389.00 | 2,648,389.00 | Special use | Special fund for housing reform and housing maintenance costs |
| Cash and bank balance | 3,120,832.53 | 3,120,832.53 | Property preservation | Property preservation | ||||
| Various assets of the restructured special account | 579,156,892.96 | 579,156,892.96 | Special use | Special fund for paying the cost of employee status conversion in state-owned enterprises | 588,106,000.80 | 588,106,000.80 | Special use | Special fund for paying the cost of employee status conversion in state-owned enterprises |
Long-termequityinvestments
| Long-term equity investments | 12,061,376,588.76 | 12,061,376,588.76 | Within the restricted period | Shares shall not be transferred within 36 months from the completion of the private placement | ||||
| Total | 601,330,397.55 | 601,330,397.55 | 12,673,830,174.72 | 12,673,830,174.72 |
Other explanations: None.
25. Short-term loans
(1) Classification of short-term loans
Unit: RMB
| Item | Closing balance | Opening balance |
| Loan in credit | 402,133,333.39 | |
| Discounted internal bills | 10,169,668.64 | 21,246,939.25 |
| Total | 10,169,668.64 | 423,380,272.64 |
Explanation on classification of short-term loans: None.
(2) Overdue and outstanding short-term loans: None.
26. Notes payable
Unit: RMB
| Type | Closing balance | Opening balance |
| Banker’s acceptance bill | 1,892,718,040.48 | 1,913,702,684.41 |
| Total | 1,892,718,040.48 | 1,913,702,684.41 |
Total notes payable due and unpaid at the end of the period were RMB 0.00.
27. Accounts payable
(1) Accounts payable
Unit: RMB
| Item | Closing balance | Opening balance |
| Payment for engineering equipment and others | 280,683,132.02 | 253,824,460.16 |
| Payment for goods | 4,950,972,955.17 | 4,504,527,943.71 |
| Total | 5,231,656,087.19 | 4,758,352,403.87 |
(2) Major accounts payable aged over one year: None.
28. Other payables
Unit: RMB
| Item | Closing balance | Opening balance |
| Dividend payable | 86,490,742.04 | |
| Other payables | 1,562,291,988.77 | 1,300,141,934.71 |
| Total | 1,562,291,988.77 | 1,386,632,676.75 |
(1) Interests payable: None.
(2) Dividend payable
Unit: RMB
| Item | Closing balance | Opening balance |
| State-owned Assets Supervision and Administration Commission of the People’s Government of Yunnan Province, New Huadu Industrial Group Co., Ltd. | 86,490,742.04 | |
| Total | 86,490,742.04 |
Other explanations: It included the major payable but unpaid dividends aged over one year. The reasons for the unpayment shouldbe disclosed: None.
(3) Other payables
1) Other payables by nature of payment
Unit: RMB
| Item | Closing balance | Opening balance |
| Deposits and guarantees | 297,187,918.82 | 298,287,462.43 |
| Collection and payment | 196,664,913.41 | 140,402,907.16 |
| Other current accounts | 118,693,929.00 | 103,612,259.40 |
| Market maintenance fee | 860,135,810.90 | 673,934,303.55 |
| Hospital management fee payable | 54,580,637.75 | 51,844,605.65 |
| Others | 35,028,778.89 | 32,060,396.52 |
| Total | 1,562,291,988.77 | 1,300,141,934.71 |
2) Other important payables aged over 1 year or overdue: None.
29. Receipts in advance
(1) Receipts in advance
Unit: RMB
| Item | Closing balance | Opening balance |
| Receipts in advance - lease | 964,631.77 | 446,673.78 |
| Total | 964,631.77 | 446,673.78 |
(2) Major receipts in advance aged over one year or overdue: None.
30. Contractual liabilities
Unit: RMB
| Item | Closing balance | Opening balance |
| Receipts in advance - goods contract | 1,606,131,214.17 | 1,914,556,130.56 |
| Others | 1,590,828.47 | 1,567,256.60 |
Total
| Total | 1,607,722,042.64 | 1,916,123,387.16 |
Significant contractual liabilities aged more than 1 year: None.The amount of and reasons for significant changes in the book value during the reporting period: None.
31. Payroll payable
(1) Payroll payable
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance |
| I. Short-term compensation | 1,212,565,480.98 | 1,144,562,106.48 | 1,345,417,983.58 | 1,011,709,603.88 |
| II. Welfare after demission - defined contribution plan | 63,375,884.85 | 107,619,341.44 | 107,042,723.64 | 63,952,502.65 |
| III. Dismissal welfares | 8,009,462.99 | 2,766,099.59 | 8,037,192.55 | 2,738,370.03 |
| IV. Other welfares due within one year | 0.00 | 245,722.81 | 84,074.70 | 161,648.11 |
| Total | 1,283,950,828.82 | 1,255,193,270.32 | 1,460,581,974.47 | 1,078,562,124.67 |
(2) Short-term compensation
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance |
| 1. Salary, bonus, allowance, and subsidy | 545,205,297.02 | 882,341,111.13 | 1,089,938,011.11 | 337,608,397.04 |
| 2. Staff welfare | 23,757,984.38 | 52,374,798.16 | 40,363,647.26 | 35,769,135.28 |
| 3. Social insurance contribution | 1,109,615.16 | 59,375,667.32 | 59,141,158.57 | 1,344,123.91 |
| Including: Medical insurance premiums | 1,022,522.87 | 51,270,701.74 | 51,047,950.25 | 1,245,274.36 |
| Industrial injury insurance premiums | 46,137.70 | 4,133,071.92 | 4,116,016.92 | 63,192.70 |
| Maternity insurance premiums | 40,954.59 | 3,971,893.66 | 3,977,191.40 | 35,656.85 |
| 4. Housing provident fund | 1,342,383.35 | 62,548,073.50 | 62,329,620.58 | 1,560,836.27 |
| 5. Union dues and staff training fees | 40,977,853.89 | 19,363,410.31 | 15,521,032.66 | 44,820,231.54 |
| 6. Short-term paid absence | 0.00 | |||
| 7. Short-term profit-sharing plan | 582,623,599.84 | 0.00 | 0.00 | 582,623,599.84 |
| 8. Other short-term compensation | 17,548,747.34 | 68,559,046.06 | 78,124,513.40 | 7,983,280.00 |
| Total | 1,212,565,480.98 | 1,144,562,106.48 | 1,345,417,983.58 | 1,011,709,603.88 |
(3) Defined contribution plans
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance |
| 1. Basic endowment insurance | 1,892,951.88 | 102,670,966.79 | 102,110,794.11 | 2,453,124.56 |
| 2. Unemployment insurance premiums | 71,770.37 | 4,918,531.92 | 4,902,086.80 | 88,215.49 |
| 3. Corporate pension payment | 61,411,162.60 | 29,842.73 | 29,842.73 | 61,411,162.60 |
| Total | 63,375,884.85 | 107,619,341.44 | 107,042,723.64 | 63,952,502.65 |
Other explanations: None.
32. Tax payables
Unit: RMB
| Item | Closing balance | Opening balance |
| Corporate income tax | 351,982,256.81 | 312,428,903.46 |
| Individual income tax | 7,626,259.12 | 22,714,512.22 |
| Value added tax | 270,233,702.20 | 63,461,639.78 |
| Property tax | 11,081,617.51 | 13,699,166.25 |
| Land use tax | 5,252,176.04 | 5,538,344.78 |
| Stamp duty | 4,950,399.31 | 7,385,564.48 |
| Consumption tax | 2,202,350.70 | |
| Resource tax | 1,268.80 | 3,000.00 |
| Education surcharge | 7,671,864.07 | 3,014,717.15 |
| Urban maintenance and construction tax | 19,207,809.98 | 8,407,433.24 |
| Local education surcharge | 6,151,753.13 | 2,005,874.44 |
| Collected and remitted taxes and fees | 9,443,124.41 | 25,681,893.64 |
| Environmental protection tax | 4,979.19 | 3,629.23 |
| Water conservancy fund | 65,371.27 | 56,737.77 |
| Total | 693,672,581.84 | 466,603,767.14 |
Other explanations: None.
33. Non-current liabilities due within one year
Unit: RMB
| Item | Closing balance | Opening balance |
| Lease liabilities due within one year | 100,970,331.44 | 88,436,075.74 |
| Total | 100,970,331.44 | 88,436,075.74 |
Other explanations: None.
34. Other current liabilities
Unit: RMB
| Item | Closing balance | Opening balance |
Transfer to output tax
| Transfer to output tax | 470,215,948.32 | 454,197,724.34 |
| Returns payable | 163,002,399.83 | 164,864,900.59 |
| Special financial support funds of “transferring loan to subsidy” for the use of intelligent voice cluster development base in the R&D project of intelligent medical devices based on medical big data | 1,800,000.00 | 1,800,000.00 |
| Total | 635,018,348.15 | 620,862,624.93 |
Changes in short-term bonds payable: None.
35. Long-term loans
(1) Long-term loans by type
Unit: RMB
| Item | Closing balance | Opening balance |
| Loan in credit | 2,100,000.00 | 2,100,000.00 |
| Total | 2,100,000.00 | 2,100,000.00 |
Explanation on classification of long-term loans: None.Other explanations, including the range of interest rate: None.
36. Lease liabilities
Unit: RMB
| Item | Closing balance | Opening balance |
| Houses and buildings | 282,762,076.15 | 272,449,967.85 |
| Machinery and equipment | 2,665,560.08 | 2,982,837.50 |
| Right of land use | 2,794,900.27 | 3,660,260.62 |
| Less: Non-current liabilities reclassified to liabilities due within one year | -100,970,331.44 | -88,436,075.74 |
| Total | 187,252,205.06 | 190,656,990.23 |
Other explanations: None.
37. Long-term payables
Unit: RMB
| Item | Closing balance | Opening balance |
| Long-term payables | 572,211,733.58 | 586,694,704.41 |
| Special payables | 4,838,584.16 | 4,838,584.16 |
| Total | 577,050,317.74 | 591,533,288.57 |
(1) Long-term payables by nature of payment
Unit: RMB
| Item | Closing balance | Opening balance |
Expenses beyond overall planning foremployee status conversion expensesof state-owned enterprises and socialsecurity expenses of retirees
| Expenses beyond overall planning for employee status conversion expenses of state-owned enterprises and social security expenses of retirees | 572,211,733.58 | 586,694,704.41 |
Other explanations: None.
(2) Special payables
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | Reasons |
| Preliminary funds | 888,468.00 | 888,468.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| for major | |||||
| technological | |||||
| transformation | |||||
| projects | |||||
| Fulintang chain operating funds | 500,000.00 | 500,000.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| Funds for Kunming medicine distribution center | 500,000.00 | 500,000.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| Yunnan Panax notoginseng brand registration project | 164,272.00 | 164,272.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| Group company management information system project | 250,978.00 | 250,978.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| Group company technology center construction expenses | 231,265.00 | 231,265.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| Nefuramide oxalate project funding | 85,426.00 | 85,426.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| Yunnan Natural Medicine Engineering Center project | 998,506.00 | 998,506.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| New drug research project for treatment of back pulp injury | 472,062.56 | 472,062.56 | Transfer from Baiyao Holdings due to merger by absorption |
Materialpurchase projectresearch expense
| Material purchase project research expense | 489,575.00 | 489,575.00 | Transfer from Baiyao Holdings due to merger by absorption | ||
| R&D of redesigned drugs for treating cardiovascular and cerebrovascular diseases (TCM) | 258,031.60 | 258,031.60 | Transfer from Baiyao Holdings due to merger by absorption | ||
| Total | 4,838,584.16 | 4,838,584.16 |
Other explanations: None.
38. Long-term payroll payable
(1) Details of long-term payroll payable
Unit: RMB
| Item | Closing balance | Opening balance |
| II. Dismissal welfares | 270,376.25 | 417,539.44 |
| III. Other long-term welfares | 995,385.52 | 878,826.00 |
| Total | 1,265,761.77 | 1,296,365.44 |
(2) Change of defined benefit plan: None.
39. Estimated liabilities
Unit: RMB
| Item | Closing balance | Opening balance | Reasons |
| Returns payable | 19,837,374.22 | 12,726,280.09 | Returns payable not settled within one year |
| Total | 19,837,374.22 | 12,726,280.09 |
Other explanations, including important assumptions and estimates related to significant estimated liabilities: None.
40. Deferred income
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | Reasons |
| Government subsidies | |||||
| Including: Government subsidies related to income | 133,786,181.20 | 14,787,000.00 | 1,767,257.96 | 146,805,923.24 | |
| Government subsidies related to assets | 161,707,384.12 | 700,000.00 | 6,088,809.60 | 156,318,574.52 |
Total
| Total | 295,493,565.32 | 15,487,000.00 | 7,856,067.56 | 303,124,497.76 | -- |
Other explanations: None.
41. Other non-current liabilities
Unit: RMB
| Item | Closing balance | Opening balance |
| Receipts of real estate sale under staff housing reform | 1,931,554.36 | 1,931,554.36 |
| Total | 1,931,554.36 | 1,931,554.36 |
Other explanations: None.
42. Share capital
Unit: RMB
| Opening balance | Increase or decrease (+,-) | Closing balance | |||||
| Issuance of new shares | Share dividend | Capitalization of capital reserve into share capital | Others | Subtotal | |||
| Total number of shares | 1,784,262,603.00 | 1,784,262,603.00 | |||||
Other explanations: None.
43. Capital reserves
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance |
| Capital premium (equity premium) | 17,480,187,335.11 | 37,009,868.76 | 17,517,197,203.87 | |
| Other capital reserves | 156,961,488.37 | 15,826,190.78 | 172,787,679.15 | |
| Total | 17,637,148,823.48 | 52,836,059.54 | 17,689,984,883.02 |
Other explanations, including changes and reasons thereof during the reporting period:
(1) On May 22, 2025, the placement of 800,000,000 by YNBY International made the number of its total issuedshares increased to 7,599,914,160 shares from 6,799,914,160 shares. The Company held 5,009,936,360 shares in YNBYInternational, accounting for 65.92% of its total issued shares. This was a trading featured with changes in the owners’equity held in its subsidiary but the owner still controlled over its subsidiary. So, this trading was deemed as an equitytrading, increasing correspondingly the capital reserves (capital premium or equity premium) by RMB 37,009,868.76.
(2) The Company recognized changes in its other equities held in its associates and its shares were dilutedcaused by issuance of new shares after exercise of rights in this year, giving an increase of the Company’s capitalreserves – other capital reserves by RMB 15,826,190.78 according to the Company’s shareholding ratio.
44. Other comprehensive income
Unit: RMB
| Item | Opening balance | Amount for the current period | Closing balance | |||||
| Amount before income tax in the current period | Less: Amount previously included in other comprehensive income but transferred to profits and losses in the current period | Less: Amount previously included in other comprehensive income but transferred to retained earnings in the current period | Less: income tax expenses | That attributable to the parent after tax | That attributable to minority interests after tax | |||
| I. Other comprehensive incomes that will not be reclassified into profits or losses | -1,616,965.82 | -1,680,417.88 | -1,680,417.88 | -3,297,383.70 | ||||
| Other comprehensive income that cannot be transferred to profits or losses under equity method | -1,616,965.82 | -1,680,417.88 | -1,680,417.88 | -3,297,383.70 | ||||
| II. Other comprehensive incomes to be reclassified into profits and losses | -99,646,390.49 | 6,293,520.03 | 0.00 | 0.00 | 0.00 | 4,938,869.42 | 1,354,650.61 | -94,707,521.07 |
| Including: Other comprehensive income that can be transferred to profits or losses under equity method | -61,216,791.66 | 2,427,464.76 | 2,427,464.76 | -58,789,326.90 | ||||
| Exchange differences from translation of financial statements denominated in foreign currencies | -38,429,598.83 | 3,866,055.27 | 2,511,404.66 | 1,354,650.61 | -35,918,194.17 | |||
| Total other comprehensive income | -101,263,356.31 | 4,613,102.15 | 3,258,451.54 | 1,354,650.61 | -98,004,904.77 | |||
Other explanations, including adjustments to the effective portion of the cash flow hedge profits or losses transferred to the amount initially recognized for the hedged item: None.
45. Surplus Reserves
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance |
| Statutory surplus reserves | 2,530,458,968.58 | 2,530,458,968.58 | ||
| Total | 2,530,458,968.58 | 2,530,458,968.58 |
Explanations on surplus reserves, including changes and reasons thereof for the period: None.
46. Undistributed profit
Unit: RMB
| Item | Current period | Previous period |
| Undistributed profit at the end of the previous period before adjustment | 16,981,339,385.76 | 18,102,147,836.12 |
| Undistributed profit at the beginning of the period after adjustment | 16,981,339,385.76 | 18,102,147,836.12 |
| Plus: Net profits attributable to equity owners of the parent in the current period | 3,632,911,303.12 | 4,749,415,499.55 |
| Ordinary share dividends payable | 2,114,351,184.56 | 5,870,223,949.91 |
| Undistributed profit at the end of the period | 18,499,899,504.32 | 16,981,339,385.76 |
Details on adjustment of undistributed profits at the beginning of the period:
1) Due to retrospective adjustments in accordance with Accounting Standards for Business Enterprises and relevant new provisions, the undistributed profits at the beginning of the periodwere affected by RMB 0.00.
2) Due to changes in accounting policies, the undistributed profits at the beginning of the period were affected by RMB 0.00.
3) Due to correction of material accounting errors, the undistributed profits at the beginning of the period were affected by RMB 0.00.
4) Due to changes in the consolidation scope under common control, the undistributed profits at the beginning of the period were affected by RMB 0.00.
5) Due to other adjustments, the undistributed profits at the beginning of the period were affected by RMB 0.00.
47. Operating revenue and operating cost
Unit: RMB
| Item | Amount for the current period | Amount for the previous period | ||
| Revenue | Cost | Revenue | Cost | |
| Principal businesses | 21,235,801,094.89 | 14,684,081,632.34 | 20,417,596,599.08 | 14,450,146,794.38 |
| Other businesses | 21,301,801.13 | 13,786,436.95 | 37,689,688.44 | 12,663,156.47 |
| Total | 21,257,102,896.02 | 14,697,868,069.29 | 20,455,286,287.52 | 14,462,809,950.85 |
Breakdown information of operating revenue and operating cost:
Unit: RMB
| Type of contract | Drug sales | Health and daily chemical | TCM resources | Pharmaceutical distribution | Others | Total | ||||||
| Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | |
| Business type | 4,644,731,318.19 | 1,377,205,543.12 | 3,501,584,892.86 | 1,093,120,220.12 | 972,896,205.17 | 836,795,160.87 | 11,766,118,529.74 | 11,061,297,792.48 | 371,771,950.06 | 329,449,352.70 | 21,257,102,896.02 | 14,697,868,069.29 |
| Including: | ||||||||||||
| Industry sales income | 4,644,731,318.19 | 1,377,205,543.12 | 3,501,584,892.86 | 1,093,120,220.12 | 343,081,723.75 | 252,006,742.36 | 0.00 | 0.00 | 15,001,849.13 | 4,723,388.61 | 8,504,399,783.93 | 2,727,055,894.21 |
| Commercial sales income | 0.00 | 0.00 | 0.00 | 0.00 | 623,524,907.08 | 578,494,321.91 | 11,766,118,529.74 | 11,061,297,792.48 | 318,498,952.78 | 298,474,585.66 | 12,708,142,389.60 | 11,938,266,700.05 |
| Technical services | 0.00 | 0.00 | 0.00 | 0.00 | 5,357,121.08 | 4,983,013.93 | 0.00 | 0.00 | 10,812,533.21 | 8,655,979.90 | 16,169,654.29 | 13,638,993.83 |
| Hotel catering industry | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 6,156,813.81 | 3,808,961.58 | 6,156,813.81 | 3,808,961.58 |
Plantingsalesincome
| Planting sales income | 0.00 | 0.00 | 0.00 | 0.00 | 932,453.26 | 1,311,082.67 | 0.00 | 0.00 | 0.00 | 0.00 | 932,453.26 | 1,311,082.67 |
| Others | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 21,301,801.13 | 13,786,436.95 | 21,301,801.13 | 13,786,436.95 |
| By operating areas | 4,644,731,318.19 | 1,377,205,543.12 | 3,501,584,892.86 | 1,093,120,220.12 | 972,896,205.17 | 836,795,160.87 | 11,766,118,529.74 | 11,061,297,792.48 | 371,771,950.06 | 329,449,352.70 | 21,257,102,896.02 | 14,697,868,069.29 |
| Including: | ||||||||||||
| In Yunnan province | 584,029,038.18 | 111,297,122.93 | 125,880,174.28 | 33,103,236.45 | 614,943,404.07 | 510,494,179.24 | 11,744,158,712.13 | 11,037,635,407.47 | 115,972,109.26 | 88,529,263.24 | 13,184,983,437.92 | 11,781,059,209.33 |
| Outside Yunnan province (excluding overseas) | 4,055,989,037.01 | 1,264,259,912.19 | 3,374,260,632.01 | 1,059,608,095.52 | 316,352,885.57 | 285,861,633.93 | 21,959,817.61 | 23,662,385.01 | 73,270,995.86 | 62,501,421.36 | 7,841,833,368.06 | 2,695,893,448.01 |
| Overseas | 4,713,243.00 | 1,648,508.00 | 1,444,086.57 | 408,888.15 | 41,599,915.53 | 40,439,347.70 | 0.00 | 0.00 | 182,528,844.94 | 178,418,668.10 | 230,286,090.04 | 220,915,411.95 |
Information related to performance obligations: The Company and its subsidiaries are mainly engaged in sale of drugs, medicinalmaterials, health and daily chemical products, etc. and recognize the realization of revenue upon delivery of products to customersand confirmation by customers that they have obtained control over the products. No contracts are for the purpose of significantfinancing. But some contracts may include some discount and concession clauses. Usually, no contracts contain expected refundsto customers or other similar obligations assumed by the Company.Other explanations: None.Information related to the transaction price allocated to remaining performance obligations:
As of the end of this reporting period, the income corresponding to the performance obligations that have been contracted butnot yet fulfilled or completed is RMB 0.00.Information about variable consideration in the contract: None.Significant contract changes or significant adjustments to the transaction price: None.
48. Taxes and surcharges
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Property tax | 12,418,205.22 | 10,775,652.51 |
| Land use tax | 5,379,563.73 | 5,485,490.94 |
| Stamp duty | 10,413,199.41 | 12,923,290.36 |
| Vehicle and vessel use tax | 68,236.50 | 69,522.55 |
| Consumption tax | 90,599.59 | 295,265.87 |
| Education surcharge | 23,824,953.63 | 22,660,975.14 |
| Urban maintenance and construction tax | 56,335,793.96 | 52,049,849.11 |
| Local education surcharge | 17,085,636.36 | 15,105,396.00 |
| Others | 157,464.75 | 186,377.01 |
| Total | 125,773,653.15 | 119,551,819.49 |
Other explanations: None.
49. Administrative expenses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Employee compensation | 220,150,105.14 | 191,576,372.21 |
| Depreciation and amortization | 42,231,339.89 | 43,832,506.15 |
| Agency service fee | 15,634,005.27 | 20,230,312.27 |
| Office expenses | 13,222,610.61 | 4,949,786.19 |
| Travel expenses | 8,830,501.17 | 8,435,899.68 |
| Maintenance fee | 578,273.51 | 891,388.27 |
| Security and cleaning fee | 4,932,048.51 | 4,039,639.25 |
| Business entertainment fee | 4,533,911.81 | 6,728,550.46 |
| Utilities and property management fee | 4,143,847.39 | 5,258,288.01 |
| Afforestation and pollution discharge fee | 1,537,568.00 | 1,715,840.75 |
| Lease cost | 1,249,073.17 | 3,395,107.79 |
| Others | 46,435,758.98 | 36,356,329.45 |
| Total | 363,479,043.45 | 327,410,020.48 |
Other explanations: None.
50. Selling expenses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Employee compensation | 678,291,868.07 | 693,869,875.78 |
| Display expenses | 535,889,331.94 | 236,563,579.17 |
| Business promotion expenses | 451,443,263.66 | 374,996,687.38 |
| Advertising expenses | 283,935,986.74 | 212,257,895.40 |
| Marketing service fees | 84,210,520.18 | 184,141,383.69 |
| Promotional staff expenses | 92,216,999.74 | 127,076,696.08 |
| Travel expenses | 63,980,897.09 | 64,946,316.69 |
| Conference service fees | 41,064,583.09 | 61,665,961.28 |
| Depreciation and amortization | 41,044,875.76 | 39,747,285.80 |
| Others | 244,293,530.77 | 301,555,809.32 |
| Total | 2,516,371,857.04 | 2,296,821,490.59 |
Other explanations: None.
51. R&D expenses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Employee compensation | 74,108,094.35 | 68,904,549.49 |
| Materials consumption and inspection fee | 26,337,827.78 | 22,733,275.03 |
| Commissioned R&D cost | 23,531,702.05 | 32,142,383.35 |
| Depreciation and amortization | 13,240,528.82 | 5,687,670.77 |
| New product design fee | 6,172,392.65 | 4,615,013.16 |
| Others | 12,509,593.92 | 13,960,127.54 |
| Total | 155,900,139.57 | 148,043,019.34 |
Other explanations: None
52. Financial expenses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Interest expenses | 10,821,177.16 | 27,648,907.91 |
| Less: interest income | 49,581,264.78 | 162,711,635.16 |
| Net loss on foreign exchange | 13,055,426.98 | -1,841,489.74 |
| Bank charges | 2,598,053.21 | 7,284,938.64 |
| Others | ||
| Total | -23,106,607.43 | -129,619,278.35 |
Other explanations: None.
53. Other income
Unit: RMB
| Other sources of income | Amount for the current period | Amount for the previous period |
| Government subsidies directly included in current profit and loss during the period | 12,325,615.11 | 22,618,622.37 |
| Amortization of government subsidies related to assets | 6,088,809.60 | 8,683,691.00 |
| Amortization of government subsidies related to income | 1,767,257.96 | 2,563,800.24 |
| Return of individual income tax service charge | 3,802,493.92 | 9,581,633.20 |
| Others | 3,422,221.90 | 4,473,124.93 |
| Total | 27,406,398.49 | 47,920,871.74 |
54. Gains on changes in fair value
Unit: RMB
| Sources of gains on changes in fair value | Amount for the current period | Amount for the previous period |
| Financial assets held for trading | 33,268,150.43 | 16,811,914.40 |
| Other non-current financial assets | 36,769,346.33 | -12,215,037.59 |
| Total | 70,037,496.76 | 4,596,876.81 |
Other explanations: None.
55. Investment income
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Gain on long-term equity investments under the equity method | 783,530,345.39 | 506,633,970.31 |
| Investment income from disposal of financial assets held for trading | 62,659,897.96 | -12,988,016.22 |
| Investment income from disposal of other non-current financial assets | 15,898,940.95 | |
| Investment income earned during the holding period of other non-current financial assets | 0.00 | 3,427,111.75 |
| Others | -22,460,467.65 | -19,574,751.35 |
| Total | 839,628,716.65 | 477,498,314.49 |
Other explanations: None.
56. Credit impairment losses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Bad debt losses on accounts receivable | -133,537,271.89 | -88,711,574.60 |
Bad debt losses on other receivables
| Bad debt losses on other receivables | 35,154,629.28 | 5,949,239.48 |
| Total | -98,382,642.61 | -82,762,335.12 |
Other explanations: None.
57. Asset impairment losses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| I. Inventory impairment losses and contract performance cost impairment losses | -41,743,184.35 | -3,578,591.92 |
| II. Impairment loss of fixed assets | -2.61 | |
| Total | -41,743,184.35 | -3,578,594.53 |
Other explanations: None.
58. Gains on disposal of assets
Unit: RMB
| Source of gains on disposal of assets | Amount for the current period | Amount for the previous period |
| Profit from disposal of non-current assets | 2,262,598.53 | -552,966.50 |
| Profit from disposal of right-of-use assets | 290,131.30 | -1,039,168.13 |
| Total | 2,552,729.83 | -1,592,134.63 |
59. Non-operating revenue
Unit: RMB
| Item | Amount for the current period | Amount for the previous period | Amount of non-recurring profits or losses included in the current period |
| Profits from destruction and scrapping of non-current assets | 460.18 | 83,877.29 | 460.18 |
| Including: fixed assets | 460.18 | 83,877.29 | 460.18 |
| Others | 17,524,980.81 | 4,347,824.42 | 17,524,980.81 |
| Total | 17,525,440.99 | 4,431,701.71 |
Other explanations: None.
60. Non-operating expenses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period | Amount of non-recurring profits or losses included in the current period |
External donations
| External donations | 3,042,269.30 | 3,130,241.66 | 3,042,269.30 |
| Losses from destruction and scrapping of non-current assets | 147,310.51 | 149,829.54 | 147,310.51 |
| Including: fixed assets | 147,310.51 | 149,829.54 | 147,310.51 |
| Others | 2,780,275.11 | 1,475,553.56 | 2,780,275.11 |
| Total | 5,969,854.92 | 4,755,624.76 |
Other explanations: None.
61. Income tax expense
(1) Table of income tax expenses
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Current income tax expenses | 757,017,264.51 | 572,852,946.49 |
| Deferred income tax expenses | -169,745,390.66 | -90,787,456.62 |
| Total | 587,271,873.85 | 482,065,489.87 |
(2) Adjustment process of accounting profit and income tax expense
Unit: RMB
| Item | Amount for the current period |
| Total profit | 4,231,871,841.79 |
| Income tax expense calculated at statutory/applicable tax rate | 634,780,776.27 |
| Effect of different tax rates applied to subsidiaries | 55,724,454.57 |
| Effect of adjusting income tax for prior periods | 103,854,849.87 |
| Effect of non-taxable income | -132,098,371.02 |
| Effect of non-deductible costs, expenses and losses | 31,362,403.98 |
| Effect of the use of the deductible losses of the deferred tax assets not recognized in prior periods | -18,365,060.49 |
| Effect of deductible temporary differences or deductible losses of the deferred income tax assets not recognized in the current period | 28,496,029.84 |
| Change in the balance of deferred income tax assets/liabilities at the beginning of the year due to tax rate adjustments | -98,683,068.10 |
| Extra deductions for R&D costs | -18,646,834.33 |
| Others | 846,693.26 |
| Income tax expenses | 587,271,873.85 |
Other explanations: None.
62. Other comprehensive income
For details, please refer to Note 44 “Other comprehensive income.”
63. Cash flow statement
(1) Cash relating to operating activities
Other cash received relating to operating activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Interest income | 49,581,264.78 | 160,542,220.78 |
| Deposits and guarantees | 79,075,011.67 | 58,473,746.22 |
| Government subsidy | 35,902,118.61 | 51,052,696.48 |
| Current account and petty cash | 118,959,071.16 | 45,935,859.53 |
| Others | 97,074,597.57 | 39,393,081.70 |
| Total | 380,592,063.79 | 355,397,604.71 |
Explanations on other cash received relating to operating activities: None.Other cash payments relating to operating activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Expenses of cost nature | 1,628,887,047.85 | 1,191,200,957.11 |
| Deposits and guarantees | 80,757,823.69 | 22,936,940.61 |
| Current account and petty cash | 96,355,202.04 | 87,712,907.26 |
| Others | 36,580,390.86 | 9,721,745.05 |
| Total | 1,842,580,464.44 | 1,311,572,550.03 |
Explanations on other cash payments relating to operating activities: None.
(2) Cash relating to investment activities
Other cash received relating to investment activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Principal and interest of time deposits and other bank deposits redeemed | 145,116,700.00 | 3,807,040,500.00 |
| Total | 145,116,700.00 | 3,807,040,500.00 |
Important cash received relating to investment activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Principal of stocks, financial products, etc. | 2,345,628,996.48 | 3,145,988.51 |
Time deposits and other bank deposits
| Time deposits and other bank deposits | 145,116,700.00 | 3,807,040,500.00 |
| Total | 2,490,745,696.48 | 3,810,186,488.51 |
Explanations on other cash received relating to investment activities: None.Other cash payments relating to investment activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Time deposits and other bank deposits | 482,620,900.00 | 2,936,895,000.00 |
| Total | 482,620,900.00 | 2,936,895,000.00 |
Important cash payments relating to investment activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Time deposits and other bank deposits | 482,620,900.00 | 2,936,895,000.00 |
| Cash paid to acquire fixed assets, intangible assets and other long-term assets | 204,046,627.53 | 248,334,378.59 |
| Banking products and other wealth management products | 2,800,000,000.00 | 900,000,000.00 |
| Total | 3,486,667,527.53 | 4,085,229,378.59 |
Explanations on other cash payments relating to investment activities: None.
(3) Cash relating to financing activities
Other cash received relating to financing activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Individual income tax on dividend distribution | 39,062,080.04 | 40,525,603.23 |
| Total | 39,062,080.04 | 40,525,603.23 |
Explanations on other cash received relating to financing activities: None.Other cash payments relating to financing activities
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Payment of lease costs | 45,446,663.39 | 45,614,567.75 |
| Handling fee for dividend distribution | 421,750.46 | 1,515,823.13 |
| Individual income tax on dividend distribution | 46,623,989.32 | 24,887,761.50 |
| Total | 92,492,403.17 | 72,018,152.38 |
Explanations on other cash payments relating to financing activities: None.Change of liabilities resulting from financing activities?Applicable □Not applicable
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | ||
| Cash change | Non-cash change | Cash change | Non-cash change | |||
| Short-term borrowings | 423,380,272.64 | 10,169,668.64 | 22,411.17 | 421,860,617.61 | 1,542,066.20 | 10,169,668.64 |
| Dividend payable | 86,490,742.04 | 2,114,351,175.94 | 2,200,841,917.98 | 0.00 | ||
| Lease liabilities (Lease liabilities due within one year inclusive) | 190,656,990.23 | 54,883,658.36 | 41,773,408.80 | 16,515,034.73 | 187,252,205.06 | |
| Long-term borrowings | 2,100,000.00 | 2,100,000.00 | ||||
| Total | 702,628,004.91 | 10,169,668.64 | 2,169,257,245.47 | 2,664,475,944.39 | 18,057,100.93 | 199,521,873.70 |
(4) Explanation on presentation of cash flow in net amount: None.
(5) Significant activities and financial effects that do not involve current cash receipts and disbursementsbut affect the enterprise’s financial position or may affect the enterprise’s cash flows in the future
None.
64. Supplementary information of cash flow statement
(1) Supplementary information of cash flow statement
Unit: RMB
| Supplementary information | Amount for the current period | Amount for the previous period |
| 1. Reconciliation of net profit to cash flows from operating activities: | ||
| Net profit | 3,644,599,967.94 | 3,189,962,850.96 |
| Plus: Impairment provision for assets | 140,125,826.96 | 86,340,929.65 |
| Depreciation of fixed assets, depreciation of oil and gas assets, depreciation of productive biological assets | 101,222,940.05 | 103,037,172.29 |
| Depreciation of right-of-use assets | 56,286,759.64 | 42,414,619.67 |
| Amortization of intangible assets | 13,534,265.25 | 12,159,001.35 |
| Amortization of long-term deferred expenses | 27,032,910.50 | 19,405,792.34 |
| Loss on disposal of fixed assets, intangible assets and other long-term assets (gain is indicated with “-”) | -2,262,598.53 | 1,592,134.63 |
| Losses on scrapping of fixed assets (gain is indicated with “-”) | 146,850.33 | 65,952.25 |
| Losses on changes in fair value (gain is | -70,037,496.76 | -4,596,876.81 |
Conversion of debts into capital
| Conversion of debts into capital | ||
| Convertible corporate bonds due within one year | ||
| Fixed assets acquired under finance leases | ||
| 3. Net changes in cash and cash equivalents: | ||
| Closing balance of cash | 10,692,498,963.32 | 14,062,236,665.43 |
| Less: Opening balance of cash | 10,275,529,575.34 | 14,151,765,468.49 |
| Plus: Closing balance of cash equivalents | ||
| Less: Opening balance of cash equivalents | ||
| Net increase in cash and cash equivalents | 416,969,387.98 | -89,528,803.06 |
(2) Net cash paid for acquisitions of subsidiaries for the period: None.
(3) Net cash received from disposal of subsidiaries for the period: None.
(4) Composition of cash and cash equivalents
Unit: RMB
| Item | Closing balance | Opening balance |
| I. Cash | 10,692,498,963.32 | 10,275,529,575.34 |
| Including: Cash on hand | 146,174.20 | 124,469.53 |
| Bank deposit available | 10,596,856,934.02 |
indicated with “-”)
| indicated with “-”) | ||
| Financial expenses (income is indicated with “-”) | 10,821,177.16 | 27,648,907.91 |
| Investment losses (gain is indicated with “-”) | -873,839,341.77 | -477,498,314.49 |
| Decrease of deferred income tax assets (increase is indicated with “-”) | -204,069,581.29 | -107,322,722.98 |
| Increase of deferred income tax liabilities (decrease is indicated with “-”) | 34,342,180.17 | 16,535,266.36 |
| Decrease in inventories (increase is indicated with “-”) | 417,205,595.88 | 450,556,841.55 |
| Decrease in operating receivable items (increase is indicated with “-”) | -148,312,791.38 | -739,995,094.96 |
| Increase in operating payable items (decrease is indicated with “-”) | 804,585,525.61 | 623,860,555.14 |
| Others | 9,805,013.01 | 17,450,377.13 |
| Net cash flows from operating activities | 3,961,187,202.77 | 3,261,617,391.99 |
| 2. Major investment and financing activities irrelevant to cash income and expense: |
for payment at any time
| for payment at any time | ||
| Other cash and bank balance available for payment at any time | 95,495,855.10 | 52,831,059.75 |
| III. Closing balance of cash and cash equivalents at the end of the reporting period | 10,692,498,963.32 | 10,275,529,575.34 |
(5) Presentation of items with restricted use but still belonging to cash and cash equivalents: None.
(6) Cash and bank balance which are not cash and cash equivalents
Unit: RMB
| Item | Amount in the reporting period | Amount in the previous period | Reasons for not belonging to cash and cash equivalents |
| Guarantee deposit, banker’s acceptance bill deposit, performance deposit, etc. | 16,404,177.76 | 21,699,196.16 | Cannot be withdrawn at any time |
| Cost specially used for housing reform and maintenance | 2,648,494.30 | 2,648,389.00 | Cannot be withdrawn at any time |
| Cost for property preservation | 3,120,832.53 | Cannot be withdrawn at any time | |
| Cost specially used for identity conversion for employees in state-owned enterprises | 579,156,892.96 | 588,106,000.80 | Cannot be withdrawn at any time |
| Total | 601,330,397.55 | 612,453,585.96 |
Other explanations: None.
(7) Explanations on other significant activities: None.
65. Notes to statement of changes in owners’ equity
Explanations on item “Others” adjusted in terms of closing balance at the end of the previous year, the adjusted amount thereof,etc.:
None.
66. Monetary items denominated in foreign currencies
(1) Monetary items denominated in foreign currencies
Unit: RMB
| Item | Closing balance of foreign currency | Exchange rate | Closing balance converted into RMB |
| Cash and bank balance | 255,899,827.82 | ||
| Including: HKD | 122,017,074.27 | 0.91195 | 111,273,470.89 |
USD
| USD | 19,767,283.52 | 7.15860 | 141,506,075.82 |
| Euro | 234,240.91 | 8.40240 | 1,968,185.83 |
| Japanese yen | 2,073,465.00 | 0.04959 | 102,830.73 |
| South Korean won | 21,324,422.00 | 0.00526 | 112,227.52 |
| THB | 2,418,640.60 | 0.21968 | 531,334.91 |
| CAD | 935.79 | 5.23580 | 4,899.61 |
| CHF | 20,330.25 | 8.97210 | 182,405.07 |
| SGD | 38,875.28 | 5.61790 | 218,397.44 |
| Accounts receivable | 82,373,571.16 | ||
| Including: USD | 1,926,081.33 | 7.15860 | 13,788,045.80 |
| Euro | |||
| HKD | 75,207,550.15 | 0.91195 | 68,585,525.36 |
| Other current assets | 308,693,000.00 | ||
| Including: HKD | 260,000,000.00 | 0.91195 | 237,107,000.00 |
| USD | 10,000,000.00 | 7.15860 | 71,586,000.00 |
| Accounts payable | 6,427.71 | ||
| Including: HKD | 7,048.31 | 0.91195 | 6,427.71 |
| Other receivables | 2,033,504.48 | ||
| Including: HKD | 2,143,057.28 | 0.91195 | 1,954,361.08 |
| THB | 136,500.00 | 0.21968 | 29,986.77 |
| CAD | 8,750.00 | 5.23580 | 49,156.63 |
| Contractual liabilities | 1,447,797.08 | ||
| Including: HKD | 1,579,390.09 | 0.91195 | 1,440,324.80 |
| Japanese yen | 144,458.00 | 0.04959 | 7,164.20 |
| THB | 1,402.37 | 0.21968 | 308.08 |
| Other payables | 28,986,237.91 | ||
| Including: HKD | 31,679,195.72 | 0.91195 | 28,889,842.54 |
| Japanese yen | 860,094.00 | 0.04959 | 42,655.21 |
| THB | 55,743.00 | 0.21968 | 12,245.81 |
| SGD | 5,500.00 | 5.61790 | 30,898.45 |
| CAD | 2,023.74 | 5.23580 | 10,595.90 |
Other explanations: None.
(2) Description of overseas business entities; for material overseas business entities, disclose their majorbusiness places overseas, functional currency and the selection criterion thereof; should there be anychange in the functional currency, disclose the reason for such change.
□ Applicable ?Not applicable
67. Lease
(1) The Company as the lessee
? Applicable □ Not applicable
Variable lease payments not included in the measurement of lease liabilities? Applicable □ Not applicable
| Item | Amount |
| Variable lease payments not included in the measurement of lease liabilities | 1,971,216.70 |
Simplified handling of payments of short-term leasing or leasing of low value assets? Applicable □ Not applicable
| Item | Amount |
| Simplified handling of payments of short-term leasing or leasing of low value assets | 7,203,084.89 |
After-sales leaseback transactions: None.
(2) The Company as the lessor
Operating lease where the Company is the lessor? Applicable □ Not applicable
| Item | Receipts from lease | Including: Receipts related to variable lease payments not included in lease receipts |
| Houses and buildings | 10,225,858.78 | |
| Total | 10,225,858.78 |
Finance lease where the Company is the lessor
□ Applicable ? Not applicable
Undiscounted lease receipts for each of the next five years
□ Applicable ? Not applicable
Reconciliation of undiscounted lease receipts to net investment in leases: None.
(3) Recognition of profits and losses on sales under finance leases as a manufacturer or distributor? Applicable ? Not applicable
68. Others
None.
VIII. R&D Expenditure
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Employee compensation | 74,262,697.80 | 68,969,121.01 |
| Materials consumption and inspection fees | 26,341,779.99 | 22,936,642.33 |
| Commissioned R&D cost | 37,644,068.94 | 39,828,301.28 |
| Depreciation and amortization | 13,328,808.65 | 5,746,520.33 |
Others
| Others | 12,571,159.14 | 13,983,530.36 |
| New product design fee | 6,172,392.65 | 4,615,013.16 |
| Total | 170,320,907.17 | 156,079,128.47 |
| Including: Expensed R&D expenditure | 155,900,139.57 | 148,043,019.34 |
| Capitalized R&D expenditure | 14,420,767.60 | 8,036,109.13 |
1. R&D projects meeting capitalization conditions
Unit: RMB
| Item | Opening balance | Increase in the current period | Decrease in the current period | Closing balance | ||
| Internal development costs | Others | Recognized as intangible assets | Transfer to current profits or losses | |||
| P137 Project R&D (IND) | 25,422,461.13 | 143,393.16 | 25,565,854.29 | |||
| Phase III clinical trial of Fuji Guben Ointment | 1,522,899.39 | 1,522,899.39 | ||||
| INR101 injection | 12,754,475.05 | 12,754,475.05 | ||||
| Total | 25,422,461.13 | 14,420,767.60 | 39,843,228.73 | |||
Important capitalized R&D projects: None.Impairment provision for R&D expenditure: None.
2. Important outsourced project under study: None.
IX. Changes in the Consolidation Scope
1. Business combination not under common control
(1) Business combination not under common control during this reporting period: None.
(2) Cost of business combination and goodwill: None
(3) Identifiable assets and liabilities of the acquiree on the acquisition date: None.
(4) Proceeds or losses caused by remeasurement of the equity held before the acquisition date at the fair valueWhether there was any trading that contributed to a progressive realization of business combination by multiple transactions and duringthis reporting period, through this business combination, control was acquired.
□Yes ?No
(5) Explanations on no reasonable recognition of the business combination consideration or the acquiree’s identifiableassets and liabilities on the acquisition date or at the end of the period of the business combinationNone.
(6) Other explanations
None.
2. Business combination under common control
(1) Business combination under common control during this reporting period: None.
(2) Cost of business combination: None
(3) The book value of the merged party’s assets and liabilities on the merger date: None
3. Reverse acquisition:
The basic information on the trading, the basis for determining the trading to be a reverse acquisition, whether the listedcompany’s retained assets and liabilities compose a merger business and the basis thereof, the recognition of the merger cost, theadjusted equity amount and its calculation under the method for equity trading: None.
4. Disposal of subsidiaries
Whether there were any transactions or events during the period in which control of subsidiaries was lost?Yes?No
Whether there was a loss of control in the current period under a progressive disposal of investments in subsidiariesthrough multiple transactions?Yes?No
5. Changes in the consolidation scope for other reasons
Describe the change in scope of consolidation for other reasons (e.g. Establishing new subsidiaries, liquidating subsidiaries,etc.) and its details:
(1) Establishment of new subsidiaries
1) Yunnan Baiyao Group TCM Resources Co., Ltd invested in the establishment of Yunnan Baiyao GroupDigital Intelligence Technology Co., Ltd, with a registered capital of RMB 11,152,469.81 and a 100% ownership.Yunnan Baiyao included Yunnan Baiyao Group Digital Intelligence Technology Co., Ltd into its consolidationscope from May 2025.
2) YNBY International Limited invested in the establishment of PT YNBY Healthcare Indonesia, with anissuance of 10,000 shares in total at 1,000,000 Indonesian Rupiah per par value, totaling 10 billion Indonesian Rupiah.(Of which, YNBY International Limited held 9,900 shares and Ban Loong Health (Overseas) Co., Ltd held 100shares (1% share equity)). Yunnan Baiyao included PT YNBY Healthcare Indonesia into its consolidation scopefrom January 2025.
3) Yunnan Baiyao Group TCM Resources Co., Ltd invested in the establishment of Yunnan Baiyao GroupChinese Medicinal Materials Development (Weishan) Co., Ltd, with a registered capital of RMB 20,000,000 and
a 100% ownership. Yunnan Baiyao included Yunnan Baiyao Group Chinese Medicinal Materials Development(Weishan) Co., Ltd into its consolidation scope from May 2025.
6. Others
None.
X. Interest in Other Entities
1. Interest in subsidiaries
(1) Composition of the Group
Unit: RMB
| Name of subsidiary | Registered capital | Main business location | Place of registration | Business nature | Shareholding proportion | Acquisition method | |
| Direct | Indirect | ||||||
| Yunnan Baiyao Group TCM Resources Co., Ltd. | 16,400,000.00 | Kunming | Kunming | Pharmaceutical | 100.00% | 0.00% | Set-up or investment |
| Yunnan Baiyao Group Medicine E-commerce Co., Ltd. | 30,000,000.00 | Kunming | Kunming | Wholesale and retail of daily necessities | 100.00% | 0.00% | Set-up or investment |
| Yunnan Baiyao Group Wuxi Pharmaceutical Co., Ltd. | 25,000,000.00 | Wuxi | Wuxi | Pharmaceutical | 100.00% | 0.00% | Set-up or investment |
| Yunnan Baiyao Group Dali Pharmaceutical Co., Ltd. | 15,515,000.00 | Dali | Dali | Pharmaceutical | 100.00% | 0.00% | Set-up or investment |
| Yunnan Baiyao Group Health Products Co., Ltd. | 84,500,000.00 | Kunming | Kunming | Production and sales of health and daily chemicals | 100.00% | 0.00% | Set-up or investment |
| Yunnan Pharmaceutical Co., Ltd. | 1,000,000,000.00 | Kunming | Kunming | Pharmaceutical wholesale and retail | 100.00% | 0.00% | Allotment of shares |
| Yunnan Institute of Materia Medica | 54,080,000.00 | Kunming | Kunming | New Drug R&D | 100.00% | 0.00% | Business combination under common control |
| Yunnan Baiyao Holding Investment Co., Ltd. | 100,000,000.00 | Kunming | Kunming | Investment | 100.00% | 0.00% | Business combination under common control |
| Yunnan Baiyao Teayield Co., Ltd. | 20,000,000.00 | Kunming | Kunming | Tea | 100.00% | 0.00% | Business combination under common control |
| Yunnan Baiyao Group (Hainan) Co., Ltd. | 15,000,000.00 | Hainan | Danya | Import and export agency, technical services, etc. | 100.00% | 0.00% | Set-up or investment |
Yunnan BaiyaoGroup ShanghaiCo., Ltd.
| Yunnan Baiyao Group Shanghai Co., Ltd. | 15,000,000.00 | Shanghai | Shanghai | Technical services | 100.00% | 0.00% | Set-up or investment |
| Yunnan Baiyao Group Medical Technology Hefei Co., Ltd. | 25,970,800.00 | Hefei | Hefei | Medical Device Production and Sales | 100% | 0.00% | Business combination not under the same control |
| Shanghai Yunzhen Medical Technology Co., Ltd. | 900,000.00 | Shanghai | Shanghai | Technical development and service | 100.00% | 0.00% | Set-up or investment |
| YNBY International Limited | 0.00 | Hong Kong | Hong Kong | Trade | 28.06% | 45.62% | Business combination not under the same control |
| Yunnan Baiyao Tiancui Business Management Co., Ltd. | 3,000,000.00 | Kunming | Kunming | Catering | 100.00% | 0.00% | Set-up or investment |
| Yunnan Baiyao Group Beijing Co., Ltd. | 50,000,000.00 | Beijing | Beijing | Technology promotion service | 100.00% | 0.00% | Set-up or investment |
| Yunhe Pharmaceutical (Tianjin) Co., Ltd. | 20,000,000.00 | Tianjin City | Tianjin City | Research and experimental development | 100.00% | 0.00% | Set-up or investment |
| Yunnan Baiyao Group Digital Intelligence Technology Co., Ltd. | 11,152,469.81 | Kunming | Kunming | Software and information technology service industry | 100.00% | 0.00% | Set-up or investment |
Explanation of the inconsistency of the ratio of shareholding in subsidiaries with the proportion of voting rights: None.Basis for holding half or less of the voting rights but still controlling investees, and holding more than half of the voting rightsbut not controlling investees: None.Basis for controlling major structured entities consolidated into the financial statements:
The structured entities included in the scope of consolidation of the Group include CICC Directional Asset Management-GF-CICC Qirui 1 and Shanghai Trust Platinum Series Hong Kong Market Investment Single Fund Trust. Because the Group has powerover such structured entities, enjoys variable returns by participating in related activities, and has the ability to use its power overthe investee to influence its variable returns, the Group has control over such structured entities.Basis for determining whether the Company is an agent or an entrustor: None.Other explanations: None.
(2) Key non-wholly owned subsidiaries
Unit: RMB
| Name of subsidiary | Percentage of shares held by minority shareholders | Profit and loss attributable to minority shareholders in the current period | Dividends declared to minority shareholders in the current period | Balance of minority shareholders’ equity at the end of the period |
| YNBY International Limited | 34.08% | 940,138.03 | -7,380,033.76 |
Explanation on the inconsistency of the ratio of shareholding held by minority shareholders in subsidiaries with the proportionof voting rights: None.
Other explanations: None.
(3) Main financial information of key non-wholly owned subsidiaries
Unit: RMB
| Name of subsidiary | Closing balance | Opening balance | ||||||||||
| Current assets | Non-current assets | Total assets | Current liabilities | Non-current liabilities | Total liabilities | Current assets | Non-current assets | Total assets | Current liabilities | Non-current liabilities | Total liabilities | |
| YNBY International Limited | 408,750,786.39 | 11,220,045.51 | 419,970,831.90 | 92,047,465.34 | 4,096,632.61 | 96,144,097.95 | 328,272,842.86 | 12,491,866.59 | 340,764,709.45 | 94,092,251.84 | 5,957,177.35 | 100,049,429.19 |
Unit: RMB
| Name of subsidiary | Amount for the current period | Amount for the previous period | ||||||
| Operating revenue | Net Profit | Total comprehensive income | Cash flows from operating activities | Operating revenue | Net Profit | Total comprehensive income | Cash flows from operating activities | |
| YNBY International Limited | 365,374,936.94 | 2,133,674.99 | -1,089,543.60 | -3,655,973.04 | 329,187,942.18 | 1,292,326.58 | 2,612,331.99 | -8,687,297.45 |
Other explanations: None.
(4) Major restrictions on the use of assets of the corporate group and settlement of its debts: None.
(5) Financial support or other support provided for structured entities included in the scope of consolidation for theconsolidated financial statementsNone.Other explanations: None.
2. Transaction in which the share of owners’ equity in the subsidiary changes while control overthe subsidiary remains unchanged
(1) Explanations on changes in the share of owners’ equity in the subsidiary: None.As disclosed by YNBY International, on May 25, 2025, the Company allotted a total of 800,000,000 shares to not less than 6 alloteesat a new price of HKD 0.1161 per share according to the terms and conditions of the allotment agreement. After this subscription, YNBYInternational’s total issued shares increased from 6,799,914,160 shares to 7,599,914,160 shares. The Company holds 5,009,936,360 sharesin YNBY International, accounting 65.92% of YNBY International’s total issued shares.
(2) Impact of the transaction on the minority shareholders’ equity and the owners’ equity attributable to the parent company:
Unit: RMB
| Amount | |
| Acquisition cost/disposal consideration | |
| --Cash | |
| --Fair value of the non-cash assets | |
| Total acquisition cost/disposal consideration | -37,009,868.76 |
| Less: the subsidiary’s net asset shares calculated in proportion to the acquired /disposed equity ratio | 37,009,868.76 |
| Amount difference | 37,009,868.76 |
| Including: Adjustment of capital reserves | |
| Adjustment of surplus reserve | |
| Adjustment of undistributed profits |
Other explanations: None.
3. Interest in joint ventures or associates
(1) Important joint ventures or associates
| Name of joint venture or associate | Main business location | Place of registration | Business nature | Shareholding proportion | The accounting method for investments in joint ventures or associates | |
| Direct | Indirect | |||||
ShanghaiPharmaceuticalsHolding Co., Ltd.
| Shanghai Pharmaceuticals Holding Co., Ltd. | Shanghai | No. 92 Zhangjiang Road, China (Shanghai) Pilot Free Trade Zone | Pharmaceuticals | 17.95% | Equity method for long-term equity investments |
Explanation of the inconsistency of the ratio of shareholding in joint ventures or associates with the proportion of voting rights:
None.
Basis for holding 20% or less voting rights but having important influence, or holding 20% or more voting rights but not havingimportant influence: None.
(2) Main financial information of important joint ventures: None.
(3) Main financial information of important associates
Unit: RMB
| Closing balance/Amount for the current period | Opening balance/Amount for the previous period | |
| Current assets | 184,456,754,035.33 | 171,823,107,421.97 |
| Non-current assets | 53,610,302,036.04 | 49,386,322,726.20 |
| Total assets | 238,067,056,071.37 | 221,209,430,148.17 |
| Current liabilities | 140,131,022,109.65 | 126,038,386,279.10 |
| Non-current liabilities | 9,078,129,398.07 | 11,428,680,148.00 |
| Total liabilities | 149,209,151,507.72 | 137,467,066,427.10 |
| Minority interests | 13,762,252,040.32 | 12,066,743,749.10 |
| Equity attributable to shareholders of the parent company | 75,095,652,523.33 | 71,675,619,971.97 |
| Share of net assets based on percentage of shareholding | 13,479,180,607.81 | 12,866,662,562.66 |
| Adjustment | ||
| - Goodwill | 934,312,752.73 | 934,411,132.40 |
| - Unrealized profit from internal transactions | -9,293,982.72 | -7,831,910.38 |
| - Others | -1,746,106,581.50 | -1,731,865,195.92 |
| Book value of equity investment in associates | 12,658,092,796.33 | 12,061,376,588.76 |
| Fair value of equity investments in associates for which publicly quoted prices exist | 11,881,438,308.60 | 13,978,162,716.00 |
| Operating revenue | 141,592,782,502.79 | 139,413,145,524.43 |
| Net profits | 4,994,784,030.29 | 3,597,363,036.62 |
| Net profits from discontinued operations | ||
| Other comprehensive income | 19,680,758.31 | -35,643,937.69 |
| Total comprehensive income | 5,014,464,788.60 | 3,561,719,098.93 |
| Dividends received from associates during the year |
Other explanations: None.
(4) Combined financial information of insignificant joint ventures and associates
Unit: RMB
| Closing balance/Amount for the current period | Opening balance/Amount for the previous period | |
| Joint ventures: | ||
| Total of the followings based on the percentage of shareholdings | ||
| Associates: | ||
| Total book value of investments | 499,363,717.68 | 499,899,492.59 |
| Total of the followings based on the percentage of shareholdings | ||
| - Net profit | -551,733.26 | -226,188.91 |
| - Total comprehensive income | -551,733.26 | -226,188.91 |
Other explanations: None.
(5) Explanation on significant restrictions on the ability of joint ventures or associates to transfer funds tothe Company: None.
(6) Excess loss generated from joint ventures or associates
Unit: RMB
| Name of joint venture or associate | Cumulative unrecognized losses in the previous periods | Unrecognized losses in the current period (or net profit shared in the current period) | Cumulative unrecognized losses at the end of the current period |
| Lijiang Changgengming Trading Co., Ltd. | -512,685.27 | 34,708.05 | -477,977.22 |
Other explanations: None.
(7) Unrecognized commitment related to investments in joint ventures: None.
(8) Contingent liabilities related to investments in joint ventures or associates: None.
4. Significant joint operation: None.
5. Interest in structured entities not included in the scope of consolidated financial statements:
None.
6. Others: None.
XI. Government Grants
1. Government grants recognized at the end of the reporting period based on amounts receivable
□Applicable ?Not applicable
Reasons for not receiving the estimated amount of government grants at the expected time point
□Applicable ?Not applicable
2. Liabilities involving government grants
?Applicable ?Not applicable
Unit: RMB
| Accounting item | Opening balance | Amount of new subsidies in the current period | Amount included in non-operating revenue during the period | Amount transferred to other income in the current period | Other changes in the current period | Closing balance | Related to assets/income |
| Deferred income | 133,786,181.20 | 14,787,000.00 | 1,767,257.96 | 146,805,923.24 | Related to income | ||
| Deferred income | 161,707,384.12 | 700,000.00 | 6,088,809.60 | 156,318,574.52 | Related to assets |
3. Government grants included in profit or loss of the current period
?Applicable ?Not applicable
Unit: RMB
| Accounting item | Amount for the current period | Amount for the previous period |
| Other income | 20,181,682.67 | 33,866,113.61 |
Other explanations: None.
XII. Risks Associated with Financial Instruments(I) Risks incurred by financial instruments
The Group’s financial instruments include equity investments, debt investments, loans, receivables andaccounts payable, etc., as detailed in the relevant items under Note VI. The risk management objective of the Groupis to get an appropriate balance between risk and return, minimize the negative impact of risk on business results ofthe Group, and maximize the interest of shareholders and other equity investors. Based on this risk managementobjective, the basic risk management strategy of the Group is to identify and analyze various risks faced by theGroup, establish an appropriate risk tolerance bottom line and conduct risk management, and supervise various risksin a timely and reliable manner to control risks within a limited range.
1. Market risks
Market risk of financial instruments is the risk of fluctuation in the fair value of financial instruments or futurecash flow arising from changes in market price, including exchange rate risk, interest rate risk, and other price risk.
The Group uses sensitivity analysis techniques to analyze the possible impact of reasonable and possiblechanges in market risk related variables on current profits and losses or shareholders’ equity. Since any risk variablerarely changes in isolation, and the correlations that exist between variables will have a significant impact on theultimate amount of a change in a risk variable, in the following explanation, it is assumed that each variable changesindependently.
(1) Exchange rate risk
Exchange rate risk refers to the risk that the fair value or future cash flow of a financial instrument will fluctuatedue to changes in the exchange rate. Exchange rate risk arises from financial instruments denominated in foreigncurrencies other than the functional currency. The Group’s principal operations are located in the PRC, thefunctional currency is RMB, and its principal operations are settled in RMB. The principal place of business of the
Group's subsidiary, YNBY International, is located in Hong Kong, the PRC, and its functional currency is HongKong dollars. The Group’s exposure to foreign exchange risk relates mainly to the US dollar and Hong Kong dollar,etc. The exchange rate risk affects both the Group’s transactions and the results of its foreign operations. The balanceof the Group's foreign currency monetary items as at June 30, 2025 is as shown in Section 67 “Monetary itemsdenominated in foreign currencies” under Note VI. If the RMB had appreciated or depreciated by 3% against theUS dollar and Hong Kong dollar, while other factors remained unchanged, the net profit of the Company wouldhave increased or decreased by approximately RMB 20,274,718.58.
(2) Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate becauseof changes in market interest rates. The Group’s interest rate risk arises from bank loans and bonds payable andother interest-bearing long-term debts. Financial liabilities at floating rates expose the Group to the cash flow interestrate risk, and financial liabilities at fixed rates expose the Group to the fair value interest rate risk. The Groupdetermines the relative proportion of contracts carrying fixed and floating rates according to prevailing marketconditions. As at June 30, 2025, the Group’s interest-free debt (with a balance of RMB 404,233,333.39 at the endof last year) faced not material exposure to changes in market interest rates.
(3) Other price risk
The investments at fair value through profits or losses held by the Group are measured at fair value on thebalance sheet date. Therefore, the Group is exposed to fluctuations in the securities market. The Group reduces theprice risk of equity portfolio investments by holding multiple equity portfolios.
2. Credit risk
As at June 30, 2025, the maximum exposure to credit risk that could cause the Group’s financial loss is mainlydue to losses on the Group’s financial assets arising from the failure of the other party to perform its obligationsunder the contract and financial guarantees undertaken by the Group, including:
The book value of recognized financial assets in the consolidated balance sheet. For financial instrumentsmeasured at fair value, the book value reflects its risk exposure, but not its maximum risk exposure, which willchange as fair value changes in the future.
To reduce credit risk, the Company’s self-produced drugs and health products are generally sold in accordancewith the principle of first payment before delivery. When selecting dealers (customers), the Company willinvestigate the scale and financial strength, market resources, operations, brands, sales networks, and sales channelsof dealers (customers). Only dealers (customers) that meet the requirements of the Company can be selected.Yunnan Pharma, a subsidiary of the Company, mainly faces the customer credit risk caused by credit sales. YunnanPharma strictly implements credit management for the whole process of credit sales. It has established a customercredit evaluation management system, and divided customers into various types according to their nature, expectedsales, operating conditions, and development potential. For each type of customer, it will set assessment credit andred line credit days according to a unified division standard, and then confirm the effective sales and the time limitto stop billing, and make credit sales forecast and evaluation before the transactions. In the process of cooperation,dynamic credit adjustment is carried out according to the actual purchase amount of customers and the change ofbusiness scale, so that the credit sales amount given matches its business strength. Because the Company only deals
with recognized and reputable third parties, and customer bases are mainly medical institutions at all levels, largepharmacy chains, distributors, community and township medical service outlets, no collateral is required. Creditrisk concentration is managed by customer type, geographic region and industry.Because the Company’s customer base for accounts receivable is widely dispersed in different regions andindustries, there is no significant concentration of credit risk within the Company.
The Group’s working capital is held in banks with high credit ratings and therefore the credit risk of workingcapital is low.
3. Liquidity risk
Liquidity risk is the risk that a company will run short of funds to meet its obligations settled by deliveringcash or other financial assets.
It is the Company’s policy to ensure that it has sufficient cash to pay its debts as they fall due. Liquidity risk iscentrally controlled by the Company’s Financial Department. The Financial Department ensures that the Companyhas sufficient funds to service its debt with all reasonable projections by monitoring cash balances, readily realizablemarketable securities and rolling projections of cash flows for the next 12 months.
The maturity analysis of financial liabilities based on undiscounted contractual cash flows of the Company isas follows:
(1) The Company’s current liabilities include short-term loans, notes payable and accounts payable, and otherpayables, which are expected to be repaid within 1 year.
(2) The maturity analysis of non-current liabilities (including the non-current liabilities due within 1 year)based on undiscounted contractual cash flows of the Company is as follows:
| Item | June 30, 2025 | Total | |||
| Within one year | 1 to 2 years | 2 to 3 years | Above 3 years | ||
| Long-term loans | 2,100,000.00 | 2,100,000.00 | |||
| Lease liabilities | 105,381,785.10 | 66,428,055.99 | 53,299,122.87 | 78,527,853.22 | 303,636,817.18 |
| Total | 105,381,785.10 | 66,428,055.99 | 53,299,122.87 | 80,627,853.22 | 305,736,817.18 |
(II) Hedging
(1) The Company carried out hedging business for risk management
?Applicable ?Not applicable
(2) The Company conducted eligible hedging business and applied hedging accounting: None.
(3) The Company carried out hedging business for risk management, which is expected to achieve riskmanagement target, but did not apply hedging accounting?Applicable ?Not applicable
3. Financial assets
(1) Classification by type of transfer
?Applicable ?Not applicable
(2) Derecognition of financial assets due to transfer
?Applicable ?Not applicable
(3) Financial assets involved in continued assets transfer
?Applicable ?Not applicableOther explanations: None.
XIII. Disclosure of Fair Value
1. Final fair value of assets and liabilities measured at fair value
Unit: RMB
| Item | Closing fair value | |||
| Level I fair value measurement | Level II fair value measurement | Level III fair value measurement | Total | |
| I. Continuous fair value measurement | -- | -- | -- | -- |
| (I) Financial assets held for trading | 3,116,418,919.96 | 4,600,000.00 | 3,121,018,919.96 | |
| (1) Others | 3,116,418,919.96 | 4,600,000.00 | 3,121,018,919.96 | |
| (II) Accounts receivable financing | 1,170,435,781.56 | 1,170,435,781.56 | ||
| (1) Notes receivable | 1,170,435,781.56 | |||
| (III) Other non-current financial assets | 206,670,363.44 | 206,670,363.44 | ||
| Investment in equity instruments | 206,670,363.44 | |||
| (IV) Investment in other equity instruments | 71,745,000.00 | 71,745,000.00 | ||
| Total assets at continuous fair value measurement | 3,116,418,919.96 | 1,453,451,145.00 | 4,569,870,064.96 | |
| II. Noncontinuous fair value measurement | -- | -- | -- | -- |
2. Determination basis of the market price of the item measured using level I fair value measurementcontinuously and non-continuously: None.
3. Valuation techniques and qualitative and quantitative information on important parameters adopted foritems subject to level II continuous and noncontinuous fair value measurementThe Company generally classifies the financial products it holds, such as wealth management products, as level
II fair value measurement items. The Company recognizes the fair value of these financial products based on theirnet asset value, with minimal fluctuations in fair value. As of the end of June 30, 2025, such financial products heldby the Company had a fair value of RMB 3,116,418,919.96.
4. Valuation techniques and qualitative and quantitative information on important parameters adopted foritems subject to level III continuous and noncontinuous fair value measurement
(1) Other non-current financial assets subject to level III continuous fair value measurement are the equityinvestment in non-listed companies held by the Company. The Company will obtain the annual auditor’s report ofthe investee, consider the operating environment, operating conditions and financial status of the investee enterprise,and determine the closing fair value on the basis of the closing net assets of the company. Other investments in otherequity instruments are the equity of non-listed companies held by the Company. As the investee is a start-upbiotechnology company, considering that the business environment and operating conditions of the investedenterprise currently in the project R&D phase, its financial position have not changed substantially at the time ofthe new investment, the investment cost is used as the best estimate of fair value in the current period.
(2) The accounts receivable financing subject to level III fair value measurement are the notes receivable heldby the Company, mainly including banker’s acceptance bill. Its credit risk is negligible, its remaining term is short(less than 12 months), and its book value is close to its fair value. The book value is used as the best estimate of fairvalue by the Company.
5. The reconciliation information between opening and closing book values and unobservable parametersensitivity analysis for the items subject to level III continuous fair value measurement: None.
6. For the items subject to continuous fair value measurement, if there is a conversion between all levels inthe current period, the reason for the conversion and the policy for determining the time point of theconversion: None.
7. Changes in the valuation technology and the reason for the changes in the current period: None.
8. Fair value of financial assets and financial liabilities that are not measured at fair valueThe financial assets and financial liabilities measured at amortized cost in the financial statements mainlyincluded notes receivable, accounts receivable, other receivables, long-term borrowings, short-term borrowings,notes payable, accounts payable, other payables, long-term payables, etc.
9. Others: None.
XIV. Related Parties and Related Party Transactions
1. Information about the parent company of the Company: None.
Ultimate controller of the Company: None.Other explanations:
1. Controlling shareholders and ultimate controller
The proposal of merger and overall listing of Yunnan Baiyao Group and Baiyao Holdings by issuing shares
had been considered and approved at the First Extraordinary General Meeting of Yunnan Baiyao for 2019. On April24, 2019, CSRC issued the Approval on the Proposal of Merger and Overall Listing of Yunnan Baiyao Group Co.,Ltd and Yunnan Baiyao Holdings Co., Ltd (Zheng Jian Xu Ke [2019] No. 770). Prior to the completion of the above-mentioned merger and overall listing, the controlling shareholder of the Company was Baiyao Holdings, and therewas no de facto controller. After the completion of the transaction, SASAC of Yunnan Province and New Huaduwith its acting-in-concert parties, were equally the largest shareholder of the Company, and neither of them obtainedthe control over the listed company. SASAC of Yunnan Province, along with New Huadu and its acting-in-concertparties, had made long-term share lock-up commitments. Therefore, the listed company did not have de factocontroller before and after the transaction.
On May 22, 2020, SASAC of Yunnan Province transferred 321,160,222 shares of the Company held by it toits wholly-owned subsidiary State-owned Equity Management Company at nil consideration. After the completion ofthe transfer, State-owned Equity Operation and Management Company and New Huadu with its acting-in-concertparties, were equally the largest shareholder of the Company, and there was no change in the Company’s situationof not having a de facto controller or controlling shareholder.
On December 8, 2021, SASAC of Yunnan Province transferred 100% of the shares held by State-owned EquityOperation and Management Company to Yunnan Investment Group Co., Ltd. After the equity transfer, YunnanInvestment Group Co., Ltd would hold 321,160,222 shares of the Company through State-owned Equity Operationand Management Company, accounting for 25.04% of the total share capital of the Company. State-owned EquityOperation and Management Company and New Huadu and New Huadu with its acting-in-concert parties, wereequally the largest shareholder of the Company, and the situation that the Company has no de facto controller andno controlling shareholder remain unchanged.
On August 7, 2024, the Company disclosed the Announcement on Increase in Shareholdings of the Companyby Shareholders of 5% or More and the Subsequent Shareholding Increase Plan. The Company’s largestshareholder, the State-owned Equity Management Company, increased its shareholdings in the Company by17,485,863 shares through the Shenzhen Stock Exchange’s centralized bidding system on August 6, 2024. As ofDecember 31, 2024, the State-owned Equity Management Company held 467,110,174 shares of the Company,accounting for 26.18% of the Company’s total shares. The State-owned Equity Management Company remains thelargest shareholder, and the Company continues to have no de facto controller and no controlling shareholder.
On August 7, 2024, the Company disclosed the Announcement on Increase in Shareholdings of the Companyby Shareholders of 5% or More and the Subsequent Shareholding Increase Plan. The Company’s largestshareholder, the State-owned Equity Management Company, increased its shareholdings in the Company by17,807,463 or 0.9980% shares through the Shenzhen Stock Exchange’s centralized bidding system during the
period from August 6, 2024 to February 5, 2025. As of February 6, 2025, the State-owned Equity ManagementCompany held 467,431,774 shares of the Company, accounting for 26.20% of the Company’s total shares. TheState-owned Equity Management Company remains the largest shareholder, and the Company continues to have node facto controller and no controlling shareholder.
2. Information about subsidiaries of the Company
For details of subsidiaries of the Company, please refer to Section 1 “Interest in Subsidiaries” under Note X.
3. Information about joint ventures and associates of the Company
For details of important joint ventures or associates of the Company, please refer to Note X3 (1) Important Joint Ventures orAssociates.Details of other joint ventures or associates with related party transactions for the period and balances resulting from relatedparty transactions in the previous period are as follows:
| Name of joint ventures or associates | Relationship with the Company |
| Shanghai Pharmaceuticals Holding Co., Ltd. | Associate |
| Lijiang Changgengming Trading Co., Ltd. | Associate |
Other explanations: None.
4. Information about other related parties
| Name of other related parties | Relationship between other related parties and the Company |
| Yunnan State-owned Equity Operation Management Co., Ltd. | Substantial shareholder of the Company |
| Yunnan Hehe (Group) Co., Ltd. | Substantial shareholder of the Company |
| New Huadu Industrial Group Co., Ltd. | Substantial shareholder of the Company |
| Yunnan Tianma Pharmaceutical Co., Ltd. | Minority shareholder that has significant influence on the subsidiary |
| Yunnan Jianshui County Xingda Medicine Co., Ltd. | Minority shareholder that has significant influence on the subsidiary |
| Yunnan Baoshan Medicine Co., Ltd. | Minority shareholder that has significant influence on the subsidiary |
| Qiubei County Wanhe Pharmaceutical Co., Ltd. | Minority shareholder that has significant influence on the subsidiary |
| Kaiyuan Sanfa Pharmaceutical Trade Co., Ltd. | Minority shareholder that has significant influence on the subsidiary |
| Chuxiong Jiayuan Medicine Co., Ltd. | Minority shareholder that has significant influence on the subsidiary |
| Yunnan Jingxing Pharmaceutical Group Co., Ltd. | Minority shareholder that has significant influence on the subsidiary |
| Yunnan Drug Technology Development Operation Co., Ltd. | Subsidiary of the substantial shareholder |
| YEIG Power Assembly Park Development Co., Ltd. | Subsidiary of the substantial shareholder |
| Tibet Jiushi Zhihe Marketing Co., Ltd. | Subsidiary of the substantial shareholder |
| Jiuai Zhihe (Beijing) Technology Co., Ltd. | Subsidiary of the substantial shareholder |
| Kunming Yusi Pharmaceutical Co., Ltd. | Subsidiary of the substantial shareholder |
| Yunnan Hongta Bank Co., Ltd. | Subsidiary of the substantial shareholder |
| Yunnan Kanglv Holding Group Co., Ltd. | Subsidiary of the substantial shareholder |
| Teh-Ho Canned Food Company | Subsidiary of the substantial shareholder |
| Yunnan Salt Wenshan Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Yunnan Salt Lijiang Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Yunnan Salt Rixin Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| MB Packaging Limited | Sub-subsidiary of the substantial shareholder |
| Yunnan Medical Investment Management Group Kunming Technology Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| YEIG Property Services Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Tibet Juliang E-commerce Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Kunming Guiyan New Material Technology Co., Ltd. | Sub-subsidiary of the substantial shareholder |
Yunnan Energy-saving Technology Development and OperationCo., Ltd.
| Yunnan Energy-saving Technology Development and Operation Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Yunnan Kunhua Hospital Investment Management Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Yunnan Pharmaceutical Health Products Import and Export Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Yunnan Gongtou TCM Materials and Decoction Pieces Industry Development Co., Ltd. | Sub-subsidiary of the substantial shareholder |
| Shanghai Skynet Brand Management Corp., Ltd. | Equity investment company of the subsidiary of the substantial shareholder |
Other explanations: None.
5. Related party transactions
(1) Related party transactions on purchase and sales of goods and rendering and receiving of servicesInformation of commodities purchased/labor services accepted
Unit: RMB
| Related Party | Contents of related party transaction | Amount for the current period | Approved transaction limit | Whether exceeding the transaction limit | Amount for the previous period |
| YEIG Property Services Co., Ltd. | Purchase of services | 556,163.40 | 556,163.40 | ||
| Shanghai Skynet Brand Management Corp., Ltd. | Purchase of Dunhuang IP licensing fee and other service fees | 97,181.50 | 312,388.51 | ||
| Yunnan Drug Technology Development Operation Co., Ltd. | Purchase of goods | 267,380.84 | 96,004.80 | ||
| Yunnan Jingxing Pharmaceutical Group Co., Ltd. | Purchase of goods | 481,400.58 | 795,327.66 | ||
| Kunming Yusi Pharmaceutical Co., Ltd. | Purchase of services | 579,216.92 | 175,546.21 | ||
| Yunnan Salt Rixin Co., Ltd. | Purchase of raw materials | -29,996.79 | |||
| Yunnan Salt Wenshan Co., Ltd. | Purchase of industrial salt | 30,600.00 | |||
| Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | Purchase of goods and services | 330,329,271.95 | 1,200,000,000.00 | 384,427,584.24 | |
| MB Packaging Limited | Purchase of goods | 1,321,193.92 | 2,206,963.03 | ||
| Teh-Ho Canned Food Company and its subsidiaries | Purchase of goods | 419,713.42 | |||
| Yunnan Gongtou TCM Materials and Decoction Pieces Industry Development Co., Ltd. | Purchase of TCM materials | 394,948.67 |
Yunnan Energy-saving TechnologyDevelopment andOperation Co., Ltd.
| Yunnan Energy-saving Technology Development and Operation Co., Ltd. | Technical services | 48,000.00 | |||
| Yunnan State-owned Equity Operation Management Co., Ltd. | Purchase of services | 1,658,970.50 |
Information of commodities sold/labor services provided
Unit: RMB
Explanations on related party transactions on purchase and sales of goods and rendering and receiving of services: None.
(2) Trusteeship/contracting and entrusted management/outsourcing: None.
(3) Leasing between related parties
The Company as the lessor: None.
| Related Party | Contents of related party transaction | Amount for the current period | Amount for the previous period |
| Yunnan Baoshan Medicine Co., Ltd. | Sales of drugs | 5,572.23 | |
| Yunnan Provincial Pharmaceutical Technology Development and Operation Co., Ltd. | Sale of drugs | 15,870,951.51 | 6,514,704.02 |
| Yunnan Jingxing Pharmaceutical Group Co., Ltd. | Sales of drugs | 2,179,474.73 | 9,531,505.43 |
| Kunming Guiyan New Material Technology Co., Ltd. | Inspection services | 2,830.19 | |
| Lijiang Changgengming Trading Co., Ltd. | Sales of drugs | 117,214.19 | |
| Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | Sales of goods | 282,839,620.84 | 296,906,681.67 |
| Tibet Jiushi Zhihe Marketing Co., Ltd. | Sale of goods | 113,621,290.60 | 114,508,530.93 |
| Tibet Juliang E-Commerce Co., Ltd. | Sale of goods | 45,405.66 | |
| Jiuai Zhihe (Beijing) Technology Co., Ltd. | Sale of goods | 29,911.51 | |
| Yunnan Hongta Bank Co., Ltd. | Sales of drugs | 7,100.38 | |
| Yunnan Hehe (Group) Co., Ltd. | Sales of drugs | 1,944.11 | |
| Yunnan Kanglv Holding Group Co., Ltd. | Sales of drugs | 2,086.37 |
The Company as the lessee:
Unit: RMB
| Name of lessor | Types of leased assets | Rental costs for short-term leases and leases of low-value assets that are streamlined in accounting treatment | Variable lease payments that are not included in the measurement of the lease liability | Rent paid | Interest expense on lease liabilities assumed | Increased right-to-use assets | |||||
| Amount for the current period | Amount for the previous period | Amount for the current period | Amount for the previous period | Amount for the current period | Amount for the previous period | Amount for the current period | Amount for the previous period | Amount for the current period | Amount for the previous period | ||
| Yunnan Jianshui County Xingda Medicine Co., Ltd. | House | 104,593.90 | 58,290.27 | 7,545,479.15 | |||||||
| Yunnan Tianma Pharmaceutical Co., Ltd. | House | 385,321.10 | 28,286.13 | 8,740.00 | |||||||
| Kaiyuan Sanfa Pharmaceutical Trade Co., Ltd. | Vehicle and equipment | 248,495.58 | 301,238.94 | ||||||||
| Yunnan Jingxing Pharmaceutical Group Co., Ltd. | House | 1,108,799.34 | 44,623.38 | 10,431.61 | -835,516.44 | -302,375.61 | |||||
| YEIG Power Assembly Park Development Co., Ltd. | House | 61,490.47 | 88,443.38 | ||||||||
Explanations on leasing between related parties: None.
(4) Related party guarantees: None.
(5) Borrowings with related parties: None.
(6) Asset transfer and debt restructuring of related parties: None.
(7) Remuneration to key management personnel
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Remuneration to key management personnel | 13,442,345.40 | 17,481,615.90 |
(8) Other related party transactions: None.
6. Amounts receivable from and payable to related parties
(1) Receivables
Unit: RMB
| Item name | Related Party | Closing balance | Opening balance | ||
| Book balance | Provision for bad debt | Book balance | Provision for bad debt | ||
| Accounts receivable | Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | 27,578,526.87 | 1,358,894.66 | 18,347,243.79 | 915,508.67 |
| Accounts receivable | Yunnan Jingxing Pharmaceutical Group Co., Ltd. | 1,954,085.08 | 97,704.25 | 4,827,582.65 | 241,379.13 |
| Accounts receivable | Yunnan Drug Technology Development and Operation Co., Ltd. | 16,429,787.58 | 821,489.38 | 3,456,930.86 | 172,846.54 |
| Accounts receivable | Lijiang Changgengming Trading Co., Ltd. | 2,849,942.43 | 1,575,597.24 | 2,849,942.43 | 1,291,749.42 |
| Accounts receivable | MB Packaging Limited | 4,050.00 | 1,215.00 | ||
| Other receivables | Yunnan Kunhua Hospital Investment Management Co., Ltd. | 200,000.00 | 10,000.00 | 200,000.00 | 100,000.00 |
| Other receivables | Kaiyuan Sanfa Pharmaceutical Trade Co., Ltd. | 248,495.57 | 12,424.78 | ||
| Prepayment | Yunnan Pharmaceutical Health Products Import and Export Co., Ltd. | 185,900.08 | 185,900.08 | ||
| Prepayment | Qiubei County Wanhe Pharmaceutical Co., Ltd | 72,206.41 | 72,206.41 | ||
| Prepayment | Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | 9,757.13 | |||
| Prepayment | Yunnan Medical Investment Management Group Kunming Technology Co., Ltd. | 4,145.40 | 4,145.40 | ||
| Prepayment | Kaiyuan Sanfa Pharmaceutical Trade Co., Ltd. | 200,214.52 | |||
| Notes receivable | Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | 589,882.72 | |||
| Accounts receivable financing | Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | 24,262,478.22 | |||
| Accounts receivable financing | Tibet Jiushi Zhihe Marketing Co., Ltd. | 30,000,000.00 | 8,102,835.34 | ||
(2) Payables
Unit: RMB
| Item name | Related Party | Book balance at the end of the period | Book balance at the beginning of the period |
| Accounts payable | Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | 66,658,279.27 | 86,515,415.13 |
| Accounts payable | MB Packaging Limited | 579,286.52 | 1,731,652.43 |
| Accounts payable | Kunming Yusi Pharmaceutical Co., Ltd. | 421,379.62 | 195,914.10 |
| Accounts payable | Yunnan Drug Technology Development Operation Co., Ltd. | 216,491.97 | |
| Accounts payable | Teh-Ho Canned Food Company and its subsidiaries | 35,182.66 | 46,990.36 |
| Accounts payable | Yunnan Jingxing Pharmaceutical Group Co., Ltd. | 43,245.62 | |
| Accounts payable | Shanghai Skynet Brand Management Corp., Ltd. | 39,911.51 | |
| Accounts payable | Yunnan Salt Rixin Co., Ltd. | 8,403.60 | 8,403.60 |
| Accounts payable | YEIG Property Services Co., Ltd. | 92,693.90 | |
| Notes payable | Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | 1,050,654.60 | |
| Other payables | Yunnan Medical Investment Management Group Kunming Technology Co., Ltd. | 4,229.99 | 4,229.99 |
| Other payables | Kunming Yusi Pharmaceutical Co., Ltd. | 2,353.18 | 2,353.18 |
| Other payables | Yunnan Drug Technology Development and Operation Co., Ltd. | 2,850,000.00 | |
| Dividend payable |
State-owned Assets Supervision andAdministration Commission of Yunnan ProvincialPeople’s Government, New Huadu IndustrialGroup Co., Ltd.
| 86,490,742.04 | |||
| Contractual liabilities | Shanghai Pharmaceuticals Holding Co., Ltd and its subsidiaries | 15,077,089.94 | 27,079,192.76 |
| Contractual liabilities | Tibet Jiushi Zhihe Marketing Co., Ltd. | 474,164.58 | 2,172,816.79 |
| Non-current liabilities due within one year | Yunnan Jingxing Pharmaceutical Group Co., Ltd. | 561,754.40 | 1,652,355.08 |
| Non-current liabilities due within one year | Yunnan Jianshui County Xingda Medicine Co., Ltd. | 1,463,099.89 | 1,434,687.47 |
| Non-current liabilities due within one year | Yunnan Tianma Pharmaceutical Co., Ltd. | 1,456,597.43 | 1,428,311.30 |
| Non-current liabilities | YEIG Power Assembly Park Development Co., Ltd. | 1,154,754.61 | 1,321,553.56 |
due withinone year
| due within one year | |||
| Non-current liabilities due within one year | Chuxiong Jiayuan Medicine Co., Ltd. | 338,184.26 | |
| Lease liabilities | Yunnan Jianshui County Xingda Medicine Co., Ltd. | 4,733,842.72 | 4,657,661.24 |
| Lease liabilities | YEIG Power Assembly Park Development Co., Ltd. | 1,103,971.90 | 1,382,344.99 |
| Lease liabilities | Yunnan Jingxing Pharmaceutical Group Co., Ltd. | 1,175,146.74 | 1,148,722.02 |
7. Related party commitments: None.
8. Others: None.
XV. Share-based Payment
1. General information about share-based payment
□Applicable
?Not applicable
2. Equity-settled share-based payment
□Applicable
?Not applicable
3. Cash-settled share-based payment
□Applicable
?Not applicable
4. Share payments during the period
□Applicable
?Not applicable
5. Amendment and termination of share-based payment: None.
6. Others: None.
XVI. Commitment and Contingencies
1. Significant commitments
Significant commitments on the balance sheet date: None.
2. Contingencies
(1) Significant contingencies on the balance sheet date
The contract dispute cases such as Shanghai Yuanye Industrial Co., Ltd vs. Yunnan Baiyao Holding Investment Co., Ltd, involvingan amount of RMB 1,575,318,800, for which, the first trial has not yet commenced.
(2) Where the Company had no significant contingencies to disclose, explanation is also required
The Company had no significant contingencies to disclose.
3. Others
None.
XVII. Events Subsequent to the Balance Sheet Date
1. Important non-adjusting events: None.
2. Profit distribution: None.
3. Sales return: None.
4. Explanation on other events subsequent to the balance sheet date: None.
XVIII. Other Significant Events
1. Correction of previous accounting errors
(1) Retrospective restatement method: None.
(2) Prospective application method: None.
2. Debt restructuring: None.
3. Assets exchange
(1) Exchange of non-cash and bank balance: None.
(2) Exchange of other assets: None.
4. Annuity plan
(1) In accordance with the Trial Measures for Enterprise Annuity and Trial Measures for Enterprise AnnuityFund Management of the Ministry of Labor and Social Security, as well as the Letter Yun Lao She Han [2006] No.267 of Department of Labor and Social Security of Yunnan Province, the Company was approved to establish anenterprise annuity. The investment manager of the enterprise annuity fund is Fullgoal Fund Management Co., Ltd,and the trustee of the enterprise annuity fund is China Merchants Bank Co., Ltd. The enterprise contribution shallbe paid annually at 5% of the total salary of the employees of the Company in the previous year, and the individualcontribution of the employees shall be paid at 10% of the unit contribution. The individual contribution shall becollected and paid by the Company from the employee’s salary.
(2) According to the replies of Yunnan Provincial Department of Human Resources and Social Security (YunRen She Letter [2009] No.79) and Kunming Municipal Labor and Social Security Bureau (Kun Lao She Han [2008]No.204) on the Enterprise Annuity Implementation Plan of Yunnan Pharma, Yunnan Pharma, a subsidiary of theCompany, was approved to establish an enterprise annuity. The investment manager of the enterprise annuity fundis Ping An Annuity Insurance Company of China, Ltd, and the trustee of the enterprise annuity fund is ChinaMerchants Bank Co., Ltd. According to the plan, the enterprise contribution shall be paid annually at no more than
8.33% of the total salary of the employees of Yunnan Pharma in the previous year, and the individual contributionof the employees shall be paid at 10% of the unit contribution.
(3) According to the replies of Yunnan Provincial Department of Human Resources and Social Security (Yun
Ren She Letter [2009] No.79) and Kunming Municipal Labor and Social Security Bureau (Kun Ren She Han [2016]No.21) on the Enterprise Annuity Implementation Plan of Yunnan Institute of Materia Medica, Yunnan Institute ofMateria Medica, a subsidiary of the Company, was approved to establish an enterprise annuity. According to thereply from the Kunming Municipal Bureau of Human Resources and Social Security (Kun Ren She Han [2024] No.105) to the Letter from Yunnan Institute of Materia Medica Regarding Adjustment of the Corporate Pension Plan,the adjustment of the corporate pension plan for Yunnan Institute of Materia Medica has been approved. Theinvestment manager of the enterprise annuity fund is Ping An Annuity Insurance Company of China, Ltd, and thetrustee of the enterprise annuity fund is China Construction Bank Corporation. According to the plan, the enterprisecontribution shall be paid annually at no more than 5% of the total salary of the employees of Yunnan Institute ofMateria Medica in the previous year, and the individual contribution of the employees shall be paid at 10% of theunit contribution.
(4) In accordance with the Measures on Enterprise Annuity (Decree No. 36 of Ministry of Human Resourcesand Social Security), Measures on the Management of Enterprise Annuity Fund (Decree No. 11 of Ministry ofHuman Resources and Social Security) and other relevant provisions as well as the Reply on Filing of EnterpriseAnnuity Plan of Yunnan Baiyao Group Wuxi Pharmaceutical Co., Ltd issued by Wuxi Human Resources and SocialSecurity Bureau (Xi Ren She Fu [2025] No.14), Yunnan Baiyao Group Wuxi Pharmaceutical Co., Ltd, a subsidiaryof the Company, was approved to establish an enterprise annuity. The investment manager of the enterprise annuityfund is Ping An Annuity Insurance Company of China, Ltd, and the trustee of the enterprise annuity fund is ChinaConstruction Bank Corporation. According to the plan, the enterprise contribution shall be paid annually at no morethan 5% of the total salary of the employees of Yunnan Baiyao Group Wuxi Pharmaceutical Co., Ltd in the previousyear, and the individual contribution of the employees shall be paid at 10% of the unit contribution.
5. Discontinuation of operation: None.
6. Segment information
(1) Determination basis and accounting policy of reporting segments: None.
(2) Financial information of reporting segments: None.
(3) If the Company has no reporting segment or the total assets and total liabilities of the reporting segmentscannot be disclosed, please explain the reason: None.
(4) Other explanations: None.
7. Other significant transactions and matters that have an impact on investors’ decision-making: None.
8. Others: None.
XIX. Notes to Major Items of Financial Statements of the Parent Company
1. Accounts receivable
(1) Disclosure by aging
Unit: RMB
| Aging | Closing balance | Opening balance |
| Within 1 year (inclusive of 1 year) | 1,410,366,807.74 | 1,227,895,866.19 |
| 1 to 2 years | 11,304,772.32 | 3,872,165.80 |
| 2 to 3 years | 76,476,655.49 | 79,324,328.73 |
| Above 3 years | 655,467,930.75 | 650,617,364.49 |
| Total | 2,153,616,166.30 | 1,961,709,725.21 |
(2) Disclosure by the method of provision for bad debts
Unit: RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Provision for bad debt | Book value | Book balance | Provision for bad debt | Book value | |||||
| Amount | Proportion | Amount | Provision proportion | Amount | Proportion | Amount | Provision proportion | |||
| Including: | ||||||||||
| Account receivables with provision for bad debt on portfolio basis | 2,153,616,166.30 | 100.00% | 20,948,262.23 | 0.97% | 2,132,667,904.07 | 1,961,709,725.21 | 100.00% | 20,993,861.37 | 1.07% | 1,940,715,863.84 |
| Including: | ||||||||||
| Account receivables from external customers | 87,845,641.59 | 4.08% | 20,948,262.23 | 23.85% | 66,897,379.36 | 67,854,948.56 | 3.46% | 20,993,861.37 | 30.94% | 46,861,087.19 |
| Account receivables from related parties | 2,065,770,524.71 | 95.92% | 0.00% | 2,065,770,524.71 | 1,893,854,776.65 | 96.54% | 0.00% | 1,893,854,776.65 | ||
| Total | 2,153,616,166.30 | 100.00% | 20,948,262.23 | 0.97% | 2,132,667,904.07 | 1,961,709,725.21 | 100.00% | 20,993,861.37 | 1.07% | 1,940,715,863.84 |
Provision for bad debts made on a portfolio basis:
Unit: RMB
| Name | Closing balance | ||
| Book balance | Provision for bad debts | Provision proportion | |
| Account receivables from external customers | 87,845,641.59 | 20,948,262.23 | 23.85% |
| Account receivables from related parties | 2,065,770,524.71 | ||
| Total | 2,153,616,166.30 | 20,948,262.23 | |
Explanation on the basis for determining the portfolio: None.If provision was made for bad debts of accounts receivable in accordance with the general expected credit loss model:
?Applicable?Not applicable
(3) Provision for bad debts accrued, recovered or reversed during the period: None.
(4) Actual write-off of accounts receivable for the period: None.
(5) Top five customers in closing balance of accounts receivable and contractual assets summarized bydebtor
Unit: RMB
| Customer name | Closing balance of accounts receivable | Closing balance of contractual assets | Closing balance of accounts receivable and contractual assets | Percentage of total of closing balance of accounts receivable and contractual assets | Closing balance of provision for bad debts of accounts receivable and provision for impairment of contractual assets |
| Customer A | 780,975,149.81 | 780,975,149.81 | 36.26% | ||
| Customer B | 779,487,444.41 | 779,487,444.41 | 36.19% | ||
| Customer C | 264,706,256.24 | 264,706,256.24 | 12.29% | ||
| Customer D | 136,814,532.50 | 136,814,532.50 | 6.35% | ||
| Customer E | 46,752,954.28 | 46,752,954.28 | 2.17% | ||
| Total | 2,008,736,337.24 | 2,008,736,337.24 | 93.26% | 0.00 |
2. Other receivables
Unit: RMB
| Item | Closing balance | Opening balance |
| Dividends receivable | 193,031,770.84 | 10,348,033.98 |
| Other receivables | 6,323,341,269.71 | 6,491,515,478.29 |
Total
| Total | 6,516,373,040.55 | 6,501,863,512.27 |
(1) Interest receivable
1) Category of interest receivable: None.
2) Significant overdue interest: None.
3) Disclosure by the method of provision for bad debts
?Applicable?Not applicable
4) Provision for bad debts accrued, recovered or reversed during the period: None.
5) Actual write-off of interest receivable during this reporting period: None.
(2) Dividends receivable
1) Category of dividends receivable
Unit: RMB
| Item (or investee) | Closing balance | Opening balance |
| Shanghai Pharmaceutical Group Co., Ltd. | 193,031,770.84 | 0.00 |
| Jacobson Pharma Co., Ltd. | 0.00 | 6,482,280.00 |
| JBM (Healthcare) Co., Ltd. | 0.00 | 3,865,753.98 |
| Total | 193,031,770.84 | 10,348,033.98 |
2) Significant dividends receivable aged above 1 year: None.
3) Disclosure by the method of provision for bad debts
?Applicable?Not applicable
4) Provision for bad debts accrued, recovered or reversed during the period: None.
5) Actual write-off of dividends receivable during this reporting period: None.
(3) Other receivables
1) Other receivables by nature
Unit: RMB
| Nature | Book balance at the end of the reporting period | Book balance at the beginning of the reporting period |
| Current accounts from and to related | 6,449,784,405.40 | 6,622,159,259.62 |
parties within the scope of consolidation
| parties within the scope of consolidation | ||
| Deposits and guarantees | 7,514,111.54 | 7,874,816.28 |
| Petty cash and collection and payment on behalf of others | 3,995,029.70 | 3,562,509.41 |
| Other current accounts | 14,095,581.97 | 9,293,791.26 |
| Total | 6,475,389,128.61 | 6,642,890,376.57 |
2) Disclosure by aging
Unit: RMB
| Aging | Book balance at the end of the period | Opening balance at the end of the period |
| Within 1 year (inclusive of 1 year) | 2,301,105,757.58 | 2,829,671,131.53 |
| 1 to 2 years | 1,283,050,289.79 | 1,704,148,058.85 |
| 2 to 3 years | 1,251,636,503.27 | 841,712,325.56 |
| Above 3 years | 1,639,596,577.97 | 1,267,358,860.63 |
| Total | 6,475,389,128.61 | 6,642,890,376.57 |
3) Disclosure by the method of provision for bad debts
Unit: RMB
| Category | Closing balance | Opening balance | ||||||||
| Book balance | Provision for bad debts | Book value | Book balance | Provision for bad debts | Book value | |||||
| Amount | Proportion | Amount | Provision proportion | Amount | Proportion | Amount | Provision proportion | |||
| Including: | ||||||||||
| Provision for bad debts by portfolio | 6,475,389,128.61 | 100.00% | 152,047,858.90 | 2.35% | 6,323,341,269.71 | 6,642,890,376.57 | 100.00% | 151,374,898.28 | 0.02% | 6,491,515,478.29 |
| Including: | ||||||||||
| Age-based portfolio | 25,604,723.21 | 0.40% | 6,073,189.36 | 23.72% | 19,531,533.85 | 20,731,116.95 | 0.31% | 5,400,228.74 | 26.05% | 15,330,888.21 |
| Related party portfolio | 6,449,784,405.40 | 99.60% | 145,974,669.54 | 2.26% | 6,303,809,735.86 | 6,622,159,259.62 | 99.69% | 145,974,669.54 | 2.20% | 6,476,184,590.08 |
| Total | 6,475,389,128.61 | 100.00% | 152,047,858.90 | 2.35% | 6,323,341,269.71 | 6,642,890,376.57 | 100.00% | 151,374,898.28 | 2.28% | 6,491,515,478.29 |
Provision for bad debts made on a portfolio basis:
Unit: RMB
| Name | Closing balance | ||
| Book balance | Provision for bad debts | Provision proportion | |
| Age-based portfolio | 25,604,723.21 | 6,073,189.36 | 23.72% |
| Related party portfolio | 6,449,784,405.40 | 145,974,669.54 | 2.26% |
| Total | 6,475,389,128.61 | 152,047,858.90 | |
Explanation on the basis for determining the portfolio: None.Provision for bad debts in accordance with the general expected credit loss model:
Unit: RMB
| Provision for bad debts | Phase I | Phase II | Phase III | Total |
| Expected credit losses for the next 12 months | Lifetime ECL (not credit-impaired) | Lifetime ECL (credit-impaired) | ||
| Balance as of January 1, 2025 | 151,374,898.28 | 151,374,898.28 | ||
| Balance as of January 1, 2025 in the current period | ||||
| ——Transferred to Phase 2 | 0.00 | |||
| ——Transferred to Phase 3 | 0.00 | |||
| ——Transferred back to Phase 2 | 0.00 | |||
| ——Transferred back to Phase 1 | 0.00 | |||
| Current provision | 672,960.62 | 672,960.62 | ||
| Current reversal | 0.00 | |||
| Current transfer | 0.00 | |||
| Current write-off | 0.00 | |||
| Other changes | 0.00 | |||
| Balance as of June 30, 2025 | 152,047,858.90 | 152,047,858.90 |
Division base for each phase and proportion of provision for bad debts: None.Changes in book balance with significant changes in loss reserves in the current period?Applicable?Not applicable
4) Provision for bad debts accrued, recovered or reversed during the period
Provision for bad debts for the period:
Unit: RMB
| Category | Opening balance | Change in the current period | Closing balance | |||
| Provision | Recovery or reversal | Transfer or write-off | Others | |||
| Age-based portfolio | 5,400,228.74 | 672,960.62 | 4,727,268.12 | |||
| Related party portfolio | 145,974,669.54 | 145,974,669.54 | ||||
| Total | 151,374,898.28 | 672,960.62 | 150,701,937.66 | |||
Provision for bad debt with important amount of recovery or reversal during the period: None.
5) Actual write-off of other receivables during this reporting period: None.
6) Top five customers in closing balance of other receivables summarized by debtor
Unit: RMB
| Entity name | Nature | Closing balance | Aging | Percentage of total of closing balance of other | Closing balance of provision for |
receivables
| receivables | bad debts | ||||
| Entity A | Related parties within the scope of consolidation | 1,425,049,049.25 | Within 1 year, above 1 year | 22.01% | |
| Entity B | Related parties within the scope of consolidation | 914,412,340.50 | Within 1 year, above 1 year | 14.12% | |
| Entity C | Related parties within the scope of consolidation | 824,545,699.09 | Within 1 year, 1 to 2 years, above 3 years | 12.73% | |
| Entity D | Related parties within the scope of consolidation | 707,745,115.03 | Within 1 year | 10.93% | |
| Entity E | Related parties within the scope of consolidation | 575,440,000.00 | Within 1 year, 1 to 2 years, above 3 years | 8.89% | |
| Total | 4,447,192,203.87 | 68.68% |
7) Reported as other receivables due to centralized fund management
Other explanations: None.
3. Long-term equity investment
Unit: RMB
| Item | Closing balance | Opening balance | ||||
| Book balance | Impairment provision | Book value | Book balance | Impairment provision | Book value | |
| Investments in subsidiaries | 2,593,195,450.92 | 244,474,941.95 | 2,348,720,508.97 | 2,593,195,450.92 | 244,474,941.95 | 2,348,720,508.97 |
| Investments in associates and joint ventures | 13,175,119,327.53 | 0.00 | 13,175,119,327.53 | 12,578,620,530.71 | 0.00 | 12,578,620,530.71 |
| Total | 15,768,314,778.45 | 244,474,941.95 | 15,523,839,836.50 | 15,171,815,981.63 | 244,474,941.95 | 14,927,341,039.68 |
(1) Investments in subsidiaries
Unit: RMB
| Investee | Opening balance (book value) | Opening balance of impairment provision | Increase or decrease in the current period | Closing balance (book value) | Closing balance of impairment provision | |||
| Additional investment | Decreased investment | Provision for impairment | Others | |||||
| Yunnan Baiyao Group TCM Resources Co., Ltd. | 130,894,518.14 | 130,894,518.14 | 0.00 | |||||
| Yunnan Baiyao Group Medicine E-commerce Co., Ltd. | 56,059,850.00 | 56,059,850.00 | 0.00 | |||||
| Yunnan Baiyao Group Wuxi Pharmaceutical Co., Ltd. | 39,627,253.25 | 39,627,253.25 | 0.00 | |||||
| Yunnan Baiyao Group Dali Pharmaceutical Co., Ltd. | 16,489,200.00 | 16,489,200.00 | 0.00 | |||||
| Yunnan Baiyao Group Health Products Co., Ltd. | 168,297,661.03 | 168,297,661.03 | 0.00 | |||||
| Yunnan Pharmaceutical Co., Ltd. | 765,533,647.30 | 765,533,647.30 | 0.00 | |||||
| Yunnan Institute of Materia Medica | 101,075,329.94 | 101,075,329.94 | 0.00 | |||||
| Yunnan Baiyao Holding Investment Co., Ltd. | 193,992,837.67 | 193,992,837.67 | 0.00 | |||||
| Yunnan Baiyao Teayield Co., Ltd. | 3,701,960.00 | 20,000,000.00 | 3,701,960.00 | 20,000,000.00 | ||||
| Yunnan Baiyao Group (Hainan) Co., Ltd. | 457,198,438.74 | 457,198,438.74 | 0.00 | |||||
| Yunnan Baiyao Group Shanghai Co., Ltd. | 11,350,000.00 | 11,350,000.00 | 0.00 | |||||
| Yunnan Baiyao Group Medical Technology Hefei Co., Ltd. | 85,700,000.00 | 85,700,000.00 | 0.00 | |||||
| Shanghai Yunzhen Medical Technology Co., Ltd. | 200,572,858.37 | 200,572,858.37 | 0.00 | |||||
| YNBY International Limited | 98,226,954.53 | 224,474,941.95 | 98,226,954.53 | 224,474,941.95 | ||||
| Yunhe Pharmaceutical (Tianjin) Co., Ltd. | 20,000,000.00 | 20,000,000.00 | 0.00 | |||||
| Total | 2,328,720,508.97 | 244,474,941.95 | 2,348,720,508.97 | 244,474,941.95 | ||||
(2) Investments in associates and joint ventures
Unit: RMB
| Investee | Opening balance (book value) | Opening balance of impairment provision | Increase and decrease in the current period | Closing balance (book value) | Closing balance of impairment provision | |||||||
| Additional investment | Decreased investment | Profit and loss on investments recognized under the equity method | Adjustment of other comprehensive income | Change in other equities | Cash dividends or profit declared to distribute | Provision for impairment | Others | |||||
| I. Joint ventures | ||||||||||||
| II. Associates | ||||||||||||
| Shanghai Pharmaceuticals Holding Co., Ltd. | 12,062,250,480.82 | 772,586,368.16 | 747,046.88 | 15,826,190.78 | 193,031,770.84 | 12,658,378,315.80 | ||||||
| Yunnan TCM Comprehensive Health Innovation Equity Investment Fund Partnership (Limited Partnership) | 499,889,683.05 | -525,965.37 | 499,363,717.68 | |||||||||
| Yunnan Tianzheng Testing Co., Ltd. | 16,480,366.84 | 896,927.21 | 17,377,294.05 | |||||||||
| Subtotal | 12,578,620,530.71 | 772,957,330.00 | 747,046.88 | 15,826,190.78 | 193,031,770.84 | 0.00 | 13,175,119,327.53 | |||||
| Total | 12,578,620,530.71 | 772,957,330.00 | 747,046.88 | 15,826,190.78 | 193,031,770.84 | 0.00 | 13,175,119,327.53 | 0.00 | ||||
The recoverable amount is determined based on the net amount obtained by fair value less the disposal expense.
□Applicable ?Not applicable
The recoverable amount is determined based on the present value of estimated future cash flows.
□Applicable ?Not applicable
Reasons for significant differences between the foregoing information and information used for impairment testing in previousyears or external information: None.Reasons for significant differences between the information used in the Company’s impairment tests in previous years andthe actual situation in the corresponding years: None.
(3) Other explanations: None.
4. Operating revenue and operating cost
Unit: RMB
| Item | Amount for the current period | Amount for the previous period | ||
| Income | Cost | Income | Cost | |
| Principal business | 4,870,143,152.83 | 1,839,018,331.24 | 4,449,661,598.70 | 1,837,265,009.69 |
| Other business | 665,756,157.90 | 2,686,636,344.52 | 75,993,077.06 | 62,495,542.18 |
| Total | 5,535,899,310.73 | 4,525,654,675.76 | 4,525,654,675.76 | 1,899,760,551.87 |
Breakdown information of operating revenue and operating cost:
Unit: RMB
| Contract classification | Drug sales | TCM resources | Others | Total | ||||
| Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | Operating revenue | Operating cost | |
| Business type | 4,764,711,939.15 | 1,757,809,478.70 | 105,431,213.68 | 81,208,852.54 | 665,756,157.90 | 2,686,636,344.52 | 5,535,899,310.73 | 4,525,654,675.76 |
| Including: | ||||||||
| Industry sales income | 4,764,711,939.15 | 1,757,809,478.70 | 4,764,711,939.15 | 1,757,809,478.70 | ||||
| Commercial sales income | 97,146,058.31 | 73,297,804.32 | 97,146,058.31 | 73,297,804.32 | ||||
| Technical services | 8,285,155.37 | 7,911,048.22 | 8,285,155.37 | 7,911,048.22 | ||||
| Others | 665,756,157.90 | 2,686,636,344.52 | 665,756,157.90 | 2,686,636,344.52 | ||||
| By operating areas | 4,764,711,939.15 | 1,757,809,478.70 | 105,431,213.68 | 81,208,852.54 | 665,756,157.90 | 2,686,636,344.52 | 5,535,899,310.73 | 4,525,654,675.76 |
| Including: | ||||||||
| In Yunnan province | 603,763,757.54 | 263,601,177.14 | 103,522,388.47 | 80,330,245.75 | 665,756,157.90 | 2,686,636,344.52 | 1,373,042,303.91 | 3,030,567,767.41 |
| Outside Yunnan province (excluding overseas) | 4,160,948,181.61 | 1,494,208,301.56 | 1,908,825.21 | 878,606.79 | 4,162,857,006.82 | 1,495,086,908.35 | ||
| Overseas | ||||||||
Information about performance obligations: None.Other explanations: None.Information related to the transaction price allocated to the remaining performance obligations:
As of the end of this reporting period, the income corresponding to the performance obligations that have been contracted but notyet fulfilled or completed is RMB 0.00.Significant contractual changes or significant transaction price adjustments: None.Other explanations: None.
5. Investment income
Unit: RMB
| Item | Amount for the current period | Amount for the previous period |
| Income from long-term equity investment under the equity method | 772,957,330.00 | 497,138,562.64 |
| Investment income from disposal of financial assets held for trading | 26,695,771.21 | |
| Investment income from other non-current financial assets during the holding period | 3,427,111.75 | |
| Others | 14,319,630.38 | -21,173,817.57 |
| Total | 813,972,731.59 | 479,391,856.82 |
6. Others: None.
XX. Supplementary Information
1. Breakdown of non-recurring profits and losses for the current period
?Applicable ?Not applicable
Unit: RMB
| Item | Amount | Description |
| Profits and losses from disposal of non-current assets | 2,405,879.50 | |
| Government subsidies included in the current profits and losses (excluding the government subsidies closely related to regular businesses of the Company in line with national policies and received by a determined standard, with a continuous impact on the Company’s profits and losses) | 20,185,891.77 | |
| Profits and losses from changes in fair value of financial assets and liabilities held for trading by non-financial enterprises, and from disposal of such financial assets and liabilities, except for effective hedging operations related to regular businesses of the Company | 148,596,335.67 | |
| Profits and losses from entrusted investment or asset management | 4,870,931.14 | |
| Non-operating revenue and expenses other than the above | 11,702,436.40 | |
| Other profits and losses satisfying the definition of non-recurring profits and losses | 6,911,926.33 | |
| Less: Amount affected by the income tax | 22,272,320.65 | |
| Amount affected by minority interests (after tax) | 405,226.52 | |
| Total | 171,995,853.64 | -- |
Details of other profits and losses satisfying the definition of non-recurring profits and losses:
?Applicable ?Not applicableOther profit and loss items that meet the definition of non-recurring profit and loss mainly include other non-recurring profit and losssuch as interest on time deposits and value-added tax reduction and exemption.Note for the definition of non-recurring profits and losses set out in the No.1 Explanatory Announcement on Information Disclosurefor Companies Offering Their Securities to the Public - Non-recurring Profits and Losses, as recurring profits and losses
□Applicable ?Not applicable
2. Return on equity and earnings per share
| Profits during the reporting period | Weighted average return on equity | Earnings per share | |
| Basic earnings per share (RMB/share) | Diluted earnings per share (RMB/share) | ||
| Net profits attributable to ordinary shareholders of the Company | 9.09% | 2.04 | 2.04 |
| Net profits attributable to ordinary shareholders of the Company after deducting non-recurring profits and losses | 8.68% | 1.94 | 1.94 |
3. Differences in Accounting Data under Chinese Accounting Standards (CAS) and Overseas AccountingStandards
(1) Differences in the net profits and net assets in financial statements disclosed respectively underInternational Financial Reporting Standards (IFRS) and CAS
□Applicable ?Not applicable
(2) Differences in the net profits and net assets in financial statements disclosed respectively under overseasaccounting standards and CAS
□Applicable ?Not applicable
(3) Explanations of the causes to differences in accounting data under CAS and overseas accountingstandards; if a difference adjustment is made to data audited by an overseas audit institution, the name ofthe institution shall be provided: None.
4. Others: None.
Section IX Other Reported DataI. Information about Other Major Social Safety IssuesWhether the listed company and its subsidiaries have any other major social safety issues
□Yes ?No □Not applicable
Whether any administrative penalties were imposed during the Reporting Period
□Yes ?No □Not applicable
II. Registration Form for Reception, Research, Communication, Interview and Other ActivitiesDuring the Reporting Period?Applicable □Not applicable
| Reception date | Reception site | Reception method | Type of recipients | Recipients | Main topics discussed and materials provided | Index for the basic information of the research |
| January 7, 2025 | Group headquarters office building | Communication via phone | Institution | 2 people from FSSA | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1222284924&orgId=gssz0000538&announcementTime=2025-01-09 |
| January 8, 2025 | Group headquarters office building | Communication via phone | Institution | 3 people from China Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1222284922&orgId=gssz0000538&announcementTime=2025-01-09 |
| January 10, 2025 | Group headquarters office building | Communication via phone | Institution | 2 people from Northeast Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1222320877&orgId=gssz0000538&announcementTime=2025-01-13 |
| January 13, 2025 | Group headquarters office building | Field research | Institution | 2 people from China International Capital Corporation, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1222342453&orgId=gssz0000538&announcementTime=2025-01-15 |
| January 14, 2025 | Group headquarters office building | Field research | Institution | 6 people from Dacheng Fund Management | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1222342451&orgId=gssz0000538&announcementTime=2025-01-15 |
| January 23, 2025 | Group headquarters office building | Field research | Institution | 17 people from Pacific Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1222430012&orgId=gssz0000538&announcementTime=2025-01-24 |
| April 1, 2025 | Group headquarters office building | Communication via phone | Institution | 146 institutional and individual investors | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223004263&orgId=gssz0000538&announcementTime=2025-04-03 |
| April 3, 2025 | Group headquarters office building | Communication via phone | Institution | 3 people from Orient Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223019906&orgId=gssz0000538&announcementTime=2025-04-07 |
| April 7, 2025 | Group headquarters office building | Communication via phone | Institution | 2 people from E Fund Management, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223042367&orgId=gssz0000538&announcementTime=2025-04-09 |
| April 7, 2025 | Group headquarters office building | Communication via phone | Institution | 2 people from Taiping Asset Management, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223042374&orgId=gssz0000538&announcementTime=2025-04-09 |
| April 8, 2025 | Group | Communication | Institution | 4 people from | Understanding of the | https://www.cninfo.com.cn/new/disclos |
headquartersoffice building
| headquarters office building | via phone | Penghua Fund Management, etc. | Company’s operating situation. | ure/detail?stockCode=000538&announcementId=1223042376&orgId=gssz0000538&announcementTime=2025-04-09 | ||
| April 8, 2025 | Group headquarters office building | Communication via phone | Institution | 5 people from China Merchants Fund Management, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223042378&orgId=gssz0000538&announcementTime=2025-04-09 |
| April 9, 2025 | Group headquarters office building | Communication via phone | Institution | 4 people from Guolian Minsheng Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223068757&orgId=gssz0000538&announcementTime=2025-04-11 |
| April 10, 2025 | Group headquarters office building | Communication via phone | Institution | 2 people from Sinolink Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223068762&orgId=gssz0000538&announcementTime=2025-04-11 |
| April 10, 2025 | Group headquarters office building | Communication via phone | Institution | 5 people from China Life Asset Management, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223068767&orgId=gssz0000538&announcementTime=2025-04-11 |
| April 11, 2025 | Group headquarters office building | Communication via phone | Institution | 6 people from China Asset Management, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223098755&orgId=gssz0000538&announcementTime=2025-04-15 |
| April 11, 2025 | Group headquarters office building | Communication via phone | Institution | 3 people from PICC Pension, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223098757&orgId=gssz0000538&announcementTime=2025-04-15 |
| April 14, 2025 | Group headquarters office building | Field research | Institution | 6 people from CLSA Capital Partners, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223098789&orgId=gssz0000538&announcementTime=2025-04-15 |
| April 16, 2025 | Group headquarters office building | Communication via phone | Institution | 2 people from Soochow Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223146070&orgId=gssz0000538&announcementTime=2025-04-18 |
| April 17, 2025 | Group headquarters office building | Communication via phone | Institution | 3 people from Guolian Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223146095&orgId=gssz0000538&announcementTime=2025-04-18 |
| April 21, 2025 | Group headquarters office building | Field research | Institution | 15 people from CITIC Securities, China Securities, Guotai Haitong Securities, Huatai Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223236234&orgId=gssz0000538&announcementTime=2025-04-23 |
| May 15, 2025 | Group headquarters office building | Communication via phone | Institution | 1 people from Allianz Global Investors | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223587747&orgId=gssz0000538&announcementTime=2025-05-19 |
| May 15, 2025 | Group headquarters office building | Communication via phone | Institution | 6 people from KS Fund, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223587795&orgId=gssz0000538&announcementTime=2025-05-19 |
| May 15, 2025 | Group headquarters office building | Communication via phone | Institution | 1 people from Citi PWM | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223587827&orgId=gssz0000538&announcementTime=2025-05-19 |
| May 16, 2025 | Group headquarters office building | Others | Institution | Investors who asked questions on | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223587829&orgId=gssz000 |
https://rs.p5w.net
| https://rs.p5w.net | 0538&announcementTime=2025-05-19 | |||||
| May 19, 2025 | Group headquarters office building | Communication via phone | Institution | 1 people from Matthews International Capital Management LLC. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223626004&orgId=gssz0000538&announcementTime=2025-05-21 |
| May 19, 2025 | Group headquarters office building | Communication via phone | Institution | 3 people from Orient Securities Company Limited | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223626008&orgId=gssz0000538&announcementTime=2025-05-21 |
| June 4, 2025 | Group headquarters office building | Field research | Institution | 4 people from Soochow Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223802881&orgId=gssz0000538&announcementTime=2025-06-06 |
| June 5, 2025 | Group headquarters office building | Communication via phone | Institution | 7 people from Zhongtai Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223802982&orgId=gssz0000538&announcementTime=2025-06-06 |
| June 19, 2025 | Group headquarters office building | Field research | Institution | 5 people from CITIC Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223955911&orgId=gssz0000538&announcementTime=2025-06-23 |
| June 20, 2025 | Group headquarters office building | Communication via phone | Institution | 8 people from Changjiang Securities, etc. | Understanding of the Company’s operating situation. | https://www.cninfo.com.cn/new/disclosure/detail?stockCode=000538&announcementId=1223973328&orgId=gssz0000538&announcementTime=2025-06-24 |
III. Information about Fund Transitions between the Listed Company and Its ControllingShareholders as well as Other Related Parties
□Applicable ?Not applicable
Yunnan Baiyao Group Co., Ltd.
Board of Directors
August 29, 2025
