Company Code: 603163 Company Abbreviation: Acter Group
Acter Technology Integration Group Co., Ltd.
Important
I. The board of directors and senior management of the Company hereby guarantee the contents
contained in the annual report (hereinafter referred to as “this Report”) are true, accurate, intact
and free of any false records, misleading statements or major omissions; otherwise, they shall bear
the individual and joint legal liabilities arising therefrom.
II. All directors of the Company attended the board meeting.
III. ShineWing Certified Public Accountants LLP (special general partnership) has issued a
standard unqualified audit report for the Company.
IV. Liang Jinli, the director of the Company, Zhu Qihua, the person in charge of accounting, and
Xiao Jingxia, the director of the accounting firm (accounting director) hereby declare that the
financial statements set out in this Report are true, accurate and intact.
V. Proposals for profit distribution or conversion of provident fund to capital stock during the
reporting period ratified in the form of board resolution
The Company held the 5th Meeting of the 3rd Board of Directors on March 27, 2026, which reviewed
and approved the Proposal on the Profit Distribution Plan for the Year 2025. The 2025 profit distribution
pre-plan is as follows: Based on the total share capital registered on the equity distribution record date, a
cash dividend of RMB 6.5 (tax-inclusive) per 10 shares will be distributed to all shareholders. As of
December 31, 2025, the Company’s total share capital was 100,000,000 shares, resulting in a proposed
total cash dividend of RMB 65,000,000 (tax-inclusive).
Furthermore, the 2nd Meeting of the 3rd Board of Directors held on August 7, 2025, reviewed and
approved the Proposal on the Profit Distribution Plan for the First Half of Year 2025. The 2025 semi-
annual profit distribution plan was: Based on the total share capital registered on the equity distribution
record date, a cash dividend of RMB 1.5 (tax-inclusive) per 10 shares will be distributed to all
shareholders. This interim dividend was distributed on September 5, 2025, with a total distribution amount
of RMB 15,000,000 (tax-inclusive).
In summary, the Company’s estimated total cash dividend distribution for 2025 is RMB 80,000,000
(tax-inclusive), accounting for 51.76% of the Company’s net profit attributable to shareholders of the
listed company for 2025.
As of the end of the reporting period, relevant information regarding the existence of undistributed
losses in the parent company and their impact on matters such as the Company’s profit distribution.
□ Applicable N/A
VI. Risk Disclosure of Forward-Looking Statements
Applicable □ N/A
The forward-looking statements in this Report, including future plans, development strategies, etc.
do not constitute the Company’s substantial commitments to investors, who are kindly reminded of the
investment risks.
VII. Whether there is non-operational appropriation of funds by controlled shareholders and other
related parties
No
VIII. Whether there is any violation of the required decision-making procedures for the provision
of external guarantees
No
IX. Whether more than half of the total directors are unable to guarantee the truthfulness, accuracy
and intactness of the annual report disclosed by the Company
No
X. Significant Risk Warning
The Company has elaborated the possible relevant risks in this Report. For details, please refer to the
possible risks mentioned in “(IV) Possible Risks in VI. Discussion and Analysis of the Company’s Future
Development of Section III: Management Discussion and Analysis”.
XI. Others
□ Applicable N/A
Table of Contents
The full text and abstract of this Report signed by the present legal
representative and sealed by the Company
The financial statements signed and stamped by the director of the Company,
the person in charge of accounting, and the director of the accounting firm
Catalog of Reference (accounting director)
Documents The original audit report sealed by the accounting firm, and signed and sealed
by the certified public accountants;
The originals of all the Company’s documents and the original manuscript of
the announcements publicly disclosed in the newspapers designated by the
CSRC during the reporting period
Section I Definitions
I. Definitions
In this Report, unless the context otherwise requires, the following terms shall have the meanings set out
below:
Definitions of the common terms
The Company, we, Acter Group refer to Acter Technology Integration Group Co., Ltd.
Sheng Huei (Suzhou) Engineering Co., Ltd., the
Sheng Huei Limited refer to
predecessor of the Company
Sheng Huei International Co., Ltd., a direct controlling
Sheng Huei International refer to
shareholder of the Company
Acter Co., Ltd., an indirect controlling shareholder of the
Acter (Taiwan) refer to
Company
Suzhou Songhuei Business Management Consulting
Suzhou Songhuei refer to Partnership (limited partnership), an employee
shareholding platform of the Company
Suzhou Shengzhan Business Management Consulting
Suzhou Shengzhan refer to Partnership (limited partnership), a platform for
shareholding by the Company’s employees
Acter (Shenzhen) refer to Shenghuei Engineering Technology (Shenzhen) Co., Ltd.
Shenzhen Dingmao refer to Shenzhen Dingmao Trading Co., Ltd.
Acter (Vietnam) refer to Sheng Huei Engineering Technology Company Limited
Acter (Hong Kong) refer to Acter International Limited
Acter (Singapore) refer to Acter Technology Singapore Pte. Ltd.
Acter (Indonesia) refer to Pt. Acter Technology Indonesia
Acter (Malaysia) refer to Acter Technology Malaysia Sdn. Bhd.
Acter (Thailand) refer to Acter Technology Company Limited
Space (Thailand) refer to Space Engineering Company Limited
New Point (Seychelles) refer to New Point Group Limited
PT ACTER INTEGRATION TECHNOLOGY
Indonesia Joint Venture refer to
INDONESIA
HER SUO (Taiwan) refer to HER SUO ENG., CO., LTD.
Enrich (Taiwan) refer to Enrich Tech Co., Ltd.
NOVA (Taiwan) refer to NOVA Technology Corp.
Winmega (Taiwan) refer to Winmega Technology Corp.
WASTE refer to WASTE Recovery Technology Inc.
Winmax (Shanghai) refer to Winmax Technology Corp.
Suzhou Winmax Technology Corp., which was
Winmax Technology/Winmax previously known as Suzhou Winmax Technology Co.,
refer to
(Suzhou) Ltd. and Suzhou Guanbo Controlling Technology Co.,
Ltd.
Winmax (Singapore)/Novatech
refer to Novatech Engineering & Construction Pte. Ltd.
(Singapore)
Rayzher Industrial refer to Rayzher Industrial Co., Ltd.
Winmax (Malaysia) refer to Winmax Technology Malaysia Sdn.Bhd.
Reporting period refer to The period from January 1, 2025 to December 31, 2025
The Articles of Association of Acter Technology
Articles of Association refer to
Integration Group Co., Ltd.
Shareholders’ meeting of Acter Technology Integration
Shareholders’ meeting refer to
Group Co., Ltd.
The board of directors of Acter Technology Integration
Board of directors refer to
Group Co., Ltd.
CSRC refer to China Securities Regulatory Commission
Company Law refer to The Company Law of the People’s Republic of China
Securities Law refer to The Securities Law of the People’s Republic of China
RMB Yuan, RMB 10,000, RMB Renminbi/Chinese Yuan, RMB 10,000, RMB 100
refer to
An enclosed space for high-end manufacturing industry,
also known as a clean plant and dust-free room, to control
airborne particles, harmful gases, microorganisms,
temperature, relative humidity, spatial airflow
Clean room refer to
distribution, airflow speed in all directions, as well as
vibration, static electricity, electromagnetic interference,
and noise, etc., in order to satisfy the production process
of products
The concentration of dust in the air within an air
environment. Typically, it refers to the quantity of
Cleanliness refer to particles equal to or exceeding a specified particle size
within a designated volume of air. High dust load means
low cleanliness and vice versa
The business of combining software, hardware, and
communication technology to satisfy users’ needs for
information processing. The separated parts of the
System integration refer to integration are originally independent systems, and the
parts of the integrated whole can work organically and
with each other to bring out the overall effect and achieve
the purpose of overall optimization
The connection from the main system piping to the
process equipment. The scope includes electricity, water
Hook-up refer to
supply and drainage pipes, process piping, exhaust
systems, etc.
A semiconductor manufacturing process in which a
number of parts and components such as transistors,
resistors, capacitors, etc. are fabricated on a small
IC semiconductor refer to
monocrystalline silicon wafer and assembled into a
complete electronic circuit using multi-layer wiring or
tunnel wiring
The shell in which a semiconductor integrated circuit chip
is mounted, which not only plays the role of placing,
Package refer to fixing, sealing, protecting the chip and enhancing the
electrical and thermal properties, but also serves as a
bridge between the internal and external circuits of chips
refer to The general contracting of the integrated whole process,
including the design, procurement, construction,
EPCO operation, etc., of engineering construction projects
entrusted by the owner in accordance with the contract
agreement
refer to The Building Information Modeling in short, which is a
new tool for architecture, engineering, and civil
BIM engineering, and is a computer-aided design tool based
on three-dimensional graphics, object orientation, and
architecture
refer to The Printed Circuit Board in short, which is an important
electronic component, the support body of electronic
PCB
components, and the carrier for the electrical
interconnection of electronic components
refer to The Surface Mounted Technology in short, which is a
new generation of electronic assembly technology duly
SMT
developed from the hybrid integrated circuit technology;
applied with is the surface mounting technology of parts
and components and backflow welding technology, it has
become a new generation of assembly technology in
electronic product manufacturing
AMC refer to Airborne molecular contaminants
refer to Computational Fluid Dynamics in short, namely
Computational Fluid Dynamics. CFD is a product of the
combination of modern fluid mechanics, numerical
mathematics, and computer science. It approximates the
integral and differential terms in the governing equations
CFD
of fluid mechanics into discrete algebraic forms,
converting them into algebraic equation sets. These
discrete algebraic equation sets are then solved by
computers to obtain numerical solutions at discrete
time/space points.
Section II Company Profile and Key Financial Indicators
I. Company Information
Full Legal Name in Chinese 圣晖系统集成集团股份有限公司
Short Legal Name in Chinese 圣晖集成
Full Legal Name in English ACTER TECHNOLOGY INTEGRATION GROUP CO.,
LTD.
Short Legal Name in English ACTER GROUP
Legal Representative Liang Jinli
II. Contacts
Board Secretary Securities Representative
Name Chen Zhihao Gao Jiejie
Address No. 189, Shilin Road, Xushuguan No. 189, Shilin Road, Xushuguan
Economic Development Zone, Suzhou Economic Development Zone,
Hi-Tech Zone, Jiangsu Province, China Suzhou Hi-Tech Zone, Jiangsu
Province, China
Tel. 0512-85186368 0512-85186368
Fax 0512-87773169 0512-87773169
E-mail acter.china@acter.com.cn 603163@acter.com.cn
III. Basic Information
Registered Address No. 189, Shilin Road, Xushuguan Economic Development
Zone, Suzhou Hi-Tech Zone, Jiangsu Province, China
Historical Changes in Registered Address N/A
Office Address No. 189, Shilin Road, Xushuguan Economic Development
Zone, Suzhou Hi-Tech Zone, Jiangsu Province, China
Zip Code of the Office Address 215151
The Company’s Official Website www.acter.com.cn
E-mail acter.china@acter.com.cn
IV. Information Disclosure and Retention Site
Name and website of the media for the STCN (http://www.stcn.com/)
Company’s disclosure of annual report
Website of the stock exchange for www.sse.com.cn
publishing the Company’s annual report
Retention site of the Company’s annual The Company’s board office at No. 189, Shilin Road,
report Xushuguan Economic Development Zone, Suzhou Hi-
Tech Zone, Jiangsu Province, China
V. Corporate Stock
Corporate Stock
Stock Type Stock Exchange Stock Abbreviation Stock Code Stock Abbreviation
Before Change
A-share Shanghai Stock Acter Group 603163 N/A
Exchange
VI. Other Relevant Information
ShineWing Certified Public Accountants LLP
Firm Name
(special general partnership)
Accounting firm hired by the Office Address Chaoyangmen North Street, Dongcheng
Company (domestic) District, Beijing, China
Name of the
Signatory Liu Yuehua, Wang Ping
Accountants
Firm Name Soochow Securities Co., Ltd.
Office Address No. 5, Xingyang Street, Suzhou Industrial Park
Name of Signatory
Sponsor Xia Jianyang, Zhang Boxiong
Sponsor institution for Representative
performing supervisory October 13, 2022 to December 31, 2024
responsibilities continuously As of December 31, 2025, the project invested
during the reporting period Period of by raising funds from the Company’s initial
Continuous public offering of shares has not been
Supervision completed, the sponsor institution still needs to
perform the supervisory responsibilities for the
storage and use of the raised funds.
VII. Key Accounting Data and Financial Indicators for the Previous Three Years
(I) Key Accounting Data
In RMB Yuan
YoY Change
Key Accounting Data 2025 2024 2023
(%)
Operating revenue 48.85
.21 .98 .68
Total profit 36.12
Net profit attributable to 154,546,143.1 114,402,314.3 138,590,474.4
shareholders of listed companies 1 6 2
Net profit attributable to
shareholders of the listed company 35.05
after extraordinary gains and losses
Net cash flows from operating 144,165,160.5 133,522,931.2
-3,708,149.80 N/A
activities 3 3
YoY change
End of 2025 End of 2024 End of 2023
(%)
Net assets attributable to 1,168,451,808 1,110,435,199 1,082,257,514
shareholders of listed companies .31 .21 .27
Total assets 20.87
.22 .69 .44
(II) Key Financial Indicators
YoY Change
Key Financial Indicators 2025 2024 2023
(%)
Basic earnings per share (RMB
Yuan/share)
Diluted earnings per share (RMB
Yuan/share)
Basic earnings per share after 1.54 1.14 35.09 1.36
extraordinary gains and losses
(RMB Yuan/share)
Weighted average return on net
assets (%)
Weighted average return on net
assets after extraordinary gains and 13.65 10.55 3.10 13.42
losses (%)
Explanation for key accounting data and financial indicators of the Company for the previous three years
as of the end of the reporting period
□ Applicable N/A
VIII. Differences in Accounting Data under Domestic and Overseas Accounting Standards
(I) Difference in net profit and net assets attributable to shareholders of the listed company between
the financial reports disclosed in accordance with international accounting standards and those
disclosed in accordance with China accounting standards
□ Applicable N/A
(II) Difference in net profit and net assets attributable to shareholders of the listed company between
the financial reports disclosed in accordance with overseas accounting standards and those disclosed
in accordance with China accounting standards
□ Applicable N/A
(III) Explanation for the Differences between Domestic and Overseas Accounting Standards:
□ Applicable N/A
IX. Key Financial Data of 2025 by Quarter
In RMB Yuan
Q4
Q1 Q2 Q3
(October-
(January-March) (April-June) (July-September)
December)
Operating revenue 574,535,583.39 821,446,425.58 872,025,172.70
Net profit attributable to
shareholders of listed 28,951,322.33 33,512,994.37 33,182,584.32 58,899,242.09
companies
Net profit after
extraordinary gains and
losses attributable to 28,465,867.03 34,209,965.43 32,857,945.83 58,854,854.48
shareholders of listed
companies
Net cash flows from 177,026,939.3
-70,977,694.97 14,752,631.24 23,363,284.88
operating activities 8
Explanation for differences between quarterly data and data in disclosed periodic reports
□ Applicable N/A
X. Non-recurring Profit and Loss and Amount
Applicable □ N/A
In RMB Yuan
Amount for Note (If Amount for Amount for
Non-recurring Profit and Loss Item
Profits or losses on disposal of non-
current assets, including elimination of 442,259.80 -8,175.93 52,564.23
provision for asset impairment
Government grants recognized in
current profit or loss, except for those
government grants that are closely
related to the Company’s normal 3,731,552.0
business operations, in line with 0
national policies and in accordance with
defined criteria, and have a continuing
impact on the Company’s profit or loss
Profits or losses from changes in fair
value of financial assets and liabilities
held by non-financial enterprises and
profits or losses from the disposal of
financial assets and liabilities, except
for effective hedging business related to
the Company’s normal business
operations
Occupancy fees charged to non-
financial enterprises recognized in
profit or loss for the period
Profits or losses on entrusted
investment or asset management
Profits or losses on entrusted external
loans
Losses on assets due to force majeure,
such as natural disasters
Reversal of provision for impairment of
receivables individually tested for
impairment
Gain arising from the difference
between the cost of investment in
subsidiaries, associates, and joint
ventures and the fair value of net
identifiable assets of the investee at the
time of investment acquisition
Subsidiaries arising from a business
combination under the same control Net
gain or loss for the period from the
beginning of the period to the date of
the combination
Gain or loss on exchange of non-
monetary assets
Profits or losses on debt restructuring
One-time costs incurred by the
enterprise due to discontinuation of
relevant business activities, such as
employee relocation expenses,
One-time impact on profit or loss due to
adjustments in tax, accounting, and
other laws and regulations.
One-time share-based payment
expenses recognized due to cancellation
or modification of the share incentive
plan
Gains or losses arising from changes in
the fair value of employee remuneration
payable after the feasible date for cash-
settled share-based payments
Gains or losses from changes in fair
value of investment properties
subsequently measured using the fair
value model
Profits or losses from transactions with
an apparent unfair price
Gains or losses arising from
contingencies unrelated to the
Company’s normal business operations
Custodian fee income from entrusted
operations
Non-operating revenue and expenses
-505,344.98 -317,988.82 -811,609.16
other than those mentioned above
Other profits or losses that meet the
definition of non-recurring profits or
losses
Less: Income tax effect 4,785.03 24,156.20 445,099.41
Effect of minority interests (after tax) 2,142.65 -1,725.46
Total 157,510.34 82,968.23
The Company shall state why, if it recognizes the items not listed in the Interpretative Announcement for
Information Disclosure of Companies Issuing Public Securities No. 1 - Non-Recurring Profit and Loss as
non-recurring profit and loss items and that the amount of such items is large, or if it defines the non-
recurring profit and loss items listed in the Interpretative Announcement for Information Disclosure of
Companies Issuing Public Securities No. 1 - Non-Recurring Profit and Loss as recurring profit and loss.
□ Applicable N/A
Ⅺ. Companies with Equity Incentive Plans or Employee Stock Ownership Plans May Choose to
Disclose Net Profit after Deducting the Effect of Share-based Payments
□ Applicable N/A
Ⅻ. Items Measured at Fair Value
Applicable □ N/A
In RMB Yuan
Current period Amount of impact
Item Opening balance Closing balance
changes on current profit
Structured deposits 50,025,000.00 -50,025,000.00 -25,000.00
Strategic
investments in 12,947,918.04 14,523,380.46 1,575,462.42
Wafer Works
Receivables
financing
Total 65,471,950.01 18,104,575.92 -47,367,374.09 -25,000.00
XIII. Others
□ Applicable N/A
Section III Management Discussion and Analysis
Ⅰ. The Company’s Business during the Reporting Period
(Ⅰ) The Company’s Main Business, Products, and Applications
The Company specializes in cleanroom system integration engineering services, covering the entire
EPCO industry chain of “engineering construction design + procurement + construction + maintenance.”
Its downstream sectors include IC semiconductors, precision manufacturing, PCB, optoelectronic panels,
biotech medical, and other fields. Since 2007, the Company has gradually established subsidiaries in
Vietnam, Malaysia, Indonesia, Thailand, and other countries to explore the Southeast Asian market. It is
one of the few domestic general contractors with cross-sectoral and cross-border cleanroom engineering
service capabilities.
Cleanrooms, as key supporting facilities for semiconductor chip manufacturing and precision device
processing, can precisely control core indicators such as cleanliness and temperature/humidity of the
production environment, providing a stable production environment for high-end manufacturing processes.
They are an essential infrastructure foundation for the implementation and upgrading of capacity in
downstream high-tech industries.
The technological R&D and industrial application of cleanroom system integration engineering differ
from traditional industrial models. Their core lies in enhancing overall operational efficiency and
application value through the optimization of construction methods, material adaptation, and the organic
integration of equipment systems. This field requires customized system integration based on the industry
characteristics and specific needs of the project owner. By integrating multiple professional technical
systems such as architecture, electromechanics, air conditioning, fire protection, instrumentation control,
pipeline installation, and project management, the Company constructs and delivers an overall operational
system and environmental solution highly tailored to the client’s production processes.
(II) The Company’s Business Model
The Company, as the one-stop professional service provider of clean room system integration
engineering solutions for advanced manufacturing industries, is capable of implementing a complete
industry chain of system integration, ranging from engineering design to procurement, construction,
operation, and maintenance. While implementing projects, the Company purchased the required
equipment and materials centrally based on the specific project conditions, and subcontracted the clean
room system project construction. The Company was also responsible for organizing and coordinating the
contracting units of each system, supervising and guiding them, and coordinating the overall progress of
the project. The Company earned profits by providing clients with clean room project total solutions.
The Company mainly provides clean room engineering services for large-scale enterprises in the
semiconductor, electronics, and other industries. The Company’s marketing staff obtains client resources
by serving existing clients continuously, and cooperating with new clients recommended by the existing
ones, exploring new clients through searching market information, etc., and makes contact with them on
business. The Company mainly approaches clients through invitation for bidding and commercial
negotiation, and clients’ bidding. The bidding mode of the Company is generally as follows: Obtaining
bidding information, purchasing proposals, passing tenderer’s qualification examinations, paying bidding
deposit, preparing bidding documents, bidding for projects on sites, opening bids on site, obtaining the
notification of successful bid and signing the contract, etc.
The Company procures construction materials in accordance with the contract signed with the owner
or contractor, mainly including construction materials and equipment. The Company prepares the
procurement plan based on the project cost budget and the requirements of the project execution schedule;
prepares and executes the corresponding procurement plan based on the specific project. The person in
charge of the project prepares the procurement plan according to the project progress, project material
input plan, processing schedule of customized materials, etc., and the procurement period of each type of
materials is clearly defined.
In accordance with the Construction Law of the People’s Republic of China, Civil Code of the
People's Republic of China, Labor Law of the People’s Republic of China, Provisions on the
Administration of the Qualifications of Construction Enterprises, and other relevant laws and regulations,
as well as the project construction contract signed with the owner, the Company subcontracts the clean
room construction projects according to the specific clean room projects during the implementation stage.
In case of any restrictive clauses or explicit provisions in the general contract, the Company shall obtain
the consent of the owner before selecting the contracting manufacturer. The Company centrally
coordinates, organizes, supervises, guides, and uniformly manages the subcontractors of each system
during the construction process.
The Company’s Procurement Department is responsible for maintaining the list of suppliers and
evaluating subcontractors based on their qualifications, financial strength, engineering achievements, etc.
In case of any subcontracting needs, the person in charge of the project will initiate a requisition for
subcontracting, and the Procurement Department will sign a contract with the subcontractor, which is
selected after comparing all subcontractors’ experience, technology, price, etc. with the approval of the
corresponding supervisor. Subsequently, the Company organizes engineers and technicians to give
technical briefings to the subcontractors, and conducts training, supervision, and management of the
subcontractors in accordance with the terms of the contract, design documents, and construction
specifications to ensure the normal progress of the construction.
(Ⅲ) Performance Drivers and Industry Adaptability
As a core supporting industry for the high-end manufacturing sector, the overall demand for the
cleanroom engineering industry continues to grow steadily. The core driving logic is clear and strong: the
global semiconductor industry is experiencing a sustained recovery and rebound, domestic semiconductor
capacity is undergoing iterative upgrades, the localization substitution process is accelerating
comprehensively, and the rapid development of the AI computing power industry is driving large-scale
expansion of high-end manufacturing capacity. The convergence of these multiple positive factors is
driving a steady increase in market demand for cleanroom engineering, providing high-quality industry
conditions for the Company’s performance growth.
Acter Group’s operating income achieved growth in 2025, which is aligned with the development
trend and demand direction of the high-tech cleanroom engineering industry, confirming the consistency
between the Company’s business strategy and industry development. The Company deeply cultivates the
core semiconductor track, accurately positions itself in the high-boom segment of the industry, and
accelerates the advancement of overseas market layout. Its business layout is fully in line with the
development mainline and demand expansion direction of the cleanroom engineering industry, with
performance growth rate matching the industry prosperity and no abnormal fluctuations deviating from
the industry development trend. In summary, the Company’s performance growth in 2025 relies on the
general background of overall industry recovery and demand expansion, combining industry
commonalities with its own operational advantages, and the growth is supported by a solid industry
foundation and sustainability.
Explanation of significant new non-core business activities conducted by the Company during the
reporting period.
□ Applicable N/A
II. Situation of the Company’s Industry during the Reporting Period
(I) Basic Overview and Development Stage of the Industry
The Company is a professional service provider offering total solutions for cleanroom system
integration engineering to the advanced manufacturing industry. According to the classification standard
of the Industrial Classification for National Economic Activities (GB-T4754-2017) and the Guidelines for
the Industry Classification of Listed Companies (Revised in 2012) issued by the CSRC, the Company’s
cleanroom engineering service business falls under “E Construction” and specifically the sub-category
“E49 Construction Installation Industry.” From the perspective of the industry chain, the cleanroom
industry can be divided into upstream supply, midstream construction, and downstream application.
Upstream industry involves the suppliers of raw materials and equipment such as building materials,
system equipment, and electromechanical equipment, and exerts direct influence on the progress and
completion of projects. Their prices affect the industry’s costs directly and the profits of industry
enterprises significantly.
The Company’s industry belongs to midstream, which mainly includes engineering service
companies specialized in engineering survey, engineering design, and engineering construction. The
integration engineering service industry of clean room system refers to the engineering services for clients,
such as the turnkey contracting services for clean rooms, which are provided between project owners and
subcontractors of engineering materials, equipment, and projects based on owner’s needs and by virtue of
engineering technologies in different fields.
The cleanroom engineering industry is a core supporting industry serving high-end manufacturing.
Its downstream covers strategic emerging industries such as IC semiconductors, optoelectronic displays,
precision manufacturing, and biopharmaceuticals. Industry development is deeply intertwined with
downstream industry capacity expansion, technological iteration, and the localization substitution process.
In 2025, the cleanroom engineering industry entered a mature development stage characterized by
parallel large-scale expansion and high-quality upgrading. It has moved away from extensive growth
towards a refined development path of higher technical barriers, specialized services, and global expansion.
Overall industry demand remains high, particularly for high-end cleanroom engineering in the
semiconductor sector, which continues to be robust and serves as the core engine of industry growth.
(III) Cyclical Characteristics of the Clean Room Industry
The cleanroom engineering industry exhibits no significant independent cyclical characteristics. Its
development trend is highly tied to the capital expenditure cycles of downstream high-end manufacturing
industries, national industrial policy orientation, and the macroeconomic environment. It is also closely
linked to the technological iteration and capacity expansion of downstream industries such as
semiconductors, new displays, and new energy.
When downstream industries are in a cycle of capacity expansion and technological upgrading,
demand for cleanroom engineering rises correspondingly. Industry cycles are hedged by factors such as
policy support, localization substitution, and the transfer of global industrial chains, leading to a flattening
of cyclical fluctuations and sufficient long-term growth resilience. In 2025, driven by technological
upgrades like 5G and AI chips, the global semiconductor industry saw strong downstream capital
expenditure willingness and upward industry demand, providing a favorable external environment for the
Company's business expansion.
(IV) The Company’s Status in the Industry
The Company focuses on providing clean room system total solutions for high-tech industries. It is
also one of China’s few engineering service companies that are specialized in different industrial fields
and have accumulated experience of project construction in different countries and regions at the same
time.
The Company has the capability and experience for cleanroom construction across the entire
semiconductor industry chain. It boasts a strong brand influence, mature project implementation
experience, and a comprehensive service system in the high-end cleanroom segment of IC semiconductors,
and has established long-term, stable strategic cooperative relationships with high-quality downstream
leading clients, with significant competitive advantages in cleanroom fields such as packaging, precision
manufacturing, and PCB, accumulating deep client resources among leading companies in various sectors.
Leveraging the recovery of the global semiconductor industry, accelerated localization substitution,
and industry dividends from capacity expansion, the Company’s market share is steadily increasing, and
its industry recognition is continuously improving.
(V) Major Laws and Regulations Applicable to the Industry and the Impact of Industrial Policies
The current laws and regulations on the clean room system integration engineering services provided
by the Company mainly cover industry qualification management, business standards, and quality
management. China has implemented strict qualification management for the clean room industry and
established a strict market access mechanism. The level of qualification is directly related to enterprises’
capacity of undertaking businesses.
The 2025 Report on the Work of the Government for the Year stated the need to stimulate digital
economy innovation vitality, continue promoting the “AI+” action, better combine digital technology with
manufacturing advantages and market advantages, support the widespread application of large models,
and vigorously develop next-generation intelligent terminals such as intelligent connected new energy
vehicles, AI-enabled mobile phones and computers, intelligent robots, as well as intelligent manufacturing
equipment. For strategic emerging industries like semiconductors and integrated circuits, the State
continues to introduce supporting policies for production expansion support, R&D subsidies, and
industrial chain self-reliance, increasing policy and financial support for high-end manufacturing, directly
driving the continuous release of downstream cleanroom engineering demand.
In 2025, multiple laws, regulations, departmental rules, and standards were issued at the national and
industry levels, continuously optimizing the industry development environment and improving the
standard system, which is beneficial for the standardized and high-quality development of the cleanroom
engineering industry in the long term. The Ministry of Housing and Urban-Rural Development issued the
Standard for Construction and Acceptance of Pharmaceutical Industry Cleanroom (GB/T51466-2025),
further standardizing the construction and acceptance processes for cleanroom. Multiple national and
international standards in the cleanroom and related controlled environment fields were implemented,
refining technical requirements for cleanliness monitoring, micro-vibration control, airborne chemical
contaminant control, etc., promoting alignment of domestic industry technical standards with international
norms. The refinement of the standard system forces companies in the industry to enhance their
technological R&D, engineering construction, and quality control capabilities, accelerating survival of the
fittest in the industry. This benefits high-quality companies with sufficient technical reserves and
standardized project management, driving the entire industry towards higher-end and standardized
development.
With the continuous advancement of clean production, energy saving, and emission reduction
policies, green, low-carbon, and energy-efficient operations have become core development directions for
the cleanroom engineering industry. Policies encourage companies to research and apply energy-saving
equipment and low-carbon construction processes, thereby promoting the industry’s green transformation.
The Company closely follows policy orientation, continuously optimizes engineering technical solutions,
and layouts energy-saving and low-carbon cleanroom engineering projects. This not only aligns with
industry development trends but also further enhances product added value and market competitiveness.
The Company and its subsidiaries have paid close attention to all key and latest policies and laws at
home and abroad continuously, adjusted the Company’s business strategy based on the latest market trends,
in order to effectively grasp the impact on the Company’s financial business.
Ⅲ. Discussion and Analysis of Operating Conditions
In 2025, with the deep application of next-generation information technologies such as cloud
computing, IoT, big data, 5G/6G, artificial intelligence, and industrial digitalization, driven by the rapid
development of downstream industries like data centers and autonomous driving, coupled with the
deepening localization process of the domestic semiconductor industry and the steady improvement of
self-sufficiency capabilities, overall industry capital expenditure and capacity construction maintained a
growth trend. Simultaneously, new technologies and processes within the industry continued to iterate and
upgrade, further driving semiconductor production line renovations and technological innovations.
Against this backdrop, the cleanroom engineering industry, as a key infrastructure provider for
semiconductor manufacturing, has encountered a favorable development opportunity period, driven by
both downstream market demand expansion and technological upgrades.
The engineering industry market is full of changes. Only by complying with the latest market trends
and expanding the development potential of engineering undertakings can the industry survive and even
grow quickly under the market mechanism of selecting the superior and eliminating the inferior. In
consideration of the fiercer competition in China’s engineering sector, economic scale, operational
efficiency, and integrated services play a decisive role in the success of this sector. A sound engineering
system and solid professional technology are the only ways to expand engineering business development
space and create an ecosystem. In the current competitive landscape of the engineering industry, the ability
to quickly control raw material sources and provide clients with fast and advanced engineering services is
a key factor in achieving a leading position in the industry. The Company’s management adheres to a
sound business philosophy, anchors its core business for continuous deep cultivation, leverages the
diversified layout advantage of “multiple clients, multiple industries, multiple regions, multiple trades,”
maintains strategic focus in a complex and changing market environment, successfully achieved its 2025
operating targets, and set new historical records for both revenue and net profit.
Leveraging its overseas operation experience and resource accumulation, the Company has
accurately entered core regions of the global electronic industrial chain transfer, such as Southeast Asia,
and successively won bids for and implemented overseas cleanroom engineering projects in Thailand,
Vietnam, and other countries. Its localized service capabilities and project management and control have
been continuously improved, establishing an operational pattern of “two-way order receiving and two-
way development” featuring “domestic semiconductor capacity upgrading + overseas industrial chain
transfer”, with the business structure continuously optimized.
IV. Analysis of the Company’s Core Competitiveness during the Reporting Period
Applicable □ N/A
(Ⅰ) Diverse Industry Accumulation, Better System Integration, Faster Problem Solving
Diversified industrial layout is Acter Group’s core strength and a key advantage that distinguishes it
from ordinary cleanroom engineering enterprises. Instead of being confined to a single niche market, the
Company has deeply laid out multiple high-tech industries, including semiconductors, optoelectronic
panels, precision manufacturing, and biotech/medical care. Through years of project practice and technical
refinement, it has accumulated cleanroom engineering achievements covering multiple industries,
scenarios, and high standards, precipitated rich industry experience and customized service capabilities,
and truly realized “one enterprise adapting to multiple industries, one solution addressing multiple needs”.
This cross-industry diversified accumulation enables Acter Group to deeply understand the pain points,
specification and standards, and process details of cleanroom construction in different industries. It can
not only accurately match the personalized needs of a single industry but also avoid engineering
shortcomings by virtue of cross-field experience, providing professional cleanroom solutions tailored to
the production characteristics of various clients.
A cleanroom project is by no means a superposition of individual construction links, but a full-chain
systematic project covering planning and design, equipment selection, construction, commissioning and
operation, and warranty maintenance. Only through efficient system integration can project quality be
guaranteed, costs controlled, and construction periods shortened. Relying on profound industrial
accumulation, Acter Group has built a full-process integration system of “consultation + design +
construction + management + operation and maintenance”, coordinating various resources such as human
resources, technology, equipment, and supply chains to achieve seamless connection from program design
to implementation and operation. It creates high-quality, efficient, and cost-effective cleanroom projects,
helping clients quickly realize production capacity commissioning.
High-tech industry projects feature tight schedules and high standards. In the construction and
operation of cleanroom projects, delayed handling of any detailed issues will affect project progress and
production safety. Relying on diversified industrial experience and a sound management and control
system, Acter Group has established a problem-solving mechanism of “rapid prediction, efficient response,
and precise disposal”. For unexpected problems and potential hazards in all links of cleanroom engineering
design, construction, and operation and maintenance, it can achieve early detection, quick handling, and
comprehensive guarantee for the smooth progress of projects.
(II) Wide-Ranging Service Layout, Faster Response to Clients, and More Convenient On-Site
Services
Against the backdrop of the global layout of the high-end manufacturing industry and the accelerated
pace of project implementation, the service radius and response efficiency of cleanroom engineering
directly determine the commissioning progress of clients’ projects and the quality of subsequent operation
and maintenance support. Based on industry development trends and core client needs, Acter Group has
built a wide-ranging service network featuring “full domestic coverage, in-depth overseas layout, and
precise localized implementation”, becoming a reliable partner for clients’ cross-regional layout and
global production.
In terms of domestic layout, Acter Group has deeply cultivated core domestic industrial clusters and
built multi-level service stations around high-tech industry-intensive regions such as the Yangtze River
Delta and the Pearl River Delta. Whether it is a semiconductor industrial park, an optoelectronic
manufacturing base, a biopharmaceutical factory, or a precision manufacturing plant, it can quickly
connect with local professional service teams without cross-regional resource coordination. From pre-
project site survey, mid-term construction supervision to later operation and maintenance inspections, the
entire process achieves on-site connection and efficient linkage, greatly reducing communication costs,
travel time, and the risk of delayed response, and ensuring the efficient progress and stable operation of
various domestic cleanroom projects.
In terms of overseas layout, adhering to a forward-looking strategic vision, the Company has long
been deeply engaged in core Southeast Asian markets, successively establishing localized subsidiaries in
Vietnam, Thailand, Malaysia, Indonesia and other countries, and building a sound overseas service system
to achieve cross-regional coordinated allocation of technology, human resources, and materials. Relying
on localized teams to deeply understand local policies and regulations, industrial standards, and
construction environments, it provides localized and customized cleanroom engineering services for
overseas clients’ needs such as factory construction and commissioning, production line upgrading, and
cleanroom maintenance. This not only ensures the compliant implementation of projects but also realizes
on-site disposal of unexpected problems and rapid response to urgent needs, helping overseas clients seize
industrial opportunities and quickly release production capacity. This is also the core reason for the
continuous growth of Acter Group’s overseas orders and the continuous improvement of its market
influence.
(Ⅲ) Experienced Management Team, Professional Technical Talents, and Higher Execution
Efficiency
The Company’s core management team has been deeply engaged in the cleanroom engineering field
for more than 20 years, with an average tenure of over 15 years. They have deeply participated in the
entire process of projects for leading clients in high-end industries such as semiconductors, precision
manufacturing, and optoelectronic displays, boasting forward-looking layout and cross-industry
integration capabilities. Characterized by stable decision-making, lean management, and a global
perspective, the team accurately grasps industry technological iteration and market trends, and coordinates
the efficient implementation of domestic and overseas projects. 70% of the middle management team is
promoted from the grassroots, with a low turnover rate, ensuring service continuity and experience
inheritance, and achieving precise control of project quality, progress, and costs through a mature
management system.
The Company has an engineering and technical team of over 600 people, including 365 employees
with vocational skill certificates, 59 registered Level A and B constructors specialized in architecture,
electromechanical engineering, etc, and 95 employees with intermediate and senior titles, establishing a
full-chain talent echelon covering design, construction, R&D, and operation and maintenance. The team
is proficient in core technologies such as ISO Class 1 ultra-high cleanliness construction, AMC (Airborne
Molecular Contamination) control, micro-vibration control, and precise temperature and humidity
regulation. Relying on tools such as CFD simulation, BIM digital modeling, and engineering databases,
and with hundreds of patents and mature processes, it accurately meets the stringent environmental
requirements of semiconductors, advanced packaging, and other fields. With the triple guarantee of
“professional team + standardized processes + digital tools”, it achieves an efficient closed-loop of project
execution, with full-chain coordination from program design, procurement and construction to operation
and maintenance services, and efficient achievement of various milestone nodes.
The team has both domestic and foreign engineering compliance and implementation experience,
enabling rapid adaptation to different regional standards and synchronous and efficient advancement of
domestic and overseas projects.
(Ⅳ) Accumulated Outstanding Achievements and Reputable Brand: Stronger Market
Competitiveness
High-tech workshop in high-end electronics industry entails huge investment, and high stability of
clean room. For the purpose of reducing investment risks and costs and ensuring product yield, owners
are apt to prefer leading, well-experienced engineering service enterprises with outstanding performance.
Adhering to the development strategy of “multiple clients, multiple industries, multiple trades, and
multiple regions”, the Company, by virtue of its outstanding service quality, efficient project execution
capabilities, and professional talent team, has expanded its business to major cities in many countries and
regions around the world, cooperating with hundreds of world-renowned enterprises. The undertaken
projects cover industries such as semiconductors, precision manufacturing, optoelectronic panels,
biotech/medical care, commercial buildings, government projects, department stores, and hospitals, with
rich engineering achievements in air conditioning, mechanical and electrical engineering, cleanrooms, and
other fields. As of the end of the reporting period, the Company has accumulated more than 500
cleanroom-related projects, including nearly 100 Class 100 and above cleanroom projects.
Under the context of the rapid iteration and upgrading of high-tech industries such as semiconductors,
electronic manufacturing, and photoelectric display, the Company, as a system integration enterprise, has
always worked with clients as closely as possible and witnessed each client’s growth in depth. The
Company has made transformations from technological breakthroughs to capacity expansion and from
process optimization to intelligent transformation. Based on its professional technical team, flexible
solutions and efficient service system, the Company offers tailored system integration services complying
with clients’ development strategies so as to help them stand out in the fierce competition.
We feel blessed to establish a deep, stable cooperative relationship with outstanding enterprises in
many industries during our development. Our clients cover the leading enterprises in various sub-sectors
and well-known enterprises in the upstream and downstream of the industry chain. Relying on the stable
client group duly established through long-term efforts, the Company has formed the core resource
advantages to ensure the sustainable development of its business.
V. Main Operations during the Reporting Period
(Ⅰ) Operational Overview
During the reporting period, the Company achieved total operating revenue of RMB 2.989 billion, a
YoY increase of 48.85%; the net profit attributable to shareholders of listed companies amounted to RMB
RMB 3.831 billion (tax-exclusive), a YoY increase of 59.99%; as of the end of the reporting period, the
total value of orders in hand amounted to RMB 2.538 billion (tax-exclusive), a YoY increase of 46.28%.
This was mainly because edge AI applications drove downstream industries to increase capital
expenditures. The Company seized opportunities from new construction or renovation and expansion
demands in the chip manufacturing and related supporting industries, combined with continuous deep
cultivation of clients in precision manufacturing, packaging and testing, PCB, and other industries in
Southeast Asia, creating opportunities for the Company’s performance growth.
During the reporting period, the gross profit margin of the Company’s main business was 10.21%, a
YoY decrease of 2.3 percentage points. The level of gross profit margin is mainly determined by market
competition. Based on the comprehensive considerations of deepening cooperation with strategic clients,
pre-layout in key market areas, and consolidating market position, the Company will strategically
undertake some projects. In the bidding for large-scale projects, clients have stronger bargaining power
and competition is more intense. At the same time, the projects themselves have higher requirements in
terms of system integration complexity, cross-regional resource allocation, and preliminary investment,
which will put pressure on the overall gross profit margin in the short term. The Company will
continuously improve the overall profitability by strengthening project evaluation and cost control.
In 2025, the Company achieved operating revenue of RMB 2.986 billion from its main business, a
YoY increase of 48.92%.
Specifically, classified by the industry of downstream clients: the revenue from the IC semiconductor
industry amounted to RMB 1.784 billion, accounting for 59.74% of total main business revenue, a YoY
increase of 49.42%; the revenue from the precision manufacturing industry amounted to RMB 1.013
billion, accounting for 33.94%, a YoY increase of 63.43%; and revenue from the optoelectronics and other
industries amounted to RMB 189 million, accounting for 6.32%, a YoY decrease of 1.34%.
Classified by engineering service content: the revenue from system integration engineering amounted
to RMB 1.689 billion, accounting for 56.57% of total main business revenue, a YoY increase of 73.68%;
the revenue from hook-up works amounted to RMB 265 million, accounting for 8.88%, a YoY decrease
of 8.01%; the revenue from other electromechanical installation engineering amounted to RMB 967
million, accounting for 32.40%, a YoY increase of 36.27%; and the revenue from equipment sales
amounted to RMB 64 million, accounting for 2.15%, a YoY increase of 86.89%.
Classified by client location: the domestic revenue amounted to RMB 1.732 billion, accounting for
accounting for 41.99%, a YoY increase of 85.11%. The proportion of overseas operating revenue is
continuously increasing.
Driven by the restructuring of global supply chains and the vigorous development of local electronics
manufacturing enterprises in Southeast Asia, the Southeast Asian market has shown strong growth
potential in revenue for the cleanroom engineering industry. The Company’s subsidiaries in Vietnam,
Thailand, Malaysia, Indonesia, etc., are backed by the domestic market, achieving efficient
complementarity and coordinated supply of raw materials, technology, and manpower. The subsidiaries
complement each other, making business development increasingly flexible and resilient.
Domestic projects target clients mainly across the IC semiconductor industry chain, especially
upstream crystal growth, cutting, grinding, polishing, mask, epitaxy factories, and downstream packaging
and testing factories. Clients in the high-end PCB industry driven by AI edge applications also account
for a significant share. The laboratory engineering projects strategically undertaken by the Company,
although impacting the gross profit margin during the reporting period, allow the Company to accumulate
engineering track records in related industries, potentially creating new revenue growth points in the future.
Among all the overseas subsidiaries, Acter (Vietnam) ranked among the top with 95 projects in
process. Thanks to its excellent project execution capacity and considerate services, Acter (Vietnam) won
the trust of many famous clients. Its client base in Vietnam mainly consists of SMT assembly plants and
PCB manufacturers, covering Wistron InfoComm, ALPHA NETWORKS, SIMPLO, Darfon, Goertek,
Tripod, etc. The total number of Acter (Vietnam)’s projects in process was 14, with a total amount of
RMB 1.298 billion, and the main clients included UNIEQ and Peng Shen.
(Ⅱ) Financial Conditions
Essentially speaking, the engineering system service providers subcontract the projects that they
contract to a third party. On the basis of the nature of the project contract, some of the materials and
equipment required for construction are purchased by the subcontractors, while the rest are purchased in
advance according to the procurement procedure in order to satisfy the construction progress.
Subcontractors must have sufficient capital and need to pay capital before undertaking large system
integration projects, such as bid bond, performance bond, material & equipment price, outsourcing costs,
and warranty payment.
During the reporting period, the Company’s net cash flow from operating activities amounted to
RMB 144 million, indicating a generally good cash flow position. At the end of the period, the Company
had RMB 776 million in cash on hand, and its asset-liability ratio was 49.60%. A sound financial structure
also enhances the owner’s trust in the Company.
(Ⅲ) Human Resources Conditions
As of the end of the reporting period, the Company had a total of 762 employees, an increase of 6.72%
compared with the same period of last year, with the number of engineering and technical personnel
increasing to 642. The number of employees with vocational skills certificates was 365, while the number
of registered Level A and B constructors specialized in architecture, electromechanical engineering, etc.
was 59; the number of employees with intermediate and senior titles was 95. The Company has built the
improves the Company’s core competitiveness for large project bidding and technological innovation.
During the reporting period, the Company offered internal and external courses and annual required
courses for employees, who, through offline face-to-face teaching, were encouraged to discuss with
lecturers in depth, thus promoting bilateral knowledge transfer, realizing benign interaction, helping
employees to improve their professional skills comprehensively, and facilitating individual growth and
enterprise development at the same time. During the reporting period, the Company organized 42 training
sessions by investing RMB 0.3428 million. With a total length of 10,879 hours, the training involved 504
employees with a per capita training length of 21.6 hours and training coverage of 96%.
During the reporting period, the Company successfully held the 6th “Reserve Director Training
Camp”. Through the systematic training in such specialized fields as legal risk control, cost actuarial,
green construction, etc., the Company built the interdisciplinary talent reserve system empowered from
different perspectives. The camp above has cultivated more than 200 reserved managers for the Company,
thus improving team’ lean management level and project full-cycle control capacity effectively, injecting
innovation power for the Company’s high-quality development and reinforcing the industry’s core
competitiveness constantly.
(Ⅰ) Main Business Analysis
In RMB Yuan
Amount in the Same
Item Amount in the Period Change (%)
Period of Last Year
Operating revenue 2,988,504,733.21 2,007,697,317.98 48.85
Operating cost 2,682,042,853.54 1,755,007,424.22 52.82
Sales expenses 5,301,670.67 6,781,770.06 -21.82
Administrative expenses 66,142,614.00 62,519,012.85 5.80
Finance costs -15,593,381.84 -10,917,383.30 N/A
R&D expenses 31,250,454.73 33,529,705.96 -6.80
Net cash flows from operating
activities
Net cash flows from investing
activities
Net cash flows from fund-raising
-77,864,851.48 -57,173,481.03 N/A
activities
Taxes and surcharges 4,861,192.07 3,455,150.25 40.69
Other gains 227,523.20 433,289.18 -47.49
Investment income 958,818.27 814,005.65 17.79
Gain on change in fair value -25,000.00 25,000.00 -200
Credit impairment loss -11,813,453.19 2,207,755.91 -635.09
Impairment loss on assets 5,508,369.40 -6,812,588.09 N/A
Gain on disposal of assets 449,638.47 98,152.04 358.10
Non-operating revenue 602,379.74 37,943.24 1,487.58
Non-operating expenses 1,115,103.39 365,007.19 205.50
Income tax expense 49,281,751.34 36,650,409.77 34.46
Minority interests 5,464,608.09 2,707,464.55 101.83
Translation differences in foreign
-7,644,568.62 -3,756,476.25 N/A
current statements
Net of tax of
other comprehensive
-319,423.77 40,729.72 -884.25
income attributable to minority
shareholders
Explanation for the changes in operating income: The operating income increased by 48.85% YoY, which
was attributable to the significant growth in newly signed domestic and overseas orders and the large
volume of projects executed during the period;
Explanation for the changes in operating costs: The operating costs increased by 52.82% YoY, which was
attributable to an increase in operating income that led to a corresponding increase in costs;
Explanation for changes in financial expenses: The financial expenses changed significantly compared
with the prior period, which was attributable to the increase in exchange gains of overseas subsidiaries
during the period;
Explanation for the changes in net cash flow from operating activities: The net cash flow from operating
activities changed significantly compared with the prior period, which was attributable to the increase in
advance project payments received and client collections during the period;
Explanation for the changes in net cash flow from investing activities: The net cash flow from investing
activities recorded a significant change compared with the prior period, which was attributable to the full
redemption of structured deposits during the period;
Explanation for the changes in net cash flow from financing activities: The net cash flow from financing
activities recorded a significant change compared with the prior period, which was attributable to the
repayment of bank loans by subsidiaries and the large amount of interim dividends distributed during the
period;
Explanation for the changes in taxes and surcharges: Taxes and surcharges increased by 40.69% YoY,
which was attributable to the increase in prepaid value-added tax during the period that led to a
corresponding increase in accrued surtaxes;
Explanation for the changes in other income: Other income decreased by 47.49% YoY, which was
attributable to the decrease in government subsidies received during the period;
Explanation for the changes in gains from fair value changes: The gains from fair value changes decreased
by 200% YoY, which was attributable to the redemption of structured deposits during the period and the
reversal of the gains from fair value changes of structured deposits recognized in the prior period;
Explanation for the changes in credit impairment losses: The credit impairment losses recorded a
significant change compared with the prior period, which was attributable to the increase in accounts
receivable during the period that led to a corresponding increase in the provision for bad debts;
Explanation of the changes in asset impairment losses: The asset impairment losses recorded a significant
change compared with the prior period, which was attributable to the large amount of unexpired quality
deposits recovered during the period; the impairment provision of RMB 3.11 million for Boyuan’s
unexpired quality deposits made in the prior period became matured quality deposit payments and were
fully recovered during the period;
Explanation of the changes in gains on asset disposal: The gains on asset disposal increased by 358.10%
YoY, which was attributable to the increase in gains from the sale of vehicles during the period;
Explanation of the changes in non-operating income: Non-operating income increased by 1,487.58% YoY,
which was attributable to the large amount of insurance claim payments received during the period;
Explanation of the changes in non-operating expenses: Non-operating expenses increased by 205.50%
YoY, which was attributable to the payment of worker compensation and fines paid by overseas
subsidiaries during the period;
Explanation of the changes in minority interests: Minority interests increased by 101.83% YoY, which was
attributable to the increase in net profits of Thai and Indonesian joint ventures during the period that led
to an increase in minority interests;
Explanation of the changes in translation differences on foreign current statements: The translation
differences on foreign current statements recorded a significant change compared with the prior period,
which was attributable to the foreign currency translation differences caused by exchange rate fluctuations
in foreign currency statements during the period;
Explanation of the changes in the net of tax of other comprehensive income attributable to minority
shareholders: The net of tax of other comprehensive income attributable to minority shareholders
decreased by 884.25% YoY, which was attributable to the significant fluctuation in the translation
differences on foreign current statements attributable to minority shareholders caused by exchange rate
fluctuations in foreign currency statements during the period compared with the prior period;
Explanation of the changes in income tax expense: Income tax increased by 34.46% YoY, which was
attributable to the increase in total profit during the period and the relatively high overseas income tax
burden;
Detailed description of significant changes in the Company’s business type, profit composition, or profit
sources in the period
□ Applicable N/A
Applicable □ N/A
See the explanation of main business by industry, product, region, and sales model for details.
(1). Information of main businesses by industry, product, region, and distribution mode
In RMB Yuan
Main Business by Industry
YoY
YoY
Change
Gross Change in YoY Change
Operating Operating in
By Industry Profit Rate Operating in Gross
Revenue Cost Operatin
(%) Revenue Profit (%)
g Cost
(%)
(%)
IC
semiconduc 9.46 49.42 49.41
tor industry
Precision
manufactur 10.91 63.43 72.13
ing industry
Photoelectr
icity 45,385,724.01 0.02 -50.90 -38.89
industry
Other 143,223,087. 117,505,275.1 Decreased by
industries 58 7 6.66%
Total 10.21 48.92 52.82
Main Business by Product
YoY
YoY
Change
Gross Change in YoY Change
Operating Operating in
By Product Profit Rate Operating in Gross
Revenue Cost Operatin
(%) Revenue Profit (%)
g Cost
(%)
(%)
Clean room 1,954,262,65 1,774,666,731. Decreased by
engineering 1.25 19 3.22%
Including:
system 7.91 73.68 82.03
integration
Hook-up 265,169,114. 219,134,763.9 Decreased by
works 65 9 4.03%
Other
electromec
hanical 11.67 36.27 37.46
installation
works
Equipment 64,049,579.6 Decreased by
sales 8 1.57%
Total 10.21 48.92 52.82
Main Business by Region
YoY
YoY
Change
Gross Change in YoY Change
Operating Operating in
By Region Profit Rate Operating in Gross
Revenue Cost Operatin
(%) Revenue Profit (%)
g Cost
(%)
(%)
Domestic 1,732,001,89 1,565,204,529. Decreased by
regions 4.51 31 1.36%
Including: 748,945,902. 625,755,944.2 Increased by
East China 52 8 1.49%
Central 764,629,148. 735,466,197.8 Decreased by
China 32 3 0.87%
Other 218,426,843. 203,982,387.2 Decreased by
regions 67 0 3.06%
Overseas 1,253,649,01 1,115,538,248. Decreased by
regions 1.96 11 4.47%
Including: 654,733,308. 574,551,826.9 Decreased by
Vietnam 92 9 7.45%
Indonesia 97,389,972.09 14.55 99.91 97.87
Thailand 7.90 161.00 172.60
Other 22,316,096.4 Increased by
regions 3 15.24%
Total 10.21 48.92 52.82
Explanation for main businesses by industry, product, region, and distribution mode
During the reporting period, the Company’s revenue from core business increased by 48.92% YoY,
which was attributable to the rapid development of the artificial intelligence and semiconductor industries.
The Company seized market opportunities and actively expanded its pool of new clients. Relying on the
advantages of its strategic layout in overseas markets, the Company’s revenue from overseas regions
recorded significant growth, while that from the domestic market maintained steady growth. By industry
segment, both revenue and costs in the semiconductor sector, precision manufacturing sector, and other
sectors rose significantly, whereas revenue in the optoelectronic sector declined as the projects undertaken
entered the final stage. By product segment, cleanroom engineering, other electromechanical installation
engineering, and equipment sales all achieved substantial growth. The Company’s operating costs
increased by 52.82% YoY, and its gross profit margin decreased by 2.30% YoY, mainly due to fierce
market competition, which led to a decline in the gross profit of new orders secured by the Company.
(2). Analysis of production and sales volume
□ Applicable N/A
(3). Fulfilment of major purchase contracts and major sales contracts
□ Applicable N/A
(4). Cost analysis table
In RMB Yuan
By Industry
Proportio
n of
Change
Proportio of the
Proportion
n of Total Amount
in the Amount in
Amount Costs for in the Explanat
Total cost the Same
By Industry Cost Item in the the Same Period ion
for the Period of
Period Period of Compare Remarks
Current Last Year
Last Year d with the
Period (%)
(%) Same
Period of
Last Year
(%)
Equipment
and 53.41 50.89 60.40 Note 1
,185.01 51.04
materials
Constructio Labor
n and subcontract 40.42 41.98 47.16 Note 1
,071.75 79.09
installation ing
industry Labor cost 84,381,63 74,915,88
Other 81,040,88 50,292,54
expenses 1.08 6.70
Total 100.00 100.00 52.82 Note 1
,777.42 863.89
Explanation for other cost analysis
Note 1: During the reporting period, the Company’s main business operating cost increased by 52.82%
YoY. Specifically, equipment and materials cost increased by 60.40%, labor subcontracting cost
increased by 47.16%, and other expenses increased by 61.14%, which was attributable to the increase in
operating revenue and the expansion of project scale, leading to a significant increase in material,
subcontracting, and engineering costs.
(5). Change of merger scope caused by the equity change of major subsidiaries during the reporting
period
□ Applicable N/A
(6). Major changes in or adjustments to the Company’s business, products, or services during the
reporting period
□ Applicable N/A
(7). Major clients and major suppliers
Clients or suppliers under the same controlling party are considered as a single client or supplier for
disclosure purposes, except those actually controlled by the same state-owned asset management
institution.
Explanation for the presentation of the following client and supplier information calculated on a combined
basis under the same control scope
None
A. The Company’s major clients and major suppliers
Applicable □ N/A
The sales volume of the Company’s top 5 clients amounted to RMB 1.5724508 billion, accounting for
the volume above amounted to RMB 0 million, accounting for 0% of the Company’s total annual sales
volume.
The procurement amount of the top 5 suppliers is RMB 355.7298 million, accounting for 14.11% of the
total annual procurement amount; among them, the procurement amount of related parties among the top
B. The proportion of sales to a single client exceeding 50% of the total amount, the existence of new
clients among the top 5 clients, or heavy reliance on a small number of clients during the reporting
period
□ Applicable N/A
The proportion of procurement from a single supplier exceeding 50% of the total amount, the
existence of new suppliers among the top 5 suppliers, or heavy reliance on a small number of
suppliers during the reporting period
□ Applicable N/A
C. Company stock being subject to delisting risk warning or other risk warnings during the
reporting period
Top 5 clients
□ Applicable N/A
Top 5 suppliers
□ Applicable N/A
D. Existence of trading business revenue during the reporting period
□ Applicable N/A
Top 5 clients where trading business revenue accounts for over 10% of operating revenue
□ Applicable N/A
Top 5 suppliers where trading business revenue accounts for over 10% of operating revenue
□ Applicable N/A
Other notes:
None
Applicable □ N/A
In RMB Yuan
Change of the
Amount in the
Proportion in Proportion of Period
Item
Amount Operating Amount Operating Compared
Revenue (%) Revenue (%) with the Same
Period of Last
Year (%)
Sales expenses 5,301,670.67 0.18 6,781,770.06 0.34 -21.82
Administrative
expenses
R&D expenses 31,250,454.73 1.05 33,529,705.96 1.67 -6.80
Finance costs - -
-0.52 -0.54 42.83
(1). Table of R&D investment
Applicable □ N/A
In RMB Yuan
Expensed R&D investment in the period 31,250,454.73
Capitalized R&D investment in the period
Total of R&D investment 31,250,454.73
Proportion of total R&D investment in the
operating revenue (%)
Proportion of capitalized R&D investment
(%)
(2). Table of R&D personnel
Applicable □ N/A
Number of the Company’s R&D personnel 80
Proportion of R&D personnel in the total number of the
Company’s staff (%)
Educational Structure of R&D Personnel
Educational Structure and Number
Category of Educational Structure
of R&D Personnel
Doctorate 0
Master’s degree 2
Bachelor’s degree 60
College degree 18
Senior high school and below 0
Age Structure of R&D Personnel
Category of age structure Number
Below 30 (excluding 30) 48
(3). Remarks
□ Applicable N/A
(4). Reason for significant changes in the composition of R&D personnel and its impact on the
Company’s development
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Item Amount in the Period Amount in the Same Change (%)
Period of Last Year
Net cash flows from 144,165,160.53 -3,708,149.80
N/A
operating activities
Net cash flows from 44,471,475.06 -78,315,303.53
N/A
investing activities
Net cash flows from -77,864,851.48 -57,173,481.03
N/A
fund-raising activities
Net increase in cash and 112,228,989.96 -135,100,740.92
N/A
cash equivalents
Note: The significant change in the net increase of cash and cash equivalents compared to the prior period
is mainly due to higher sales collections during the current period, resulting in a significant YoY increase
in net cash flow from operating activities.
(II) Explanation for Significant Changes in Profit Due to Non-principal Business
□ Applicable N/A
(III) Analysis of Assets and Liabilities
Applicable □ N/A
In RMB Yuan
Proportion
Proportion of Proportion of
of Change of
Closing Closing
Closing Closing Amount at
Balance of Balance of
Balance of Balance of the End of
Item the Current the Prior Remarks
the Current the Prior Current
Period in the Period in the
Period Period Period over
Total Assets Total Assets
the Prior
(%) (%)
Period (%)
Monetary fund 776,462,10 575,382,70
Trading 50,025,000
financial assets .00
Bills receivable 14,984,752 27,398,673
.50 .04
Accounts 572,228,94 362,233,57
receivable 0.18 7.57
Receivables 3,581,195. 2,499,031.
financing 46 97
Prepayments 85,047,840 110,647,06
.36 0.26
Other 10,399,844 9,824,375.
receivables .12 86
Inventory 7,003,896. 3,585,610.
Contract assets 627,722,40 565,904,05
Other current 132,302,93 121,512,15
assets 2.48 9.50
Long-term
equity 0.10 0.12 3.34
investment
Investments in
other equity 0.62 0.66 12.17
.46 .04
instruments
Investment 1,865,182. 0.08 531,707.64 0.03 250.79 Note 7
properties 18
Fixed assets 59,703,226 56,924,292
.02 .01
Construction in 2,577,156.
- 0.13 -100 Note 8
progress 79
Intangible 7,473,299. 7,693,073.
assets 32 36
Right-of-use 4,247,874. 4,064,612.
assets 96 80
Deferred tax 18,987,559 12,755,515
assets .65 .14
Other non- 20,995,760 23,661,503
current assets .63 .85
Short-term 46,106,867 23,866,103
loan .32 .44
Accounts 848,078,35 598,788,19
payable 8.80 3.06
Payroll payable 55,268,012 41,972,766
.27 .98
Tax payable 27,347,923 15,374,255
.11 .49
Other payables 24,903,726 24,647,083
.87 .82
Contract 123,075,41 88,601,839
liabilities 3.44 .41
Non-current
liabilities due 0.08 0.12 -21.77
within one year
Lease 1,499,843. 1,585,929.
liabilities 57 64
Estimated 12,951,146 11,183,840
liabilities .25 .39
Long-term
payroll payable
Deferred tax 29,287,330 17,711,782
liabilities .01 .30
Capital stock 100,000,00 100,000,00
Capital 562,632,77 562,632,77
reserves 5.45 5.45
Other - -
comprehensive 8,568,151. -0.36 2,502,891. -0.13 242.33 Note 16
income 93 67
Special 43,710,985 44,175,259
reserves .63 .38
Earned surplus 53,063,723 45,818,775
.06 .40
Undistributed 417,612,47 360,311,28
profits 6.10 0.65
Minority 21,002,456 15,857,271
interest .07 .75
Other notes:
Note 1: The monetary fund increased by 34.95% YoY, which was attributable to an increase in advance
receipts from engineering contracts and higher collections from construction projects during the current
period;
Note 2: The trading financial assets decreased by 100% YoY, which was attributable to the redemption of
structured deposits purchased at the end of the prior period during the current period;
Note 3: The bills receivable decreased by 45.31% YoY, which was attributable to a decrease in commercial
acceptance notes at the end of the current period and the maturity and cashing of bank acceptance notes
from the prior period;
Note 4: The accounts receivable increased by 57.97% YoY, which was attributable to an increase in
receivables at the end of the period resulting from more construction projects during the current period;
Note 5: The receivables financing increased by 43.30% YoY, which was attributable to an increase in
bank acceptance notes with high credit ratings at the end of the current period;
Note 6: The inventory increased by 95.33% YoY, which was attributable to an increase in equipment and
materials stocked domestically at the end of the current period compared to the end of the prior period;
Note 7: The investment properties increased by 250.79% YoY, which was attributable to the leasing of
idle company properties during the current period;
Note 8: The construction in progress decreased by 100% YoY, which was attributable to the completion
of the R&D building under construction during the current period and its transfer to fixed assets;
Note 9: The deferred tax assets increased by 48.86% YoY, which was attributable to an increase in
deductible temporary differences resulting from increased provisions for impairments during the current
period;
Note 10: The short-term loans increased by 93.19% YoY, which was attributable to a tight cash flow
situation caused by the large scale of newly contracted engineering projects in Vietnam, leading to bank
borrowings that have not yet been repaid;
Note 11: The accounts payable increased by 41.63% YoY, which was attributable to an increase in
payments for materials, equipment, and subcontracting works resulting from more construction projects
during the current period;
Note 12: The employee compensation payable increased by 31.68% YoY, which was attributable to an
increase in the amount of year-end bonuses payable;
Note 13: The tax payable increased by 77.88% YoY, which was attributable to an increase in total profit
for the period and a higher overseas income tax burden, leading to an increase in the amount of income
tax payable;
Note 14: The contract liabilities increased by 38.91% YoY, which was attributable to an increase in
advance receipts from engineering contracts for newly received projects;
Note 15: The deferred tax liabilities increased by 65.36% YoY, which was attributable to a higher amount
of deferred tax resulting from higher overseas profits during the current period;
Note 16: Other comprehensive income increased by 242.33% YoY, which was attributable to significant
fluctuations in foreign currency statement exchange rates during the current period;
Note 17: The minority interests increased by 32.45% YoY, which was attributable to an increase in net
profit of subsidiaries, leading to an increase in income attributable to minority interests.
Applicable □ N/A
(1) Asset scale
Including: overseas assets of 720,535,222.87 (RMB Yuan), accounting for 30.53% of the total assets.
(2) Explanation for the high proportion of overseas assets
Applicable □ N/A
In RMB Yuan
Operating Net Profit for
Name of Reason for
Operation Model Revenue for the the Reporting
Overseas Asset Formation
Reporting Period Period
Sheng Huei
Engineering
Overseas cleanroom
Technology Subsidiary 637,991,106.16 54,428,276.72
engineering business
Company
Limited
Applicable □ N/A
In RMB Yuan
Balance at the
Item Balance at the End of the Year
Beginning of the Year
Margin/special purpose funds 89,337,129.96 486,724.06
Total 89,337,129.96 486,724.06
The Group’s other monetary funds primarily consist of margins and project-specific funds, specifically
including margin deposits deposited with banks for the application of guarantee letters, and project funds
that are required to be used for specific purposes as per regulations.
□ Applicable N/A
(IV) Analysis on the Industry Operating Information
Applicable □ N/A
For details, please refer to “II. Situation of the Company’s Industry during the Reporting Period” in
“Section III Management Discussion and Analysis”.
Analysis on the operating information of the construction industry
Applicable □ N/A
In RMB 10,000
House Architectur
Breakdown by Infrastructu Specialized
Constructio al Others Total
Industry res Engineering
n Decoration
Number of
projects
Total 127,456.77 28.62 4,735.36 132,220.75
Applicable □ N/A
In RMB 10,000
Project Regions Number of Projects Total
Domestic 459 86,860.52
Overseas 266 45,360.23
Including:
Vietnam 195 36,496.99
Indonesia 46 4,690.59
Thailand 21 2,471.07
Other 4 1,701.58
Total 725 132,220.75
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB 10,000
House Architectur
Breakdown Infrastructu Specialized
Constructio al Others Total
by Industry res Engineering
n Decoration
Number of
projects
Total 3,669.72 727,028.03 - 19,291.44 749,989.19
Applicable □ N/A
In RMB 10,000
Project Regions Number of Projects Total
Domestic 341 470,924.44
Overseas 168 279,064.75
Including:
Vietnam 95 109,655.22
Indonesia 53 17,625.35
Thailand 14 129,845.47
Other 6 21,938.71
Total 509 749,989.19
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB 10,000
Amount Paymen
Project
Collect t
Progres
Comple Income Income ed Progres
s in
Busines Constru tion Recogn Recogn Cumula s in
Item Line
Item s ction Percent ized in ized tively Line
Amount with
Mode Period age the Cumula as of with
Expecta
(%) Period tively the End Expecta
tions or
of the tions or
Not
Period Not
Constru
Project 28,371. 27,428. 26,846.
ction 790 96.68 -437.74 Yes Yes
contract
Constru
Project 39,195. 2,584.4 38,070. 32,541.
ction 480 97.13 Yes Yes
contract
Constru
Project 30,459. 8,452.1 28,826. 20,059.
ction 713 94.64 Yes Yes
contract
Constru
Project 74,849. 22 43,775. 58,522. 62,935.
ction 78.19 Yes Yes
contract
Constru
Project 101,113 15 59,191. 59,191. 56,405.
ction 58.54 Yes Yes
contract
Turnke
y
Project 24,451. 19 14,329. 14,329. 13,129.
constru 58.60 Yes Yes
ction
contract
Tripod
Vietna
m
(Chau
Duc) Turnke
Electro y
nics constru 231 49.74 Yes Yes
Co., ction
Ltd. contract
Utility
System
Engine
ering
Other notes:
Applicable □ N/A
The cost inputs in the period and cumulative cost inputs are not disclosed after considering the
Company’s commercial secrets and the sensitive information contained in the two items;
commercial secrets and strategic development, the rivals’ specific project status is not disclosed. For
details of the relevant announcement, please refer to the No. 2023-005 announcement disclosed by
the Company on the website of the Shanghai Stock Exchange on March 10, 2023, and the difference
in the contract amount is for the additional and deducted works to be incurred in the subsequent period;
commercial secrets and strategic development, the rivals’ specific project status is not disclosed. For
details of the relevant announcement, please refer to the No. 2023-032 announcement disclosed by
the Company on the website of the Shanghai Stock Exchange on August 1, 2023, and the difference
in the contract amount is for the additional works to be incurred in the subsequent period;
commercial secrets and strategic development, the rivals’ specific project status is not disclosed. For
details of the relevant announcement, please refer to the No. 2024-011 announcement disclosed by
the Company on the website of the Shanghai Stock Exchange on March 15, 2024, and the difference
in the contract amount is for the additional works to be incurred in the subsequent period;
commercial secrets and strategic development, the rivals’ specific project status is not disclosed. For
details of the relevant announcement, please refer to the No. 2025-001 announcement disclosed by
the Company on the website of the Shanghai Stock Exchange on January 1, 2025, and the difference
in the contract amount is for the additional works to be incurred in the subsequent period;
commercial secrets and strategic development, the rivals’ specific project status is not disclosed. For
details of the relevant announcement, please refer to the 2025-028 announcement disclosed by the
Company on the website of the Shanghai Stock Exchange on April 29, 2025, and the difference in the
contract amount is for the additional works to be incurred in the subsequent period;
commercial secrets and strategic development, the rivals’ specific project status is not disclosed. For
details of the relevant announcement, please refer to the 2025-004 announcement disclosed by the
Company on the website of the Shanghai Stock Exchange on February 14, 2025, and the difference
in the contract amount is for the project being one of the sub-projects of the winning contract.
differs from the amount in the 2025-056 announcement disclosed on the website of the Shanghai Stock
Exchange on October 24, 2025, which was attributable to exchange rate fluctuations.
Applicable □ N/A
A total of 815 new projects were signed accumulatively during the reporting period, with a total amount
of RMB 4,095.9121 million (tax-inclusive) and RMB 3,830.7592 million (tax-exclusive).
Applicable □ N/A
The total amount of orders in hand as of the reporting period was RMB 2.538 billion (tax-exclusive). To
be specific, the amount of projects for which contracts had been signed but which hadn’t been
commenced was RMB 0 million while that of the uncompleted part of the projects in process was RMB
Other notes:
□ Applicable N/A
□ Applicable N/A
(V) Analysis on Investment Status
Overall analysis on the external equity investments
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Accumulated
Gain or Loss
Fair Value Impairment Amount of Amount Amount at the
Opening on Fair Value
Asset Category Changes Provision in the Procurement in Sold/Redeemed Other Changes End of the
Balance Changes in the
Recognized in Period the Period in the Period Period
period
Equity
Structured
deposits
Investments in
other equity 12,947,918.04 1,575,462.42 14,523,380.46
instruments
Receivables
financing
Total 65,471,950.01 -25,000.00 1,575,462.42 255,000,000.00 305,000,000.00 1,082,163.49 18,104,575.92
Investment in securities
Applicable □ N/A
In RMB Yuan
Securities Securities Securities Initial Capital Opening Gain or Accumula Amount Amount Investme Ending Accounti
Variety Code Abbreviat Investme Source Book Loss on ted Fair of Sold in nt Gain or Book ng Item
ion nt Cost Value Fair Value Procurem the Period Loss in Value
Value Changes ent in the the Period
Changes Recogniz Period
in the ed in
Period Equity
Stock Wafer Self- Investme
Works owned nts in
capital 12,947,91 1,575,462 14,523,38 other
instrumen
ts
Total 12,947,91 1,575,462 14,523,38
/ / / /
Explanation for investment in securities
□ Applicable N/A
Investment in private equity funds
□ Applicable N/A
Investment in derivatives
□ Applicable N/A
□ Applicable N/A
Independent director opinions
None
(VI) Sales of Major Assets and Equities
□ Applicable N/A
(VII) Analysis on Major Holding and Participating Companies
Applicable □ N/A
Information on major subsidiaries whose net profit impact exceeds 10% of the Company’s net profit
Applicable □ N/A
In RMB 10,000
Registered Operating
Company Name Company Type Main Business Total Assets Net Assets Operating Profit Net Profit
Capital Revenue
Shenghuei
Domestic
Engineering
cleanroom
Technology Subsidiary 3,529.67 5,352.15 4,458.15 480.39 -453.45 -450.53
engineering
(Shenzhen) Co.,
business
Ltd.
Shenzhen Domestic
Dingmao Subsidiary equipment 500.00 9,825.33 6,339.81 11,488.89 2,060.53 1,545.40
Trading Co., Ltd. trading
Acter Overseas
International Subsidiary investment 2,260.03 5,008.74 2,166.60 1,085.62 352.13 294.03
Limited platform
Acter
Overseas
Technology
Subsidiary investment 1,726.31 1,642.01 1,633.10 -19.64 -19.64
Singapore Pte.,
platform
Ltd.
Sheng Huei
Engineering
Technology Subsidiary 3,827.37 42,561.29 18,487.80 63,799.11 6,896.06 5,442.83
Company
Limited Overseas
PT Acter cleanroom
Technology Subsidiary engineering 527.73 3,181.80 2,353.30 6,992.75 683.82 522.56
Indonesia business
Acter
Technology
Subsidiary 1,902.84 3,140.01 1,971.19 2,231.61 252.27 188.58
Malaysia Sdn.
Bhd
Acter
Technology Co., Subsidiary 651.90 12,471.47 7,918.56 46,262.79 3,964.96 3,179.34
Ltd
PT Acter
Integration
Subsidiary 2,306.90 4,048.21 2,794.92 4,385.74 675.16 536.20
Technology
Indonesia
Information on subsidiaries acquired or disposed of during the reporting period
□ Applicable N/A
Other notes
Applicable □ N/A
Revenue and profits from the main business of a single subsidiary and with net profits exerting 10% or above impact on the Company’s total net profits:
In RMB 10,000
Company Name Revenue from Main Business Profit from Main Business
Shenzhen Dingmao Trading Co., Ltd. 11,488.89 2,426.10
Sheng Huei Engineering Technology Company Limited 63,799.11 7,886.71
Acter Technology Co., Ltd 46,262.79 3,656.33
(VIII) Structured Entities Controlled by the Company
□ Applicable N/A
VI. Discussion and Analysis of the Company’s Future Development
(I) Industry Pattern and Trend
Applicable □ N/A
Cleanroom engineering is a typical demand-driven industry, serving as core infrastructure for high-
end manufacturing sectors including semiconductors, precision manufacturing, and PCBs, with its
industrial development deeply integrated with industrial upgrading. Relying on the upgrading of high-end
manufacturing, the cleanroom industry boasts broad market space and strong resilience, with high-growth
segments such as semiconductors, PCBs, and edge AI serving as the core growth drivers.
The latest report by the World Semiconductor Trade Statistics (WSTS) indicates that the global
semiconductor market size is projected to reach USD 772 billion in 2025, representing a YoY increase of
intelligence applications and the continuous expansion of data center infrastructure are driving up demand
for both logic chips and memory chips. Looking ahead to 2026, the global semiconductor market size is
expected to surpass USD 975 billion, up 26.3% YoY, approaching the USD 1 trillion mark. A further
report from SEMI shows that global semiconductor equipment sales are expected to hit a record high of
USD 133 billion in 2025 and are likely to exceed USD 150 billion for the first time in 2027. Driven by
sustained computing power demand, the AI chip market is expanding at an accelerated pace. As large
models gradually enter large-scale application, consumption of basic resources such as computing power
and storage has increased significantly, and the global volume of token calls is growing exponentially.
High-end demand for AI servers, optical communications, IC substrates, and various AI application
products remains robust.
Against the trend of miniaturization of electronic components, only enterprises with R&D and full-
chain service capabilities can gain a foothold in the high-end market. The current cleanroom engineering
industry features a pattern of industry concentration among leading players and tiered differentiation.
Leveraging its core technologies and EPCO full-chain service capabilities, the Company continues to
strengthen its leading position. Amid the restructuring of the global supply chain, industrial clusters have
taken shape in Vietnam, Thailand, Malaysia, and other regions, generating massive demand for
cleanrooms. The Company has made forward-looking arrangements by establishing subsidiaries in
Southeast Asia to deliver localized services, and its overseas business has become a new engine for
performance growth.
Future industry competition will focus on comprehensive strengths such as full-life cycle solutions,
green energy conservation, and cross-border services, further expanding the advantages of leading
enterprises. Cleanrooms are high-energy-consumption systems, and under dual-carbon policies and
enterprises’ demand for cost reduction, energy conservation, and low carbon emissions have become
mandatory requirements. The cleanroom engineering industry takes technology and quality as the core of
competition, with energy conservation, digitalization, and globalization as development trends. Relying
on its core technologies, full-chain services, and global layout, Acter Group will deepen its presence in
the high-end cleanroom engineering sector.
(II) The Company’s Development Strategies
Applicable □ N/A
The Company has always adhered to the development strategy of “multiple clients, multiple
industries, multiple trades, and multiple regions. Client-oriented and supported by technological R&D, the
Company takes cleanroom engineering services as its core business, focuses on serving high-tech
industries, fully implements the concept of green and energy-saving projects, and follows the five-step
development path of “production, sales, human resources, R&D, and finance”, committing to becoming
an internationally leading enterprise in cleanroom system integration engineering services for high-tech
industries.
The Company will actively seek high-quality M&A targets, continuously improve its service layout
through strategic integration, accurately meet clients’ demand for single-point customization and
integrated package services, further enrich its product portfolio, enhance the completeness and diversity
of its product lines, and continuously build core competitive advantages.
(III) Operation Plan
Applicable □ N/A
(1) Multi-dimensional layout, market exploration
The Company will continue to follow the strategic direction of “multiple clients, multiple industries,
multiple regions, and multiple trades to create a differentiated niche. It will leverage the advantages of its
multi-regional market layout, deepen cooperation with existing clients, seize opportunities for downstream
clients to invest and expand production in the international market, collaborate with its parent company to
secure cleanroom and electromechanical engineering projects for international clients, expand into
Southeast Asia and other international markets, and foster a business model of “two-way order receiving
and two-way development” featuring “domestic semiconductor capacity upgrading + overseas industrial
chain transfer”. It will continue to accumulate client resources in the AI upstream and downstream sectors,
the full semiconductor industry chain, data centers, university-industry-research collaboration laboratories,
and other fields, and further consolidate its key role in the industrial chain.
(2) Fostering of a famous brand, setting off to a new journey
The Company will continuously improve engineering quality management, refine supply chain
construction and expand its professional engineering and technical service team to ensure project
construction quality and enhance the Group’s operational efficiency. It will strengthen coordination among
pre-sales, in-sales and after-sales services, improve service efficiency and quality, respond to client needs
in a timely manner, resolve client issues, and enhance client stickiness and loyalty.
(3) Energy conservation, environmental protection, and sustainable green development
The Company will integrate technological research in green development, emission reduction, and
intelligence into its daily operations and project management, gradually increase the application of
modularization and standardization, and achieve low-carbon innovation in prefabricated construction.
Through the full integration of “green planning, green procurement, and green construction methods” and
the application of green engineering technologies, the Company will reduce operating costs, improve
economic benefits, minimize environmental impact, and enhance its corporate image and competitiveness.
(4) Industry-university cooperation for talent cultivation
The Company will establish incentive mechanisms to encourage employees to obtain professional
qualifications in construction, environmental protection, and other fields, and support on-the-job learning.
It will adopt mentorship programs and reserve supervisor training, adhering to the philosophy of “selecting,
cultivating, employing, and retaining talents” to develop grassroots cadres and core backbone personnel.
Professional management training will be provided to senior talents to enhance their strategic vision and
leadership capabilities, building a reserve management team.
Focusing on its core business, the Company will optimize and upgrade its engineering and technical
capabilities. On the basis of consolidating and maintaining existing clients in the domestic and Southeast
Asian markets, it will actively expand new client resources and increase market share. It will formulate
differentiated business strategies based on market characteristics and demand in different regions, and
establish a comprehensive, efficient, and wide-ranging marketing and service system. Through industrial
integration, the Company will optimize resource allocation, enhance its overall strength, and give full
play to its core competitive advantages.
The Company will improve its corporate governance mechanism, optimize its organizational
structure, strengthen internal management, continuously deepen corporate culture development, foster a
positive working atmosphere, and build a cohesive and united team. Adhering to an open and inclusive
talent philosophy, it will attract outstanding professionals from various fields, focus on the cultivation and
development of its management team, inject new vitality and innovative thinking into the Company, and
build a high-quality management team with strategic vision, innovation awareness, and execution
capabilities.
The Company will continue to invest in R&D resources, strengthen technological innovation and
R&D capabilities, and strive to achieve greater breakthroughs and progress in the field of green energy
and environmental protection. By providing advanced green energy and environmental technologies and
solutions, the Company will help clients reduce energy consumption and pollutant emissions, contribute
to sustainable development, and fulfill its corporate social responsibilities.
(IV) Possible Risks
Applicable □ N/A
The Company is mainly engaged in cleanroom engineering services for high-tech industries,
including IC semiconductors and optoelectronics. The markets of its downstream industries are highly
correlated with the macroeconomic cycle. Changes in economic growth rate and macroeconomic
fluctuations will directly affect the operation and development of the entire downstream industry, thereby
impacting the Company’s cleanroom engineering services business. Therefore, slowing economic growth
and macroeconomic fluctuations may affect the Company’s business development and pose certain risks
to its development and operations.
After years of development, China’s cleanroom engineering industry has grown substantially and
entered a stage of steady development. With the influx of various social capital into the cleanroom industry,
the number of enterprises in the sector has increased year by year, resulting in fierce market competition.
The Company mainly serves the electronics industry segment, with strong competitiveness and certain
leading advantages. As one of the few enterprises in the industry capable of undertaking, implementing,
and providing full-cycle operation and maintenance services for cross-field and cross-regional projects,
the Company ranks among the top players in the industry in terms of operating performance, business
capabilities, market brand, and management level, and enjoys certain industry recognition. With the
growing number of new market entrants, the Company will face competition from its peers. Therefore, if
the Company fails to maintain its advantages in technology, management, brand, craftsmanship, and other
aspects, its industry position may be affected to a certain extent.
During the reporting period, the Company’s total gross profit showed an overall upward trend, while
the gross profit margin of its main business continued to decline. In the future, if the Company fails to
maintain its advantages in technology, management, brand, craftsmanship, and other aspects, fails to adapt
to changes in market demand, or is affected by intensified market competition and inadequate cost control,
it may face the risk of declining gross profit margin.
In the course of its cleanroom business, there is a certain time lag between the settlement and
collection of project payments and the settlement and payment of costs such as raw materials and labor.
The recovery of quality deposits after project completion and acceptance also takes a long period, requiring
the Company to maintain a certain scale of working capital to ensure normal project execution.
As the Company’s business scale continues to expand, the amount of funds advanced by the Company
will increase accordingly, leading to growing capital demand. A large number of large-scale concurrent
projects may occupy a substantial amount of the Company’s working capital within a relatively
concentrated period. If the Company fails to obtain timely financial support, it may face tight cash flow,
which will affect business development and expose the Company to capital and liquidity risks.
The Company primarily operates within Chinese territory. With the continuous development of its
overseas business in recent years, the scale of its revenue and expenditure activities in multiple currencies
across various overseas countries and regions has kept rising. Fluctuations in the exchange rate of RMB
against relevant foreign currencies and currency conversions may affect the Company’s operating costs,
posing certain risks to the Company’s development and operations.
(V) Others
□ Applicable N/A
VII. Information and Reasons for the Company’s Failure to Disclose Information in Accordance
with the Guidelines Due to Non-application of the Guidelines or for Special Reasons such as State
or Commercial Secrets
Applicable □ N/A
For the consideration of commercial secrets, the Company is exempted from disclosing the names of some
clients and suppliers.
Section IV Corporate Governance, Environment, and Social
Responsibility
I. Explanation for Corporate Governance
Applicable □ N/A
During the reporting period, the Company continuously improved its corporate governance structure,
internal management and internal control system and standardized its operation in accordance with the
requirements of the Company Law, the Securities Law, relevant laws and regulations of the Shanghai
Stock Exchange and based on its realities. The shareholders’ meeting and the board of directors of the
Company have clear division of powers and responsibilities, and each of them performs its own duties,
and the decision-making is independent, efficient, and transparent. The board of directors of the Company
has set up specialized committees such as the Remuneration and Appraisal Committee, the Audit
Committee, the Nomination Committee, and the Strategy and Sustainable Development Committee to
further improve the corporate governance structure of the Company. Details of the corporate governance
of the Company are as follows:
(I) The Company and its controlling shareholders: The controlling shareholders of the Company
exercise their rights and obligations in accordance with laws, and effectively fulfill their obligations of
good faith to the Company and other shareholders. The Company and its controlling shareholders are
completely independent in five aspects, namely, business, assets, personnel, organization, and finance,
and the Company has a complete business system and the ability to operate independently in the market.
(II) The shareholders’ meeting is the Company’s highest authority. The Company strictly
standardizes the convening, holding, and deliberation procedures of the shareholders’ meeting as per the
provisions and requirements of the Articles of Association, the Rules of Procedure for Shareholders’
Meetings, and other regulations; invites lawyers to issue legal opinions on the legality of the shareholders’
meeting, ensures the equal status of all shareholders, especially minority shareholders, fully exercises the
legitimate rights and interests of shareholders, and ensures shareholders' right to know, participate, and
vote on major corporate matters.
(III) The board of directors strictly exercises its powers in accordance with the Company Law, the
Articles of Association, the Rules of Procedure for the Board of Directors, etc., including organizing and
implementing the resolutions of the shareholders’ meeting, deciding on the Company’s business plans and
investment plans, formulating the Company’s annual financial budget, final settlement, and profit
distribution plans, drafting major acquisition plans, and appointing or dismissing the Company’s general
manager and other senior management. All directors faithfully and diligently perform their duties, actively
participate in the decision-making of the Company’s major matters, and actively attend relevant training.
The specialized committees under the board of directors operate well, convene meetings and make
resolutions as per relevant systems and could exert their roles normally.
(Ⅳ) The Company strictly follows the requirements of the Information Disclosure Management
System and the Registration Management System for Insiders; by implementing measures such as insider
registration and external information reporting registration, it strengthens the management of insiders,
standardizes the review process for external information reporting, clarifies the obligations and
responsibilities of relevant personnel to maintain the confidentiality of undisclosed information, and
enhances the Company’s awareness of information disclosure, which, as a result, effectively avoids the
occurrence of violations in information disclosure. Meanwhile, the Company strengthens communication
and interaction with investors, and pays attention to maintaining favorable relations with them.
Whether there is any material difference between corporate governance and the laws, administrative
regulations, and CSRC’s regulations on the governance of listed companies; if so, state why.
□ Applicable N/A
II. Specific Measures Taken by the Controlling Shareholders and Actual Controllers of the
Company to Ensure the Independence of the Company in Terms of Assets, Personnel, Finances,
Organization, and Business, as well as the Solutions, Work Progress, and Follow-up Plans in Case
of the Company’s Independence Being Affected
□ Applicable N/A
Controlling shareholders, actual controllers and other parties controlled by them engaged in business that
are the same as or similar to the Company, horizontal competition and impact of significant changes in
horizontal competition on the Company, solutions adopted, working progress and subsequent solution
plans
□ Applicable N/A
IV. Directors and Senior Management
(I) Changes in Shareholdings and Remuneration of In-service and Outgoing Directors and Senior Management during the Reporting Period
Applicable □ N/A
In Share
Total Pre-
tax
Whether
Remunerati
Shareh Remunerati
Shareh on
olding on
oldings Changes Received
s at the Received
Gend Starting Date of Expiration Date of at the of Shares Reasons for from the
Name Post Age Begin from the
er Appointment Appointment End of in the Change Company
ning of Company’s
the Year during the
the Related
Year Reporting
Year Parties or
Period
Not
(RMB
Liang July 1, 2019
Chairman Male 64 June 24, 2028 0 0 0 Unchanged 49.53 Yes
Jinli
Vice July 1, 2019
Chairman and
June 24, 2028
Board
Chen Unchanged
Secretary Male 60 0 0 0 105.49 No
Zhihao Unchanged
Vice July 1, 2019
Chairman January 30, 2026
(Resigned)
Director and July 1, 2019
Zhu
General Male 53 June 24, 2028 0 0 0 Unchanged 105.31 No
Qihua
Manager
Zhang June 24, 2025
Director Male 44 June 24, 2028 0 0 0 Unchanged 64.21 No
Jinbao
Independent June 24, 2025
Liu Qiong Male 52 June 24, 2028 0 0 0 Unchanged 4.42 No
Director
Liu Independent Femal June 24, 2025
Tiehua Director e
Dong Independent June 24, 2025
Male 60 June 24, 2028 0 0 0 Unchanged 4.42 No
Binghe Director
Chief July 1, 2019
Xiao Femal
Financial 57 June 24, 2028 0 0 0 Unchanged 37.49 No
Jingxia e
Officer
Su Director
Male 50 July 1, 2019 June 24, 2025 0 0 0 Unchanged 23.99 No
Yuzhou (Resigned)
Independent
Wu
Director Male 55 July 1, 2019 June 24, 2025 0 0 0 Unchanged 4.00 No
Weihua
(Resigned)
Independent
Femal
Gu Hailan Director 54 July 1, 2019 June 24, 2025 0 0 0 Unchanged 4.00 No
e
(Resigned)
Independent
Shi Kang Director Male 61 July 31, 2020 June 24, 2025 0 0 0 Unchanged 4.00 No
(Resigned)
Total / / / / / 0 0 0 / 411.28 /
Name Main Working Experience
Born in October 1962, with Chinese nationality of Taiwan, no permanent residence in foreign countries, master’s degree of EMBA, senior engineer.
He was the Engineering Manager of Gongshan Air Conditioning & Refrigeration Co., Ltd.; the Director and Chairman of the Board of Directors of
Sheng Huei Limited; Supervisor of Winmax (Shanghai); and Supervisor of Winmax (Suzhou); Chairman of the Board of Directors of Hengji
Construction Company Limited. Currently, he is the CEO and Chairman of Acter (Taiwan); Chairman of HERSUO (Taiwan); Director of Acter
(Shenzhen); Director of Acter (Hong Kong); Director of New Point (Seychelles); Director of Sheng Huei International; Chairman of NOVA (Taiwan);
Liang Jinli
Director of Acter (Singapore); Director of Acter (Malaysia); Director of Shenzhen Dingmao; Director and CEO of Enrich (Taiwan); Chairman of
Winmega (Taiwan); Director of Winmax (Singapore); Chairman of Winmax Technology; Chairman of Winmax (Shanghai); Managing Partner of
Suzhou Songhuei; Director of Sheng Huei (Vietnam); Director of WASTE; Chairman of the Board of Directors of Rayzher Industrial; Director of
Acter (Thailand); Director of Indonesia Joint Venture; Director of Winmax (Malaysia); he has been the Chairman of the Board of Directors of Acter
Group since July 2019.
Born in May 1966, with Chinese nationality of Taiwan, no permanent residence in foreign countries, bachelor’s degree, senior engineer. He was the
Deputy General Manager of Wuhan Ronghuei Industry and Trade Co., Ltd; the Deputy General Manager of Guangzhou Danli International Trade
Co., Ltd; the Deputy General Manager of Zhongshan Acter Mechanical and Electrical Engineering Co., Ltd.; the Deputy General Manager and General
Chen Zhihao
Manager of Acter (Shenzhen); General Manager and Director of ShengHuei Limited; the Director of Acter (Singapore); and the Director of Space
(Thailand). He served as Vice Chairman of Acter Group from July 2020 to January 2026. Currently, he is the Director of Acter (Hong Kong); the
Chairman of Acter (Shenzhen); the Chairman of Shenzhen Dingmao; the Director of Lantia Innovation Co., Ltd.; the Director of Sheng Huei
(Vietnam); and the Director of Indonesia Joint Venture; the Director of GREAT SERENE LIMITED; the President of Taiwan Compatriot Investment
Enterprises Association of Suzhou; he has been the Chairman and Board Secretary of Acter Group since July 2019.
Born in April 1973, with Chinese nationality of Taiwan, no permanent residence in foreign countries, master’s degree in EMBA, mid-level engineer.
He was the Assistant Manager of the Engineering Department of Kuang I Engineering Co., Ltd.; the Director of Acter (Taiwan), the Assistant Manager
of the Engineering Department of Suzhou HongHuei Mechanical and Electrical Engineering Co., Ltd.; the Director of Malaysia and served as the
Zhu Qihua Assistant Manager, Manager, Associate Manager, Deputy General Manager, General Manager, and Director of Sheng Huei Limited. Currently, he is
the Director and General Manager of Acter (Shenzhen); the Director and General Manager of Shenzhen Dingmao; the Supervisor of Sheng Huei
(Vietnam); the Director of Acter (Hong Kong); the Director of Acter (Thailand); the Supervisor of Acter (Indonesia); the Supervisor of Indonesia
Joint Venture; and the Director of Acter (Singapore); he has been the Director and General Manager of Acter Group since July 2019.
Born in April 1982, with Chinese nationality, no permanent residence in foreign countries, bachelor’s degree. He was the Director, Deputy Manager,
Zhang Jinbao Manager, and Associate Manager of Sheng Huei Limited. Has been the Director and Engineering Deputy General Manager of Acter Group since June
Born in January 1974, with Chinese nationality, no permanent residence in foreign countries, master’s degree, Public Accountant (Australia), Financial
Accountants (UK), Certified Public Accountant (Hong Kong). He was the Deputy Division Chief of Anhui Swan Air-Conditioner Co., Ltd.; the Staff
Member of Bengbu New Urban Area Finance Bureau; the General Ledger Accountant of Suzhen Thermal Power Co., Ltd.; the Financial Manager of
Lexy Electrical Appliances Co., Ltd.; the Chief Financial Officer of Suzhou Royal Investment Co., Ltd.; the Supervisor of Jiangsu Suzhou Rural
Commercial Bank Co., Ltd. Currently, he is the Director, Board Secretary, and Chief Financial Officer of Suzhou Maxwell Technologies Co., Ltd.;
Liu Qiong
the Independent Director of Freewon China Co., Ltd.; the Independent Director of Wuxi Langshion Lightweight Technology Co., Ltd.; the Financial
Director of Shanghai Maixinrui Information Technology Co., Ltd.; the Financial Director of Shanghai Shenchenwei Information Technology Co.,
Ltd.; the Financial Director of Zhuhai Maxwell Development Co., Ltd.; the Financial Director of Xuancheng Maxwell Intelligent Equipment
Manufacturing Co., Ltd.; the Financial Director of Shanghai Maidirui Information Technology Co., Ltd.; he has been an Independent Director of
Acter Group since June 2025.
Born in July 1971, with Chinese nationality, no permanent residence in foreign countries, master’s degree. She was the Staff Member of Shanghai
Construction Group; the Director and Regional CEO of Fulagai Consulting (Shanghai) Co., Ltd.; the Technology Transfer Expert Consultant of
Shanghai Jiao Tong University Industry Technology Research Institute; the Supervisor of Ningbo Xiaoxiang Huijia Technology Co., Ltd. Currently,
Liu Tiehua she is Executive Director of Best Choice Management Consulting (Shanghai) Co., Ltd.; the Executive Director and General Manager of Ningbo
Yinzhou Kuanlun Enterprise Consulting Co., Ltd.; the Supervisor of Ningbo Ailida Technology Co., Ltd.; the Independent Director of Longyoung
Electronics (Kunshan) Co., Ltd.; the Supervisor of Ningbo Markda Enterprise Management Consulting Co., Ltd.; the Executive Director of Best
Choice Technology Services (Shanghai) Co., Ltd.; she has been an Independent Director of Acter Group since June 2025.
Born in August 1966, with Chinese nationality, no permanent residence in foreign countries, doctoral degree. He was the Teaching Assistant, Lecturer,
and Associate Professor of the Law Department of Yantai University; the People’s Juror of Huqiu District People’s Court of Suzhou City; the Part-
time Lawyer of Grandall Law Firm (Suzhou); the Independent Director of Suzhou Yunzhong Electronic Technology Co., Ltd. Currently, he is the
Dong Binghe
Professor of Wang Jian Law School of Suzhou University; the Part-time Lawyer of Co-effort Law Firm LLP (Suzhou); the External Director of
Suzhou Urban Construction & Investment Development (Group) Co., Ltd.; the Independent Director of Suzhou Fushilai Pharmaceutical Company
Limited; he has been an Independent Director of Acter Group since June 2025.
Born in April 1969, with Chinese nationality of Taiwan, no permanent residence in foreign countries and bachelor’s degree. She was the Team Leader
of the Audit Department of the First Joint Accounting Firm; the Assistant Manager of the Underwriting Department of Fubon Securities Co., Ltd.;
Xiao Jingxia the Financial Manager of Taiwan Green Point Enterprises Co., Ltd.; the Financial Director of Megaforce Company Limited; the Accountant of Shen
Chuan Paper (Suzhou) Co., Ltd.; the Finance Manager of Sheng Huei Limited; and the Supervisor of Suzhou Yumanchang Food Technology Co.,
Ltd. She has been the Chief Financial Officer of Acter Group since July 2019.
Born in May 1976, with Chinese nationality of Taiwan, no permanent residence in foreign countries, bachelor’s degree, senior engineer. He was an
Su Yuzhou
engineer at Acter (Taiwan); the Manager of the Engineering Department of Sheng Huei Limited; the Director of Space (Thailand); and the Director
(resigned)
of Acter Group. Currently, he is the Managing Partner of Suzhou Shengzhan and the Manager of the Engineering Department of Acter Group.
Born on August 15, 1965, with Chinese nationality, no permanent residence in foreign countries, bachelor’s degree. He was the Secretary of the Youth
League Committee and President of the Youth League School of the School of Computer and Information Engineering of Jiangsu University; President
of the Youth League School of Jiangsu University Youth League Committee; the Lecturer of the Specialized Vehicle Teaching and Research
Department of the School of Automotive Engineering in Jiangsu University; the Assistant General Manager of Jiangsu University Industrial
Shi Kang Corporation; the Professional Lecturer of the Automobile Teaching Department of the School of Automobile Engineering in Jiangsu University; the
(resigned) Director of Office of the School of Business Administration in Jiangsu University; the Deputy Secretary of the Party Committee and Vice Dean of
the College of Finance and Economics in Jiangsu University; the Vice President and Deputy Secretary of Jiangsu University Press and Magazines;
the Deputy Director of the Labor Union of Jiangsu University; the President, General Manager, and Executive Director of Jiangsu University Press
Co., Ltd.; and the Director of Jiangsu University Asset Management Co., Ltd. Currently, he is a Grade 5 staff member of the Logistics Department
(Logistics Group) of Jiangsu University; he was an Independent Director of Acter Group from July 2020 to June 2025.
Born in November 1971, with Chinese nationality, no permanent residence in foreign countries, master’s degree, holding the practicing qualification
of lawyer in China. He was a practicing lawyer of Suzhou Foreign Law Firm, a practicing lawyer of H&Z Group Law Firm, a practicing lawyer of
Suzhou Renhai Fangzhou Law Firm, a Director of the Finance and Insurance Committee of the Suzhou Lawyers Association, a member of the Suzhou
Wu Weihua Hi-Tech District Government Lawyers’ Advisory Group, and a Standing Director of the Bankruptcy Law Research Association of Jiangsu Law
(resigned) Society. Currently, he is a lecturer of Suzhou University of Science and Technology; a practicing lawyer of Jiangsu Lantern Law Firm; the Deputy
Secretary-General of the Small and Medium-sized Enterprises Committee of Jiangsu Federation of Industry and Commerce; the Vice President of
Suzhou Bankruptcy Administrators’ Association; a Director of Suzhou Lawyers’ Association; he was an Independent Director of Acter Group from
July 2019 to June, 2025.
Born in October 1972, with Chinese nationality, no permanent residence in foreign countries, master's degree in MBA, Chinese certified public
accountant. She was the Financial Manager of Kunshan Huaheng Welding Equipment Technology Co., Ltd; the Financial and Administrative Manager
of Hangzhou Zhixing Automobile Co. Ltd. and Hangzhou Dongxingxing Auto Repair Co., Ltd.; the Chief Financial Officer of Kunshan Huaheng
Gu Hailan
Welding Equipment Co., Ltd.; Chief Financial Officer, Deputy General Manager and Chief Financial Officer, Deputy General Manager and Board
(resigned)
Secretary of Shanghai Qinsen Landscape Co., Ltd.; the Board Secretary and Chief Financial Officer of Origincell Technology Group Ltd.; and the
Independent Director of Acter Group. Currently, she is the Board Secretary and Chief Financial Officer of Jiaxing Hechang Elevator Control
Technology Co., Ltd.; she was an Independent Director of Acter Group from July 2019 to June 2025.
Other information
□ Applicable N/A
(II) Occupation of In-service and Outgoing Directors and Senior Management during the Reporting
Period
Applicable □ N/A
Position Held in Starting Date Expiration
Name of the Staff Name of Shareholder the Shareholder’s of Date of
Site Appointment Appointment
CEO and
Liang Jinli Acter (Taiwan) Chairman of the August 1993
Board
Liang Jinli Sheng Huei International Director May 2008
Liang Jinli Suzhou Songhuei Managing Partner April 2018
Su Yuzhou Suzhou Shengzhan Managing Partner April 2018
Explanation for
the post in None
shareholder’s site
Applicable □ N/A
Starting Date Expiration
Name of Other Post Held in Other
Name of the Staff of Date of
Organizations Organizations
Appointment Appointment
New Point (Seychelles) Director March 2008
Enrich (Taiwan) Director and CEO June 2014
HER SUO (Taiwan) Chairman April 1998
NOVA (Taiwan) Chairman March 2009
Winmega (Taiwan) Chairman July 2014
Winmax (Singapore) Director June 2016
Winmax (Shanghai) Chairman May 2023
Winmax Technology Chairman May 2023
Rayzher Industrial Chairman June 2021
WASTE Director October 2019
November
Acter (Singapore) Director
Liang Jinli December
Acter (Malaysia) Director
Acter (Shenzhen) Director June 2005
Shenzhen Dingmao Director October 2012
September
Acter (Thailand) Director
November
Acter (Hong Kong) Director
September
Acter (Vietnam) Director
Indonesia Joint Venture Director April 2023
November
Winmax (Malaysia) Director
Acter (Shenzhen) Chairman October 2009
Shenzhen Dingmao Chairman October 2012
November
Acter (Hong Kong) Director
Chen Zhihao 2007
Acter (Vietnam) Director July 2019
September
Acter (Singapore) Director October 2018
Space (Thailand) Director October 2019 March 2025
Lantia Innovation Co., September
Director
Ltd. 2015
Indonesia Joint Venture Director April 2023
GREAT SERENE September
Director
LIMITED 2024
Taiwan Compatriot
September
Investment Enterprises President
Association of Suzhou
Director and
Acter (Shenzhen) January 2018
General Manager
Director and
Shenzhen Dingmao January 2018
General Manager
December
Acter (Vietnam) Supervisor
Acter (Hong Kong) Director July 2019
Zhu Qihua September
Acter (Malaysia) Director January 2025
September
Acter (Thailand) Director
Acter (Indonesia) Supervisor January 2023
Indonesia Joint Venture Supervisor April 2023
September
Acter (Singapore) Director
Director, Board
Suzhou Maxwell Secretary and
April 2020
Technologies Co., Ltd. Chief Financial
Officer
Jiangsu Suzhou Rural
September
Commercial Bank Co., Supervisor August 2025
Ltd.
Wuxi Langshion
Independent December
Lightweight Technology
Director 2021
Co., Ltd.
Independent
Freewon China Co., Ltd. July 2022
Director
Hainan Maxwell
Financial Director January 2022
Technology Co., Ltd.
Liu Qiong
Shanghai Maixinrui Financial Director
Information Technology January 2023
Co., Ltd.
Shanghai Shenchenwei Financial Director
Information Technology January 2023
Co., Ltd.
Zhuhai Maxwell Financial Director
June 2023
Development Co., Ltd.
Xuancheng Maxwell Financial Director
December
Intelligent Equipment
Manufacturing Co., Ltd.
Shanghai Maidirui Financial Director
September
Information Technology
Co., Ltd.
Best Choice
September
Management Consulting Executive Director
Liu Tiehua 2015
(Shanghai) Co., Ltd.
Ningbo Yinzhou Executive Director March 2016
Kuanlun Enterprise and General
Consulting Co., Ltd. Manager
Ningbo Ailida
Supervisor May 2016
Technology Co., Ltd.
Ningbo Xiaoxiang Huijia December November
Supervisor
Technology Co., Ltd. 2019 2025
Longyoung Electronics Independent December
(Kunshan) Co., Ltd. Director 2020
Ningbo Markda
Enterprise Management Supervisor January 2022
Consulting Co., Ltd.
Best Choice Technology
Services (Shanghai) Co., Executive Director June 2022
Ltd.
Wang Jian Law School of
Professor July 1999
Suzhou University
Suzhou Urban
Construction & September
External Director
Investment Development 2021
(Group) Co., Ltd.
Co-effort Law Firm LLP
Part-time Lawyer April 2025
(Suzhou)
Dong Binghe
Suzhou Fushilai
Independent
Pharmaceutical March 2025
Director
Company Limited
Grandall Law Firm
Part-time Lawyer March 2019 March 2025
(Suzhou)
Suzhou Yunzhong
Independent December December
Electronic Technology
Director 2019 2025
Co., Ltd.
Su Yuzhou Space (Thailand) Director October 2019 March 2025
Jiaxing Hechang Board Secretary
November
Gu Hailan Elevator Control and Chief
Technology Co., Ltd. Financial Officer
Logistics Department
Grade 5 staff
Shi Kang (Logistics Group) of January 2024
member
Jiangsu University
Suzhou University of
Lecturer July 1993
Science and Technology
Jiangsu Lantern Law
Practicing lawyer December
Firm
Small and Medium-sized
Enterprises Committee of Deputy Secretary-
Wu Weihua October 2018
Jiangsu Federation of General
Industry and Commerce
Suzhou Bankruptcy
Administrators’ Vice President June 2019
Association
Suzhou Lawyers’
Director February 2016
Association
Explanation for
the post in other None
organizations
(III) Remuneration of Directors and Senior Management
Applicable □ N/A
With reference to the remuneration level of the Company’s industry and
the region, and taking into account the Company’s actual operating
Decision-making procedure
conditions and job responsibilities, the Company shall draw up a plan
for the remuneration of
and implement it after approval by the board of directors and
directors and senior
shareholders’ meeting through consideration. Among them, the
management
remuneration of directors shall be decided by the shareholders’ meeting,
and that of senior management shall be decided by the board of directors.
Whether a director recuses
himself/herself from the
discussion on his/her own Yes
remuneration by the board of
directors or not
On March 28, 2025, the Remuneration and Appraisal Committee
approved the Proposal on the Remuneration Plan for Senior
Details of the
Management for the Year 2025 through consideration. The
recommendations made by the
Remuneration and Appraisal Committee of the Board of Directors put
Remuneration and Appraisal
forward proposals in respect of the Proposal, holding that the
Committee or the special
remuneration plan for the Company’s senior management is in line with
meeting of independent
the remuneration level of the industry in which the Company operates
directors in respect of the
and the actual operating conditions of the Company, the payment of
remuneration of directors and
remuneration complies with the Company’s remuneration policies and
senior management
appraisal standards, and there is no circumstance impairing the interests
of the Company and its shareholders.
Except for the allowance for the Company’s independent directors, the
remuneration of directors and senior management who are in receipt of
Basis for determining the remuneration from the Company shall be determined on the basis of the
remuneration of directors and Company's overall remuneration policy, salary standards, the specific
senior management executive positions held by them in the Company, their work
performance as well as the actual circumstances of the fulfillment of the
Company’s annual business plan.
The actual payment of the remuneration of directors and senior
Actual payment of
management was made on time in accordance with the relevant
remuneration to directors and
provisions mentioned above, and the remuneration data are true and
senior management
accurate.
Total actual remuneration
received by all directors and
RMB 4.1128 million
senior management as of the
end of the reporting period
Appraisal basis and In 2025, the allowances received by independent directors were subject
completion status in respect of to no performance appraisal; non-independent directors and senior
remuneration actually received management of the Company received corresponding remuneration in
by all directors and senior accordance with the Company’s performance appraisal provisions. The
management as of the end of performance appraisal has been effectively implemented and completed
the reporting period in accordance with the Company’s performance appraisal provisions.
Deferred payment
arrangements for remuneration
actually received by all
N/A
directors and senior
management as of the end of
the reporting period
Stop-payment and recovery
arrangements for remuneration
actually received by all N/A
directors and senior
management as of the end of
the reporting period
(IV) Changes in the Company’s Directors and Senior Management
Applicable □ N/A
Name Position Held Change Reason for Change
Employee
Zhang Jinbao Election Job transfer
Representative Director
Liu Qiong Independent Director Election Re-election
Liu Tiehua Independent Director Election Re-election
Dong Binghe Independent Director Election Re-election
Su Yuzhou Director Resignation Re-election
Gu Hailan Independent Director Resignation Re-election
Shi Kang Independent Director Resignation Re-election
Wu Weihua Independent Director Resignation Re-election
approval at the meeting, Mr. Zhang Jinbao was unanimously appointed as the employee representative
director of the Company, with a term consistent with that of the third board of directors of the Company.
For details, please refer to the Announcement on the Election of Employee Representative Director for the
Shanghai Stock Exchange (www.sse.com.cn) on May 30, 2025.
and approved the Proposal on the Re-election of the Board of Directors and Nomination of Candidates
for Non-independent Directors of the 3rd Board of Directors and the Proposal on the Re-election of the
Board of Directors and Nomination of Candidates for Independent Directors of the 3rd Board of Directors.
Su Yuzhou, a director of the 2nd Board of Directors, and Gu Hailan, Wu Weihua, and Shi Kang,
independent directors of the 2nd Board of Directors, resigned from their positions as directors. For details,
please refer to the Announcement on the Completion of Re-election of the Board of Directors and
Appointment of Senior Management and Securities Affairs Representative of Acter Group (2025-036) and
the Announcement on the Resolutions of the First Extraordinary General Meeting of 2025 of Shenghui
Integration (2025-035) disclosed by the Company on the website of the Shanghai Stock Exchange
(www.sse.com.cn) on June 25, 2025.
(V) Explanation for Penalties Imposed by Securities Regulators over the Past Three Years
□ Applicable N/A
(VI) Others
□ Applicable N/A
Ⅳ. Fulfillment of Duties by Directors
(I) Directors' Attendance at Board Meeting and Shareholders’ Meeting
Attending
of
Attending of Board Meeting
Shareholder
Indepe s’ Meeting
ndent Required Times Whether
Director
Direct Times of Times of Times There Have Number of
s
or or Attending of Attendin of Absen Been Two Attending
Not the Board Attendi g by Attendi ces Consecutive of
Meeting ng in Telecom ng by Times Failures to Shareholder
in the Person municati Proxy Attend in s’ Meeting
Year on Person
Liang 6
No 6 2 0 0 No 3
Jinli
Chen No 6 6 4 30 0 No 3
Zhihao
Zhu 6 6
No 1 0 0 No 3
Qihua
Zhang
No 3 3 0 0 0 No 1
Jinbao
Liu
Yes 3 3 0 0 0 No 1
Qiong
Liu
Yes 3 3 0 0 0 No 1
Tiehua
Dong No
Yes 3 3 0 0 0 1
Binghe
Su 3 3 No
No 3 0 0 2
Yuzhou
Shi No
Yes 3 3 2 0 0 2
Kang
Wu No
Yes 3 3 3 0 0 2
Weihua
Gu No
Yes 3 3 3 0 0 2
Hailan
Explanation for two consecutive failures to attend in person
□ Applicable N/A
Times of board meeting during the year 6
Including: Times of on-site meetings 1
Times of meetings held via telecommunication 0
Times of meetings held on site and via
communication
(II) Objections Raised by Directors to Matters Relating to the Company
□ Applicable N/A
(III) Others
□ Applicable N/A
Ⅴ. Specialized Committees under the Board of Directors
Applicable □ N/A
(I) Membership of Specialized Committees under the Board of Directors
Category of Specialized
Members
Committees
Audit Committee
Nomination Committee
Remuneration and 3rd Session: Liang Jinli, Dong Binghe, Liu Qiong
Appraisal Committee 2nd Session: Liang Jinli, Shi Kang, Gu Hailan
Strategy and Sustainable
Liang Jinli, Chen Zhihao, Zhu Qihua
Development Committee
(Ⅱ) The Audit Committee Held 5 Meetings during the Reporting Period
Important
Other
Date of Opinions
Contents of Meetings Fulfillment
Meeting and
of Duties
Recommen
dations
the Year 2024;
for the Year 2024;
Performance Evaluation on Accounting Firm in 2024;
Board of Directors on the Supervision of the Performance
of Duties by the Accounting Firm for the Year 2024;
Committee of the Board of Directors for the Year 2024;
Report for the Year 2024;
Year 2024;
Transactions for the Year 2024 and the Expected Routine
Passed after
March 28, Related Transactions for the Year 2025;
consideratio None
n
Year 2025;
Limit from Financial Institutions for the Year 2025;
Actual Use of Funds Raised by the Company in 2024;
Management;
Firm;
Relevant Matters;
Receivable Exceeding Normal Credit for 3 Months Are
Not Included in Fund Lending;
Shareholders to Authorize the Board of Directors to
Determine the 2025 Interim Dividend Plan;
Passed after
April 25,
Proposal on the Q1 Report for 2025; consideratio None
n
Passed after
Proposal on the Appointment of the Chief Financial
June 24, 2025 consideratio None
Officer of the Company;
n
Annual Report for the Year 2025;
Deposit and Actual Use of Funds Raised by the Company
Passed after
August 7, in 2025;
consideratio None
n
Half of the Year 2025;
Limit from Huaxia Bank Co., Ltd. Suzhou Branch by the
Company;
October 17,
Investment Projects; consideratio None
Management;
(III) The Nomination Committee Held 2 Meetings during the Reporting Period
Important Opinions
Other Fulfillment of
Date of Meeting Contents of Meetings and
Duties
Recommendations
the Board of Directors and
Nomination of Candidates for
Non-independent Directors of
the 3rd Board of Directors Passed after
May 23, 2025 None
the Board of Directors and
Nomination of Candidates for
Independent Directors of the 3rd
Board of Directors
Proposal on the Appointment of
Passed after
June 24, 2025 Senior Management of the None
consideration
Company
(Ⅳ) The Remuneration and Appraisal Committee Held 1 Meeting during the Reporting Period
Important Opinions
Other Fulfillment of
Date of Meeting Contents of Meetings and
Duties
Recommendations
Proposal on the Remuneration
Passed after
March 28, 2025 Plan for Senior Management for None
consideration
the Year 2025;
Proposal on the Remuneration of
Passed after
June 3, 2025 Directors of the 3rd Board of None
consideration
Directors;
Proposal on the Distribution of
Mid-Year Performance Bonuses Passed after
October 17, 2025 None
to Senior Management of the consideration
Company for the Year 2025;
(Ⅴ) The Strategy and Sustainable Development Committee Held 1 Meeting during the Reporting
Period
Important Opinions
Date of Other Fulfillment of
Contents of Meetings and
Meeting Duties
Recommendations
March 28, Proposal on the Company’s Sustainable Passed after
None
(Ⅵ) Details of Disagreements
□ Applicable N/A
Ⅵ. Explanation for the Company’s Risks Discovered by the Audit Committee
□ Applicable N/A
The Audit Committee had no disagreement on the supervised matters during the reporting period.
Ⅶ. Employees of the Parent Company and Major Subsidiaries during the Reporting Period
(I) Employees
Number of in-service employees of the parent
company
Number of in-service employees of major 275
subsidiaries
Total of in-service employees 762
Number of retired employees subject to expenses of
parent company and major subsidiaries
Specialty Composition
Category of Specialty Composition Number of Employees of Specialty Composition
Production staff 0
Sales staff 4
Technical staff 642
Financial staff 32
Administrative staff 84
Total 762
Educational Background
Category of Educational Background Number (person)
Master’s degree 14
Bachelor’s degree 436
College 259
Below 53
Total 762
(II) Remuneration Policy
Applicable □ N/A
The company adheres to the principle of “efficiency first, considering fairness”, formulates
management systems such as the Employee Remuneration Management Measures, Employee
Performance Assessment Management Measures, and Employee Rewards and Punishments Measures,
and constructs a standardized and scientific remuneration management system. It links employee
remuneration with job value, performance appraisal, and personal value, ensures the reasonable growth of
employees’ income, and rewards employees with outstanding performance.
(III) Training plan
Applicable □ N/A
Upholding the idea that “talents drive company development”, the Company regards the
improvement of employees’ capacity as the core for strategy implementation. During the reporting period,
the Company built a hierarchical and systematic training system by following the idea of “strategic
adaptation, ability progress, and innovation leadership”, and highlighted four fields, including digital
transformation, technical tackling, improvement of management efficiency, and sustainable development,
in order to facilitate employee growth and improvement of organization efficiency.
Reserve of strategic talents: As for the layout of emerging businesses (such as AI and the green and
low-carbon field), the Company opened a special technical research class, built an industry-university-
research training platform in partnership with colleges and universities, and an industrial think tank, and
intensified the reserve of cutting-edge technologies;
Popularization of digitalization ability: Promote the application of digitalization and intelligence
technology, intensify the involvement rate of technicians in digitalization skill training;
Leadership progress plan: Offer special trainings on strategy decision-making, cross-cultural
collaboration, and ESG governance for the medium and high-level managers, to improve the organization
toughness;
Compliance and risk management: Deepen the education on compliance awareness of all staff,
intensify the required courses such as industrial regulatory policies, anti-spam mechanism and
information security, and consolidate the risk control bottom line.
(IV) Labor Outsourcing
Applicable □ N/A
Total working hours of labor outsourcing 18,960 hours
Total of reward paid for labor outsourcing (RMB 39.12
Ⅷ. Proposed Profit Distribution or Capitalization of Capital Reserves
(I) Formulation, Implementation or Adjustment of Cash Dividend Policy
Applicable □ N/A
In accordance with the CSRC’s Notice on Further Implementation of Matters Relating to Cash
Dividends for Listed Companies, the Supervisory Guideline for Listed Companies No. 3 - Cash Dividends
for Listed Companies, etc., the Company has formulated the cash dividend policy; specified the decision-
making procedures and mechanisms relating to profit distribution matters clearly in the Company’s
Articles of Association. The Company held the 2nd Meeting of the 3rd Board of Directors on August 7,
Year 2025. The profit distribution plan for the first half of 2025 is as follows: on the basis of the total share
capital registered on the record date for equity distribution, a cash dividend of RMB 1.5 per 10 shares (tax-
inclusive) will be distributed to all shareholders. The interim dividend distribution was completed on
September 5, 2025, with a total distribution amount of RMB 15,000,000 (tax-inclusive).
The Company held the 5th Meeting of the 3rd Board of Directors on March 27, 2026, which reviewed
and adopted the Proposal on the Profit Distribution Plan for the Year 2025. The proposed profit
distribution plan for 2025 is as follows: It is proposed to distribute a cash dividend of RMB 6.5 per 10
shares (tax-inclusive) to all shareholders on the basis of the total share capital registered on the record date
for equity distribution. As of December 31, 2025, the total share capital of the Company was 100,000,000
shares, and based on this, the total proposed cash dividend to be distributed amounted to RMB 65,000,000
(tax-inclusive). The profit distribution proposal is subject to review and approval at the annual general
meeting of 2025.
In summary, the total estimated cash dividend to be distributed by the Company for 2025 is RMB
companies for 2025.
During the reporting period, the Company did not adjust or change its profit distribution policy.
(II) Special Explanation for Cash Dividend Policy
Applicable □ N/A
Compliance with the Company’s Articles of Association or the resolutions of the
Yes □ No
shareholders’ meeting
Whether the criteria and proportion of dividend distribution are clear and
Yes □ No
unambiguous
Whether the relevant decision-making procedures and mechanisms are complete Yes □ No
Whether the independent directors have performed their duties and played their
Yes □ No
due role
Whether small and medium-sized shareholders have sufficient opportunities to
express their opinions and demands, and whether their legitimate rights and Yes □ No
interests are adequately protected
(III) If the Company Made Profits and the Parent Company Had Positive Profit Available for
Distribution to Shareholders but Has not Put Forward a Proposal for a Cash Profit Distribution
Plan during the Reporting Period, the Company Shall Disclose in Detail the Reasons as well as the
Use of the Undistributed Profit and the Plan for its Utilization
□ Applicable N/A
(IV) Proposals for Profit Distribution and Capitalization of Capital Reserve for the Reporting
Period
Applicable □ N/A
In RMB Yuan
Number of bonus shares per 10 shares (share)
Dividend per 10 shares (RMB Yuan) (tax-
inclusive)
Dividend per 10 shares (share)
Cash dividend amount (tax-inclusive) 80,000,000.00
Net profit attributable to the listed company’s
common shareholders in the consolidated 154,546,143.11
statement
Proportion of cash bonus amount in the net profits
attributable to the listing company’s common 51.76
stockholders in the consolidated statements (%)
Amount of shares repurchased for cash included in
cash dividends
Total amount of dividends (tax-inclusive) 80,000,000.00
Ratio of total dividend amount to net profit
attributable to the listed company’s common 51.76
shareholders in the consolidated statement (%)
Note: The cash dividend amount in the above table includes the interim dividend amount of the
Company for 2025.
(V) Cash Bonus over the Past Three Accounting Years
Applicable □ N/A
In RMB Yuan
Cumulative amount of cash bonus over the past 3
accounting years (tax-inclusive) (1)
Amount cumulatively repurchased and cancelled over the
past 3 accounting years (2)
Amount of cash bonus and amount cumulatively
repurchased and cancelled over the past 3 accounting 235,000,000.00
years (3)=(1)+(2)
Annual average net profits over the past 3 accounting
years (4)
Proportion of cash bonus over the past 3 accounting
years (%) (5)=(3)/(4)
Net profits attributable to listed company’s common
shareholders in the consolidated statements of the latest 154,546,143.11
accounting year
Undistributed profits at the end of the parent company’s
statement year in the latest accounting year
Ⅸ. Status of the Company’s Share Incentive Scheme, Employee Shareholding Plan, or Other
Employee Incentives and Their Impacts
(I) Where the Relevant Incentive Matters Have Been Disclosed in the Interim Announcement and
There Is no Progress or Change in Subsequent Implementation
□ Applicable N/A
(II) Incentives Not Disclosed in the Interim Announcement or With Subsequent Progress
Equity incentives
□ Applicable N/A
Other notes:
□ Applicable N/A
Employee Stock Ownership Plan
□ Applicable N/A
Other incentives
□ Applicable N/A
(III) Share Incentives Granted to Directors and Senior Management during the Reporting Period
□ Applicable N/A
(IV) Evaluation Mechanism for Senior Management and Establishment and Implementation of
Incentive Mechanism during the Reporting Period
Applicable □ N/A
The Company has established a performance evaluation system for all staff. The employee
remuneration consists of a fixed salary, a performance bonus, and a long-term incentive salary. The fixed
salary is determined based on the post value and market level and can safeguard employees’ basic rights
and interests; the performance bonus, which is linked with the Company’s overall performance and
personal performance, reflects the employees’ short-term contribution and value creation; the long-term
incentive salary is paid to the core management and key technicians with a view to promoting the long-
term consistency of employees’ and shareholders’ interests.
Ⅹ. Construction and Implementation of Internal Control System during the Reporting Period
Applicable □ N/A
The Company attaches great importance to the establishment and implementation of internal control
systems. Under the Basic Standards for Enterprise Internal Control and its supporting guidelines, the
Company has established an internal control system compatible with its development strategy, business
scale, and operational complexity. During the reporting period, the Company continuously optimized its
internal control system, updated and improved internal control rules, established an internal control
organizational structure and risk management mechanism, which were effectively implemented in practice.
The Audit Committee of the Board of Directors performs its oversight responsibilities by supervising the
establishment and implementation of internal control systems by the Board of Directors. The management
performs the functions of planning, organization, and control, and is responsible for the daily operation of
the enterprise’s internal control. This reasonably ensures the truthfulness and fairness of financial
statements, enables the sound operation and higher operational efficiency of the Company’s various
business activities, ensures the implementation of relevant national laws, regulations, and the Company’s
internal rules and regulations, and safeguards the safety and integrity of the Company’s assets.
For the evaluation of the Company’s internal control, please refer to the Internal Control Evaluation
Report for the Year 2025 disclosed by the Company on March 28, 2026 on the website of Shanghai Stock
Exchange (www.sse.com.cn).
Explanation for the existence of significant deficiencies in internal control during the reporting period
□ Applicable N/A
Ⅺ. Management Control over Subsidiaries during the Reporting Period
Applicable □ N/A
During the reporting period, the Company strictly complied with the Subsidiary Management System,
further strengthened the management of its subsidiaries, and established an effective control mechanism.
Based on the internal control system covering the internal environment, risk assessment, control activities,
information and communication, and internal supervision, the Company exercised effective management
and control over the group headquarters and its subsidiaries. The subsidiaries have established effective
governance structure, rules of procedure, decision-making procedures, financial control system, and risk
management framework. Through control over key areas including fund management, overseas
investment management, derivative commodity transaction management, external guarantee management,
internal control management, procurement management, financial management, contract management,
connected transaction management, and information disclosure management, the Company further
improved its operation and management level and risk prevention capability. No internal control
deficiencies were identified during the reporting period.
Risk alert regarding abnormalities in the management and control over subsidiaries
□ Applicable N/A
Ⅻ. Explanation for the Relevant Information of the Internal Control Audit Report
Applicable □ N/A
The Company has hired ShineWing Certified Public Accountants LLP for independently auditing the
internal control of the Company and issued a standard unqualified opinion. Details of the internal control
audit report can be found in the Internal Control Audit Report of Acter Technology Integration Group Co.,
Ltd. for the Year 2025 disclosed by the Company on March 28, 2026 on the website of the Shanghai Stock
Exchange (www.sse.com.cn).
Whether to disclose the internal control audit report: Yes
Type of opinion of the internal control audit report: Standard unqualified opinion
Whether a qualified internal control audit opinion was issued in the reporting period or the prior year
□Yes No
XIII. Self-Inspection and Rectification of Issues in the Special Action on the Governance of Listed
Companies
The Company has established a sound board of directors and general meeting of shareholders system.
The board of directors has established the Strategy and Sustainable Development Committee, the Audit
Committee, the Nomination Committee, and the Remuneration and Appraisal Committee. The Company
strengthens corporate governance and optimizes decision-making procedures by incorporating
professional opinions from independent directors. During the reporting period, in accordance with the
latest provisions of the Company Law of the People’s Republic of China and the Transitional
Arrangements for the Implementation of Supporting Rules of the New Company Law issued by the CSRC,
the Company revised the Detailed Working Rules of the Audit Committee (Revised in 2025), giving full
play to the oversight role of the Audit Committee in pre-audit and professional audit, deepening the
scientific governance structure, ensuring the scientificity and effectiveness of the Company’s various
decisions, and effectively safeguarding the interests of the Company and investors.
Through a special self-inspection on corporate governance, the Company’s various institutional
development and implementation, organization operation and decision-making, internal control standard
system development, information disclosure mechanism, and other aspects are operating in a standardized
and sound manner, and no problems requiring rectification have been identified.
XIV. Environmental Information of Listed Companies Included in the List of Enterprises Required
to Disclose Environmental Information in Accordance with the Law and Their Principal
Subsidiaries
□ Applicable N/A
Other notes
□ Applicable N/A
XV. Social Responsibility Performance
(I) Whether a Separate Social Responsibility Report, Sustainable Development Report, or ESG
Report is Disclosed
Applicable □ N/A
For details, please refer to the 2025 Sustainable Development Report of Acter Technology Integration
Group Co., Ltd. disclosed on the website of Shanghai Stock Exchange (www.sse.com.cn) on March 28,
(II) Details of Corporate Social Responsibility Work
Applicable □ N/A
External Donations and Public Welfare Item Number/Content Remarks
Total input (RMB 10,000) 21.70
Including: of which: funds (RMB 10,000) 21.70
Material discount (RMB 10,000) -
Number of persons benefited (person) -
Details
□ Applicable N/A
XVI. Consolidate and Expand the Results of Poverty Alleviation, Rural Revitalization, etc.
□ Applicable N/A
Details
□ Applicable N/A
XVII. Others
□ Applicable N/A
Section V Milestone Events
I. Fulfillment of Commitments
(I) Commitments Made by the Company’s Actual Controllers, Shareholders, Connected Parties, Acquirers, and Other Parties Related to the Company’s
Commitments during the Reporting Period or Continuing into the Reporting Period
Applicable □ N/A
If Not
Deadline If Not
Timely Fulfilled in
Type of Commitm Date of for Fulfilled in
Background of Commitment and Strict Time, Next
Commitm Committed By ent Commitm Fulfillme Time,
Commitments Period Complian Steps Shall
ent Content ent nt Set or Please State
ce Be
Not Why
Indicated
Restriction Sheng Huei October 13, 2022
June 22,
on sale of International, Acter Note 1 Yes to October 12, Yes N/A N/A
shares (Taiwan) 2025
Restriction October 13, 2022
Suzhou Songhuei, June 22,
on sale of Note 2 Yes to October 12, Yes N/A N/A
Suzhou Shengzhan 2021
Commitments shares 2023
relating to the IPO Liang Jinli, Chen
Zhihao, Zhu Qihua,
Restriction October 13, 2022
Su Yuzhou, Huang June 22,
on Sale of Note 3 Yes to October 12, Yes N/A N/A
Yaping, Liao 2021
Shares 2023
Chongyou, Wang Yu,
and Xiao Jingxia
Resolution
of Sheng Huei
Commitments June 22,
horizontal International, Acter Note 4 No Long-term Yes N/A N/A
relating to the IPO 2021
competitio (Taiwan)
n
Acter Group, Sheng
Commitments Huei International, June 22,
Others Note 5 No Long-term Yes N/A N/A
relating to the IPO Acter (Taiwan), 2021
directors and senior
management of the
Company
Acter Group, Sheng
Huei International,
Acter (Taiwan), October 13, 2022
Commitments June 22,
Others directors (excluding Note 6 Yes to October 12, Yes N/A N/A
relating to the IPO 2021
independent directors) 2025
and senior
management
Acter Group, Sheng
Huei International,
Acter (Taiwan),
Commitments June 22,
Others directors, supervisors, Note 7 No Long-term Yes N/A N/A
relating to the IPO 2021
senior management,
Suzhou SongHuei,
Suzhou Shengzhan
Note 1:
The direct controlling shareholder of the Company, Sheng Huei International, and the indirect
controlling shareholder of the Company, Acter (Taiwan), hereby undertake that:
(1) Within 36 months from the date of listing of the company's shares, the company will not transfer
or entrust others to manage the shares issued before the public offering of the company directly or
indirectly held by the Company, nor will the company repurchase such shares.
(2) Within 6 months after the listing of the company, if the closing price of the company's shares is
lower than the issue price for 20 consecutive trading days, or if the closing price of the company's shares
is lower than the issue price at the end of the 6-month period after the listing (or if such day is not a trading
day, then it shall be the first trading day thereafter), the lock-up period for the Company's shareholdings
in the company shall be automatically extended for 6 months. During the extended lock-up period, the
company shall not transfer or delegate the management of the shares directly or indirectly held by the
company that were issued prior to the public offering of the company, nor shall the company repurchase
such shares.
(3) Within two years after the expiration of the aforesaid lock-up period, the Company shall reduce
its shareholding in each year by not more than 25% of the total number of shares held by the company
directly and indirectly at a price not lower than the issue price. The said issue price refers to the issue price
of the company's IPO. In case of ex-rights and ex-dividends due to equity distribution, capitalization of
provident fund, share allotment, etc., the ex-rights and ex-dividends shall be dealt with as per relevant
provisions of the Shanghai Stock Exchange. The methods of share reduction include centralized bidding
transactions, block trading, transfer by agreement, and other methods in compliance with the regulations
of the CSRC and the Shanghai Stock Exchange.
(4) The Company reduces the corporate shares held as per the provisions of the Securities Law of the
People’s Republic of China, Certain Provisions on Reduction of Shareholdings by Shareholders,
Directors and Supervisors of Listed Companies, Implementing Rules for the Reduction of Shareholdings
by Shareholders, Directors, Supervisors and Senior Management of Listed Companies of the Shanghai
Stock Exchange, Rules for Listing of Stocks of the Shanghai Stock Exchange and other relevant laws,
regulations and standardized documents. If the CSRC and the Shanghai Stock Exchange issue other
regulations before the company reduces its corporate shares held, the company undertakes to strictly
comply with the regulations in force at the time of the reduction of the company's shareholding in the
company to implement the reduction.
(5) In the event that the company violates the aforesaid undertakings, the proceeds from the transfer
of the company's shares in breach of the undertakings ("proceeds from the transfer in breach of the
undertakings") shall belong to the company. If the company fails to hand over the gains arising out of the
illegal transfer above to the company, the company shall have the right to freeze the remaining shares of
the Company held by the company and may withhold the cash dividends payable to the company for
offsetting the gains from the illegal transfer that the company shall hand over to the company, until the
gains from the illegal transfer that the company shall hand over are remedied.
Note 2:
The shareholders of the Company, Suzhou Songhuei and Suzhou Shengzhan, hereby undertake that:
(1) Within 12 months from the date of listing of the company's shares, the company will not transfer
or delegate the management of the shares held directly or indirectly by the company prior to the public
offering of the company's shares, nor will the company repurchase such shares.
(2) If the company reduces its holdings of the company's shares within two years after the expiration
of the lock-up period for the company's shares, the price of such reduction shall not be less than the issue
price of the company’s IPO. The said issue price refers to the issue price of the company's IPO. In case of
ex-rights and ex-dividends due to equity distribution, capitalization of provident fund, share allotment,
etc., the ex-rights and ex-dividends shall be dealt with as per relevant provisions of the Shanghai Stock
Exchange.
(3) In addition to the aforesaid lock-up period, in the period when the shareholders/partners of the
company serve as directors/senior management of the company, the shares of the company to be
transferred by the company each year shall not exceed 25% of the total number of shares of the company
directly or indirectly held by the company; and the shareholders of the company shall not transfer the
shares of the company directly or indirectly held by the company within half a year after they have ceased
to serve as directors/senior management of the Company.
(4) The Company shall reduce the corporate shares held as per the Securities Law of the People’s
Republic of China, Certain Provisions on Reduction of Shareholdings by Shareholders, Directors and
Supervisors of Listed Companies, Implementing Rules for the Reduction of Shareholdings by Shareholders,
Directors, Supervisors and Senior management of Listed Companies of the Shanghai Stock Exchange,
Rules for the Listing of Stocks on the Shanghai Stock Exchange and other relevant laws, regulations and
standardized documents. If the CSRC and the Shanghai Stock Exchange have any other regulations before
the company reduces its shareholding in the company, the company undertakes to strictly comply with the
regulations in force at the time of the reduction of the company's shareholding in the company to
implement the reduction.
(5) In the event that the company violates the aforesaid undertakings, the proceeds of the violation
shall belong to the company. If the enterprise fails to hand over to the company the proceeds of the
aforesaid violation of transfer, the company shall have the right to freeze the remaining shares of the
company held by the enterprise and may withhold the cash dividends payable to the enterprise and apply
them against the proceeds of the violation of transfer due to the company until it makes up for the proceeds
of the violation of transfer due to the enterprise.
Note 3:
Directors, supervisors and senior management who indirectly hold shares of the Company, Liang
Jinli, Chen Zhihao, Zhu Qihua, Su Yuzhou, Huang Yaping, Liao Chongyou, Wang Yu, and Xiao Jingxia
hereby undertake that (among whom Su Yuzhou, Huang Yaping, Liao Chongyou, and Wang Yu have
resigned from their positions in June 2025):
(1) Within 12 months from the date of listing of the company's shares, I will not transfer or delegate
the management of the shares held by me directly or indirectly that were issued before the company's
public offering, nor will the company repurchase such shares.
(2) Within 6 months after the listing of the company, if the closing price of the company's shares is
lower than the issue price for 20 consecutive trading days, or if the closing price of the company's shares
is lower than the issue price at the end of the 6-month period after the listing (or if that day is not a trading
day, then it is the first trading day thereafter), the lock-up period of the company's shares held by me shall
be automatically extended for 6 months. During the extended lock-up period, I will not transfer or delegate
the management of the shares held directly or indirectly by me that were issued prior to the public offering
of the company, nor will the company repurchase such shares.
(3) If I reduce my holdings of the company's shares within two years after the expiration of the lock-
up period, the price of such reduction shall not be less than the issue price of the company's IPO. The said
issue price refers to the issue price of the company's IPO. In case of ex-rights and ex-dividends due to
equity distribution, capitalization of provident fund, share allotment, etc., the ex-rights and ex-dividends
shall be dealt with as per relevant provisions of the Shanghai Stock Exchange.
(4) In addition to the foregoing lock-up period, during the period in which I serve as a director,
supervisor, and senior management of the Company, and if I leave office before the expiration of my term
of office, during the term of office determined at the time of my assumption of office and within 6 months
after the expiration of the term of office: ① The transfer of the shares shall not exceed 25% of the total
number of the shares of the Company held directly or indirectly by me each year; and ② I shall not
transfer the shares of the Company held directly or indirectly by me within 6 months of my leaving office.
(5) In case of reducing my shareholding in the Company, I will strictly comply with the provisions
of the Securities Law of the People’s Republic of China, Certain Provisions on Reduction of Shareholdings
by Shareholders, Directors and Supervisors of Listed Companies, Implementing Rules for the Reduction
of Shareholdings by Shareholders, Directors, Supervisors and Senior Management of Listed Companies
on the Shanghai Stock Exchange, Rules for Listing of Stocks on the Shanghai Stock Exchange, and other
relevant laws, regulations, and standardized documents. If the CSRC and the Shanghai Stock Exchange
have other regulations before I reduce my shareholding in the Company, I undertake to strictly comply
with the regulations in force at the time I reduce my shareholding in the Company.
(6) I will not refuse to fulfill the above undertakings due to a change of position or departure from
office. If I violate the above undertaking, the proceeds of the violation of the transfer shall belong to the
Company. If I fail to hand over to the Company the proceeds of the aforesaid illegal transfer, the Company
shall have the right to freeze the remaining shares of the Company held by me and may withhold the cash
dividends payable to me and apply them against the proceeds of the illegal transfer due to the Company
until it makes up for the proceeds of the illegal transfer due to me.
Note 4:
(I) Sheng Huei International, the direct controlling shareholder of the Company, has issued the
Commitment Letter on the Avoidance of Competition in the Same Industry in respect of the avoidance of
competition in the same industry, with specific commitments as follows:
subsidiaries directly or indirectly controlled by the Company have not engaged in any business which is
or may be in the same line of competition with the Company and its subsidiaries in any manner, directly
or indirectly, within or outside the PRC.
future engage in any form of business or activity that constitutes or has the potential to constitute
competition in the same line of business with the business operated by the Company and its subsidiaries,
and will not, directly or indirectly, take a controlling interest in, acquire or merge with any enterprise or
other economic organization that competes or is likely to compete with the business operated by the
Company and its subsidiaries.
business opportunities to participate in or acquire shares in any business which may compete with or may
compete with the business operated by the Company and its subsidiaries, the Company will immediately
notify the Company and provide such business opportunities to the Company and its subsidiaries in an
appropriate manner with priority, and the Company and its subsidiaries will have priority to acquire the
assets or equity involved in the business under the same conditions. The Company will immediately notify
the Company of such business opportunities in an appropriate manner, and the Company and its
subsidiaries will have priority in acquiring the assets or equity interests involved in the relevant business
under the same conditions, so as to avoid competing with the Company and its subsidiaries.
business scope, the Company and other enterprises controlled by the Company at that time guarantee that
they will not compete with the Company's expanded main products or main business; in case of
competition with the Company's expanded main products or main business, the Company and other
enterprises controlled by the Company at that time guarantee to withdraw from the competition with the
Company in accordance with the following methods, including but not limited to
(1) Cessation of production of products that compete or may compete with the Company's expanded
principal products;
(2) Cessation of the operation of businesses that compete or may compete with the Company's
expanded main business;
(3) Incorporate into the Company, with the Company's consent, businesses that compete with the
Company’s expanded principal business;
(4) Transferring the business competing with the Company's expanded main business to an unrelated
third party.
the period in which the Company is the controlling shareholder of Acter Group.
compensation liability arising from the breach of the above undertakings in accordance with laws.
(II) Acter (Taiwan), the indirect controlling shareholder of the Company, has issued the Commitment
Letter on the Avoidance of Competition in the Same Industry in respect of avoidance of competition in the
same industry. On August 28, 2024, Acter (Taiwan) changed the commitment on avoidance of competition
in the same industry, with specific commitments as follows:
subsidiaries directly or indirectly controlled by the Company have not engaged in any business in any
manner, directly or indirectly, other than in the Taiwan region of the PRC, that is in the same business
competition or potential same business competition with the Company and its subsidiaries.
subsidiaries directly or indirectly controlled by the Company will not in the future engage in any form of
business or activities that compete or potentially compete with the business operated by the Company and
its subsidiaries in any manner, directly or indirectly, in other regions outside of the Taiwan region of China,
and will not directly or indirectly, in other regions outside of the Taiwan region of China, take a controlling
stake in, acquire, merge or amalgamate businesses that compete or potentially compete with the business
operated by the Company and its subsidiaries.
business opportunities in other regions outside of the Taiwan region of China to participate in or acquire
shares in any business that may compete or potentially compete with the business operated by the
Company and its subsidiaries, the Company will immediately notify the Company and provide such
business opportunities to the Company and its subsidiaries on a priority basis in an appropriate manner so
that the Company and its subsidiaries can acquire the business involved on a priority basis under the same
terms and conditions. The Company will immediately notify the Company to provide such business
opportunities to the Company and its subsidiaries on a priority basis in an appropriate manner, and the
Company and its subsidiaries will acquire the assets or equity involved in the relevant business on a
priority basis under the same conditions, so as to avoid horizontal competition with the Company and its
subsidiaries.
If Acter Group determines that the aforementioned business opportunity/operation aligns with the
development needs of Acter Group and its subsidiaries, but, due to objective factors beyond its control -
such as changes in laws, regulations, policies, or force majeure events, such opportunity/operation is
unsuitable for direct execution by Acter Group or its subsidiaries, or if direct execution by Acter Group or
its subsidiaries would adversely affect the protection of Acter Group’s interests, then, in support of Acter
Group’s growth, the Company may, after full consultation with Acter Group, proceed with investment,
acquisition, or interim cultivation of such opportunity/operation through the Company or other entities
under the Company’s control. The Company hereby commits that, once the relevant business or assets
meet the conditions for transfer to Acter Group or its subsidiaries, we shall prioritize the transfer of such
business or assets to Acter Group or its subsidiaries at a fair price, provided that such transfer complies
with applicable laws, regulations, regulatory requirements, and the interests of Acter Group.
main business scope, the Company and other enterprises controlled by the Company at that time guarantee
that they will not compete with the Company's expanded main products or main business; in case of
competition with Acter Group's expanded main products or main business, the Company and other
enterprises controlled by the Company at that time guarantee that they will withdraw from the competition
in accordance with the following methods The Company and other enterprises controlled by the Company
at that time undertake to withdraw from competition with the Company in the following manner, including
but not limited to the following:
(1) Cessation of production of products that compete or may compete with the Company's expanded
principal products;
(2) Cessation of the operation of businesses that compete or may compete with the Company's
expanded main business;
(3) Incorporate into the Company, with the Company's consent, businesses that compete with the
Company's expanded principal business;
(4) Transferring the business competing with the Company's expanded main business to an unrelated
third party.
effective in the period in which the Company is an indirect controlling shareholder of the Company.
Note 5:
(I) In order to ensure that the Company’s measures to fill the immediate returns can be effectively
fulfilled, the Company's direct controlling shareholder, Sheng Huei International, and its indirect
controlling shareholder, Acter (Taiwan), have made the following undertakings:
fill in the returns. If the Company violates such commitments and causes losses to the Company or the
investors, the Company is willing to bear the compensation liability to the Company or the investors in
accordance with laws.
The Company, as the responsible party for the above undertakings, will be liable for compensation
in accordance with laws if it violates the above undertakings and causes losses to the Company or investors.
(II) In order to guarantee that the Company's measures to fill in the immediate returns can be
practically fulfilled, the directors and senior management of the Company undertake that:
use other means to harm the interests of the Company;
the performance of their duties;
Remuneration and Appraisal Committee to link the remuneration system with the implementation of the
Company's measures to fill in the returns, and to vote in favor of the relevant motions when they are being
considered (if I have the right to vote);
proposals in the meeting of the board of directors and shareholders’ meeting, which are to be announced
and about the exercise conditions of the Company's equity incentives and the implementation of the
Company's measures to fill in the returns; I will be willing to vote in favor of (if I have the right to vote)
such motions;
listing of the Company, if the CSRC makes any other new regulatory provisions on the measures and
undertakings for filling the returns, and if the above undertakings fail to satisfy such provisions of the
CSRC, I undertake to issue supplementary undertakings in accordance with the latest provisions of the
CSRC at that time;
returns and any commitments I have made in relation to the measures to fill in the returns, and I am willing
to bear the responsibility of compensating the Company or investors in accordance with the laws in the
event of any violation of such commitments by me and any loss caused to the Company or investors.
undertakings or refuse to fulfill the above undertakings, I agree to be punished or take relevant
management measures in accordance with the relevant regulations and rules formulated or issued by the
CSRC and the Shanghai Stock Exchange and other securities regulatory authorities.
(III) In order to protect the right to know and the interests of small and medium-sized investors, the
Company has conducted a careful analysis of the impact of the IPO on the dilution of immediate returns,
and has put forward specific measures and undertakings to cover the diluted immediate returns:
capital utilization
To improve the Company's operational efficiency, strengthen budget management, control the
Company's expenses, improve the efficiency of capital utilization, comprehensively and effectively
control the Company's operation and risk management, and enhance operational efficiency and
profitability. In addition, the Company will improve the remuneration and incentive mechanism, introduce
outstanding talents in the market, fully exert employee’s working passion, and explore their creativity and
potentials. Through the above measures, the Company will comprehensively improve the operational
efficiency, reduce costs, and enhance the Company's operating results.
raised.
The Company has formulated the Proceeds Management System and other relevant systems, in order
to standardize the use and management of the Company's issue proceeds and ensure that the issue proceeds
are used in a standardized, safe and efficient manner. The board of directors has passed a resolution on the
establishment of a special account for the use and management of the issue proceeds, which will be
deposited in the special account designated by the board of directors and used for the specific purpose
only. The Company will strictly manage the use of proceeds in accordance with relevant laws and
regulations and the requirements of the Proceeds Management System, and will actively cooperate with
the regulatory banks and sponsoring organizations in the inspection and supervision of the use of proceeds,
so as to ensure that the proceeds are reasonably used in a normal manner and to reasonably guard against
the risk of the use of proceeds.
benefits of the projects as soon as possible.
The implementation of the fund-raising investment projects of the Offering is in line with the
Company's development strategy, which can effectively enhance the Company's business capacity and
profitability, and is conducive to the Company's sustainable and rapid development. Prior to the
availability of the proceeds, the Issuer intends to actively raise funds through a variety of channels to
accelerate the investment progress of the fund-raising projects, and strive to realize the expected benefits
of the projects as early as possible, so as to enhance the shareholders' returns in the next few years and to
reduce the risk of dilution of the current returns caused by the Issue.
The Company has amended the Articles of Association (Draft) in accordance with relevant laws and
regulations and established a sound and effective shareholder return mechanism. Upon completion of the
Offering, the Company will, in accordance with relevant laws and regulations and the Company’s Articles
of Association (Draft), actively promote the distribution of profits to shareholders where the conditions
for profit distribution are met, so as to effectively maintain and increase the returns to shareholders.
Note 6:
As per relevant provisions of the Opinions on Further Promoting the Reform of the New Issue System
of New Shares issued by the CSRC, the Proposal of Stabilizing the Share Price of Acter Technology
Integration Group Co., Ltd. was passed in the Company’s 2021 2nd interim shareholders’ meeting through
consideration, in order to protect the interests of investors and further specify the measures to stabilize the
share price of the Company when the share price of the Company is lower than the net asset per share
within three years after the listing of the Company.
(I) Effective Period of the PLAN
The Plan shall be valid for three years from the date of listing of the Company's shares.
(II) Conditions for Activation and Cessation of the Share Price Stabilization Plan
Within three years after the listing of the Company's shares, if the closing price of the Company's
shares for 20 consecutive trading days is lower than the Company's audited net asset value per share as of
the end of the most recent period (in the event that the closing price of the said shares is not comparable
with the Company's audited net asset value per share as of the end of the most recent period due to ex-
rights and ex-dividend matters, the said net asset value per share shall be adjusted accordingly) and if the
provisions of relevant laws, regulations, and standardized documents relating to the buyback and holding
of additional shares are also met, the plan shall be triggered, then the measures for stabilizing the
Company’s stock price by the Company, controlling shareholders, directors (excluding independent
directors) and senior management shall be taken.
During the implementation period, if any of the following circumstances occurs, the implementation
of the stock price stabilization measures and the fulfillment of the commitments shall be deemed to be
completed and the announced stock price stabilization plan shall cease to be implemented:
① The closing price of the Company's shares for 5 consecutive trading days is higher than the
Company's unaudited net assets per share for the latest period (if the closing price of the said shares is not
comparable with the Company's audited net assets per share at the end of the latest period due to ex-rights
and ex-dividend matters, the said net assets per share shall be adjusted accordingly);
② Continuing to repurchase or hold additional shares of the Company will result in the Company's
shareholding distribution failing to meet the listing conditions;
③ Continuing to hold additional shares will result in the need to fulfill the obligation to make a
tender offer, and it has not planned to implement the tender offer.
(1) Buyback by the Company
① The Company shall convene the Board of Directors within 10 trading days from the date of
triggering the activation conditions of the share price stabilization measures in accordance with laws,
regulations, and the Articles of Association of the Company. The Board of Directors shall formulate a
clear and specific buyback plan, the content of which shall include, but not be limited to, the types of
shares to be repurchased by the Company, the number of ranges, the price ranges, the period of
implementation, etc., and submit it to the Shareholders’ Meeting of the Company for deliberation and
approval; the buyback plan will become effective upon consideration and approval by the General Meeting.
The buyback plan shall become effective after it is considered and approved by the general meeting of the
Company. However, the program will not be implemented any longer, if the share price of the Company
before or during the implementation of the share buyback plan already fails to meet the conditions for
initiating measures to stabilize the Company's share price.
② After the share buyback plan is approved by the shareholders' meeting, the Company will notify
creditors in accordance with laws and submit relevant materials to the competent authorities, such as the
securities regulatory authorities and stock exchanges, for approval or filing. The buyback price of the
Company shall not be higher than the Company's audited net asset value per share as of the end of the
most recent period (if the closing price of the said shares is not comparable to the Company's audited net
asset value per share as of the end of the most recent period due to ex-rights and ex-dividend matters, the
said net asset value per share shall be adjusted accordingly), and the method of buyback of shares shall be
by way of centralized competitive bidding and trading, by way of an offer, or by other methods approved
by the securities regulatory authorities.
③ If the share price of the Company triggers the above conditions for price stabilization measures
several times in a fiscal year, the Company will continue to implement the above share price stabilization
plan as per the following principles: I. The amount of funds used for share buyback in a single buyback
shall not be higher than 10% of the audited net profit attributable to the shareholders of the parent company
of the previous fiscal year; II. The total amount of buyback funds used to stabilize the share price in a
single fiscal year shall not exceed 30% of the audited net profit attributable to shareholders of the parent
company in the preceding fiscal year. If the above criteria are exceeded, the relevant share price
stabilization measures will not be continued in the current year. However, in the event that circumstances
requiring the activation of share price stabilization measures continue to arise in the following year, the
Company will continue to implement the share price stabilization plan in accordance with the above
principles.
(2) Increase in shareholdings by controlling shareholders
① If the board of directors fails to formulate and announce a share buyback plan within 10 trading
days after triggering the obligation, or if the share buyback plan is rejected by the shareholders' meeting,
or if the company fails to fulfill or is unable to fulfill the obligation to repurchase shares within 30 days
after announcing the specific implementation plan for the buyback, or if the company fails to stabilize the
closing price of its stock above the audited net asset value per share for more than 5 consecutive trading
days after reaching the upper limit of the buyback plan, it will trigger the obligation for the controlling
shareholder to increase its shareholding.
② On the premise of not affecting the company's listing conditions, the company's controlling
shareholders shall be triggered within 3 trading days from the date of the obligation to increase the
proposed plan to increase the company's shareholding (including the number of shares to be increased,
price range, time, etc.), and in accordance with laws to carry out the necessary approvals, and notify the
company within 3 trading days of approval, the company shall be in accordance with the relevant
provisions of the disclosure of the plan for the increase in the purchase of shares. The Company shall
disclose the plan to increase its shareholding in accordance with the relevant regulations. Three trading
days after the Company discloses the plan to increase its shareholding in accordance with the plan, the
Company shall commence the implementation of the plan to increase its shareholding in accordance with
the plan.
③ The method for the controlling shareholder of the Company to increase its shareholding shall be
by way of centralized bidding and trading, offer or other methods approved by the securities regulatory
authorities, and the price of the additional shareholding shall not exceed the audited net asset value per
share as of the end of the most recent period (in the event that the closing price of the aforesaid shares is
not comparable with the audited net asset value per share as of the end of the most recent period due to
ex-rights and ex-dividend, etc., the aforesaid net asset value per share shall be adjusted accordingly).
However, if the share price of the Company no longer meets the conditions for activating the measures to
stabilize the Company's share price prior to or in the course of the implementation of the plan to increase
the shareholding of the Company, the plan may not be continued.
If the Company's share price triggers the above conditions for the need to take share price stabilization
measures several times within a fiscal year, the controlling shareholder will continue to implement the
share price stabilization plan in accordance with the above, but shall follow the following principles: I.
The amount of funds used to increase shareholdings on a single occasion shall not be less than 20% of the
amount of after-tax cash dividends received by the controlling shareholder from the Company on the most
recent occasion; II. The amount of funds used to stabilize the share price to increase shareholdings in a
single year shall not exceed 50% of the amount of after-tax cash dividends received by the controlling
shareholder from the Company on the most recent occasion. If the above criteria are exceeded, the relevant
share price stabilization measures will not be continued in the current year. However, in the event that
circumstances requiring the activation of share price stabilization measures continue to arise in the
following year, the Company will continue to implement the share price stabilization plan in accordance
with the above principles. In the event that the share price stabilization measures are triggered in the
following year, the amount of funds already used for share price stabilization in prior years will no longer
be counted as part of the cumulative cash dividends.
(3) Increase in shareholdings by directors (excluding independent directors) and senior management
① If the controlling shareholder of the Company fails to propose a plan to increase the shareholding
of the Company within 10 trading days from the date of triggering the obligation to increase shareholding,
or fails to commence the implementation of the plan to increase shareholding within 30 days from the date
of the Company's announcement of the plan to increase shareholding, or if, after the controlling
shareholder of the Company has reached the maximum limit of the plan to increase shareholding, the
closing price of the Company's shares still fails to be stabilized at a level higher than the Company's
audited net asset value per share as of the end of the most recent period for a period of more than 5 trading
days, then the obligation of the Company's directors (excluding independent directors) and senior
management will be triggered to increase their holdings of the Company's shares.
② Without affecting the listing conditions of the company, the company's directors (excluding
independent directors), senior management shall be triggered within 3 trading days from the date of the
obligation to increase the proposed plan to increase the company's shares (including the number of shares
to be increased, the price range, time, etc.), and comply with the law to carry out the necessary approval
procedures, and notify the company within 3 trading days of approval, the company shall disclose the plan
to increase the acquisition of shares in accordance with the relevant provisions. Three trading days after
the Company discloses the plan to increase its shareholding in accordance with the plan, the Company
shall commence the implementation of the plan to increase its shareholding in accordance with the plan.
③ The directors (excluding independent directors) and senior management of the Company will
purchase the Company's shares through competitive bidding transactions to stabilize the Company's share
price at a price not higher than the Company's audited net asset value per share as of the end of the most
recent period (in the event that the closing price of the aforesaid shares is not comparable to the audited
net asset value per share as of the end of the most recent period due to ex-rights and ex-dividend, etc., the
aforesaid net asset value per share shall be adjusted accordingly). However, if the share price of the
Company does not meet the conditions for the activation of measures to stabilize the Company's share
price within 3 trading days of the disclosure of the Company's purchase plan or in the course of the
implementation of the plan, the Company may cease to implement the above plan to increase the
Company's shareholding. If the share price of the Company triggers the above conditions for price
stabilization measures several times within a fiscal year, the directors (excluding independent directors)
and senior management of the Company will continue to implement the above share price stabilization
plan, but shall comply with the following principles: I. The amount of funds used for the purchase of
shares on a single occasion shall not be less than 20% of the after-tax remuneration that he/she received
from the Company during the previous fiscal year while he/she was serving as a director or a senior
management; II. The amount of funds used to stabilize the share price in a single year shall not exceed 50%
of the after-tax remuneration received from the Company in the previous fiscal year in the period in which
he or she held the position of director or senior executive. If the above criteria are exceeded, the relevant
share price stabilization measures will not be continued in the current year. However, in the event that
circumstances requiring the activation of price stabilization measures continue to arise in the following
year, the share price stabilization plan will continue to be implemented in accordance with the above
principles.
If the Company appoints new directors (excluding independent directors) and senior management,
the Company will require the new directors and senior management to fulfill the corresponding
commitments made by the directors and senior management when the Company was listed.
If the Company, controlling shareholders, directors (excluding independent directors) and senior
management fail to take the specific measures above for stabilizing the share price when the conditions
for the activation of the price stabilization measures are met, the Company undertakes to accept the
following restrictive measures:
(1) The Company, controlling shareholders, directors (excluding independent directors) and senior
management will publicly explain the reasons why the above measures are not taken and apologize to the
Company’s shareholders and public investors at the general meeting of the Company and in the disclosure
media designated by the CSRC.
(2) The controlling shareholder of the Company undertakes that: (2) If the controlling shareholder
fails to take the specific measures above for stabilizing the share price when the conditions for the initiation
of the share price stabilization measures are met, the Company shall have the right to withhold or deduct
the cash dividends payable to the unit in an amount equal to the amount used for the implementation of
the Share Increase Plan.
(3) The directors (excluding independent directors) and senior management of the Company
undertake that: when the conditions for the activation of the share price stabilization measures are met, the
Company shall have the right to withhold or reduce the remuneration and cash dividends payable to the
Company if the Company fails to take the specific measures above to stabilize the share price.
In the event that the Company needs to adjust the proposal which is inconsistent with the relevant
provisions due to revisions of laws and regulations or changes in policies, such adjustments shall be
approved by more than two-thirds of the total number of voting shares held by shareholders present at the
shareholders’ meeting.
Note 7:
(I) Restrictive Measures by the Company Regarding Non-fulfillment of Public Commitments:
The Company will strictly fulfill all matters of public commitments made by the Company in
connection with the IPO and listing of shares and actively accept social supervision. Unless otherwise
specifically constrained, if the Company fails to fully and effectively fulfill the undertakings made in the
course of its IPO and listing, the Company undertakes to take the following restrictive measures:
not conducive to the protection of the Company's rights and interests due to reasons other than force
majeure, the Company shall propose to replace the original commitments with new commitments or
propose to waive the fulfillment of the obligations under the commitments. The above changes shall be
submitted to the shareholders’ meeting for consideration, and the Company will provide shareholders with
the means of internet voting and urge the shareholders involved in the commitment matters to abstain from
voting. If new commitments are proposed to replace the original ones, the relevant commitments shall
comply with the prevailing laws, regulations, and the Company’s Articles of Association; and the
Company undertakes to accept the following constraints until the fulfillment of the commitments or the
implementation of the corresponding remedial measures is completed:
(1) Publicly explain the specific reasons and apologize to the shareholders and public investors in the
shareholders’ meeting and the disclosure media designated by the CSRC;
(2) Reduction or suspension of the remuneration or allowances of directors, supervisors, and senior
management who are personally liable for the Company's failure to fulfill the undertakings (if such persons
are on the Company's payroll);
(3) Not to approve the application for voluntary departure of directors, supervisors, and senior
management who have failed to fulfill their undertakings, but may make changes in their positions;
(4) In case of losses caused to investors, the Company will be liable to compensate investors in
accordance with laws;
(5) In accordance with laws, regulations, and the requirements of the relevant regulatory bodies,
assume the corresponding responsibilities.
schedule due to force majeure, the Company shall propose new commitments (the relevant commitments
shall comply with the laws, regulations, articles of association, and fulfill the relevant approval procedures)
and shall be subject to the following constraints until the commitments have been fulfilled or the
corresponding remedial measures have been implemented:
(1) Publicly explain the specific reasons and apologize to the shareholders and public investors in the
shareholders’ meeting and the disclosure media designated by the CSRC;
(2) To expeditiously study solutions for minimizing the loss of investors' interests and submit them
to the shareholders’ meeting for consideration, so as to protect the interests of the Company's investors as
far as possible.
(II) Controlling Shareholders’ Restrictive Measures on Failure to Fulfill Public Undertakings
Unless otherwise specifically constrained, if Sheng Huei International, the direct controlling
shareholder of the Company, and Acter (Taiwan), the indirect controlling shareholder of the Company,
fail to fully and effectively fulfill the undertakings they have made in the course of the IPO and listing of
Acter Group, they undertake to take the following restrictive measures:
under the aforementioned undertakings, the Company undertakes to actively cooperate with the relevant
regulatory authorities in their investigations and accept the corresponding penalties;
on the relevant undertakings to implement the transactions, with the amount of compensation to be
determined on the basis of the amount negotiated between the Company and the investor, or in the manner
or in the amount determined by the relevant regulatory authorities or judicial organs;
be obtained in the case of performance of the undertakings), the income obtained shall belong to the
Company, which will pay the aforesaid income to the Company's designated account within 5 days of
obtaining the income; and if losses are incurred by the Company or other investors as a result of the non-
performance of the undertakings, the Company or other investors shall be held liable for compensation
according to laws.
(III) Restrictive Measures for Directors, Supervisors and Senior Management of the Company in
Respect of Non-fulfillment of the Undertakings:
The directors, supervisors and senior management of the Company undertake:
I have made relevant undertakings in the process of IPO and listing of shares of Acter Group, and if
I fail to fulfill them, or if I am unable to fulfill them, or if I am unable to fulfill them on schedule (except
for those due to relevant laws and regulations, policy changes, natural disasters, and other force majeure,
and other objective reasons beyond my control), or if the fulfillment of the relevant undertakings will be
detrimental to the safeguarding of the rights and interests of the Company and the investors, I will take
the following measures:
them, or fulfill them on schedule in time through the Company;
from fulfillment of undertakings and submit it to the shareholders’ meeting for consideration in order to
protect the rights and interests of the Company and its investors. I will recuse myself from voting at the
shareholders' meeting when the matter is considered (if I am a shareholder of the Company at that time);
If the Company or the investor suffers any loss by my failure to fulfil my undertaking or incapacity
to fulfil or fulfil an undertaking on time, I will compensate the Company or investors in accordance with
the laws and the following procedures:
any), etc., and use the reduced or ceased salary, bonus, allowance, dividend (if any), etc., to implement
the unfulfilled commitments or to compensate for the losses caused to the Company and the investors as
a result of the unfulfilled commitments;
reduction will be supervised by the Board of Directors of the Company and used exclusively for the
fulfillment of the commitments or compensation until I have fulfilled my commitments or compensated
for the losses incurred by the Company and the investors (if I am a shareholder of the Company at that
time).
In the event that I fail to fulfill my commitments, am unable to fulfill them, or fulfill them on schedule
due to objective reasons beyond my control, such as the changes in relevant laws, regulations, and policies,
natural disasters, etc., I will make disclosure the reason in time via the Company and actively take
measures to change my commitments, supplement my commitments, and other means to safeguard the
rights and interests of the Company and the investors.
I will not refuse to fulfill the above commitments due to a change of position, dismissal, etc.
(IV) Restrictive measures of Suzhou Songhuei and Suzhou Shengzhan against the failure to fulfill
the commitments
The shareholders of the Company, Suzhou Songhuei and Suzhou Shengzhan, hereby undertake that:
As shareholders of the Company, unless otherwise specified, if the Company fails to fully and
effectively fulfill the undertakings made in the course of the Company's IPO and listing, the Company
undertakes to take the following restrictive measures:
foregoing undertakings, the Company undertakes to actively cooperate with the relevant regulatory
authorities in their investigations and accept the corresponding penalties;
the relevant undertakings to implement the transactions, with the amount of compensation to be
determined on the basis of the amount negotiated between the Company and the investor, or in the manner
or in the amount determined by the relevant supervisory authorities or judicial organs;
be obtained in the case of fulfillment of the commitments), the income obtained shall belong to the
Company, which shall pay the aforesaid income to the designated account of the Company within 5 days
upon obtaining the income; and if the non-fulfillment of the commitments causes losses to the Company
or other investors, the Company shall compensate for the losses to the Company or other investors
according to laws.
(II) If There is a Profit Forecast for the Company’s Assets or Projects and the Reporting Period is
Still in the Profit Forecast Period, the Company Shall Make a Statement on Whether the Assets or
Projects Have Met the Original Profit Forecast and the Reasons Thereof
□ Achieved □ Not Achieved N/A
(III) Performance Commitments
□ Applicable N/A
Change in performance commitments
□ Applicable N/A
Other notes
□ Applicable N/A
II. Non-operational Appropriation of Funds by Controlling Shareholders and Other Connected Parties during the Reporting Period
□ Applicable N/A
III. Violation of Guarantees
□ Applicable N/A
IV. Explanation for the Board of Directors of the Company on the “Non-standard Opinion Audit
Report” of the Accounting Firm
□ Applicable N/A
V. Explanation for the Company’s Analysis of the Reasons for and Impact of Changes in Accounting
Policies, Accounting Estimates, or Correction of Material Accounting Errors
(I) Explanation for the Company’s Analysis of the Reasons for and Impact of Changes in Accounting
Policies and Accounting Estimates
□ Applicable N/A
(II) Explanation for the Company’s Analysis of the Reasons for and Impact of the Correction of
Significant Accounting Errors
□ Applicable N/A
(III) Communication with the Former Accounting Firm
□ Applicable N/A
(IV) Approval Procedures and Other Notes
□ Applicable N/A
VI. Appointment and Dismissal of Accounting Firm
In RMB Yuan
Current Appointment
ShineWing Certified Public Accountants LLP
Name of domestic accounting firm
(special general partnership)
Remuneration of domestic accounting firm 849,056.60
Years of audit experience of domestic accounting
firm
Name of certified public accountants of the
Liu Yuehua, Wang Ping
domestic accounting firm
Cumulative years of audit service of the certified
public accountants of the domestic accounting firms
Name of overseas accounting firm N/A
Remuneration of the overseas accounting firm N/A
Years of audit by overseas accounting firms N/A
Firm Name Remuneration
ShineWing Certified Public
Internal control audit accounting
Accountants LLP (special 188,679.25
firm
general partnership)
Financial consultant N/A
Sponsor N/A
Appointment and dismissal of accounting firm
Applicable □ N/A
The Company passed the Resolution on the Re-appointment of Accounting Firm, at the 18th Meeting
of the 2nd Board of Directors on March 28, 2025, and the 2024 annual shareholders’ meeting on April 18,
of the Company's annual financial report and internal control for the year 2025.
Explanation for the reappointment of the accounting firm during the audit period
□ Applicable N/A
Explanation for the decrease of 20% or more in the audit fee as compared with that of the prior year
□ Applicable N/A
VII. Situations Facing the Risk of Delisting
(I) Reasons for Delisting Risk Warning
□ Applicable □ N/A
(II) Countermeasures to be Taken by the Company
□ Applicable N/A
(III) Circumstances and Reasons for Termination of Listing
□ Applicable N/A
VIII. Matters Relating to Bankruptcy and Reorganization
□ Applicable N/A
IX. Significant Litigation and Arbitration Matters
□ Major litigation and arbitration matters in the current year
√ No major litigation and arbitration matters in the current year
X. Punishment and Rectification on the Listed Company, Its Directors, Senior Management,
Controlling Shareholders and Actual Controllers Due to Suspect of Law Violations.
□ Applicable N/A
XI. Explanation for the Integrity Status of the Company, Its Controlling Shareholders and Actual
Controllers during the reporting period
□ Applicable N/A
XII. Significant Related Transactions
(I) Related Party Transactions Related to Daily Operations
implementation
□ Applicable N/A
implementation
Applicable □ N/A
On March 28, 2025, the Company held the 18th Meeting of the 2nd Board of Directors and the 16th
Meeting of the 2nd Board of Supervisors, at which it approved the Proposal on the Confirmation of
Routine Related Transactions for the Year 2024 and the Expected Routine Related Transactions for the
Year 2025 respectively through consideration. As of the end of the reporting period, the daily related party
transactions between the Company and the proposed connected persons are as follows, and have not
exceeded the projected amounts:
Estimated Amount
Category of Related Party Actual Amount in 2025
Related party for 2025
Transactions (RMB 10,000)
(RMB 10,000)
Rental of buildings to
related parties Suzhou Winmax
Acceptance of rental Technology Corp. and its
housing from related subsidiaries 10 5.22
parties
Total 510.00 348.64
Note: The actual amount incurred in 2025 includes collected and paid water and electricity expenses
on behalf of relevant parties.
For details of the relevant matters, please refer to the Proposal of Acter Group on the Confirmation
of Routine Related Transactions for the Year 2024 and the Expected Routine Related Transactions for the
Year 2025 (Announcement No. 2025-007) disclosed by the Company on the website of the Shanghai Stock
Exchange (www.sse.com.cn) and the designated media on March 29, 2025.
□ Applicable N/A
(II) Related Party Transactions Arising from the Acquisition or Disposal of Assets or Equity
Interests
implementation
□ Applicable N/A
implementation
□ Applicable N/A
□ Applicable N/A
be disclosed
□ Applicable N/A
(III) Significant Related Party Transactions of Joint Foreign Investment
implementation
□ Applicable N/A
implementation
□ Applicable N/A
□ Applicable N/A
(IV) Related Debt Transactions
implementation
□ Applicable N/A
implementation
□ Applicable N/A
□ Applicable N/A
(V) Financial business between the Company and finance companies with which it has a connected
relationship, and between the Company's holding company and connected parties
□ Applicable N/A
(VI) Others
□ Applicable N/A
XIII. Significant Contracts and Their Fulfillment
(I) Trusteeship, Contracting and Leasing Matters
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
(II) Guarantees
Applicable □ N/A
In RMB Yuan
External Guarantees of the Company (Excluding Guarantees to Subsidiaries)
Relation Date of Whether
Whether
ship Amount Guarantee Guarante the Amoun Guarante Relationshi
Guarante Type of the
Guaranto with the Guarantee of (Signature e Collatera Guarante t Counter- e for p
e Starting Guarante Guarante
r Listed d Party Guarante Date of Expiratio l (if any) e Has Overdu guarantee Related Relationshi
Date e e Is
Compan e Agreemen n date Been e Parties p
Overdue
y t) Fulfilled
Total amount of guarantees incurred during the reporting period
(excluding guarantees to subsidiaries)
Total guarantee balance at the end of the reporting period (A)
(excluding guarantees to subsidiaries)
Guarantees by the Company and its Subsidiaries to Subsidiaries
Total amount of guarantee incurred for subsidiaries during the
reporting period
Total balance of guarantees to subsidiaries as of the end of the
reporting period (B)
Status of Total Corporate Guarantees (Including Guarantees to Subsidiaries)
Total amount of guarantees (A+B) 833,740,603.05
Proportion of total guarantees in the Company’s net assets (%) 71.35
Including:
Amount of guarantees in favor of shareholders, actual controllers, and
their related parties (C)
Amount of debt guarantees provided directly or indirectly for
guaranteed objects with asset-liability ratio exceeding 70% (D)
Amount of the portion of total guarantees exceeding 50% of net assets 249,514,698.89
(E)
Total amount of the above three guarantees (C+D+E) 249,514,698.89
Explanation for possible joint and several liability for outstanding
guarantees
At the 14th Meeting of the Audit Committee of the 2nd Board of Directors, the 18th Meeting
of the 2nd Board of Directors, the 16th Meeting of the 2nd Board of Supervisors on March 28,
on the Total Estimated Guarantee for the Year 2025 through consideration. According to the
Description of guarantees proposal above, the Company can provide guarantees for its subsidiaries, mutual guarantees
between subsidiaries, and guarantees provided by subsidiaries for the Company, with the total
amount not exceeding RMB 6,500,000,000 in 2025. For details, please refer to the
Announcement on the Estimated Total Guarantee Quota for 2025 (Announcement No. 2025-
(III) Entrusted Cash Asset Management
(1) Overall entrusted wealth management
Applicable □ N/A
In RMB Yuan
Type Risk Characteristics Outstanding Balance Overdue Amount not Recovered
Bank financial products Low risk 0 0
Others
□ Applicable N/A
(2) Individual entrusted financial management
□ Applicable N/A
Others
□ Applicable N/A
(3) Provision for impairment of entrusted finance
□ Applicable N/A
(1) Overall situation of entrusted loans
□ Applicable N/A
Others
□ Applicable N/A
(2) Individual entrusted loans
□ Applicable N/A
Others
□ Applicable N/A
(3) Provision for impairment of entrusted loans
□ Applicable N/A
□ Applicable N/A
(IV) Other Significant Contracts
□ Applicable N/A
XIV. Explanation for the Progress of the Use of Proceeds
Applicable □ N/A
(I) Overall Utilization of Proceeds Raised
Applicable □ N/A
In RMB Yuan
Cumulati
Including: Cumulati
ve Input
Total Cumulati Cumulati ve Input
Progress
Committe ve Total ve Total Progress Percenta
of Over-
d Amount Amount of ge of Total
raised
Investmen Amount of of Over- Proceeds Current Amount
Time of Total Funds as Amount
Source of Net t of of Over- Proceeds raised as of the Year’s of
Arrival of Amount of the Invested
Fund- Proceeds Proceeds raised Invested funds End of Input Proceeds
the Fund- of Fund- End of during the
raising (1) (2) in Funds (3) as of the Invested the Amount from
raising raising the Year (8)
Prospectu = (1) – (2) End of as of the Reporting (%) Change
Reporting
s or the End of Period (9)=(8)/( of Use
Period
Offering Reporting the (%) 1)
(%)
Circular Period (4) Reporting (6)=(4)/(1
(7)=(5)/(3
Period (5) )
)
IPO Septembe 545,000,0 485,347,1 485,347,1 474,812,6 5,678,923
r 29, 2022 00.00 60.34 60.34 60.30 .12
Total / 0 0 / / /
Others
□ Applicable N/A
(II) Details of the Fund-raising Projects
Applicable □ N/A
Applicable □ N/A
In RMB 10,000
Commi Relat Total Amo Cum Cumulativ Date Close Whet Specific Bene Benefits Has
Source Proje Amou
Item tted ed to Amou unt ulati e Progress Project d or her Reasons fits Realized There
of ct nt of
Invest Chan nt of Inves ve of Inputs reaches Not the Why Inputs Reali or R&D Been a
Fund- Natur ment ged Fund- ted in Total as of the Intende Progr Did Not zed Results Signifi Saving
raising e Project Inves raising this amo End of the d ess of Progress as Duri of the cant s
in tment Plan Year unt Reporting Useabl Inputs Planned ng Project Chang
Prospe ? (1) of Period (%) e is in the e in the
ctus or Proc (3)=(2)/(1) Conditi Line Year Feasibi
Offerin eeds on with lity of
g Inves the the
Circula ted Plann Project
r? as of ed , and If
the Sched so,
End ule Please
of Provid
the e
Repo Details
rting
Perio
d (2)
Supp
leme
nt al
Clea
n
Roo
m
Proje
ct 43,764
IPO Other Yes No 0.00 88.4 100.51% / Yes Yes / N/A N/A No /
Supp .42
ortin
g
Wor
king
Capit
al
Proje
ct
R&D
Cent
er
Decem
Cons 2,539. 567.8 1,25
IPO R&D Yes No 49.40% ber, No Yes / N/A N/A No /
tructi 50 9 4.55
on
Proje
ct
Mark
eting
and
Servi
Oper
ce
ation Septem
Netw 2,230. 2,23
IPO mana Yes No 0.00 100.33% ber, Yes Yes / N/A N/A No /
ork 80 8.25
geme 2024
Cons
nt
tructi
on
Proje
ct
Total / / / / 81.2 / / / / / / /
.72 9
□ Applicable N/A
(III) Changes in or Termination of Fund-raising Investments during the Reporting Period
□ Applicable N/A
(IV) Other Use of Proceeds during the Reporting Period
□ Applicable N/A
□ Applicable N/A
Applicable □ N/A
In RMB 10,000
Effective Whether
Cash
Consider the
Manage
ation Maximum
ment
Amount Balance
Balance
Considered by the of for the
Starting Date Ending Date at the
Board of Directors Proceeds Period
End of
Used for Exceeds
the
Cash the
Reportin
Managem Authorize
g Period
ent d Amount
October 25, 2024 2,000.00 October 25, 2024 October 24, 2025 / No
October 17, 2025 1,200.00 October 17, 2025 October 16, 2026 1,200.00 No
Others
None
□ Applicable N/A
(V) Conclusion Opinions of Intermediaries on the Special Inspection and Verification of the
Storage and Use of Raised Funds
Applicable □ N/A
For details of the relevant matters, please refer to the Verification Opinion of Soochow Securities Co.,
Ltd. on the Deposit and Use of Raised Funds of Acter Technology Integration Group Co., Ltd. for the Year
Company on the website of the Shanghai Stock Exchange (www.sse.com.cn) and the designated media
on March 28, 2026.
Explanation for relevant abnormal situations found in the inspection
□ Applicable N/A
(VI) Follow-up Rectification on Unauthorized Change in the Use of Raised Funds and Illegal
Occupation of Raised Funds
□ Applicable N/A
XV. Explanation for Other Significant Matters that Have a Significant Impact on Investors’ Value
Judgment and Investment Decisions
□ Applicable N/A
Section VI Changes in Shares and Information about Shareholders
I. Changes in Share Capital
(I) Table of Changes in Shares
In Share
Before the
Changes in the Period (+,-) After the Change
Change
Capital
New Reserv
Numbe Ratio Bonus Subtota Numbe Ratio
Shares e Others
r (%) Shares l r (%)
Issued Conver
sion
I. Shares
- -
Subject to 64,997,
Selling 250
Restrictions
owned
shares
owned legal
person
shares
domestic
shares
Including:
domestic
non-state-
owned legal
person
shares
Domestic
individual
shares
owned 65.00 64,997, 64,997, 0
shares 250 250
Including:
- -
overseas 64,997,
legal person 250
shares
Overseas
individual
shares
II. Shares
Subject to 64,997, 64,997, 100,00
No Selling 250 250 0,000.0
Restrictions 0
ordinary 35,002, 35.00 100.00
shares 750.00
listed
domestic
shares
listed
foreign
shares
III. Total 100,00 100,00
Shares 0,000.0 0,000.0
□ Applicable N/A
share for the last year and the prior period (if any)
□ Applicable N/A
authorities
□ Applicable N/A
(II) Changes in Restricted Shares
Applicable □ N/A
In Share
Number of Number of Number
Number of
Restricted Restricted of Reason
Restricted Lifting Date
Shares at Shares Restricte for
Shareholder Name Shares Lifted of
the Increased d Shares Restrictio
During the Restriction
Beginning During the at End of n
Year
of the Year Year Year
SHENG HUEI
INTERNATIONA October 13,
L 2025
CO. LTD.
Total 64,997,250 64,997,250 0 0 / /
II. Issuance and Listing of Securities
(I) Issuance of Securities Up to the Reporting Period
□ Applicable N/A
Explanation for securities issuance as of the reporting period (for bonds with different interest rates
during the subsistence period, please explain separately):
□ Applicable N/A
(II) Changes in the Total Number of Shares and Shareholder Structure of the Company and
Changes in the Company’s Asset and Liability Structure
□ Applicable N/A
(III) Existing Internal Employee Shares
□ Applicable N/A
III. Shareholders and Actual Controllers
(I) Total Number of Shareholders
Total number of common shareholders as of the end
of the reporting period (shareholder)
Total number of common shareholders as of the end
of the month prior to the date of the annual report 16,980
(shareholder)
Total number of preferred stockholders with voting
rights restored as of the end of the reporting period N/A
(shareholder)
Total number of preferred stockholders with voting
rights restored at the end of the month preceding the N/A
annual report disclosure date (shareholder)
(Ⅱ) Shareholdings of top 10 shareholders and top 10 outstanding shareholders (or shareholders
with unlimited rights to sell) as of the end of the reporting period
In Share
Shareholdings of the Top 10 Shareholders (Excluding Shares Lent through Transfer)
Number Pledged, Marked or
Number of Frozen
of Shares
Increase/Decr
Name of Shares Held Nature of
ease during Proporti
Shareholders Held at under Sharehold
the Reporting on (%) Sharehold Numb
(Full Name) the End Limited ers
Period ing Status er
of the Selling
Period Conditio
ns
SHENG HUEI
Overseas
INTERNATIO 64,997,2
NAL 50
person
CO. LTD.
Suzhou
Songhuei
Enterprise
Management 8,122,50
Consulting 0
Partnership
(Limited
Partnership)
Suzhou
Shengzhan
Enterprise
Management 1,314,75
Consulting 0
Partnership
(Limited
Partnership)
Shanghai
Pudong
Development
Bank Co., Ltd. –
GF Small-Cap 657,200 657,200 0.66 0 None 0 Other
Growth Hybrid
Securities
Investment
Fund (LOF)
China
Construction
Bank
Corporation –
Southern
Innovation-
Driven Hybrid
Securities
Investment
Fund
Bank of Beijing
Co., Ltd. –
Penghua
Shuangzhai Jiali 352,000 352,000 0.35 0 None 0 Other
Bond Securities
Investment
Fund
Domestic
Xu Gang 340,000 340,000 0.34 0 None 0 natural
person
China
Construction
Bank
Corporation –
GF Growth
Leader One- 314,300 314,300 0.31 0 None 0 Other
Year Holding
Hybrid
Securities
Investment
Fund
China Southern
Fund Steady
Value-Added
Hybrid Pension 251,100 251,100 0.25 0 None 0 Other
Product – China
Merchants Bank
Co., Ltd.
Overseas
UBS AG 223,438 250,917 0.25 0 None 0
legal
person
Shareholdings of the Top 10 Shareholders with Unlimited Sales Conditions (Excluding Shares Lent
through Transfer)
Number of Shares Held in Type and Number of Shares
Name of Shareholders Circulation with Unlimited
Type Number
Selling Conditions
SHENG HUEI
RMB ordinary
INTERNATIONAL 64,997,250 64,997,250
shares
CO. LTD.
Suzhou Songhuei Enterprise
Management Consulting RMB ordinary
Partnership (Limited shares
Partnership)
Suzhou Shengzhan Enterprise
Management Consulting RMB ordinary
Partnership (Limited shares
Partnership)
Shanghai Pudong Development
Bank Co., Ltd. – GF Small-Cap RMB ordinary
Growth Hybrid Securities shares
Investment Fund (LOF)
China Construction Bank
Corporation – Southern RMB ordinary
Innovation-Driven Hybrid shares
Securities Investment Fund
Bank of Beijing Co., Ltd. –
RMB ordinary
Penghua Shuangzhai Jiali Bond 352,000 352,000
shares
Securities Investment Fund
RMB ordinary
Xu Gang 340,000 340,000
shares
China Construction Bank
Corporation – GF Growth Leader RMB ordinary
One-Year Holding Hybrid shares
Securities Investment Fund
China Southern Fund Steady
Value-Added Hybrid Pension RMB ordinary
Product – China Merchants Bank shares
Co., Ltd.
RMB ordinary
UBS AG 250,917 250,917
shares
Description of buyback special
accounts among the top 10 None
shareholders
Explanation for the above
shareholders' proxy voting
None
rights, entrusted voting rights,
and waiver of voting rights
Description of the above
shareholders' affiliation or None
concerted action
Description of preferred
stockholders whose voting rights
None
have been restored and the
number of shares they hold
Note: Among the top 10 ordinary shareholders as of the end of the reporting period, the 4th, 5th, 6th,
beginning of the reporting period. As the Company could not accurately obtain its shareholding data as of
the beginning of the reporting period (i.e., December 31, 2024), their shareholding quantities at the
beginning of the reporting period have been calculated as zero for the purposes of this report.
Participation of shareholders holding 5% or more, top 10 shareholders, and top 10 shareholders with
unlimited sales conditions in lending of shares in the transfer and financing business
□ Applicable N/A
Changes in the top 10 shareholders and top 10 shareholders with unlimited sales conditions in
lending/return of shares in the transfer and financing business compared with the prior period
□ Applicable N/A
Number of shares held by the top 10 shareholders with limited selling conditions and the conditions of
limited selling
□ Applicable N/A
(III) Strategic Investors or General Corporations Becoming Top 10 Shareholders as a Result of
Placing of New Shares
□ Applicable N/A
IV. Controlling Shareholders and Actual Controllers
(I) Controlling Shareholders
Applicable □ N/A
Firm Name SHENG HUEI INTERNATIONAL CO., LTD.
Person in Charge of the Organization
Liang Jinli
or Legal Representative
Date of Establishment July 15, 2003
Main Businesses Equity investment
Equity Interests in Other Domestic
and Overseas Listed Companies Held
None
and Participated in during the
Reporting Period
Other Information None
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
controlling shareholders
Applicable □ N/A
(II) Situation of actual controllers
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
controller
□ Applicable N/A
methods
□ Applicable N/A
(III) Other Information of Controlling Shareholders and Actual Controllers
□ Applicable N/A
V. The Proportion of Shares Pledged by Controlling Shareholders or the Largest Shareholder and
Persons Acting in Concert with Them to the Number of Shares Held by Them Reaches More than
□ Applicable N/A
VI. Other Legal Shareholders Holding More than 10% of the Company’s Shares
□ Applicable N/A
VII. Explanation for the Restriction on the Reduction of Shareholding
□ Applicable N/A
VIII. Specific Implementation of Share Buyback during the Reporting Period
□ Applicable N/A
Ⅸ. Preferred Stock
□ Applicable N/A
Section VII Relevant Information of Bonds
I. Enterprise Bonds (Including Corporate Bonds) and Debt Financing Instruments for Non-
financial Enterprises
□ Applicable N/A
II. Convertible Corporate Bonds
□ Applicable N/A
Section XIII Financial Statements
I. Audit Report
Applicable □ N/A
Audit Report
XYZH/2026SUAA1B0027
Acter Technology Integration Group Co., Ltd.
To all shareholders of Acter Technology Integration Group Co., Ltd.,
I. Audit Opinion
We have audited the financial statements of Acter Technology Integration Group Co., Ltd.,
(hereinafter referred to as “Acter Group”), which comprise the consolidated balance sheet and the
parent company’s balance sheet as of December 31, 2025, the consolidated profit statement and the
parent company’s profit statement, the consolidated cash flow statement and the parent company’s
cash flow statement, and the consolidated change statement in shareholders’ equities and the parent
company’s change statement in shareholders’ equities for the year ended December 31, 2025, and the
notes to the financial statements.
In our opinion, the accompanying financial statements present fairly, in all material respects, the
consolidated and parent company financial position of Acter Group as of December 31, 2025, and
the consolidated and parent company results of operations and cash flows for the year ended
December 31, 2025, in conformity with the Accounting Standards for Business Enterprises (ASBE).
II. Basis of Audit Opinion
We have performed our audit in accordance with the provisions of the Standards on Auditing
for Chinese Certified Public Accountants. Our responsibilities under those standards are further
described in the “Responsibilities of Certified Public Accountants for the Audit of Financial
Statements’ section of the audit report. In accordance with the independence requirements for
financial statement audits of public interest entities as set out in the Independence Standards for
Chinese Certified Public Accountants and the Code of Ethics for Certified Public Accountants of the
People's Republic of China, we are independent from Acter Group and have fulfilled our other
responsibilities with respect to independence and professional ethics. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
III. Key Audit Matters
Key audit matters are matters that, in our professional judgment, are of most significance to the
audit of the financial statements. These matters are dealt with in the context of the audit of the
financial statements as a whole and the formation of an audit opinion, and we do not express an
opinion on these matters separately.
Please refer to the accounting policies described in “IV. Significant Accounting Policies and
Accounting Estimates” 32 in the notes to the financial statements and “VI. Notes to the
Financial Statements” 35 in the notes to the financial statements.
Key Audit Matters Audit Response
Acter Group is mainly engaged The audit procedures related to the evaluation of
in the design and construction of MEP revenue recognition of construction contracts mainly
related to clean room projects, and the include the following procedures:
revenue from construction contracts (1) Understanding and evaluating the design and
in FY2025 amounted to RMB operating effectiveness of key internal controls over
the consolidated profit statement. (2) Selecting the construction contracts signed
Acter Group evaluated the terms of between Acter Group and its clients, examining the
the contracts and business main terms of the contracts and evaluating whether the
arrangements and concluded that accounting policies of Acter Group for revenue
construction contracts are recognition are in compliance with the requirements of
performance obligations to be the Accounting Standards for Business Enterprises
fulfilled within a certain period of (ASBE);
time, and recognized revenue based (3) Selecting construction contracts and examining the
on the progress of performance over basis for the estimated total cost of the contracts and
the period of time in which the the related cost budget information. If there is any
construction contracts are performed. adjustment to the estimated total cost of the contract,
The progress of performance is check whether the adjustment to the estimated total
determined based on the proportion of cost has been approved and inquire the management
actual contract costs incurred by Acter about the reasons and basis for the adjustment to
Group to the estimated total contract evaluate whether the estimation made by the
costs.
Please refer to the accounting policies described in “IV. Significant Accounting Policies and
Accounting Estimates” 32 in the notes to the financial statements and “VI. Notes to the
Financial Statements” 35 in the notes to the financial statements.
Key Audit Matters Audit Response
The management of Acter Group management is reasonable and based on sufficient
is required to make reasonable information;
judgments regarding the progress of (4) Selecting contract costs actually incurred during
completion or performance of the reporting period and checking relevant supporting
construction contracts. During the documents such as procurement contracts, purchase
course of execution of the contracts, orders, material receipts, requisition ratios, invoices,
Acter Group is required to continually etc. to evaluate the authenticity and accuracy of the
evaluate and make adjustments to the actual construction costs;
contract amounts and estimated total (5) Contract costs incurred around the balance sheet
contract costs, which involves the date are selected and reconciled to the relevant
exercise of significant management supporting documents, including purchase contracts,
judgments. purchase orders, material receipts, requisition ratios,
Revenue is one of the key invoices, and other relevant supporting documents, in
performance indicators of Acter order to evaluate whether the relevant contract costs
Group, which gives rise to an inherent are recorded in the appropriate accounting period;
risk that the Company may (6) Selecting construction contracts that have not been
manipulate revenue to achieve completed at the end of the reporting period,
specific targets or expectations. reviewing the accuracy of the calculation of the
Meanwhile, revenue recognition percentage of completion or progress of performance,
under construction contracts involves and recalculating the cumulative revenue recognized
significant management judgments. and the revenue to be recognized in the period, and
Accordingly, we have identified reconciling them with the financial records;
revenue recognition from (7) Selecting clients and conducting correspondence
construction contracts as a key audit regarding the amount of construction contracts and
matter. receivables signed between Acter Group and them
during the reporting period.
(8) Selecting construction contracts, checking the total
costing sheet of the approved contract budget and the
actual implementation of the budget during the
reporting period, reviewing the difference between the
total budgeted cost and the actual cost of completed
contracts, and evaluating whether there is any
indication of management bias;
Please refer to the accounting policies described in “IV. Significant Accounting Policies and
Accounting Estimates” 32 in the notes to the financial statements and “VI. Notes to the
Financial Statements” 35 in the notes to the financial statements.
Key Audit Matters Audit Response
(9) Evaluating whether the revenue from construction
contracts has been appropriately disclosed in the
financial statements.
(Continued)
Please refer to the accounting policies described in “IV. Significant Accounting Policies and
Accounting Estimates” 13 in the notes to the financial statements and “VI. Notes to the
Financial Statements” 4 in the notes to the financial statements.
Key Audit Matters Audit Response
As of December 31, 2025, the original The audit procedures related to the evaluation of
value of accounts receivable in the the bad debt provision for accounts receivable
consolidated balance sheet of Acter Group included the following procedures:
was RMB 609,253,252.66 and the (1) Understanding and evaluating the design and
provision for bad debts was RMB operating effectiveness of Acter Group’s key
credit loss rate of accounts receivable, the to credit risk control, collection, and provisioning
management measured the bad debt for bad debts;
provision for accounts receivable at an (2) Evaluating whether the accounting policy for
amount equivalent to the expected credit bad debt provision of Acter Group for the
losses over the life of the accounts reporting period complies with the requirements
receivable. of enterprise accounting standards;
The expected credit loss rate takes (3) Evaluating the appropriateness of the aging of
into account the age of the accounts accounts receivable by selecting items from the
receivable, historical payment, current accounts receivable aging table, reviewing
market conditions, and forward-looking relevant supporting documents, and taking into
information, and this assessment involves account the information on the credit periods
significant management judgment and granted by Acter Group to its clients;
estimates. (4) Understanding the key parameters and
assumptions used in Acter Group’s expected
credit loss model, including management’s
judgment on whether to group accounts
receivable based on clients’ credit risk
Please refer to the accounting policies described in “IV. Significant Accounting Policies and
Accounting Estimates” 13 in the notes to the financial statements and “VI. Notes to the
Financial Statements” 4 in the notes to the financial statements.
Key Audit Matters Audit Response
characteristics and the historical loss data
included in Acter Group’s expected loss ratio;
(5) Evaluating the appropriateness of Acter
Group’s estimate of expected credit losses by
examining the information used by Acter Group
to make the estimate, including examining the
accuracy of the historical loss data, and
evaluating whether management has adjusted the
historical loss rate by taking into account the
current market conditions and forward-looking
information in determining the expected credit
loss rate;
(6) Recalculation of bad debt allowance as of
December 31, 2025 based on the expected credit
loss model of accounts receivable of Acter
Group.
(Continued)
Please refer to the accounting policies described in “IV. Significant Accounting Policies and
Accounting Estimates” 17 in the notes to the financial statements and “VI. Notes to the
Financial Statements” 9 in the notes to the financial statements.
Key Audit Matters Audit Response
As of December 31, 2025, the original The audit procedures related to the evaluation of
value of contract assets in the consolidated contract assets included the following
balance sheet of Acter Group was RMB procedures:
debts was RMB 4,617,143.87. As the internal controls relating to the recognition of
amount of contract assets is material and contract assets, and testing whether key internal
has a significant impact on the financial controls have been effectively implemented;
statements, we have identified contract (2) Selecting significant projects, conducting
assets as a key audit matter. The audit interviews to understand the actual conditions of
procedures relating to the evaluation of the projects, combining revenue recognition and
Please refer to the accounting policies described in “IV. Significant Accounting Policies and
Accounting Estimates” 17 in the notes to the financial statements and “VI. Notes to the
Financial Statements” 9 in the notes to the financial statements.
Key Audit Matters Audit Response
contract asset measurement mainly include accounts receivable confirmation procedures, and
the following procedures: reviewing the amounts of contract assets by
examining contract amounts and payment terms,
bases for estimated total costs and relevant cost
budget documents, project progress
confirmations and other documents;
(3) Selecting contract costs incurred around the
balance sheet date and reconciling them to
relevant supporting documents, including
procurement contracts, purchase orders, material
receipts, payment proportion schedules, invoices,
and other relevant supporting documents, to
evaluate whether relevant contract costs have
been recorded in the appropriate accounting
period;
(4) Selecting incomplete construction contracts
as of the end of the reporting period, reviewing
the accuracy of the calculation of the percentage
of completion or performance progress,
recalculating the cumulative recognized revenue
and the revenue to be recognized in the current
period, and reconciling such amounts to the
accounting records, with no discrepancies
identified;
IV. Other Information
The management of Acter Group (hereinafter referred to as the “management”) is responsible
for the other information. Other information includes the information covered in the 2025 annual
report of Acter Group, but excludes the financial statements and our audit report.
Our audit opinion on the financial statements does not cover the other information, and we do
not express any form of assurance conclusion on the other information.
In connection with our audit of the financial statements, it is our responsibility to read the other
information and, in doing so, to consider whether the other information is materially inconsistent with,
or appears to be materially misstated in relation to, the financial statements or our knowledge gained
in the course of the audit.
Based on the work we have performed, if we determine that other information is materially
misstated, we shall report that fact. We have no matters to report in this regard.
V. Management’s and Governance’s Responsibility for the Financial Statements
The management is responsible for the preparation of financial statements that present fairly, in
accordance with the provisions of the Ind AS, and for designing, implementing, and maintaining
internal control necessary to enable the preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing Acter Group's
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
applying the going concern assumptions, unless management plans to liquidate Acter Group,
discontinue operations or has no realistic alternative.
Governance is responsible for overseeing the financial reporting process of Acter Group.
VI. CPA’s Responsibility for the Audit of Financial Statements
Our objective is to obtain reasonable assurance about whether the financial statements as a whole
are free from material misstatement, whether due to fraud or error, and to issue an audit report
containing an audit opinion. Reasonable assurance is a high level of assurance, but it does not
guarantee that an audit performed in accordance with auditing standards will always detect a material
misstatement when it exists. Misstatements may result from fraud or error and are generally
considered to be material if it is reasonable to expect that the misstatements, individually or in the
aggregate, could affect the economic decisions of users of financial statements based on the financial
statements.
We use professional judgment and maintain professional skepticism in performing the audit in
accordance with auditing standards. We also perform the following tasks:
(1) Identifying and assessing the risks of material misstatement of the financial statements due
to fraud or error, design and perform audit procedures to address those risks, and obtain sufficient
appropriate audit evidence as a basis for an audit opinion. The risk of not detecting a material
misstatement due to fraud is higher than the risk of not detecting a material misstatement due to error
because fraud may involve collusion, forgery, willful omission, misrepresentation, or overriding
internal controls.
(2) Obtaining an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, expressing an opinion on the effectiveness of
internal control.
(3) Evaluating the appropriateness of accounting policies selected and the reasonableness of
accounting estimates and related disclosures made by management.
(4) Expressing a conclusion on the appropriateness of management's use of the going concern
assumption. At the same time, based on the audit evidence obtained, we conclude whether there is a
material uncertainty regarding the matters or circumstances that may cast significant doubt on the
ability of Acter Group to continue as a going concern. If we conclude that a material uncertainty
exists, auditing standards require that we draw the attention of users of the financial statements to the
relevant disclosures in our audit report; if the disclosures are not sufficient, we shall express an
unqualified opinion. Our conclusions are based on information available at the date of the audit report.
However, future events or circumstances may cause Acter Group to be unable to continue as a going
concern.
(5) Evaluating the overall presentation, structure and content of the financial statements and to
evaluate whether the financial statements present fairly the related party transactions and events.
(6) Obtaining sufficient and appropriate audit evidence about the financial information of the
entities or business activities of Acter Group to express an opinion on the financial statements. We
are responsible for directing, supervising, and performing the audit of the Group and accept full
responsibility for the audit opinion.
We communicate with governance on matters such as the scope, timing, and significant findings
of the planned audit, including internal control deficiencies of concern identified in our audit.
We also provide governance with a statement of compliance with ethical requirements related
to independence and communicate with governance all relationships and other matters that could
reasonably be perceived to affect our independence, as well as related safeguards.
From the matters communicated with governance, we determined which matters were most
significant to the audit of the current financial statements and therefore constituted key audit matters.
We describe these matters in our audit report except where public disclosure of the matters is
prohibited by law or regulation or, in rare circumstances, we determine that a matter shall not be
communicated in the audit report if it is reasonably foreseeable that the adverse consequences of
communicating the matter would outweigh the benefits to the public interest.
Chinese Certified Public Accountants:
ShineWing Certified Public Accountants (Project Partner)
LLP
Chinese Certified Public Accountants:
Beijing, China March 27, 2026
II. Financial Statements
Consolidated Balance Sheet
December 31, 2025
Prepared by: Acter Technology Integration Group Co., Ltd.
In RMB Yuan
Item Notes December 31, 2025 December 31, 2024
Current assets:
Monetary fund 776,462,102.03 575,382,706.17
Provision for settlement fund
Funds lent
Trading financial assets 50,025,000.00
Derivative financial assets
Bills receivable 14,984,752.50 27,398,673.04
Accounts receivable 572,228,940.18 362,233,577.57
Receivables financing 3,581,195.46 2,499,031.97
Prepayments 85,047,840.36 110,647,060.26
Bills receivable
Reinsurance receivables
Reserve for reinsurance
contracts receivable
Other receivables 10,399,844.12 9,824,375.86
Including: interest receivable
Dividends
receivable
Financial assets purchased
for resale
Inventory 7,003,896.97 3,585,610.06
Including: data resource
Contract assets 627,722,405.48 565,904,050.40
Assets held for sale
Non-current assets due within
one year
Other current assets 132,302,932.48 121,512,159.50
Total current assets 2,229,733,909.58 1,829,012,244.83
Non-current assets:
Loans and advances granted
Debt investments
Other debt investments
Long-term receivables
Long-term equity investment 2,421,125.42 2,342,859.23
Investments in other equity
instruments
Other non-current financial
assets
Investment properties 1,865,182.18 531,707.64
Fixed assets 59,703,226.02 56,924,292.01
Construction in progress - 2,577,156.79
Productive biological assets
Oil and gas assets
Right-of-use assets 4,247,874.96 4,064,612.80
Intangible assets 7,473,299.32 7,693,073.36
Including: data resource
Development expenditure
Including: data resource
Goodwill
Long-term unamortized
expenses
Deferred tax assets 18,987,559.65 12,755,515.14
Other non-current assets 20,995,760.63 23,661,503.85
Total non-current assets 130,217,408.64 123,498,638.86
Total assets 2,359,951,318.22 1,952,510,883.69
Current liabilities:
Short-term loan 46,106,867.32 23,866,103.44
Borrowing from the central
bank
Funds borrowed
Trading financial liabilities
Derivative financial liabilities
Notes payable
Accounts payable 848,078,358.80 598,788,193.06
Receipts in advance
Contract liabilities 123,075,413.44 88,601,839.41
Amounts for sale and
buyback of financial assets
Deposit-taking and interbank
deposits
Securities trading agency
Underwriting of securities
Payroll payable 55,268,012.27 41,972,766.98
Tax payable 27,347,923.11 15,374,255.49
Other payables 24,903,726.87 24,647,083.82
Including: interest payable
Dividends payable
Fees and commissions
payable
Sub-insurance payable
Liabilities held for sale
Non-current liabilities due
within one year
Other current liabilities
Total current liabilities 1,126,674,313.15 795,671,290.55
Non-current liabilities:
Reserves for insurance
contracts
Long-term borrowings
Bonds payable
Including: preferred stock
Perpetual bond
Lease liabilities 1,499,843.57 1,585,929.64
Long-term accounts payable
Long-term payroll payable 84,420.86 65,569.85
Estimated liabilities 12,951,146.25 11,183,840.39
Deferred income
Deferred tax liabilities 29,287,330.01 17,711,782.30
Other non-current liabilities
Total non-current liabilities 43,822,740.69 30,547,122.18
Total liabilities 1,170,497,053.84 826,218,412.73
Owners’ equity (or shareholders’ equity)
Paid-in capital (or capital
stock)
Other equity instruments
Including: preferred stock
Perpetual bond
Capital reserves 562,632,775.45 562,632,775.45
Less: treasury stock
Other comprehensive income -8,568,151.93 -2,502,891.67
Special reserves 43,710,985.63 44,175,259.38
Earned surplus 53,063,723.06 45,818,775.40
Provision for general risks
Undistributed profits 417,612,476.10 360,311,280.65
Total owners’ equity (or
shareholders’ equity)
attributable to the parent
company
Minority interest 21,002,456.07 15,857,271.75
Total owners’ equity (or
shareholders’ equity)
Total liabilities and
owners’ equity (or 2,359,951,318.22 1,952,510,883.69
shareholders’ equity)
Director of the Company: Liang Person in charge of accounting: Director of the accounting firm:
Jinli Zhu Qihua Xiao Jingxia
Balance Sheet of the Parent Company
December 31, 2025
Prepared by: Acter Technology Integration Group Co., Ltd.
In RMB Yuan
Item Notes December 31, 2025 December 31, 2024
Current assets:
Monetary fund 437,982,801.21 380,432,761.39
Trading financial assets 50,025,000.00
Derivative financial assets
Bills receivable 8,802,413.62 22,280,273.04
Accounts receivable 371,227,331.54 253,020,398.64
Receivables financing 3,581,195.46 2,499,031.97
Prepayments 46,697,305.77 30,799,227.20
Other receivables 20,160,353.84 40,526,268.65
Including: interest receivable
Dividends
receivable
Inventory 2,385,353.18 3,585,610.06
Including: data resource
Contract assets 510,910,460.83 434,173,370.14
Assets held for sale
Non-current assets due within
one year
Other current assets 53,909,146.96 47,671,752.21
Total current assets 1,455,656,362.41 1,265,013,693.30
Non-current assets:
Debt investments
Other debt investments
Long-term receivables
Long-term equity investment 129,112,645.74 129,112,645.74
Investments in other equity
instruments
Other non-current financial
assets
Investment properties 1,865,182.18 531,707.64
Fixed assets 56,791,140.50 54,401,188.46
Construction in progress 2,577,156.79
Productive biological assets
Oil and gas assets
Right-of-use assets 1,331,752.92 1,568,748.83
Intangible assets 7,469,614.32 7,677,609.57
Including: data resource
Development expenditure
Including: data resource
Goodwill
Long-term unamortized
expenses
Deferred tax assets 7,580,384.43 7,129,206.99
Other non-current assets 6,468,622.64 18,335,783.47
Total non-current assets 225,142,723.19 234,281,965.53
Total assets 1,680,799,085.60 1,499,295,658.83
Current liabilities:
Short-term loan
Trading financial liabilities
Derivative financial liabilities
Notes payable
Accounts payable 631,023,815.49 497,199,486.43
Receipts in advance
Contract liabilities 83,964,140.01 30,810,177.25
Payroll payable 40,593,168.25 32,084,942.60
Tax payable 2,729,410.96 803,928.13
Other payables 2,041,777.74 2,008,316.98
Including: interest payable
Dividends payable
Liabilities held for sale
Non-current liabilities due
within one year
Other current liabilities
Total current liabilities 761,038,735.20 564,255,539.20
Non-current liabilities:
Long-term borrowings
Bonds payable
Including: preferred stock
Perpetual bond
Lease liabilities 686,261.79 598,144.48
Long-term accounts payable
Long-term payroll payable
Estimated liabilities 7,852,747.35 6,745,749.68
Deferred income
Deferred tax liabilities 199,762.99 235,312.43
Other non-current liabilities
Total non-current liabilities 8,738,772.13 7,579,206.59
Total liabilities 769,777,507.33 571,834,745.79
Owners’ equity (or shareholders’ equity)
Paid-in capital (or capital
stock)
Other equity instruments -
Including: preferred stock
Perpetual bond
Capital reserves 564,223,330.95 564,223,330.95
Less: treasury stock
Other comprehensive income -476,610.48 -2,052,072.90
Special reserves 35,946,862.37 36,411,136.12
Earned surplus 53,063,723.06 45,818,775.40
Undistributed profits 158,264,272.37 183,059,743.47
Total owners’ equity (or
shareholders’ equity)
Total liabilities and
owners’ equity (or 1,680,799,085.60 1,499,295,658.83
shareholders’ equity)
Director of the Company: Liang Person in charge of accounting: Director of the accounting firm:
Jinli Zhu Qihua Xiao Jingxia
Consolidated Income Statement
January-December 2025
In RMB Yuan
Item Notes 2025 2024
I. Total Operating Revenue 2,988,504,733.21 2,007,697,317.98
Including: operating revenue 2,988,504,733.21 2,007,697,317.98
Interest income -
Earned premiums -
Fee and commission income -
II. Total Operating Costs 2,774,005,403.17 1,850,375,680.04
Including: operating cost 2,682,042,853.54 1,755,007,424.22
Interest expenses
Handling fee and commission
expenses
Surrender premiums
Net claims expenses
Net withdrawal of insurance
liability reserve
Policy dividend expense
Reinsurance expenses
Taxes and surcharges 4,861,192.07 3,455,150.25
Sales expenses 5,301,670.67 6,781,770.06
Administrative expenses 66,142,614.00 62,519,012.85
R&D expenses 31,250,454.73 33,529,705.96
Finance costs -15,593,381.84 -10,917,383.30
Including: Interest expense 3,308,843.65 1,902,046.69
Interest income 9,815,274.04 9,191,452.30
Add: other gains 227,523.20 433,289.18
Investment income (loss
denoted by "-")
Including: Investment income
from associates and joint
Gain on derecognition of
financial assets measured at amortized
cost
Foreign exchange gains (loss
denoted by "-")
Gain on net open hedges (loss
denoted by "-")
Gain on change in fair value
-25,000.00 25,000.00
(loss denoted by "-")
Credit impairment loss (loss
-11,813,453.19 2,207,755.91
denoted by "-")
Impairment loss on assets (loss
denoted by "-")
Gain on disposal of assets (loss
denoted by "-")
III. Operating Profit (loss denoted by
"-")
Add: non-operating revenue 602,379.74 37,943.24
Less: non-operating expenses 1,115,103.39 365,007.19
IV. Total Profit (total loss denoted by
" -")
Less: income tax expense 49,281,751.34 36,650,409.77
V. Net Profit (net loss denoted by "-") 160,010,751.20 117,109,778.91
(I) Classification by continuity of operations
operations (net loss denoted by "-")
operations (net loss denoted by "-")
(II) Classification by ownership attribution
shareholders of the parent company 154,546,143.11 114,402,314.36
(net loss denoted by "-")
shareholders (net loss denoted by "-")
VI. Other Comprehensive Income, Net
-6,384,684.03 -5,780,309.56
of Tax
(I) other comprehensive income
attributable to owners of the parent -6,065,260.26 -5,821,039.28
company, net of taxes
that cannot be reclassified to profit or 1,579,308.36 -2,064,563.03
loss
(1) Remeasurement of changes in
defined benefit plans
(2) Other comprehensive income
that cannot be reclassified to profit or
loss under the equity method
(3) Changes in fair value of
investments in other equity 1,575,462.42 -2,052,072.90
instruments
(4) Changes in fair value of own
credit risk
-7,644,568.62 -3,756,476.25
to be reclassified to profit or loss
(1) Other comprehensive income
available for reclassification to profit
or loss under the equity method
(2) Changes in fair value of other
debt instruments
(3) Reclassification of financial
assets to other comprehensive income
(4) Provision for credit impairment
of other debt investments
(5) Cash flow hedge reserve
(6) Translation difference of foreign
-7,644,568.62 -3,756,476.25
currency financial statements
(7) Others
(II) Other comprehensive income
attributable to minority shareholders, -319,423.77 40,729.72
net of taxes
VII. Total Comprehensive Income 153,626,067.17 111,329,469.35
(I) Total comprehensive income
attributable to owners of the parent 148,480,882.85 108,581,275.08
company
(II) Total comprehensive income
attributable to minority shareholders
VIII. Earnings per Share:
(I) Basic earnings per share (RMB
Yuan/share)
(II) Diluted earnings per share
(RMB Yuan/share)
In the event of a business combination under the same control during the current period, the net profit
realized by the party to be merged before the merger was RMB 0. The net profit realized by the party to
be merged in the prior period was RMB 0.
Director of the Company: Liang Person in charge of accounting: Director of the accounting firm:
Jinli Zhu Qihua Xiao Jingxia
Income Statement of the Parent Company
January-December 2025
In RMB Yuan
Item Notes 2025 2024
I. Operating Revenue 1,625,096,104.95 1,262,326,181.62
Less: operating cost 1,491,445,839.93 1,129,673,762.04
Taxes and surcharges 4,377,822.95 3,100,212.09
Sales expenses 3,019,677.65 3,028,310.28
Administrative expenses 38,312,129.93 38,586,761.64
R&D expenses 31,250,454.73 33,529,705.96
Finance costs -4,473,484.24 -6,843,699.37
Including: interest expense 92,660.25 122,518.97
Interest income 5,669,855.88 6,782,505.00
Add: other gains 215,589.26 366,259.15
Investment income (loss
denoted by "-")
Including: Investment income
from associates and joint
Gain on derecognition of
financial assets measured at amortized
cost
Gain on net open hedges (loss
denoted by "-")
Gain on change in fair value
-25,000.00 25,000.00
(loss denoted by "-")
Credit impairment loss (loss
-3,259,901.74 6,354,192.97
denoted by "-")
Impairment loss on assets (loss
denoted by "-")
Gain on disposal of assets (loss
denoted by "-")
II. Operating Profit (loss denoted by "-
")
Add: non-operating revenue 472,863.43 7,993.84
Less: non-operating expenses 510,410.78 349,457.90
III. Total Profit (total loss denoted by
"-")
Less: income tax expense 6,515,993.61 8,739,486.94
IV. Net Profit (net loss denoted by "-") 72,449,476.56 63,174,740.20
(I) Net profit from continuing
operations (net loss denoted by "-")
(II) Net profit from discontinued
operations (net loss denoted by "-")
V. Other Comprehensive Income, Net
of Tax
(I) Other comprehensive income
that cannot be reclassified to profit or 1,575,462.42 -2,052,072.90
loss
defined benefit plans
that cannot be reclassified to profit or
loss under the equity method
investments in other equity
credit risk
(II) Other comprehensive income to
be reclassified to profit or loss
that can be reclassified to profit or loss
under the equity method
debt investments
assets to other comprehensive
of other debt investments
foreign currency financial statements
VI. Total Comprehensive Income 74,024,938.98 61,122,667.30
VII. Earnings per Share:
(I) Basic earnings per share
(RMB Yuan/share)
(II) Diluted earnings per share
(RMB Yuan/share)
Director of the Company: Liang Person in charge of accounting: Director of the accounting firm:
Jinli Zhu Qihua Xiao Jingxia
Consolidated Cash Flow Statement
January-December 2025
In RMB Yuan
Item Notes 2025 2024
I. Cash Flows from Operating Activities:
Cash received from sales of
goods and rendering of services
Net increase in client deposits
and deposits from other banks
Net increase in borrowings
from the central bank
Net increase in borrowings
from other financial institutions
Cash received from premiums
for primary insurance contracts
Net cash received from
reinsurance business
Net increase in policyholders'
deposits and investment funds
Cash received from interest,
fees, and commissions
Net increase in funds received
Net increase in buyback
transactions
Net cash received from
securities trading
Tax rebates received 33,753,434.73 24,266,329.55
Cash received from other
operating activities
Subtotal of cash inflow from
operating activities
Cash paid for goods and
services
Net increase in loans and
advances to clients
Net increase in deposits with
central banks and interbanks
Cash paid for original insurance
contract claims
Net increase in funds
withdrawn
Cash paid for interest, fees, and
commissions
Cash paid for policy dividends
Cash paid to and for employees 137,749,554.83 139,290,057.43
Taxes paid 94,579,287.97 52,768,919.68
Cash paid for other operating
activities
Subtotal of cash outflow
from operating activities
Net cash flows from
operating activities
II. Cash Flows from Investing Activities:
Cash received from recovery of
investments
Cash received from investment
income
Net cash received from the
disposal of fixed assets, intangible 371,679.94 185,947.08
assets, and other long-term assets
Net cash received from the
disposal of subsidiaries and other
operating units
Cash received from other
investing activities
Subtotal of cash inflow from
investing activities
Cash paid for acquisition and
construction of fixed assets,
intangible assets, and other long-
term assets
Cash paid for investment 255,000,000.00 336,999,999.94
Net increase in pledged loans
Net cash paid for acquisition of
subsidiaries and other business
units
Cash paid for other investing
activities
Subtotal of cash outflow
from investing activities
Net cash flows from
investing activities
III. Cash Flows from Financing Activities:
Cash received from investment
absorption
Including: Cash received by
subsidiaries from minority 5,401,529.09
investments
Cash received from loans 158,632,846.46 23,530,223.00
Cash received from other
financing activities
Subtotal of cash inflow from
financing activities
Cash paid for debt repayment 135,602,649.39 363,860.00
Cash paid for distribution of
dividends, profits or repayment of 91,761,152.65 80,284,876.55
interest
Including: Dividends and
profits paid to minority
shareholders by subsidiaries
Cash paid for other financing
activities
Subtotal of cash outflow
from financing activities
Net cash flows from fund-
-77,864,851.48 -57,173,481.03
raising activities
IV. Impact of Exchange Rate
Changes on Cash and Cash 1,457,205.85 4,096,193.44
Equivalents
V. Net Increase in Cash and
Cash Equivalents
Add: cash and cash equivalents
balance at beginning of period
VI. Cash and Cash Equivalents
at the End of the Period
Director of the Company: Liang Person in charge of accounting: Director of the accounting firm:
Jinli Zhu Qihua Xiao Jingxia
Cash flow Statement of the Parent Company
January-December 2025
In RMB Yuan
Item Notes 2025 2024
I. Cash Flows from Operating Activities:
Cash received from sales of
goods and rendering of services
Tax rebates received 2,036,955.40 20,949,749.59
Cash received from other
operating activities
Subtotal of cash inflow from
operating activities
Cash paid for goods and
services
Cash paid to and for employees 89,419,240.56 98,868,327.73
Taxes paid 32,525,601.48 22,869,036.91
Cash paid for other operating
activities
Subtotal of cash outflow
from operating activities
Net cash flows from operating
-27,757,363.19 21,214,646.82
activities
II. Cash Flows from Investing Activities:
Cash received from recovery of
investments
Cash received from investment
income
Net cash received from the
disposal of fixed assets, intangible 355,013.27 106,847.09
assets, and other long-term assets
Net cash received from the
disposal of subsidiaries and other
operating units
Cash received from other
investing activities
Subtotal of cash inflow from
investing activities
Cash paid for acquisition and
construction of fixed assets,
intangible assets, and other long-
term assets
Cash paid for investment 255,000,000.00 314,999,999.94
Net cash paid for acquisition of
subsidiaries and other business 40,627,356.41
units
Cash paid for other investing
activities
Subtotal of cash outflow
from investing activities
Net cash flows from
investing activities
III. Cash Flows from Financing Activities:
Cash received from investment
absorption
Cash received from loans
Cash received from other
financing activities
Subtotal of cash inflow from
financing activities
Cash paid for debt repayment
Cash paid for distribution of
dividends, profits or repayment of 90,000,000.00 80,000,000.00
interest
Cash paid for other financing
activities
Subtotal of cash outflow
from financing activities
Net cash flows from fund-
-62,298,192.22 -94,441,711.46
raising activities
IV. Impact of Exchange Rate
Changes on Cash and Cash -861,918.79 310,148.42
Equivalents
V. Net Increase in Cash and
-31,324,551.07 -181,689,326.23
Cash Equivalents
Add: cash and cash equivalents
balance at beginning of period
VI. Cash and Cash Equivalents
at the End of the Period
Director of the Company: Person in charge of accounting: Director of the accounting firm:
Liang Jinli Zhu Qihua Xiao Jingxia
Consolidated Statement of Changes in Owners’ Equity
January-December 2025
In RMB Yuan
Owner’s Equities Attributable to Parent Company
Paid-in Other Equity Instruments Other Total of
Item Provisi Minority
Capital Capital Less: Compr Special Undistr Owner’s
Earned on for Interest
(or Reserv Treasur ehensiv Reserv ibuted Others Subtotal Equities
Preferre Perpetu Other Surplus Genera
Capital d Stock al Bond s es y Stock e es Profits
l Risks
Stock) Income
I. Closing Balance of 100,00 562,63 - 360,31
the Prior Year 0,000.0 2,775.4 2,502,8 1,280.6
Add: change in
accounting policy
Correction of
prior-period errors
Others
II. Opening Balance 100,00 562,63 - 360,31
for the Year 0,000.0 2,775.4 2,502,8 1,280.6
III.
Increases/Decreases - -
in the Period 6,065,2 464,27
(decrease denoted by 60.26 3.75
" - ")
(I) Total - 154,54
comprehensive 6,065,2 6,143.1
income 60.26 1
(II) Owners' inputs
and capital reduction
invested by owners
capital by holders of
other equity
instruments
payments recognized
in owners' equity
(III) Profit - - -
distribution 97,244, 90,000,0 90,000,000.0
surplus reserves 7,244,9 - -
- -
general risks
owners (or 90,000, 90,000,0 90,000,000.0
shareholders) 000.00 00.00 0
(IV) Internal transfer
of ownership interest
capital surplus to
capital (or capital
stock)
reserves to capital (or
capital stock)
cover losses
changes in defined
benefit plan carried
forward to retained
earnings
comprehensive
income Transfer of
other comprehensive
income to retained
earnings
(V) Special reserves - -
- -
the period
the period 3.75 75
(VI) Others
IV. Closing Balance 100,00 562,63 - 417,61
of the Period 0,000.0 2,775.4 8,568,1 2,476.1
Owner’s Equities Attributable to Parent Company
Paid-in Other Equity Instruments Total of
Item Other Provisi Minority
Capital Capital Less: Special Undistri Owner’s
compre Earned on for Interest
(or Reserv Treasur Reserv buted Others Subtotal Equities
Preferre Perpetu Other hensive Surplus Genera
Capital d Stock al Bond s es y Stock es Profits
Income l Risks
Stock)
I. Closing Balance of 100,00 562,63 1,082,2
the Prior Year 0,000.0 2,775.4 57,514.
Add: change in
accounting policy
Correction of
prior-period errors
Others
II. Opening Balance 100,00 562,63 1,082,2
for the Year 0,000.0 2,775.4 57,514.
III.
Increases/Decreases - -
in the Period 5,821,0 403,59
(decrease denoted by 39.28 0.14
" - ")
(I) Total -
Comprehensive 5,821,0
Income 39.28
(II) Owners' inputs 5,401,529 5,401,529.
and capital reduction .09 09
invested by owners .09 09
capital by holders of
other equity
instruments
payments recognized
in owners' equity
(III) Profit - - -
distribution 86,317,4 80,000, 80,000,000
surplus reserves 6,317,47
general risks
owners (or 80,000,0 80,000, 80,000,000
shareholders) 00.00 000.00 .00
(IV) Internal transfer
- - - - - -
of ownership interest
capital surplus to
capital (or capital
stock)
reserves to capital (or -
capital stock)
cover losses
in defined benefit
plan carried forward
to retained earnings
comprehensive
income Transfer of
other comprehensive
income to retained
earnings
(V) Special reserves - -
the period - -
period 0.14 .14
(VI) Others - -
IV. Closing Balance 100,00 562,63 - 1,110,4
of the Period 0,000.0 2,775.4 2,502,8 35,199.
Director of the Company: Liang Jinli Person in charge of accounting: Zhu Qihua Director of the accounting firm: Xiao
Jingxia
Statement of Changes in Equity of the Parent Company
January-December 2025
In RMB Yuan
Paid-in Other Equity Instruments Other
Less: Total of
Item Capital (or Capital comprehen Special Earned Undistribu
Preferred Perpetual Treasury Owner’s
Capital Others Reserves sive Reserves Surplus ted Profits
Stock Bond Stock Equities
Stock) Income
I. Closing Balance of the Prior -
Year 2,052,072.
Add: change in accounting
policy
Correction of prior-
period errors
Others
II. Opening Balance for the -
Year 2,052,072.
III. Increases/Decreases in the - -
Period (decrease denoted by " 24,795,47 16,439,334
- ") 1.10 .77
(I) Total comprehensive 1,575,462. 72,449,47 74,024,938
income 42 6.56 .98
(II) Owners' inputs and capital
reduction
owners
holders of other equity
instruments
recognized in owners' equity
(III) Profit distribution - -
reserves 7,244,947. -
shareholders) 90,000,00 90,000,000
(IV) Internal transfer of
ownership interest
surplus to capital (or capital
stock)
to capital (or capital stock)
losses
defined benefit plan carried
forward to retained earnings
income Transfer of other
comprehensive income to
retained earnings
- -
(V) Special reserves
period
(VI) Others
IV. Closing Balance of the -
Period 476,610.4
Paid-in Other Equity Instruments Other
Less: Total of
Item Capital (or Capital Comprehe Special Earned Undistribu
Preferred Perpetual Treasury Owner’s
Capital Others Reserves nsive Reserves Surplus ted Profits
Stock Bond Stock Equities
Stock) Income
I. Closing Balance of the 100,000,00 564,223,33 36,814,726 39,501,30 206,202,4 946,741,83
Prior Year 0.00 0.95 .26 1.38 77.29 5.88
Add: change in accounting
policy
Correction of prior-
period errors
Others
II. Opening Balance for the 100,000,00 564,223,33 36,814,726 39,501,30 206,202,4 946,741,83
Year 0.00 0.95 .26 1.38 77.29 5.88
III. Increases/Decreases in the - - -
- 6,317,474.
period (decrease denoted by " 2,052,072. 23,142,73 19,280,922
- ") 90 3.82 .84
(I) Total comprehensive -
income 2,052,072.
(II) Owners' inputs and
capital reduction
by owners
holders of other equity
instruments
recognized in owners' equity
(III) Profit distribution - -
reserves 6,317,474. -
shareholders) 80,000,00 80,000,000
(IV) Internal transfer of
- - -
ownership interest
surplus to capital (or capital
stock)
reserves to capital (or capital
stock)
losses
defined benefit plan carried
forward to retained earnings
income Transfer of other
comprehensive income to
retained earnings
- -
(V) Special reserves
period
(VI) Others
IV. Closing Balance of the -
Period 2,052,072.
Director of the Company: Liang Jinli Person in charge of accounting: Zhu Qihua Director of the accounting firm: Xiao
Jingxia
III. Basic Information of the Company
Applicable □ N/A
Acter Technology Integration Group Co., Ltd. (the “Company”), formerly known as Sheng Huei
(Suzhou) Engineering Co., Ltd. (“Sheng Huei Limited”), was incorporated on September 3, 2003 in
Suzhou City, Jiangsu Province. At the time of its establishment, the Company's initial registered capital
was USD 450,000. After a series of capital increases, as of December 31, 2017, the registered capital of
Sheng Huei Limited was USD 7,980,000, and the sole shareholder of Sheng Huei Limited was SHENG
HUEI INTERNATIONAL CO., Ltd.
In January 2018, Sheng Huei International increased the capital of Sheng Huei Limited, and the
registered capital was increased from USD 7,980,000 to USD 9,030,000. In May 2018, Acter Group
entered into an equity transfer agreement with Suzhou Songhuei Enterprise Management Consulting
Partnership (Limited Partnership) (“Suzhou Songhuei”) and Suzhou Shengzhan Management Consulting
Partnership (Limited Partnership) (“Suzhou Shengzhan”). Pursuant to the agreement, Acter Group agreed
to transfer the corresponding registered capital of Sheng Huei Limited of USD 977,918 and USD 226,430
held by Sheng Huei Limited to Suzhou Songhuei and Suzhou Shengzhan at RMB 14,282,400.00 and RMB
Huei Limited is USD 9,030,000 and the equity structure is as follows:
Amount of Investment Shareholding
No. Shareholder
(USD 10,000) Ratio (%)
Total 903.0000 100.0000
In June 2019, all investors of Sheng Huei Limited entered into a promoter agreement, agreeing to
change the whole of Sheng Huei Limited into a joint stock limited company and rename it as “Acter
Technology Integration Group Co., Ltd.”. All the investors converted the net assets of Sheng Huei Limited
as of April 30, 2019 into 60,000,000.00 shares with a par value of RMB 1 each. The shareholding structure
after the overall change is as follows:
Capital Stock (RMB Shareholding
No. Shareholder
Yuan) Ratio (%)
Total 60,000,000.00 100.0000
On August 23, 2022, the Company applied for the IPO of A shares of not more than 20,000,000.00
shares by CSRC (Official Reply to the Approval of the IPO of Acter Technology Integration Group Co.,
Ltd.) (Z.J.X.K. No. [2022] 1915), which was approved by the CSRC. As of December 31, 2022, the
Company had received the monetary funds obtained through the public offering of A shares, of which the
paid-in capital (share capital) amounted to RMB 20 million (SAY RMB TWENTY MILLION Only).
Capital sTock (RMB Shareholding
No. Shareholder
Yuan) Ratio (%)
RMB ordinary shares (A shares)
shareholders
Capital sTock (RMB Shareholding
No. Shareholder
Yuan) Ratio (%)
Total 80,000,000.00 100.0000
Pursuant to the resolution of the 2022 annual shareholders’ meeting held on April 28, 2023, the
Company paid a cash dividend of RMB 0.8125 per share (tax-inclusive) to all shareholders on the basis
of the total share capital of 80,000,000.00 shares as of June 14, 2023, and transferred 0.25 shares to all
shareholders by way of capital reserve to increase the share capital by a total of 20,000,000.00 shares with
par value of RMB 1 per share, increasing the share capital by RMB 20,000,000.00 in total.
As of December 31, 2025, the shareholding structure after the overall change was as follows:
Capital stock Shareholding
No. Shareholder
(RMB Yuan) Ratio (%)
RMB ordinary shares (A shares)
shareholders
Total 100,000,000.00 100.0000
The Company's parent company is Sheng Huei International, and its ultimate holding company is
Acter Co., Ltd. (Acter (Taiwan)). The Company’s business term is from September 3, 2003 to an indefinite
period.
Scope of Business: Engaged in system integration services; design and related equipment installation
of mechanical and electrical systems, HVAC systems, aseptic systems, and building equipment
management systems; construction of air purification engineering, fire engineering, building construction
engineering, interior and exterior decoration engineering, municipal public works, pipeline engineering,
and provision of related technical consultation and after-sales service; R&D and manufacturing of
industrial switch power converters and components; wholesale, import, and export of similar products
produced by the company and building materials, dust-free, aseptic purification equipment and related
equipment, and assembly parts (for products involving quotas and license management, applications shall
be handled according to relevant national regulations). Category III medical device business; Category II
medical device sales; manufacturing of metal structures; manufacturing of building decoration, plumbing
parts, and other metal products for construction (the project shall be carried out only after approval by
relevant authorities in accordance with laws).
Licensed Projects: Construction engineering design; intelligent building system design (the specific
business projects shall be subject to the approval results, and only after approval by relevant authorities in
accordance with laws can the business activities be conducted).
The financial statements were approved by the Board of Directors of the Group on March 27, 2026
by resolution.
IV. Basis of Preparation of the Financial Statements
The financial statements of the Company are prepared in accordance with the Accounting Standards
for Business Enterprises released by the Ministry of Finance (hereinafter collectively referred to as the
"ASBE") and its application guidance, interpretations, and other relevant regulations, as well as the
disclosure requirements of the China Securities Regulatory Commission's (hereinafter collectively
referred to as the ") General Provisions of Financial Reports - No. 15 - Rules on the Information Disclosure
of Companies Issuing Securities (revised in 2023), based on actual transactions and events.
Applicable □ N/A
The Group evaluated its ability to continue as a going concern for the twelve months ended December
going concern. The financial statements are presented on a going concern basis.
V. Significant Accounting Policies and Accounting Estimates
Specific accounting policies and accounting estimates
Applicable □ N/A
The preparation of financial statements requires the management of the Group to make estimates and
assumptions that affect the application of accounting policies and the amounts of assets, liabilities, income,
and expenses. Actual results may differ from these estimates. The Group's management continually
evaluates its judgment regarding critical assumptions and uncertainties involved in making estimates. The
effects of changes in accounting estimates are recognized in the period in which the estimate is changed
and in future periods.
The following accounting estimates and critical assumptions have a significant risk of causing a
material adjustment to the book value of assets and liabilities in future periods.
(1) Revenue recognition
Under the new revenue standard, the Group recognizes revenue from construction contracts over a
period of time. The recognition of revenue and profit from construction depends on the Group's estimation
of the outcome of the contract and the progress of performance. If the actual amount of total revenues and
total costs incurred is higher or lower than management's estimates, it will affect the amount of revenue
and profit recognized by the Group in future periods;
(2) Impairment of receivables and contract assets
The Group used the expected credit loss model to assess the impairment of financial instruments
since January 1, 2019. The application of the expected credit loss model requires significant judgments
and estimates that take into account all reasonable and supportable information, including forward-looking
information. In making such judgments and estimates, the Group extrapolates the expected changes in the
credit risk of debtors based on historical repayment data and factors such as economic policies,
macroeconomic indicators, and industry risks. Therefore, the amount of provision for impairment of
receivables and contract assets may change in accordance with the changes in the above estimates, and the
adjustments to the provision for impairment of receivables and contract assets will affect the profit or loss
in the period in which the estimates are changed.
(3) Accounting estimates for provision for impairment of fixed assets and investment properties
The Group performs impairment tests on fixed assets such as buildings, machinery and equipment,
and investment properties at the balance sheet date if there is any indication of impairment. The
recoverable amount of property, plant and equipment and investment properties is the higher of the present
value of estimated future cash flows and the fair value of the assets less costs of disposal, which requires
the use of accounting estimates.
If management revises the gross margins used in the calculation of future cash flows for asset groups
and portfolios of asset groups and the revised gross margins are lower than the currently used gross
margins, the Group is required to increase the provision for impairment for property, plant and equipment
and investment properties.
If the pre-tax discount rate used for discounting cash flows is revised by the management and the
revised pre-tax discount rate is higher than the current rate, the Group is required to make additional
provision for impairment of fixed assets and investment properties.
If the actual gross profit margin or pre-tax discount rate is higher or lower than the management's
estimate, the Group cannot reverse the provision for impairment of fixed assets and investment properties.
(4) Useful lives of fixed assets and investment properties
The Group reviews the estimated useful lives of fixed assets and investment properties at least
annually at the end of each year. The estimated useful lives are determined by the management based on
historical experience of similar assets, reference to estimates generally used in the industry, and expected
technological updates. Depreciation and amortization expenses for future periods are adjusted accordingly
when there is a significant change in the previous estimates.
(5) Income tax expense
The Group recognizes current and deferred taxes in profit or loss, except for those arising from
business combinations and transactions or events directly attributable to owners' equity (including other
comprehensive income).
Current income tax is the expected income tax payable calculated on the basis of the taxable income
for the year at the rates specified in the tax law, plus adjustments to prior years' income tax payable. At
the balance sheet date, if the Group has a legal right to settle on a net basis and intends to settle on a net
basis, or to acquire assets and settle liabilities simultaneously, current income tax assets and current
income tax liabilities are shown net of tax. Deferred tax assets and deferred tax liabilities are recognized
for deductible temporary differences and taxable temporary differences, respectively. A temporary
difference is the difference between the book value of an asset or liability and its tax basis, including
deductible losses and tax credits that can be carried forward to future years. Deferred tax assets are
recognized to the extent that it is probable that taxable income will be available against which the
deductible temporary differences can be utilized. Deferred tax is not recognized for temporary differences
arising from transactions that are not part of a business combination and that at the time of the transaction
affect neither the accounting profit nor taxable income (or deductible losses). At the balance sheet date,
the Group measures the book value of deferred tax assets and liabilities based on the expected manner of
recovering or settling those assets and liabilities, in accordance with enacted tax laws, at the tax rates that
are expected to apply to the period when the assets are recovered or the liabilities are settled. The book
value of deferred tax assets is reviewed at the balance sheet date. The book value of deferred tax assets is
written down to the extent that it is more likely than not that sufficient taxable income will not be available
to allow the benefit of the deferred tax assets to be realized in future periods. When it is more likely than
not that sufficient taxable income will be available to offset the deferred tax assets, the amount written
down is reversed.
On the balance sheet date, deferred tax assets and liabilities are netted out when the following
conditions are met:
A taxable entity has a legal right to settle current income tax assets and current income tax liabilities
on a net basis;
Deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority
on the same taxable entity or on different taxable entities, provided that in each future period in which
significant deferred tax assets and liabilities reverse, the taxable entity intends to settle the current tax
assets and liabilities on a net basis, or to realize the assets and settle the liabilities simultaneously.
The financial statements prepared by the Company comply with the requirements of the ASBE and give
a true and complete account of the Company’s financial position, operating results, changes in
shareholders’ equity, cash flows, and other relevant information.
The Company’s fiscal year begins on January 1 and ends on December 31 of the Gregorian calendar.
Applicable □ N/A
The Group uses 12 months as the business cycle and the criteria for classifying the liquidity of assets and
liabilities.
The Group and its Chinese subsidiaries use Renminbi ("RMB") as the local recording currency; Acter
International Limited ("Acter (Hong Kong)") uses United States dollars ("USD") as the local recording
currency; Acter Technology Singapore Pte. Ltd ("Acter (Singapore)") is denominated in Singapore dollars
(“SGD”); PT Acter Technology Indonesia ("Acter (Indonesia)") and PT Acter Integration Technology
Indonesia ("Indonesia Joint Venture") are denominated in Indonesian Rupiah (“IDR”); Acter Technology
Malaysia Sdn. Bhd ("Acter (Malaysia)") is denominated in MYR and Sheng Huei Engineering Technology
Company Limited ("Sheng Huei (Vietnam)") is denominated in VND; Acter Technology Company
Limited ("Acter (Thailand)") uses THB as its local currency. The Group and its subsidiaries have selected
the local recording currencies based on the currency of valuation and settlement of major business receipts
and expenditures. Some subsidiaries of the Group have adopted currencies other than the Group's local
currency as their local currency, and the foreign currency financial statements of these subsidiaries have
been translated in accordance with this Section V.10 in the preparation of these financial statements.
Applicable □ N/A
Item Materiality Criteria
Significant accounts payable with an age of Individual amount exceeding RMB 3 million
more than one year
Important prepaid accounts with an age of Individual amount exceeding RMB 1 million
more than one year
Applicable □ N/A
(1) Business combination under the same control
Assets and liabilities acquired by the Group as a consolidated party in a business combination under
the same control are measured at the book value of the party being consolidated in the consolidated
statements of the party ultimately in control at the date of consolidation. The difference between the book
value of net assets acquired and the book value of the consideration paid for the merger is adjusted to
capital surplus; if the capital surplus is not sufficient to cover the difference, it is adjusted to retained
earnings.
(2) Business combination not under common control
A business combination under non-identical control occurs when the parties involved in the
combination are not under the ultimate control of the same party or parties before and after the combination.
Identifiable assets, liabilities, and contingent liabilities of the acquiree acquired in a business combination
not under common control are measured at fair value at the acquisition date. The cost of consolidation is
the sum of the fair values of cash or non-cash assets paid, liabilities issued or assumed, and equity
securities issued by the Group at the date of acquisition for the purpose of obtaining control over the
acquiree, as well as all directly related expenses incurred in the business combination (for business
combinations effected in stages through multiple transactions, the cost of consolidation is the sum of the
costs of each individual transaction). If the cost of combination is greater than the fair value of the
acquiree's identifiable net assets, goodwill is recognized. If the cost of combination is less than the fair
value of the acquiree's identifiable net assets, the fair value of the identifiable assets, liabilities, and
contingent liabilities acquired in the combination as well as the fair value of the non-cash assets or equity
securities issued as consideration for the combination are first reviewed. If, after the review, the cost of
consolidation is still less than the fair value of the net identifiable assets of the acquiree, the difference is
recognized as non-operating revenue in the period of consolidation.
Applicable □ N/A
The scope of consolidation of the Group's consolidated financial statements is determined on the
basis of control, which includes the Company and all subsidiaries controlled by the Company (including
enterprises, divisible parts of invested entities and structured entities controlled by enterprises, etc.). The
Group determines control on the basis of the Group's power over an investee, the Group's ability to earn
variable returns from participating in the investee's activities, and the Group's ability to exercise its power
over the investee to affect the amount of the investee's returns.
In the preparation of consolidated financial statements, if the subsidiaries adopt accounting policies
or accounting periods that are different from those of the Company, the subsidiaries' financial statements
shall be adjusted as necessary in accordance with the Company's accounting policies or accounting
periods.
The effects on the consolidated financial statements of internal transactions between the Company
and its subsidiaries and between subsidiaries are eliminated on consolidation. The share of ownership
interest of subsidiaries that is not attributable to the parent company and the share of net profit or loss,
other comprehensive income and total comprehensive income that is attributable to minority interests are
presented in the consolidated financial statements under the headings of "Minority interests, minority
interests in profit or loss, other comprehensive income attributable to minorities and total comprehensive
income attributable to minorities", respectively.
The results of operations and cash flows of subsidiaries acquired in a business combination under
the same control are included in the consolidated financial statements from the beginning of the period
in which the combination occurs. In preparing the comparative consolidated financial statements,
adjustments are made to the relevant items in the prior year's financial statements, and the consolidated
entity is deemed to have been in existence since the point in time when the ultimate controlling party
began to exercise control.
For subsidiaries acquired in a business combination not under common control, the results of
operations and cash flows are included in the consolidated financial statements from the date the Group
obtains control. In preparing the consolidated financial statements, the financial statements of subsidiaries
are adjusted on the basis of the fair value of each identifiable asset, liability, and contingent liability
determined at the date of purchase.
Applicable □ N/A
The Group's joint venture arrangements include joint operations and joint ventures. Joint operation
refers to a joint arrangement in which the parties to the arrangement are entitled to the assets and bear the
liabilities related to the arrangement. A joint venture is a joint arrangement in which the joint venturers
have rights only to the net assets of the arrangement.
For joint ventures, the Group recognizes assets held and liabilities assumed individually or in
proportion to the assets held and liabilities assumed by the Group as a joint venturer, and recognizes
revenues and expenses individually or in proportion to the relevant agreements. When a joint venture
enters into a transaction for the purchase or sale of an asset that does not constitute part of the business,
only the portion of the gain or loss arising from the transaction that is attributable to the other participants
in the joint venture is recognized.
For the purposes of the Group’s cash flow statement, cash comprises cash on hand and deposits available
for immediate payment. Cash equivalents are investments with a maturity of no more than three months,
highly liquid, readily convertible to a known amount of cash, and subject to an insignificant risk of changes
in value.
Applicable □ N/A
(1) Foreign currency transactions
The Group's foreign currency transactions are translated into RMB at the spot exchange rate on the
date of the transaction. At the balance sheet date, foreign currency monetary items are translated into RMB
using the spot exchange rate at the balance sheet date, and the resulting translation differences are
recognized directly in current profit or loss, except for exchange differences arising from special loans in
foreign currencies for the purpose of purchasing, constructing, or producing assets eligible for
capitalization, which are dealt with in accordance with the principle of capitalization. Non-monetary items
carried at fair value that are denominated in foreign currencies are translated using spot exchange rates at
the date when the fair value is determined, and the difference between the translated amount in the local
currency of the account and the original amount in the local currency of the account is treated as a change
in fair value (including exchange rate changes) and recognized in profit or loss for the period. Capital
received from investors in foreign currencies is translated using the spot exchange rate on the date when
the transaction occurs, and the difference in the translated amount between the invested capital in foreign
currencies and the corresponding local currency of the monetary items does not result in a difference
between the foreign-currency capital and the corresponding local currency of the monetary items.
(2) Translation of foreign currency financial statements
Assets and liabilities in the foreign currency balance sheet are translated at the spot exchange rate at
the balance sheet date; owners' equity items, except for "undistributed profits", are translated at the spot
exchange rate at the time of occurrence of the business; and income and expenses in the income statement
are translated at the spot exchange rate at the date of occurrence of the transaction. Translation differences
arising from the above translations are recognized in other comprehensive income. Cash flows in foreign
currencies are translated using the spot exchange rate on the date of cash flows. The effect of exchange
rate changes on cash is shown separately in the statement of cash flows.
Applicable □ N/A
The Group recognizes a financial asset or a financial liability when it becomes a party to a financial
instrument contract.
The effective interest method is a method of calculating the amortized cost of a financial asset or a
financial liability and of allocating interest income or interest expense over the accounting period.
The effective interest rate is the rate that exactly discounts estimated future cash flows through the
expected life of the financial asset or financial liability to the book balance of the financial asset or the
amortized cost of the financial liability. In determining the effective interest rate, the expected cash flows
are estimated by taking into account all contractual terms of the financial assets or liabilities (e.g. early
repayment, rollover, call option or other similar options, etc.), but not the expected credit losses.
The amortized cost of a financial asset or a financial liability is the initial recognized amount of the
financial asset or the financial liability, less the principal repaid, plus or minus the cumulative amortization
using the effective interest rate method to amortize the difference between the initial recognized amount
and the maturity amount, and less the cumulative loss allowance (only applicable to financial assets).
(1) Classification, recognition and measurement of financial assets
The Group classifies financial assets into the following three categories based on the business model
of the financial assets under management and the contractual cash flow characteristics of the financial
assets:
Financial assets are measured at fair value on initial recognition, except for accounts receivable or
bills receivable arising from the sale of goods or provision of services, etc., which do not contain
significant financing components or do not take into account the financing components that are not more
than one year old, which are measured initially at the transaction price.
For financial assets at fair value through profit or loss (FVTPL), transaction costs are recognized
directly in profit or loss, while transaction costs related to other types of financial assets are recognized in
their initial recognition amounts.
Subsequent measurement of financial assets depends on their classification. All affected financial
assets are reclassified when, and only when, the Group changes its business model for managing financial
assets.
The Group classifies a financial asset as amortized cost if the contractual terms of the financial asset
stipulate that the only cash flows to be generated at a specific date will be payments of principal and
interest based on the amount of principal outstanding, and the business model for managing the financial
asset is to collect the contractual cash flows. The Group recognizes interest income on these financial
assets using the effective interest method, partially measured at amortized cost, bills receivable, accounts
receivable, other receivables, investments in debt securities, and long-term receivables.
The Group uses the effective interest rate method to recognize interest income on these financial
assets, which are subsequently measured at amortized cost. Gains or losses arising from impairment or
derecognition or modification of such financial assets are recognized in current profit or loss. The Group
determines interest income by multiplying the book balance of the financial assets by the effective interest
rate, except in the following cases.
a. For financial assets acquired or originated that are impaired, the Group determines interest income
on the basis of the amortized cost of the financial assets and the effective interest rate adjusted for
creditworthiness from the initial recognition of the financial assets.
b. For financial assets acquired or originated without credit impairment that become impaired in a
subsequent period, the Group determines interest income in the subsequent period based on the amortized
cost of the financial assets and the effective interest rate. If, in a subsequent period, the credit risk of a
financial instrument has improved and the financial instrument is no longer impaired, the Group calculates
interest income by multiplying the effective interest rate by the book value of the financial asset.
If the contractual terms of a financial asset stipulate that the cash flows to be generated at a specific
date will consist solely of payments of principal and interest based on the outstanding principal amount,
and the business model for managing the financial asset is based on the objective of collecting the
contractual cash flows as well as the objective of selling the financial asset, the Group classifies the
financial asset as the financial asset at fair value through other comprehensive income (FVOCI).
The Group recognizes interest income on such financial assets using the effective interest method.
Changes in fair value are recognized in other comprehensive income, except for interest income,
impairment losses, and exchange differences, which are recognized in profit or loss. When the financial
assets are derecognized, the cumulative gain or loss previously recognized in other comprehensive income
is transferred from other comprehensive income and recognized in profit or loss.
Bills receivable and accounts receivable at fair value through other comprehensive income (FVOCI)
are presented as receivables financing, and other financial assets are presented as other creditor’s right
investments, of which. Other debt investments maturing within one year from the balance sheet date are
presented as non-current assets with maturity of less than one year, and other debt investments with
original maturity of less than one year are presented as other current assets.
On initial recognition, the Group may irrevocably designate investments in non-trading equity
instruments as financial assets at fair value through other comprehensive income (FVOCI) on an individual
financial asset basis.
Changes in the fair value of such financial assets are recognized in other comprehensive income and
no provision for impairment is required. Upon derecognition of the financial assets, the cumulative gain
or loss previously recognized in other comprehensive income is transferred from other comprehensive
income to retained earnings.
The Group recognizes dividend income and recognizes it in profit or loss when the Group's right to
receive dividends has been established, it is probable that the economic benefits associated with the
dividends will flow to the Group and the amount of dividends can be measured reliably in the period in
which the Group holds the investment in the equity instrument. The Group reports such financial assets
under investments in other equity instruments.
Investments in equity instruments are classified as financial assets at fair value through profit or loss
(FVTPL) if they meet one of the following conditions: the financial asset is acquired principally for the
purpose of selling in the near future; it is part of a centrally managed portfolio of identifiable financial
assets at initial recognition, and there is objective evidence that a pattern of short-term profit-taking
actually exists in the near future; and it is a derivative (except for derivatives that meet the definition of a
financial guarantee contract and are designated as effective hedging instruments).
Financial assets that do not meet the criteria for classification as financial assets at amortized cost or
at fair value through other comprehensive income and are not designated as fair value through other
comprehensive income are classified as financial assets at fair value through profit or loss (FVTPL).
The Group uses fair value for subsequent measurement of these financial assets, and recognizes gains
or losses arising from changes in fair value, as well as dividend and interest income related to these
financial assets in current profit or loss.
The Group reports these financial assets under the items of trading financial assets and other non-
current financial assets according to their liquidity.
At initial recognition, the Group may irrevocably designate financial assets as financial assets at fair
value through profit or loss (FVTPL) on an individual basis in order to eliminate or significantly reduce
accounting mismatches.
If a hybrid contract contains one or more embedded derivatives and the host contract is not one of
the above financial assets, the Group may designate the entire contract as a financial instrument at fair
value through profit or loss. However, except for the following situations:
a. The embedded derivatives will not materially alter the cash flows of the hybrid contract.
b. When determining for the first time whether a similar hybrid contract needs to be unbundled, little
analysis is required to clarify that the embedded derivatives it contains shall not be unbundled. For
example, if the embedded loan has an early repayment right that allows the holder to repay the loan early
at an amount close to amortized cost, the early repayment right does not need to be spun off.
The Group uses fair value for subsequent measurement of these financial assets, and recognizes gains
or losses arising from changes in fair value, as well as dividend and interest income related to these
financial assets in current profit or loss.
The Group reports these financial assets under the items of trading financial assets and other non-
current financial assets according to their liquidity.
(2) Classification, recognition and measurement of financial liabilities
The Group classifies a financial instrument or its component parts as a financial liability or an equity
instrument upon initial recognition based on the contractual terms of the financial instrument issued and
the economic substance reflected therein rather than in legal form only, taking into account the definitions
of financial liabilities and equity instruments. Financial liabilities are classified on initial recognition as
financial liabilities at fair value through profit or loss (FVTPL), other financial liabilities, and derivatives
designated as effective hedging instruments.
Financial liabilities are measured at fair value on initial recognition. For financial liabilities at fair
value through profit or loss (FVTPL), transaction costs are recognized directly in profit or loss; for other
types of financial liabilities, transaction costs are recognized in the initial recognition amount.
The subsequent measurement of financial liabilities depends on their classification.
Financial liabilities at fair value through profit or loss (FVTPL) include trading financial liabilities
(including derivatives that are financial liabilities) and financial liabilities at fair value through profit or
loss (FVTPL) on initial recognition.
Financial liabilities are classified as the trading financial liabilities if they meet one of the following
conditions: they are assumed principally for the purpose of selling or repurchasing in the near future; they
are part of a centrally managed portfolio of identifiable financial instruments and there is objective
evidence that the enterprise has recently adopted a short-term profit-taking model; they are derivatives,
except for those designated as effective hedging instruments and those subject to financial guarantee
contracts. Trading financial liabilities (including derivatives that are financial liabilities) are subsequently
measured at fair value, with all changes in fair value recognized in profit or loss, except for those related
to hedge accounting.
At initial recognition, in order to provide more relevant accounting information, the Group
irrevocably designates financial liabilities as financial liabilities at fair value through profit or loss (FVTPL)
if they meet one of the following conditions:
a. Eliminating or significantly reducing accounting mismatches.
b. Managing and evaluating the performance of a portfolio of financial liabilities or a portfolio of
financial assets and financial liabilities on a fair value basis in accordance with an enterprise risk
management or investment strategy as set out in a formal written document, and reporting to key
management personnel within the enterprise on this basis.
The Group subsequently measures such financial liabilities at fair value, with changes in fair value
recognized in profit or loss, except for changes in fair value arising from changes in the Group's own credit
risk, which are recognized in other comprehensive income. The Group recognizes all fair value changes
(including the effect of changes in the Group's own credit risk) in profit or loss, unless the recognition of
fair value changes in other comprehensive income caused by changes in the Group's own credit risk would
result in an accounting mismatch in profit or loss or would magnify the accounting mismatch in profit or
loss.
(2) Other financial liabilities
Except for the following items, the Company classifies its financial liabilities as financial liabilities
measured at amortized cost, which are subsequently measured at amortized cost using the effective interest
method, with gains or losses arising from derecognition or amortization recognized in current profit or
loss.
a. Financial liabilities at fair value through profit or loss (FVTPL).
b. Financial liabilities resulting from transfers of financial assets that do not meet the conditions for
derecognition or from continuing involvement in the transferred financial assets.
c. Financial guarantee contracts that do not fall into the first two categories of this article, and loan
commitments to lend at below-market interest rates that do not fall into category 1) of this article.
A financial guarantee contract is a contract that requires the issuer to pay a specified amount of money
to the holder of the contract who suffers a loss when a specified debtor fails to make payments when due
in accordance with the terms of the original or modified debt instrument. Financial guarantee contracts
that are not financial liabilities designated as fair value through profit or loss are measured at the higher
of the amount of the allowance for losses and the amount initially recognized net of accumulated
amortization over the guarantee period after initial recognition.
(3) Derecognition of financial assets and financial liabilities
the following conditions is met.
a. The contractual right to receive cash flows from the financial asset is terminated.
b. The financial asset is transferred, and the transfer meets the requirements for derecognition of
financial assets.
A financial liability (or a portion of a financial liability) is derecognized when the present obligation
of the financial liability (or the portion of the financial liability) has been discharged.
If the Group enters into an agreement with the lender to replace the original financial liability by
assuming a new financial liability, and the contractual terms of the new financial liability are substantially
different from those of the original financial liability, or the contractual terms of the original financial
liability (or a portion thereof) are substantially modified, the original financial liability is derecognized
and a new financial liability is recognized at the same time. The difference between the book value and
the consideration paid (including non-cash assets transferred or liabilities assumed) is recognized in profit
or loss.
When the Group repurchases a portion of a financial liability, the Group allocates the book value of
the financial liability as a whole according to the proportion that the fair value of the continuing portion
and the derecognized portion of the financial liability bears to the fair value of the financial liability as a
whole at the date of buyback. The difference between the book value allocated to the derecognized portion
and the consideration paid (including non-cash assets transferred or liabilities assumed) shall be
recognized in profit or loss.
(4) Basis of recognition and measurement of transfer of financial assets
The Group assesses the extent to which it retains the risks and rewards of ownership of a financial
asset when a transfer of a financial asset occurs and handles the transfer in each of the following situations:
financial asset is derecognized and the rights and obligations arising from or retained in the transfer are
separately recognized as assets or liabilities.
financial asset continues to be recognized.
are retained (i.e., in cases other than those in 1) and 2)), the financial asset is recognized and treated as
follows, depending on whether or not control over the financial asset is retained:
a. If control over the financial asset is not retained, the financial asset is derecognized and the rights
and obligations arising from or retained in the transfer are recognized separately as assets or liabilities.
b. If control over the financial asset is retained, the financial asset continues to be recognized to the
extent of its continuing involvement in the transferred financial asset, and the related liability is recognized
accordingly. The extent to which the Group continues to be involved in the transferred financial asset is
the extent to which it bears the risk or rewards of changes in the value of the transferred financial asset.
In determining whether a transfer of financial assets meets the above conditions for derecognition of
financial assets, the principle of substance over form is applied.
The Company distinguishes between transfers of financial assets as a whole and partial transfers of
financial assets:
between the following two amounts is recognized in profit or loss:
a. The book value of the transferred financial asset at the date of derecognition.
b. The sum of the consideration received for the transfer of the financial asset and the amount of the
derecognized portion of the cumulative change in the fair value of the transferred financial asset that is
recognized in other comprehensive income (the transferred financial asset is a financial asset at fair value
through other comprehensive income).
derecognition, the book value of the financial asset as a whole before the transfer is apportioned between
the derecognized part and the derecognized part (in which case, the retained service asset shall be regarded
as a part of the derecognized financial asset) in accordance with their respective relative fair values at the
date of transfer, and the difference between the following amounts is recognized in current profit or loss:
a. The book value of the derecognized portion at the date of derecognition.
b. The sum of the consideration received for the derecognized portion and the amount corresponding
to the derecognized portion of the cumulative changes in fair value previously recognized in other
comprehensive income (involving transfers of financial assets at fair value through other comprehensive
income (FVOCI)).
If the transfer of a financial asset does not meet the conditions for derecognition, the financial asset
continues to be recognized, and the consideration received is recognized as a financial liability.
(5) Methods of determining the fair value of financial assets and liabilities
The fair value of a financial asset or a financial liability for which there is an active market is
determined using quoted prices in an active market, unless there is a period of restriction on the sale of the
financial asset. The fair value of a financial asset that is subject to a sales restriction on the asset itself is
determined based on quoted prices in an active market, less the amount of compensation that a market
participant would require to assume the risk of not being able to sell the financial asset in the open market
within a specified period of time. Quoted prices in active markets include quoted prices for the relevant
assets or liabilities that are readily and regularly available from exchanges, dealers, brokers, industry
groups, pricing agencies, or regulatory bodies, etc., and that are representative of actual and regularly
occurring market transactions on an arm's length basis.
The fair value of financial assets or liabilities that are initially acquired or derived from financial
assets or liabilities assumed is determined on the basis of quoted market prices.
The fair value of financial assets or financial liabilities for which no active market exists is determined
using valuation techniques. In valuing financial assets or financial liabilities, the Group uses valuation
techniques that are appropriate in the circumstances and supported by sufficient available data and other
information, and selects inputs that are consistent with the characteristics of the assets or liabilities that
would be considered by a market participant in a transaction for the relevant assets or liabilities, giving
priority to the use of relevant observable inputs where possible. Unobservable inputs are used where
relevant observable inputs are not available or practicable to obtain.
(6) Impairment of financial instruments
The Group applies impairment accounting for financial assets carried at amortized cost, financial
assets classified as fair value through other comprehensive income, lease receivables, contract assets, loan
commitments that are not financial liabilities at fair value through profit or loss (FVTPL), financial
liabilities that are not financial liabilities at fair value through profit or loss (FVTPL), and financial
guarantee contracts that do not meet the conditions for derecognition due to the transfer of financial assets
or financial liabilities arising from continued involvement in the transferred financial assets, based on
expected credit losses, and recognizes a loss provision.
Expected credit losses are the weighted average of credit losses on financial instruments that are
weighted by the risk of default. Credit loss is the difference between all contractual cash flows receivable
and all cash flows expected to be received by the Group under the contract, discounted at the original
effective interest rate, i.e. the present value of all cash shortfalls. Financial assets purchased or originated
by the Group that are credit-impaired are discounted at the financial asset's credit-adjusted effective
interest rate.
For receivables, contract assets, and lease receivables arising from transactions governed by the
Income Standards, the Group applies a simplified measurement approach and measures the allowance for
losses as an amount equal to the expected credit losses over the life of the asset.
For purchased or originated financial assets that are impaired, only the cumulative change in expected
credit losses over the life of the asset since initial recognition is recognized as a loss allowance at the
balance sheet date. At each balance sheet date, the amount of the change in expected credit losses for the
entire duration of the asset is recognized as an impairment loss or gain in profit or loss. Even if the expected
credit losses determined at that balance sheet date are less than the amount of expected credit losses
reflected in the estimated cash flows at the time of initial recognition, the favorable change in expected
credit losses is recognized as an impairment gain.
For financial assets other than the above simplified measurement method and purchased or originated
financial assets that have been impaired, the Group assesses at each balance sheet date whether the credit
risk of the relevant financial instruments has increased significantly since initial recognition, and measures
the allowance for losses, recognizes expected credit losses, and the changes in expected credit losses in
accordance with the following scenarios:
and is in the first stage, the allowance for losses is measured at an amount equal to the expected credit
losses of the financial instrument in the next 12 months, and interest income is calculated on the basis of
the book balance and the effective interest rate.
credit impairment has not yet occurred, in the second stage, the Group measures the allowance for losses
at an amount equal to the expected credit losses for the entire duration of the financial instrument and
calculates interest income based on the book value and the effective interest rate.
measures the allowance for credit losses at an amount equal to the expected credit losses over the life of
the financial instrument and calculates interest income at amortized cost and effective interest rate.
Any increase or reversal of the allowance for credit losses on financial instruments is recognized as
an impairment loss or gain in profit or loss. The allowance for credit losses is offset against the book value
of the financial asset, except for financial assets classified as fair value through other comprehensive
income. For financial assets classified as fair value through other comprehensive income, the Group
recognizes the allowance for credit losses in other comprehensive income, which does not reduce the book
value of the financial assets in the balance sheet.
If the Group has measured the allowance for losses in a previous accounting period at an amount
equal to the expected credit losses over the entire life of the financial instrument, but at the current balance
sheet date the financial instrument no longer represents a significant increase in credit risk since initial
recognition, the Group measures the allowance for losses for the financial instrument at an amount equal
to the expected credit losses over the next 12 months at the current balance sheet date. The reversal of the
resulting loss provision is recognized as an impairment loss.
The Group uses available reasonable and reliable forward-looking information to determine whether
there has been a significant increase in the credit risk of a financial instrument since initial recognition by
comparing the risk of default at the balance sheet date with the risk of default at the date of initial
recognition. For financial guarantee contracts, the Group applies the provisions for impairment of financial
instruments by considering the date on which the Group became a party to the irrevocable commitment as
the initial recognition date.
The Group considers the following factors when assessing whether there has been a significant
increase in credit risk:
a. Whether there has been a significant change in the debtor's operating results, actual or expected;
b. Whether there has been a significant adverse change in the regulatory, economic, or technological
environment in which the debtor operates;
c. Whether there has been a significant change in the value of the collateral pledged as security for
the debt, or in the quality of guarantees or credit enhancements provided by third parties, which is expected
to reduce the debtor's financial incentive to repay the debtor within the contractual timeframe or affect the
probability of default; and
d. Whether there has been a significant change in the debtor's expected performance and repayment
behavior;
e. Changes in the Group's approach to credit management of financial instruments.
At the balance sheet date, if the Group determines that a financial instrument has only low credit risk,
the Group assumes that there has been no significant increase in the credit risk of the financial instrument
since initial recognition. A financial instrument is considered to have low credit risk if the risk of default
is low, the borrower's ability to meet its contractual cash flow obligations in the short term is high, and the
borrower's ability to meet its contractual cash flow obligations may not necessarily be reduced by
unfavorable changes in the economic situation and business environment in the long term.
A financial asset is impaired when one or more events that have an adverse effect on the expected
future cash flows of the financial asset occur. Evidence that a financial asset is impaired includes
observable information such as
a. Significant financial difficulty of the issuer or debtor; or
b. A breach of contract by the debtor, such as a default or delinquency in interest or principal
payments; or
c. The creditor has made concessions to the debtor that the debtor would not have made otherwise
because of economic or contractual considerations related to the debtor's financial difficulties;
d. The debtor is likely to enter into bankruptcy or other financial reorganization;
e. The disappearance of an active market for the financial asset as a result of financial difficulties of
the issuer or the debtor; or
f. A financial asset is purchased or acquired at a significant discount that reflects the fact that a credit
loss has been incurred.
The occurrence of a credit impairment of a financial asset may be the result of a combination of
events and not necessarily the result of separately identifiable events.
The Group assesses expected credit losses on financial instruments on an individual and portfolio
basis. In assessing expected credit losses, the Group takes into account reasonable and supportable
information about past events, current conditions, and forecasts of future economic conditions.
The Group categorizes financial instruments into different portfolios based on common credit risk
characteristics. The common credit risk characteristics adopted by the Group include: aging portfolio,
construction bidding deposit, receivables within the scope of consolidation, etc. The individual evaluation
criteria and portfolio credit risk characteristics of related financial instruments are described in the
accounting policies of related financial instruments.
The Group determines the expected credit losses of related financial instruments in accordance with
the following methods.
a. For financial assets, credit losses represent the present value of the difference between the
contractual cash flows to be received by the Group and the cash flows expected to be received.
b. For lease receivables, the credit loss is the present value of the difference between the contractual
cash flows to be received by the Group and the cash flows expected to be received.
c. For financial guarantee contracts, the credit loss is the present value of the difference between the
amount the Group expects to pay to the holder of the contract in respect of credit losses incurred by the
holder of the contract, less the amount the Group expects to collect from the holder of the contract, the
debtor or any other party.
d. For financial assets that are impaired at the balance sheet date but not purchased or originated, the
credit loss is the difference between the book balance of the financial asset and the present value of the
estimated future cash flows discounted at the original effective interest rate.
The Group's method of measuring expected credit losses on financial instruments reflects factors
such as: an unbiased, probability-weighted average amount determined by evaluating a range of possible
outcomes; the time value of money; and reasonable and substantiated information about past events,
current conditions, and projections of future economic conditions that is available at the balance sheet date
without undue additional cost or effort.
When the Group no longer has a reasonable expectation that the contractual cash flows of a financial
asset will be recovered in whole or in part, the book value of the financial asset is written down directly.
Such write-downs constitute derecognition of the related financial assets.
(7) Offsetting financial assets and financial liabilities
Financial assets and financial liabilities are presented separately in the balance sheet and are not offset.
However, if the following conditions are met, they are presented in the balance sheet as net amounts after
offsetting:
enforceable; and
liability at the same time.
Applicable □ N/A
Categories of bad debt provision according to credit risk characteristics and the basis of
determination
Applicable □ N/A
When sufficient evidence of expected credit losses cannot be assessed at a reasonable cost at the level
of individual instruments, the Group classifies bills receivable into certain portfolios based on credit risk
characteristics with reference to historical credit loss experience, current conditions, and judgment of
future economic conditions, and calculates expected credit losses on a portfolio basis. The basis for
determining the portfolio is as follows:
Risk portfolio Basis of portfolio determination Method of calculation
The risk characteristics of
commercial acceptances are Expected credit losses are
Commercial acceptances
substantially the same as those of accrued by reference to accounts
(Portfolio 1)
accounts receivable for similar receivable.
contracts.
The acceptors have high
credit ratings, no historical Expected credit losses are
defaults, very low risk of credit measured based on historical
Bank acceptance bill portfolio
loss, and strong ability to fulfill credit loss experience, current
(Portfolio 2)
their obligations to pay conditions, and expectations of
contractual cash flows in the short future economic conditions.
term.
Aging method for recognizing a portfolio of credit risk characteristics based on the age of the
accounts.
Applicable □ N/A
For commercial paper receivables, the expected credit loss accrual method is based on the bad debt
policy for accounts receivable, and the aging point of commercial paper receivables is retroactively
adjusted to the aging point of the corresponding accounts receivable.
Judgmental criteria for individual provisioning according to individual provisioning for bad
debts
Applicable □ N/A
If there is objective evidence that an item is impaired, the Group makes a provision for bad debts and
recognizes expected credit losses for that item.
Applicable □ N/A
Categories of bad debt provision according to credit risk characteristics and the basis of
determination
Applicable □ N/A
The Group provides for expected credit losses on an individual basis for accounts receivable with
significantly different credit risks from those of the portfolio. The Group determines credit losses
separately for receivables for which sufficient evidence of expected credit losses can be assessed at a
reasonable cost at the level of individual instruments.
When sufficient evidence of expected credit losses cannot be assessed at a reasonable cost for an
individual instrument, the Group divides accounts receivable into portfolios based on credit risk
characteristics by reference to historical credit loss experience, current conditions, and judgment of
future economic conditions, and calculates expected credit losses on the basis of the portfolios. The basis
for determining the portfolio is as follows:
Segmentation of Portfolio by Credit Risk Characteristics
Risk Portfolio
Based on Aging of Receivables
Portfolio of related party
The relationship between the receivable and the
transactions within the scope of
counterparty is used to characterize the credit risk.
consolidation
Provisioning Method for Bad Debts by Portfolio
Risk portfolio (Portfolio 1) Provision for bad debts by aging analysis method
Portfolio of related party
Unless there is evidence of impairment, no provision for
transactions within the scope of
bad debts is generally made.
consolidation (Portfolio 2)
Aging method for recognizing a portfolio of credit risk characteristics based on the age of the
accounts.
Applicable □ N/A
The Group combines accounts receivable classified as risky portfolios with similar credit risk
characteristics (aging) and estimates the accrual proportion of bad debt for such accounts receivable
based on all reasonable and supportable information, including forward-looking information.
The following is a table comparing the aging of the accounts receivable - credit risk characteristics
portfolio with the expected credit loss rate over the entire life of the portfolio:
Expected Credit Loss Rate of Accounts
Aging
Receivable (%)
Above 5 years 100.00
Determination of bad debt provisioning according to individual items Individual item
provisioning judgment criteria
Applicable □ N/A
If there is objective evidence that a receivable is impaired, the Group makes a separate provision for bad
debts and recognizes expected credit losses on that receivable.
Applicable □ N/A
Categories of bad debt provision according to credit risk characteristics and the basis of
determination
Applicable □ N/A
For details of the Group's method of determining expected credit losses on receivables financing and
accounting treatment, please refer to this Section V.11. (6) Impairment of financial instruments.
Aging method for recognizing a portfolio of credit risk characteristics based on the age of the
accounts.
Applicable □ N/A
For receivable financing classified as a portfolio, the Group calculates the expected credit losses by
referring to the historical credit loss experience, taking into account the current situation and the forecast
of the future economic situation, through the default risk exposure and the expected credit loss rate for the
entire duration.
Judgmental criteria for individual provisioning according to individual provisioning for bad
debts
Applicable □ N/A
Applicable □ N/A
Categories of bad debt provision according to credit risk characteristics and the basis of
determination
Applicable □ N/A
For other receivables, the Group is unable to obtain sufficient evidence of significant increase in
credit risk at a reasonable cost at the level of individual instruments, and it is feasible to assess whether
there is a significant increase in credit risk on a portfolio basis. Therefore, the Group groups other
receivables according to the type of financial instruments, credit risk ratings, initial recognition dates, and
remaining contractual maturities as the common risk characteristics and considers them on a portfolio
basis. The Group assesses whether there is a significant increase in credit risk.
To measure expected credit losses on a portfolio basis, the Group groups the expected credit loss
accrual proportion according to the corresponding aging credit risk characteristics.
Basis of Portfolio Determination
The Aging of Other Receivables is Used as the Credit Risk
Risk Portfolio
Characteristic to Classify the Portfolio
Portfolio of related party
The credit risk characteristics of other receivables are based
transactions within the scope of
on the relationship between the receivables and the counterparties.
consolidation
Portfolio of risk-free
The credit risk characteristics of other receivables are based
receivables such as social
on the nature of the receivables.
security receivables
Provisioning Method for Bad Debts by Portfolio
Risk Portfolio Provision for Bad Debts by Aging Analysis Method
Portfolio of risk-free
Unless there is evidence of impairment, no provision for bad
receivables such as social
debts is generally made.
security receivables
Portfolio of related party
Unless there is evidence of impairment, no provision for bad
transactions within the scope of
debts is generally made.
consolidation
Aging method for recognizing a portfolio of credit risk characteristics based on the age of the
accounts.
Applicable □ N/A
The Group combines other receivables classified as risky portfolios with similar credit risk
characteristics (aging) and estimates the accrual proportion of bad debt for such other receivables based
on all reasonable and supportable information, including forward-looking information.
A table comparing the aging of the other receivables - credit risk characteristics portfolio with the
expected credit loss rate over the entire duration is shown below:
Expected Credit Loss Rate of Other Receivables
Aging
(%)
Within 1 year (including 1 year) 5.00
Expected Credit Loss Rate of Other Receivables
Aging
(%)
Above 5 years 100.00
Judgmental criteria for individual provisioning according to individual provisioning for bad
debts
Applicable □ N/A
Other receivables arising from non-operating low-risk businesses are individually impaired according
to the nature of the business.
For other receivables secured by mortgage, the original value less the recoverable value of the
collateral is recognized as the risk exposure for credit losses.
Applicable □ N/A
Categories of inventories, issue valuation method, inventory system, amortization method of
low-value consumables and packages
Applicable □ N/A
The actual cost of inventories issued is measured using the individual valuation method.
Recognition criteria and accrual method for provision for decline in value of inventories
Applicable □ N/A
Net realizable value is the estimated selling price of inventories in the ordinary course of business,
less estimated costs to be incurred to completion, estimated selling expenses and related taxes. The net
realizable value of inventories held for the purpose of executing sales or service contracts is calculated on
the basis of the contract price.
Categories and basis for determining the provision for decline in value of inventories based on
portfolios, and basis for determining the net realizable value of different categories of inventories
Applicable □ N/A
The net realizable value of inventories is determined on the basis of reliable evidence obtained, taking
into account the purpose of holding the inventories, the impact of events after the balance sheet date, and
other factors.
① The net realizable value of inventories held for sale, such as finished goods, merchandise, and
materials for sale, is determined as the estimated selling price of the inventories in the ordinary course of
production and operation, less estimated selling expenses and related taxes. The net realizable value of
inventories held for the purpose of executing sales contracts or labor contracts is measured at the contract
price; if the quantity of inventories held exceeds the quantity ordered under the sales contract, the net
realizable value of the excess quantity is measured at the normal selling price. The net realizable value of
materials for sale is measured at market price.
② The net realizable value of inventories of materials requiring processing is determined in the
normal course of production and operation by the estimated selling price of finished goods produced, less
estimated costs to be incurred until completion, estimated selling expenses, and related taxes. If the net
realizable value of finished goods produced from the materials is higher than the cost, the materials are
measured at cost; if the decrease in the price of the materials indicates that the net realizable value of the
finished goods is lower than the cost, the materials are measured at the net realizable value, and a provision
for decline in value of inventories is made for the difference.
③ Provision for decline in value of inventories is generally made on the basis of individual inventory
items; for large quantities of inventories with low unit prices, provision is made on the basis of categories
of inventories.
④If the factors affecting the write-down of inventories have disappeared as of the balance sheet date,
the amount of the write-down is restored and reversed to the extent of the provision for decline in value
of inventories, and the amount of the reversal is recognized in profit or loss.
Calculation method and basis for determining the net realizable value of each age group of
inventories for which the net realizable value of inventories is recognized based on the age of the
inventories
□ Applicable N/A
Applicable □ N/A
Methods and criteria for recognizing contract assets
Applicable □ N/A
A contract asset is a right to receive consideration for merchandise that the Group has transferred to
a client and which depends on factors other than the passage of time. If the Group sells two clearly
distinguishable commodities to a client and has the right to receive payment because one of the
commodities has been delivered, but the receipt of such payment is also dependent on the delivery of the
other commodity, the Group recognizes the right to receive payment as a contract asset.
Categories of bad debt provision according to credit risk characteristics and the basis of
determination
Applicable □ N/A
The Group classifies contract assets into portfolios based on credit risk characteristics by reference
to historical credit loss experience, current conditions, and judgment of future economic conditions, and
calculates expected credit losses on the basis of the portfolios. The basis for determining the portfolio is
as follows:
Risk Portfolio Basis of Portfolio Determination Method of Calculation
The risk characteristics of Provision for expected
Outstanding guarantee outstanding warranties are substantially credit losses is made by
deposits (Portfolio 1) the same as those of accounts receivable reference to accounts
for similar contracts. receivable.
Completed unsettled assets resulting
from construction contracts do not result Expected credit losses
in true accounts receivable; therefore, the are measured by reference
Completed unsettled
expected credit loss rate for completed to historical credit loss
assets arising from
unsettled assets is generally no higher experience, taking into
construction contracts
than the expected credit loss rate for account current conditions
(Portfolio 2)
accounts receivable within one year, and and expectations of future
rate for contracted assets
Aging method for recognizing a portfolio of credit risk characteristics based on the age of the
accounts
Applicable □ N/A
For details, please refer to Section V.13. Accounts receivable
Criteria for identifying and judging individual items for which provision for bad debts is
made on an individual basis
□ Applicable N/A
□ Applicable N/A
Recognition criteria and accounting treatment for non-current assets or disposal groups
classified as held for sale
□ Applicable N/A
Recognition criteria and presentation of discontinued operations
Applicable □ N/A
Discontinued operation means a separately distinguishable component of the Group that has been
disposed of or classified as held for sale if one of the following conditions is met: (1) The component
represents a separate principal business or a separate principal operating region; (2) The component is part
of an associated plan to dispose of a separate principal business or a separate principal operating region;
and (3) The component is a subsidiary acquired exclusively for resale.
In the profit statement, the Group has added the items "Net profit from continuing operations" and
"Net profit from discontinued operations" to the item "Net profit”, reflecting the profit or loss from
continuing operations and the profit or loss from discontinued operations, respectively, on a net after-tax
basis. Gains and losses related to discontinued operations shall be reported as discontinued operations,
and the discontinued operations gains and losses shall be reported for the entire reporting period, not only
for the reporting period after it is recognized as discontinued operations.
Applicable □ N/A
The Group's long-term equity investments are mainly investments in subsidiaries, investments in
associates, and investments in joint ventures.
The Group judges joint control on the basis that all participants or a portfolio of participants
collectively control the arrangement and that the policies governing the activities of the arrangement must
be agreed upon by those participants who collectively control the arrangement.
The Group is generally considered to have significant influence over an investee when it owns,
directly or indirectly through subsidiaries, more than 20% but less than 50% of the investee's voting rights.
If the Group owns less than 20% of the voting power of an investee, it is necessary to consider the facts
and circumstances such as having representatives on the board of directors or similar authority of the
investee, or participating in the process of formulating the financial and operating policies of the investee,
or engaging in significant transactions with the investee, or dispatching management personnel to the
investee, or providing key technological information to the investee, etc., and determine that the Group
has significant influence on the investee.
The investee is a subsidiary of the Group if the investor exercises control over the investee. Long-
term equity investments acquired through a business combination under the same control are initially
recognized at cost based on the share of the book value of the net assets of the party being consolidated in
the consolidated statements of the party ultimately in control at the date of consolidation. If the book value
of the net assets of the party being consolidated is negative at the date of consolidation, the cost of long-
term equity investment is determined as zero.
Long-term equity investments acquired through a business combination not under common control
are recognized at the cost of the combination.
Except for the long-term equity investments acquired through business combination mentioned above,
the cost of long-term equity investments acquired by cash payment is based on the actual purchase price
paid; the cost of long-term equity investments acquired by issuance of equity securities is based on the fair
value of the equity securities issued; and the cost of long-term equity investments invested by investors is
based on the value agreed in the investment contract or agreement.
The Group's investments in subsidiaries are accounted for using the cost method, and investments in
joint ventures and associates are accounted for using the equity method.
The book value of long-term equity investments accounted for under the cost method is increased by
the fair value of additional investment and related party transaction costs incurred when additional
investment is made. Cash dividends or profits declared by the investee are recognized as investment
income at the amount to which they are attributable.
The book value of long-term equity investments accounted for under the equity method shall be
increased or decreased accordingly to the changes in the ownership interest of the investee. In recognizing
the share of net profit or loss of an investee, the fair value of the identifiable assets of the investee at the
time of investment acquisition is used as the basis for recognizing the net profit of the investee in
accordance with the Group's accounting policies and accounting periods, after offsetting the portion of
gains or losses on internal transactions with associates and joint ventures that are attributable to the
investor based on the Group's proportionate interest in the investor's net assets and liabilities.
On disposal of long-term equity investments, the difference between the book value and the actual
acquisition price is recognized as investment income. For long-term equity investments accounted for
under the equity method, other comprehensive income accounted for under the equity method shall be
accounted for on the same basis as the direct disposal of the related assets or liabilities by the investee
upon termination of the equity method, and any changes in the equity of the investee due to changes in the
equity of the investee other than net profit or loss, other comprehensive income, and profit distribution
shall be fully transferred to current investment income upon termination of the equity method. The entire
amount shall be transferred to investment income when the equity method of accounting is discontinued.
If an investee loses joint control or significant influence over the investee due to the disposal of a
portion of the equity investment, the remaining equity interest after disposal shall be accounted for in
accordance with the relevant provisions of the Guidelines on the Recognition and Measurement of
Financial Instruments, and the difference between the fair value of the remaining equity interest and its
book value at the date of the loss of joint control or significant influence shall be recognized in current
profit or loss. Other comprehensive income recognized as a result of the adoption of the equity method
shall be accounted for on the same basis as the direct disposal of the related assets or liabilities by the
investee and carried forward on a pro rata basis upon the termination of the adoption of the equity method,
and all other changes in equity recognized as a result of changes in the investee's ownership interest other
than net profit or loss, other comprehensive income, and distribution of profits shall be transferred to
investment income on a pro rata basis for the current period.
If the investee loses control of a portion of the long-term equity investment due to disposal, and the
remaining equity interest after disposal is capable of exercising joint control or significant influence over
the investee, it shall be accounted for under the equity method instead, and the difference between the
book value of the equity interest disposed of and the disposal consideration shall be recognized in
investment income, and the remaining equity interest shall be adjusted as if it were equity-method
accounted for from the time of acquisition; if the remaining equity interest after disposal is not capable of
exercising joint control or significant influence over the investee, it shall be accounted for under the equity
method instead. If the remaining equity interest after disposal cannot exercise joint control or significant
influence over the investee, the accounting shall be conducted in accordance with the relevant provisions
of the Guidelines on Recognition and Measurement of Financial Instruments, and the difference between
the book value of the equity interest disposed of and the consideration for disposal shall be recognized as
investment income, while the difference between the fair value of the remaining equity interest at the date
of the loss of control and its book value shall be recognized in current profit or loss.
(1) If the cost measurement model is used:
Depreciation or amortization method
The Group classifies real estate held to earn rentals or for capital appreciation, or both, as investment
property. The Group uses the cost model to measure investment properties, that is, use the cost to subtract
the accumulated depreciation, amortization, and impairment provision, and display them in the balance
sheet. The Group depreciates the cost of investment properties, net of estimated net salvage value and
accumulated impairment allowances, over their useful lives using the average annualized method. For
details of the impairment test method and the method of making provision for impairment, please refer to
Section V.11. (6) Impairment of financial instruments. The useful lives, residual values, and annual
depreciation rates for each type of investment property were as follows.
Annual
Depreciable Life Estimated Salvage
No. Category Depreciation
(years) Value (%)
Rate (%)
(1). Recognition conditions
Applicable □ N/A
The Group’s fixed assets are tangible assets with the following characteristics, i.e., held for use in the
production of goods, provision of services, leasing or business management, and with a useful life of more
than one year. Fixed assets are recognized when it is probable that the economic benefits associated
with them will flow to the Group and their costs can be measured reliably. The Group’ fixed assets
include buildings, transportation equipment, office and electronic equipment. The Group depreciates
all fixed assets, except for fully depreciated fixed assets that are still in use and land that is separately
accounted for. The average life method is used for depreciation.
(2). Depreciation method
Applicable □ N/A
Depreciation Depreciable Life Residual Value Annual
Category
Method (Year) Rate Depreciation Rate
House Average life 10-20 5-10 4.50-9.50
buildings method
Transportation Average life 4 5 23.75
equipment method
Office and Average life 3 5 31.67
electronic method
equipment
The Group reviews the estimated useful lives, estimated residual values, and depreciation methods
of fixed assets at the end of each year. Any changes are accounted for as changes in accounting estimates.
Applicable □ N/A
(1) Construction in progress is categorized and accounted for by standing items.
(2) Criteria and point in time for carrying forward construction in progress to fixed assets
Construction in progress is recognized as a fixed asset on the basis of all expenditures incurred
before the asset is constructed and brought to its intended state of use. This includes construction
costs, the original cost of machinery and equipment, other necessary expenses incurred to bring the
construction in progress to its intended state of use, as well as borrowing costs incurred before the
asset reaches its intended state of use for borrowing specifically for the project, and borrowing costs
incurred for general borrowing used for the project. The Group transfers construction in progress to
property, plant, and equipment when the project has been installed or constructed to its intended state
of use. Fixed assets that have reached the intended state of use but for which final accounts have not
yet been finalized are transferred to fixed assets from the date they reach the intended state of use at
their estimated value based on the project budget, construction cost, or actual cost of the project, and
depreciation is provided for in accordance with the Group's policy on depreciation of fixed assets,
and after final accounts have been finalized, the original provisional value is adjusted according to
the actual cost, but the amount of depreciation provided for is not adjusted. The original provisional
value will be adjusted according to the actual cost after the completion of the final accounts, without
adjusting the depreciation originally provided.
Applicable □ N/A
(1) Recognition principles and capitalization period for capitalization of borrowing costs
Borrowing costs incurred by the Group for the acquisition, construction, or production of assets
directly attributable to the assets eligible for capitalization shall be capitalized to the cost of the relevant
assets when the following conditions are simultaneously met:
①Expenditures on assets have been incurred;
②Borrowing costs have been incurred;
③ The construction or production activities necessary to bring the asset to its intended state of use
have begun.
Other borrowing interests, discounts or premiums and exchange differences are recognized in profit
or loss in the period in which they are incurred.
The capitalization of borrowing costs is suspended when there is an abnormal interruption in the
construction or production of assets eligible for capitalization for more than three consecutive months.
The capitalization of borrowing costs ceases when the assets eligible for capitalization have reached
their intended use or saleable condition; any subsequent borrowing costs are recognized as expenses in the
period in which they are incurred.
(2) Calculation of the capitalization rate and amount of capitalized borrowing costs
If a special loan is borrowed for the purpose of purchasing, constructing, or producing an asset
eligible for capitalization, the capitalized amount of interest expense on the special loan shall be
determined by the actual interest expense incurred on the special loan in the period less the interest income
from depositing the unused borrowed funds in a bank or the investment income from making a temporary
investment.
If general borrowings are used for the acquisition, construction, or production of assets eligible for
capitalization, the amount of interest to be capitalized on general borrowings shall be calculated by
multiplying the weighted average amount of cumulative asset expenditures in excess of the portion of
special-purpose borrowings by the capitalization rate of the general borrowings used to calculate the
amount of interest to be capitalized on general borrowings. The capitalization rate is based on the weighted
average interest rate of general borrowings.
□ Applicable N/A
□ Applicable N/A
(1). Useful life, basis for determining useful life, estimation, amortization method or review
procedure
Applicable □ N/A
Intangible assets, including land use rights and software, are measured at cost and amortized
equally over their estimated useful lives.
(1) Land use rights
Land use rights are amortized equally over their useful lives of 50 years. If it is difficult to allocate
the purchase price of land and buildings between land use rights and buildings, all of them are
recognized as fixed assets.
(2) Computer software
Acquired computer software is capitalized on the basis of the costs incurred to acquire and put into
use the specific software. The related costs are amortized on a straight-line basis over the estimated useful
lives of 2 to 10 years. Costs related to the maintenance of computer software programs are recognized as
expenses as they are incurred.
(3) Periodic review of useful lives and amortization methods
The estimated useful lives and amortization methods of intangible assets with finite useful lives are
reviewed and appropriately adjusted at the end of each year. The Group considers intangible assets for
which the duration of future economic benefits is not foreseeable as intangible assets with indefinite useful
lives and does not amortize such intangible assets. As of the end of the reporting period, the Group had no
intangible assets with indefinite useful lives. Expenditures on the Group's internal R&D projects are
recognized in profit or loss as incurred.
(4) Impairment of intangible assets
When the recoverable amount of an intangible asset is less than its book value, the book value is
written down to the recoverable amount.
(2). Scope of attribution of R&D expenditures and related accounting treatment
Applicable □ N/A
The specific criteria for distinguishing between the research phase and the development phase of
internal R&D projects are as follows:
① The Group classifies preparatory activities, which are conducted for further development,
including data and related aspects, as the research phase. Expenditures incurred during the research phase
of intangible assets are recognized in profit or loss as incurred.
②The Group classifies development activities which are commenced after the completion of the
research phase as the development phase.
Specific conditions for capitalizing development phase expenditures:
Only when the expenditures in the development stage meet the following conditions can they be
recognized as intangible assets:
A. It is technically feasible to complete the intangible asset so that it can be used or sold;
B. Having the intention to complete the intangible asset and use or sell it;
C. The ways in which intangible assets generate economic benefits, including the ability to prove that
the products produced by using the intangible assets exist in the market or the intangible assets themselves
exist in the market, and the intangible assets will be used internally, which can prove their usefulness;
D. Having sufficient technical, financial, and other resources to support the development of intangible
assets, and having the ability to use or sell the intangible assets;
E. Expenditure attributable to the development stage of intangible assets can be measured reliably.
Applicable □ N/A
The Group examines items such as long-term equity investments, property and equipment,
construction in progress, right-of-use assets, and intangible assets with finite useful lives at each balance
sheet date, and performs impairment tests when there are indications of impairment. Goodwill and
intangible assets with indefinite useful lives are tested for impairment at the end of each year, regardless
of whether there is any indication of impairment.
The recoverable amount is determined as the higher of the asset's fair value less costs of disposal and
the present value of the asset's estimated future cash flows. The Group estimates the recoverable amount
of an asset on an individual basis; if it is difficult to estimate the recoverable amount of an individual asset,
the recoverable amount of an asset group is determined on the basis of the asset group to which the asset
belongs. An asset group is identified on the basis of whether the major cash inflows from the asset group
are independent of those from other assets or groups of assets.
When the recoverable amount of an asset or an asset group is less than its book value, the Group
writes down its book value to its recoverable amount, and the amount of the write-down is recognized in
profit or loss and a corresponding provision for asset impairment is made.
For the purpose of impairment testing of goodwill, the book value of goodwill arising from a business
combination is allocated to the relevant asset group on a reasonable basis from the date of purchase; if it
is difficult to be allocated to the relevant asset group, the book value is allocated to a portfolio of the
relevant asset groups. The relevant asset group or portfolio of asset groups is one that can benefit from the
synergies of the business combination and is not larger than the Group's reportable segments.
When testing for impairment of the relevant asset group or portfolio of asset groups containing
goodwill, if there is any indication of impairment for the asset group or portfolio of asset groups related
to goodwill, the asset group or portfolio of asset groups that does not contain goodwill is first tested for
impairment, the recoverable amount is calculated, and the corresponding impairment loss is recognized.
Then, carry out impairment test on the asset portfolio or asset portfolio group which contains goodwill,
and compare the book value and recoverable amount. If the recoverable amount is lower than the book
value, the amount of the impairment loss shall first be offset against the book value of the goodwill
allocated to the asset group or portfolio of assets, and then against the book value of the other assets
proportionally according to the proportion of the book value of the other assets excluded from the asset
group or portfolio of assets.
If the book value of an asset exceeds its recoverable amount after an impairment test, the difference
is recognized as an impairment loss, which is not reversed in subsequent periods.
Applicable □ N/A
Long-term amortized expenses are expenses incurred by the Group but shall be borne by the Group
in the current and future periods with an amortization period of more than one year. Long-term
amortization expenses These expenses are amortized equally over the period of benefit. If a long-term
amortized expense item does not benefit a future accounting period, the amortized value of the item that
has not been amortized is transferred to current profit or loss.
Applicable □ N/A
Contract liabilities reflect the Group's obligations to transfer goods to clients for consideration
received or receivable from clients. If the client has paid the contractual consideration or the Group has
obtained the unconditional right to receive the contractual consideration before the Group transfers the
goods to the client, contract liabilities are recognized for the amount received or receivable at the earlier
of the actual payment made by the client and the amount due.
(1). Accounting treatment of short-term remuneration
Applicable □ N/A
The Group's employee remuneration includes short-term remuneration, post-employment benefits,
and termination benefits.
Short-term remuneration mainly includes employees’ salaries, welfare fees, housing fund, etc.
Short-term remuneration actually incurred during the accounting period in which the employees render
services is recognized as a liability and charged to current profit or loss or the cost of the relevant assets
according to the beneficiary.
(2). Accounting treatment of post-employment benefits
Applicable □ N/A
Post-employment benefits mainly include basic pension insurance premiums, unemployment
insurance, etc., which are categorized as defined contribution plans in accordance with the risks and
obligations assumed by the Company. Contributions to a defined contribution plan are recognized as a
liability at the balance sheet date on the basis of contributions made to a separate entity in exchange for
services rendered by employees during the accounting period, and are recognized in profit or loss or at the
cost of the related assets, depending on the beneficiary.
(3). Accounting treatment of termination benefits
□ Applicable N/A
(4). Accounting treatment of other long-term employee benefits
□ Applicable N/A
Applicable □ N/A
The Group recognizes a projected liability when the obligation relating to the contingency is a present
obligation incurred by the Group, it is probable that the performance of the obligation will result in an
outflow of economic benefits to the Group, and the amount can be measured reliably. A projected liability
is initially measured at the best estimate of the expenditure required to settle the present obligation. Where
the effect of the time value of money is material, the projected liability is determined on the basis of the
discounted amount of the expected future cash flows. In determining the best estimate, the Group considers
a portfolio of factors such as the risks and uncertainties associated with the contingency and the time value
of money. Where there is a continuous range of required expenditures and the likelihood of each outcome
within that range is equal, the best estimate is determined at the midpoint of the range; in other cases, the
best estimate is treated as follows:
- Where the contingency relates to a single item, it is determined on the basis of the most probable
amount to be incurred.
- Where a contingency relates to more than one item, it is determined on the basis of various possible
outcomes and related probabilities.
The Group reviews the book value of the estimated liability at the balance sheet date and adjusts the
book value to the current best estimate.
Applicable □ N/A
(1) Types of share-based payment and accounting treatment
Share-based payment is a transaction in which a company grants an equity instrument or assumes a
liability determined on the basis of an equity instrument in order to obtain services from employees. Share-
based payment is categorized into equity-settled share-based payment and cash-settled share-based
payment.
Stock option plans are equity-settled share-based payments in exchange for services rendered by
employees and are measured at the fair value of the equity instruments granted to employees at the grant
date. Options may be exercised only upon completion of services or fulfillment of specified performance
conditions during the waiting period. During the waiting period, based on the best estimate of the number
of equity instruments that can be exercised, the services acquired in the period are recognized in the related
costs or expenses at the fair value of the equity instruments on the grant date, and the capital surplus is
increased accordingly.
The stock appreciation rights plan is a cash-settled share-based payment, which is measured at the
fair value of the liability assumed by the Company based on the number of shares of the Company. The
cash-settled share-based payment is subject to the completion of services or the fulfillment of performance
conditions during the waiting period. At each balance sheet date during the waiting period, based on the
best estimate of the feasibility of the rights, the services acquired in the period are recognized as a cost or
expense at the amount of the fair value of the liabilities assumed by the Company, and the liabilities are
increased accordingly. The fair value of the liability is remeasured at each balance sheet date until the
liability is settled and at the date of settlement, with the change recognized in profit or loss.
(2) Method of determining the fair value of equity instruments
The fair value of shares granted to employees is measured at the market price of the Company's shares,
adjusted to take into account the terms and conditions under which the shares were granted (excluding the
conditions for exercising the rights other than market conditions).
For stock options granted to employees, the fair value of the options granted is estimated using an
option pricing model.
(3) Basis for recognizing the best estimate of feasible equity instruments
At each balance sheet date during the waiting period, the number of equity instruments expected to
become exercisable is revised by making a best estimate based on the latest available subsequent
information, such as changes in the number of employees with exercisable rights.
(4) Handling of modification and termination of the share-based payment plan
If the modification of a share-based payment plan increases the fair value of the equity instruments
granted, the increase in services received shall be recognized accordingly to the increase in the fair value
of the equity instruments.
If a modification of a share-based payment plan increases the number of equity instruments granted,
the increase in the fair value of the equity instruments shall be recognized as an increase in services
received accordingly.
If the conditions for exercising rights are modified in a way that is favorable to the employee, such
as shortening the waiting period or changing or eliminating performance conditions (instead of market
conditions), the company takes the modified conditions into account when dealing with the conditions for
exercising rights.
If the terms and conditions are modified in a manner that reduces the total fair value of the share-
based payment or is otherwise unfavorable to the employee, the services received continue to be accounted
for as if the change had never occurred, unless some or all of the equity instruments granted are canceled.
If the granted equity instruments are canceled during the waiting period, the canceled equity
instruments are treated as accelerated exercise, and the remaining amount to be recognized during the
waiting period is immediately recognized in profit or loss, and capital surplus is recognized. If the
employees or other parties can choose to meet the non-optional conditions but fail to do so within the
waiting period, the cancellation is treated as a cancellation of the granted equity instruments.
□ Applicable N/A
(1). Disclosure of accounting policies adopted for revenue recognition and measurement by type
of business
Applicable □ N/A
The Group recognizes revenue when it has fulfilled its performance obligations under a contract, i.e.
when the client obtains control of the related goods or services.
If a contract contains two or more performance obligations, the Group allocates the transaction price
to each individual performance obligation on the basis of the relative proportion of the individual selling
price of the goods or services promised under each individual performance obligation at the inception date
of the contract, and measures revenue on the basis of the transaction price allocated to each individual
performance obligation. For contracts with quality assurance clauses, the Group analyzes the nature of the
warranty provided and treats the warranty as a separate performance obligation if the warranty provides a
separate service from guaranteeing to the client that the goods sold meet the established standards.
Otherwise, the Group accounts for them in accordance with the provisions of ASBE No. 13 -Contingencies.
The transaction price is the amount of consideration that the Group expects to be entitled to receive
for the transfer of goods or services to the client, excluding amounts received on behalf of third parties.
The Group recognizes a transaction price that does not exceed the amount by which it is more likely than
not that a material reversal of the cumulative revenue recognized will not occur when the related
uncertainty is removed. Amounts expected to be returned to clients are recognized as a liability for returns
and are not included in the transaction price.
The Group has a performance obligation at a point in time when one of the following conditions is
met; otherwise, the Group has a performance obligation at a point in time:
- The client acquires and consumes the economic benefits arising from the Group's performance at
the same time as the Group's performance;
- The client is able to control the goods under construction in the course of the Group's performance;
- The goods produced in the course of the Group's performance have a non-substitutable use, and the
Group is entitled to receive payment for the cumulative portion of performance completed to date
throughout the term of the contract.
The Group recognizes revenue on the basis of the progress of performance over a period of time for
performance obligations that are to be fulfilled within that period. When the progress of performance is
not reasonably determinable, the Group recognizes revenue on the basis of the amount of costs incurred
until the progress of performance is reasonably determinable, provided that the costs incurred by the Group
are expected to be reimbursed.
For performance obligations fulfilled at a certain point in time, the Group recognizes revenue at the
point in time when the client obtains control of the related goods or services. In determining whether a
client has obtained control of goods or services, the Group considers the following indications:
- The Group has a present right to receive payment for the good or service;
- The Group has physically transferred the good to the client;
- The Group has transferred legal title or the principal risks and rewards of ownership of the good to
the client;
- The client has accepted the goods or services, etc.
The Group accounts for changes in the scope or price of a contract that have been approved by the
parties to the contract separately under the following circumstances:
- If a contract change adds clearly distinguishable goods and contract prices, and the new contract
price reflects the separate selling price of the new goods, the changed part of the contract is accounted for
as a separate contract;
- If a contract change does not fall into the above category, and if the goods transferred or services
provided are clearly distinguishable from those not transferred or provided at the date of the contract
change, the original contract is deemed to be terminated, and the unperformed portion of the original
contract and the changed portion of the contract are combined and accounted for as part of a new contract;
- If a contract change does not fall under the above circumstances, i.e., if there is no clear distinction
between goods transferred or services provided and goods not transferred or services not provided at the
date of the contract change, the changed portion of the contract is accounted for as an integral part of the
original contract, and the resulting impact on the recognized revenue is adjusted to current revenue at the
date of the contract change.
The right to receive consideration for goods or services that the Group has transferred to a client (and
which is dependent on factors other than the passage of time) is recognized as a contract asset, which is
impaired on the basis of expected credit losses. The Group's unconditional right to receive consideration
from clients, which is dependent only on the passage of time, is presented as receivables. The Group's
obligations to transfer goods or services to clients for which the Group has received or shall receive
consideration from the clients are presented as contractual liabilities.
The specific accounting policies related to the Group's major revenue-generating activities are
described as follows:
Revenue is recognized when the Group transfers control of goods to the client upon delivery to the
purchaser and obtains a signed receipt, or when the goods are shipped on board a vessel.
The client controls the merchandise during the construction of the project. Under this type of contract,
the relevant goods are constructed in accordance with the client's specifications, and if the client terminates
the contract, the Group is entitled to receive an amount that compensates it for the costs incurred and a
reasonable profit for the portion of the performance that has been performed to date. Accordingly, the
Group recognizes revenues and costs associated with the construction of the works over time. The Group
determines the progress of performance based on the proportion of the cumulative actual contract costs
incurred to the estimated total contract costs and recognizes revenue in accordance with the progress of
performance. If revenue is recognized but not yet billed, the Group recognizes it as a contract asset.
(2). The adoption of different operating models for the same type of business involves different
revenue recognition and measurement methods
□ Applicable N/A
□ Applicable N/A
Applicable □ N/A
(1) Recognition of government grants
Government grants are recognized only when the following conditions are simultaneously met:
(2) Measurement of government grants
If government grants are monetary assets, they are measured at the amount received or receivable. If
the government grants are non-monetary assets, they are measured at fair value; if the fair value cannot be
reliably obtained, they are measured at a nominal amount of RMB 1.
(3) Accounting treatment of government grants
Government grants obtained by the Company for the purpose of purchasing, constructing, or
otherwise forming long-term assets are classified as asset-related government grants. Asset-related
government grants are recognized as deferred income and recognized in profit or loss in a reasonable and
systematic manner over the useful lives of the related assets. Government grants that are measured at
nominal amounts are recognized directly in profit or loss. If an asset is sold, transferred, retired, or
destroyed before the end of its useful life, the unallocated balance of the deferred income is transferred to
profit or loss in the period in which the asset is disposed of.
Government grants other than those related to assets are classified as revenue-related government
grants. Government grants related to income are accounted for as follows:
Government grants used to compensate the Group for costs or losses incurred in future periods are
recognized as deferred income and recognized in profit or loss in the period in which the costs or losses
are recognized;
For the purpose of compensating the Group for the related costs or losses already incurred, they are
recognized directly in current profit or loss.
Government grants that contain both asset-related and revenue-related components are accounted for
separately; if it is difficult to distinguish between the two, they are categorized as revenue-related
government grants as a whole.
Government grants related to the Group's daily activities are recognized in other income in
accordance with the substance of the economic operations. Government grants that are not related to the
Group's daily activities are recognized as non-operating revenue and expenses.
If the finance disburses the subsidized interest rate funds to a lending bank, and the lending bank
provides loans to the Group at a preferential interest rate, the actual amount of the loan received shall be
regarded as the recorded value of the loan, and the related borrowing costs shall be calculated on the basis
of the principal amount of the loan and the preferential interest rate of the policy.
When the subsidized interest rate funds are directly allocated to the Group by the financial authorities,
the Group will offset the corresponding subsidized interest rate against the relevant borrowing costs.
When recognized government grants are to be returned, the book value of the assets shall be adjusted
if the book value of the assets is reduced upon initial recognition; if there is a balance of deferred income,
the balance of deferred income shall be reduced, and the excess shall be recognized in current profit or
loss; otherwise, the balance of deferred income shall be recognized directly in current profit or loss.
Applicable □ N/A
The Group’s deferred tax assets and deferred tax liabilities are calculated and recognized according
to the difference between the tax basis and book values of assets and liabilities, and the difference
(temporary difference) between the tax basis and book values of items that are not recognized as assets
and liabilities but whose tax basis can be determined according to the provisions of tax law.
The Group recognizes deferred tax liabilities for all taxable temporary differences except the
following circumstances: (1) Temporary differences arising from the initial recognition of goodwill or the
initial recognition of assets or liabilities arising from non-business consolidation transactions that neither
affect accounting profits nor taxable income (or deductible losses); (2) For taxable temporary differences
related to investments of subsidiaries, associated enterprises, and joint ventures, the Group can control the
time when the temporary differences have reversal, and the temporary differences are unlikely to have
reversal in the foreseeable future.
The Group recognizes deferred tax assets for deductible temporary differences, deductible losses, and
tax deductions, to the extent that it is likely to obtain future taxable income to offset deductible temporary
differences, deductible losses, and tax deductions: (1) Temporary differences arising from the initial
recognition of assets or liabilities generated by non-business consolidation transactions that neither affect
accounting profits nor taxable income (or deductible losses); (2) The deductible temporary differences
related to the investment of subsidiaries, associated enterprises, and joint ventures cannot meet the
following conditions at the same time: Temporary differences are likely to have reversal in the foreseeable
future, and taxable income used to deduct deductible temporary differences is likely to be obtained in the
future.
The Group recognizes deferred tax assets for all deductible losses that have not been utilized to the
extent that it is possible to have enough taxable income to offset the deductible losses. The management
estimates the time and amount of taxable income in the future by using a lot of judgments, and determines
the amount of deferred tax assets to be confirmed in combination with tax planning strategies, so there is
uncertainty.
At the balance sheet date, deferred tax assets and liabilities are measured at the tax rates that are
expected to apply in the periods when the assets are realized or the liabilities are settled.
Applicable □ N/A
At the inception date of a contract, the Group assesses whether the contract is a lease or contains a
lease. A contract is a lease or contains a lease if one of the parties to the contract transfers the right to
control the use of one or more identified assets for a period of time in exchange for consideration.
(1) Separation of Lease Contracts
When a contract contains several individual leases, the Group splits the contract and accounts for
each individual lease separately. When a contract contains both leases and non-leases, the Group splits the
leases and non-leases, and the leases are accounted for in accordance with the leasing standards, while the
non-leases are accounted for in accordance with other applicable accounting standards.
(2) Consolidation of lease contracts
Two or more contracts containing leases entered into by the Group with the same counterparty or its
affiliates at the same or similar times shall be consolidated into one contract for accounting purposes when
one of the following conditions is met.
a. The two or more contracts are entered into for an overall business purpose and constitute a package
transaction, the overall business purpose of which cannot be understood unless considered as a whole.
b. The amount of consideration for one of the two or more contracts is dependent on the pricing or
performance of the other contracts.
c. The right to use the asset granted by the two or more contracts together constitutes a single lease.
Basis of judgment and accounting treatment for simplified treatment of short-term leases and
leases of low-value assets as a lessee
Applicable □ N/A
Short-term leases are leases that do not include an option to purchase and have a lease term of less
than 12 months. Low-value asset leases are leases with a lower value when the individual leased asset is
a brand new asset.
The Group does not recognize right-of-use assets and lease liabilities for the following short-term
leases and low-value asset leases, and the related lease payments are charged to the cost of the related
assets or to current profit or loss on a straight-line basis over the lease term. The Group recognizes right-
of-use assets and lease liabilities for leases other than short-term leases and leases of low-value assets.
Lease classification criteria and accounting treatment as lessor
Applicable □ N/A
The Group classifies leases as finance leases and operating leases at the commencement date of the
lease. A finance lease is a lease that transfers substantially all the risks and rewards incidental to ownership
of the leased asset, which may or may not ultimately be transferred. Operating leases refer to leases other
than finance leases. During the reporting period, the Group’s leases were all operating leases, and lease
payments under operating leases were recognized as rental income using the straight-line method or other
systematic and reasonable methods in each period of the lease term: Initial direct costs incurred in
connection with the operating leases were capitalized and apportioned over the lease term on the same
basis as the rental income, and were charged to current profit or loss; and variable lease payments relating
to operating leases that were not included in the lease payments were charged to current profit or loss
when they were actually incurred. Variable lease payments relating to operating leases that are not
recognized as lease receipts are recognized in profit or loss when they are actually incurred.
Applicable □ N/A
The preparation of financial statements requires the management of the Group to make estimates and
assumptions that affect the application of accounting policies and the amounts of assets, liabilities, income,
and expenses. Actual results may differ from these estimates. The Group's management continually
evaluates its judgment regarding critical assumptions and uncertainties involved in making estimates. The
effects of changes in accounting estimates are recognized in the period in which the estimate is changed
and in future periods.
The following accounting estimates and critical assumptions have a significant risk of causing a
material adjustment to the book value of assets and liabilities in future periods.
(1) Revenue recognition
Under the new revenue standard, the Group recognizes revenue from construction contracts over a
period of time. The recognition of revenue and profit from construction depends on the Group's estimation
of the outcome of the contract and the progress of performance. If the actual amount of total revenues and
total costs incurred is higher or lower than management's estimates, it will affect the amount of revenue
and profit recognized by the Group in future periods;
(2) Impairment of receivables and contract assets
The Group used the expected credit loss model to assess the impairment of financial instruments
since January 1, 2019. The application of the expected credit loss model requires significant judgments
and estimates that take into account all reasonable and supportable information, including forward-looking
information. In making such judgments and estimates, the Group extrapolates the expected changes in the
credit risk of debtors based on historical repayment data and factors such as economic policies,
macroeconomic indicators, and industry risks. Therefore, the amount of provision for impairment of
receivables and contract assets may change in accordance with the changes in the above estimates, and the
adjustments to the provision for impairment of receivables and contract assets will affect the profit or loss
in the period in which the estimates are changed.
(3) Accounting estimates for provision for impairment of fixed assets and investment properties
The Group performs impairment tests on fixed assets such as buildings, machinery and equipment,
and investment properties at the balance sheet date if there is any indication of impairment. The
recoverable amount of property, plant and equipment and investment properties is the higher of the present
value of estimated future cash flows and the fair value of the assets less costs of disposal, which requires
the use of accounting estimates.
If management revises the gross margins used in the calculation of future cash flows for asset groups
and portfolios of asset groups and the revised gross margins are lower than the currently used gross
margins, the Group is required to increase the provision for impairment for property, plant and equipment
and investment properties.
If the pre-tax discount rate used for discounting cash flows is revised by the management and the
revised pre-tax discount rate is higher than the current rate, the Group is required to make additional
provision for impairment of fixed assets and investment properties.
If the actual gross profit margin or pre-tax discount rate is higher or lower than the management's
estimate, the Group cannot reverse the provision for impairment of fixed assets and investment properties.
(4) Useful lives of fixed assets and investment properties
The Group reviews the estimated useful lives of fixed assets and investment properties at least
annually at the end of each year. The estimated useful lives are determined by the management based on
historical experience of similar assets, reference to estimates generally used in the industry, and expected
technological updates. Depreciation and amortization expenses for future periods are adjusted accordingly
when there is a significant change in the previous estimates.
(5) Income tax expense
The Group recognizes current and deferred taxes in profit or loss, except for those arising from
business combinations and transactions or events directly attributable to owners' equity (including other
comprehensive income).
Current income tax is the expected income tax payable calculated on the basis of the taxable income
for the year at the rates specified in the tax law, plus adjustments to prior years' income tax payable. At
the balance sheet date, if the Group has a legal right to settle on a net basis and intends to settle on a net
basis, or to acquire assets and settle liabilities simultaneously, current income tax assets and current
income tax liabilities are shown net of tax. Deferred tax assets and deferred tax liabilities are recognized
for deductible temporary differences and taxable temporary differences, respectively. A temporary
difference is the difference between the book value of an asset or liability and its tax basis, including
deductible losses and tax credits that can be carried forward to future years. Deferred tax assets are
recognized to the extent that it is probable that taxable income will be available against which the
deductible temporary differences can be utilized. Deferred tax is not recognized for temporary differences
arising from transactions that are not part of a business combination and that at the time of the transaction
affect neither the accounting profit nor taxable income (or deductible losses). At the balance sheet date,
the Group measures the book value of deferred tax assets and liabilities based on the expected manner of
recovering or settling those assets and liabilities, in accordance with enacted tax laws, at the tax rates that
are expected to apply to the period when the assets are recovered or the liabilities are settled. The book
value of deferred tax assets is reviewed at the balance sheet date. The book value of deferred tax assets is
written down to the extent that it is more likely than not that sufficient taxable income will not be available
to allow the benefit of the deferred tax assets to be realized in future periods. When it is more likely than
not that sufficient taxable income will be available to offset the deferred tax assets, the amount written
down is reversed.
On the balance sheet date, deferred tax assets and liabilities are netted out when the following
conditions are met:
-A taxable entity has a legal right to settle current income tax assets and current income tax liabilities
on a net basis;
-Deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority
on the same taxable entity or on different taxable entities, provided that in each future period in which
significant deferred tax assets and liabilities reverse, the taxable entity intends to settle the current tax
assets and liabilities on a net basis, or to realize the assets and settle the liabilities simultaneously.
For details, refer to the “Explanation for the Company's Analysis of the Reasons for and Impact of
Changes in Accounting Policies, Accounting Estimates or Correction of Material Accounting Errors” by
the Company under “Milestone Events”.
implementation of new accounting standards or interpretations of accounting standards for the
first-time implementation of new accounting standards or interpretations of accounting
standards from 2025 onwards
□ Applicable N/A
Applicable □ N/A
(1) Special reserves
The Administrative Measures for the Extraction and Use of Enterprise Safety Production Fees (CZ
No. 136 [2022]) was released on and implemented as of November 21, 2022, by the Ministry of Finance
and the Ministry of Emergency Management. The Group extracted and used safety production fees
according to the provisions of CZ No. 136 [2022].
The Group's production safety fees, when being extracted, are recognized as the cost of the relevant
products or current profit or loss, and at the same time are included in the “special reserves”.
When the extracted safety production fees are used within the prescribed scope and belong to cost
expenditure, the special reserves will be directly reduced. If the fixed assets are formed, the expenditures
incurred through the subject of "construction in progress" will be recognized as fixed assets when the
project is completed and reaches the scheduled usable state; meanwhile, the cost of forming the fixed asset
is deducted from the special reserves, and accumulated depreciation of the same amount is recognized. No
depreciation will be accrued against the fixed assets in future periods.
(2) Discontinued operation
Discontinued operation means a separately distinguishable component of the Group that has been
disposed of or classified as held for sale if one of the following conditions is met: (1) The component
represents a separate principal business or a separate principal operating region; (2) The component is part
of an associated plan to dispose of a separate principal business or a separate principal operating region;
and (3) The component is a subsidiary acquired exclusively for resale.
In the profit statement, the Group has added the items "Net profit from continuing operations" and
"Net profit from discontinued operations" to the item "Net profit”, reflecting the profit or loss from
continuing operations and the profit or loss from discontinued operations, respectively, on a net after-tax
basis. Gains and losses related to discontinued operations shall be reported as discontinued operations,
and the discontinued operations gains and losses shall be reported for the entire reporting period, not only
for the reporting period after it is recognized as discontinued operations.
(3) Segment reporting
The Group determines its operating segments based on its internal organizational structure,
management requirements, and internal reporting system. Two or more operating segments may be
consolidated into one if they have similar economic characteristics and at the same time are identical or
similar in terms of the nature of the individual products, the nature of the production process, the types of
clients for the products, the manner of selling the products, and the impact of laws and administrative
regulations on the products produced. The Group determines its reportable segments on the basis of
operating segments and on the principle of materiality.
In preparing segment reports, the Group measures revenue from inter-segment transactions on the
basis of actual transaction prices. The accounting policies used in the preparation of segment reports are
consistent with those used in the preparation of the Group's financial statements.
VI. Taxation
Major tax variety and tax rate
Applicable □ N/A
Tax Variety Tax Basis Tax Rate
Value-added tax (VAT) Based on the provision of
technical services, sale of goods, 3.00-13.00
etc.
Urban maintenance and Levied on the taxable turnover
construction tax amount
Education surcharge Levied on the taxable turnover
amount
Enterprise income tax Levied on the taxable income
Varies by taxing entity
amount
Property tax Property tax is calculated based on
the residual value of the property
after deducting 30% of the
original value of the property
Imposed on the provision of
Sales and services tax (SST) technical services, sales of goods 6.00, 8.00
and other relevant activities
Disclosure of taxable entities with different corporate income tax rates
Applicable □ N/A
Name of Taxable Entity Income Tax Rate (%)
The Company 15
Acter Engineering Technology (Shenzhen) Co., Ltd. (“Acter
(Shenzhen)”)
Shenzhen Dingmao Trading Co., Ltd. (“Shenzhen Dingmao”) 25
Acter International Limited (“Acter (Hong Kong)”) 16.50
Acter Technology Singapore Pte., Ltd. (“Acter (Singapore)”) 17
PT. Acter Technology Indonesia (“Acter (Indonesia)”) 22
Construction service income is
PT Acter Integration Technology Indonesia (“Indonesia Joint
collected by the owner at the
Venture”)
rate of 2.65% when invoicing;
non-construction service income
is normally subject to the tax
rate of 22%
Acter Technology Malaysia Sdn. Bhd. (“Acter (Malaysia)”) 24
Sheng Huei Engineering Technology Company Limited (“Acter
(Vietnam)”)
Acter Technology Co., Ltd. (“Acter (Thailand)”) 20
Applicable □ N/A
On November 6, 2023, the Company obtained the Certificate of High-tech Technology Enterprise
(Certificate No. GR202332006213, valid for three years from 2023 to 2025) jointly issued by Jiangsu
Provincial Department of Science and Technology, Jiangsu Provincial Department of Finance, and Jiangsu
Provincial Taxation Bureau of the State Administration of Taxation. During the reporting period, the
Company enjoyed a preferential enterprise income tax rate of 15% for high-tech enterprises.
□ Applicable N/A
VII. Notes to the Consolidated Financial Statements
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Cash on hand 12,187.35 12,187.35
Bank deposits 687,112,784.72 574,883,794.76
Other monetary funds 89,337,129.96 486,724.06
Deposits placed with
finance companies
Total 776,462,102.03 575,382,706.17
Including: total amount
deposited abroad
In RMB Yuan
Other notes:
Including: monetary fund with restricted use
Balance at the Beginning
Item Balance at the End of the Year
of the Year
Margin/special purpose funds 89,337,129.96 486,724.06
Total 89,337,129.96 486,724.06
Applicable □ N/A
In RMB Yuan
Reasons and
Item Closing Balance Opening Balance Justifications for
Designation
Financial assets at fair value
through profit or loss (FVTPL)
Including:
Structured deposits 50,025,000.00 /
Financial assets at fair value
through other comprehensive
income (FVOCI)
Including:
Total 50,025,000.00 /
Other notes:
□ Applicable N/A
□ Applicable N/A
(1). Classification of bills receivable
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Bank acceptance bills 7,948,419.65 524,477.32
Financial acceptance bills 43,500.00
Commercial acceptance bills 15,422,333.27 29,202,873.01
Less: provision for bad debts 8,386,000.42 2,372,177.29
Total 14,984,752.50 27,398,673.04
(2). Bills receivable pledged by the Company at the end of the period
□ Applicable □ N/A
(3). Bills receivable endorsed or discounted by the Company at the end of the period and not yet due
at the balance sheet date
Applicable □ N/A
In RMB Yuan
Amount Derecognized at the End Amount not Derecognized at the
Item
of the Period End of the Period
Bank acceptance bill 214,442.00 600,424.59
Commercial acceptance bill
Total 214,442.00 600,424.59
(4). Disclosure by method of provision for bad debts
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision for Provision for
Book Balance Book Balance
Bad Debts Bad Debts
Category Accru Accru
Book Book
Propo al Propo al
Amou Amou Value Amou Amou Value
rtion Propo rtion Propo
nt nt nt nt
(%) rtion (%) rtion
(%) (%)
Provision for
bad debts on
an individual
basis
Including:
Provision for 23,37 8,386, 14,98 29,77 2,372, 27,39
bad debts by 0,752. 000.4 35.88 4,752. 0,850. 177.2 7.97 8,673.
portfolio 92 2 50 33 9 04
Including:
Portfolio 1 2,333. 65.99 000.4 54.38 332.8 6,373. 98.24 177.2 8.11 4,195.
Portfolio 2 419.6 34.01 419.6 1.76
Total 0,752. / 000.4 / 4,752. 0,850. / 177.2 / 8,673.
Provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
Applicable □ N/A
Combined accrual item: Portfolio 1
In RMB Yuan
Closing Balance
Firm Name
Book Balance Provision for Bad Debts Accrual Proportion (%)
Commercial
acceptance bills due 15,422,333.27 8,386,000.42 54.38
within one year
Total 15,422,333.27 8,386,000.42 54.38
Explanation for provision for bad debts by portfolio
□ Applicable N/A
Provision for bad debts based on the general model of expected credit
Applicable □ N/A
In RMB Yuan
Phase I Phase II Phase III
Expected Credit
Expected Credit
Losses for the
Expected credit Losses for the
Provision for bad debts Entire Duration Total
losses for the Entire Duration
(Credit
next 12 months (No Credit
Impairment
Impairment)
Incurred)
Balance as of January 1, 2,372,177.2
Balance as of January 1,
-- Transferred to Phase II
-- Transferred to Phase III
-- Reversed to Phase II
-- Reversed to Phase I
Provision in the period 6,013,823.13
Reversal in the period
Write-offs in the period
Cancellations in the period
Other changes
Balance at December 31, 8,386,000.4
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of bills receivable for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(5). Provision for bad debts
Applicable □ N/A
In RMB Yuan
Change in the Period
Opening Closing
Category Recovery or Write-offs or Other
Balance Provision Balance
Reversal Cancellations Changes
Commercial
acceptance
bills
Total 2,372,177. 6,013,823. 8,386,000.
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(6). Actual write-off of bills receivable in the period
□ Applicable N/A
Write-off bills receivable of which significant:
□ Applicable N/A
Description of bills receivable written off:
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Disclosure by aging
Applicable □ N/A
In RMB Yuan
Aging Closing Book Balance Opening Book Balance
Within 1 year (including 1 year) 540,075,270.62 358,364,551.48
months)
year)
Above 5 years 12,416,759.52 8,927,092.98
Total 609,253,252.66 393,691,970.05
(2). Disclosure by method of provision for bad debts
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision for Provision for
Book Balance Book balance
Bad Debts Bad Debts
Category Accru Accru
Book Book
Propo al Propo al
Amou Amou Value Amou Amou Value
rtion propo rtion Propo
nt nt nt nt
(%) rtion (%) rtion
(%) (%)
Provision for
bad debts on 100.0 100.0
an individual 0 0
basis
Including:
Provision for 598,9 26,68 572,2 383,3 21,11 362,2
bad debts by 09,83 98.30 0,898. 4.45 28,94 48,55 97.37 4,978. 5.51 33,57
portfolio 8.29 11 0.18 5.68 11 7.57
Including:
Total 53,25 4,312. 28,94 91,97 8,392. 33,57
Provision for bad debts on an individual basis:
Applicable □ N/A
In RMB Yuan
Closing Balance
Firm Name Provision for Accrual Reason for
Book Balance
Bad Debts Proportion (%) Provision
Qinghua Group Debtor’s financial
Xinjiang Coal difficulties
Chemical Industry
Co., Ltd.
Suzhou Mingqiao Debtor’s financial
Municipal 2,158,200.00 2,158,200.00 100.00 difficulties
Engineering Co., Ltd.
Fujian Fuchen Debtor’s financial
Technology Co., Ltd. difficulties
Total 10,343,414.37 10,343,414.37 100.00 /
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
Applicable □ N/A
Combined accrual item: aging portfolio
In RMB Yuan
Closing Balance
Name
Book Balance Provision for Bad Debts Accrual Proportion (%)
(including 1 year)
years)
years)
years)
years)
Above 5 years 2,073,345.15 2,073,345.15 100.00
Total 598,909,838.29 26,680,898.11
Explanation for provision for bad debts by portfolio:
□ Applicable N/A
Provision for bad debts based on the general model of expected credit
Applicable □ N/A
In RMB Yuan
Phase I Phase II Phase III
Expected Credit
Expected Credit
Expected Losses for the
Losses for the
Provision for Bad Debts Credit Losses Entire Duration Total
Entire Duration
for the Next 12 (Credit
(No Credit
Months Impairment
Impairment)
Incurred)
Balance as of January 1, 31,458,392.4 31,458,392.
Balance as of January 1,
-- Transferred to Phase II
-- Transferred to Phase III
-- Reversed to Phase II
-- Reversed to Phase I
Provision in the period 5,793,933.70
Reversal in the period
Write-offs in the period
Cancellations in the period
Other changes -228,013.70 -228,013.70
Balance at December 31, 37,024,312.4 37,024,312.
The basis for the classification of each stage and the accrual proportion for bad debts
See V. 13. Accounts receivable in this section
Explanation for significant changes in the book balance of accounts receivable for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(3). Provision for bad debts
Applicable □ N/A
In RMB Yuan
Change in the Period
Write-offs
Opening Closing
Category Recovery or Other
Balance Provision Balance
or Reversal Cancellatio Changes
ns
Provision for 31,458,392. 37,024,312.
bad debts 48 48
Total 31,458,392. 37,024,312.
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(4). Accounts receivable actually written off in the period
□ Applicable N/A
Significant accounts receivable written off among them
□ Applicable N/A
Description of accounts receivable written off:
□ Applicable N/A
(5). Accounts receivable and contract assets with top five closing balances summarized by party
owed to the Company
Applicable □ N/A
In RMB Yuan
Percentage of
Closing
Total Closing
Closing Closing Balance of Closing
Balances of
Balance of Balance of Accounts Balance of
Unit Name Accounts
Accounts Contract Receivable and Provision for
Receivable and
Receivable Assets Contract Bad Debts
Contract
Assets
Assets (%)
Company 1 10.84 4,037,756.65
Company 2 8.37 519,354.42
Tripod
Technology 74,382,776.01 19,464,938.35 93,847,714.36 7.56 2,328,807.93
Corporation
Company 3 58,709,868.68 28,296,301.30 87,006,169.98 7.01 4,161,482.68
Company 4 85,792,871.34 85,792,871.34 6.91 438,199.32
Total 40.69 11,485,601.00
Other notes:
None
Other notes:
□ Applicable N/A
(1). Status of contract assets
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision Provision
Item Book Book
for Bad Book Value for Bad Book Value
balance Balance
Debts Debts
Unexpired
warranty
.77 4 73 74 8 86
deposits
Completed
unsettled assets
arising from
construction
contracts
Total 632,339,54 4,617,143.8 627,722,405 576,092,62 10,188,570. 565,904,05
(2). Amounts and reasons for significant changes in book value during the reporting period
□ Applicable N/A
(3). Disclosure by method of provision for bad debts
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision for Provision for
Book Balance Book Balance
Bad Debts Bad Debts
Category Accru Accru
Book Book
Propo al Propo al
Amou Amou Value Amou Amou Value
rtion Propo rtion Propo
nt nt nt nt
(%) rtion (%) rtion
(%) (%)
Provision for
bad debts on 100.0 100.0
an individual 0 0
basis
Including:
Provision for 632,3 4,617, 627,7 572,9 7,077, 565,9
bad debts by 39,54 143.8 0.73 22,40 81,75 99.46 703.5 1.24 04,05
portfolio 9.35 7 5.48 3.99 9 0.40
Including:
- Unexpired 33,79 1,624, 32,17 58,18 4,503, 53,67
warranty 5,583. 5.34 424.0 4.81 1,159. 0,603. 10.10 697.7 7.74 6,905.
deposits 77 4 73 64 8 86
- Completed
unsettled
assets arising
from
construction
contracts
Total 39,54 / 143.8 / 22,40 92,62 / 8,570. / 04,05
Provision for bad debts on an individual basis:
□ Applicable N/A
Explanation for provision for bad debts on an individual basis:
Applicable □ N/A
Provision for bad debts by portfolio:
Applicable □ N/A
Combined accrual item: provision by portfolio
In RMB Yuan
Closing Balance
Firm Name
Book Balance Provision for Bad Debts Accrual Proportion (%)
- Unexpired warranty
deposits
- Completed unsettled
assets arising from 598,543,965.58 2,992,719.83 0.50
construction contracts
Total 632,339,549.35 4,617,143.87 0.73
Explanation for provision for bad debts by portfolio
□ Applicable N/A
Provision for bad debts based on the general model of expected credit
Applicable □ N/A
In RMB Yuan
Phase I Phase II Phase III
Expected Credit
Expected Credit
Expected Losses for the
Losses for the
Provision for bad debts Credit Losses Entire Duration Total
Entire Duration
for the Next 12 (Credit
(No Credit
Months Impairment
Impairment)
Incurred)
Balance as of January 1, 10,188,570.6 10,188,570.
Balance as of January 1,
-- Transferred to Phase II
-- Transferred to Phase III
-- Reversed to Phase II
-- Reversed to Phase I
Provision in the period 5,542,555.3
Reversal in the period
Write-offs in the period
Cancellations in the period
Other changes -28,871.46 -28,871.46
Balance at December 31, 4,617,143.8
The basis for the classification of each stage and the accrual proportion for bad debts
See V. 17. Contract assets in this section
Explanation for significant changes in the book balance of contract assets for which changes in the
provision for losses occurred in the period:
□ Applicable N/A
(4). Provision for bad debts on contract assets in the period
Applicable □ N/A
In RMB Yuan
Change in the Period
Recovere Write-
Opening Provision d or off/Cance Closing
Item Other Reason
balance in the Reversed llation in Balance
Changes
Period in the the
Period Period
Provision for -
Bad Debts 5,542,555
.36
Total 5,542,555 /
.36
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(5). Contract assets actually written off in the period
□ Applicable N/A
Significant contract assets written off
□ Applicable N/A
Description of contract assets written off:
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Classification of receivables financing
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Bank acceptance bills 3,581,195.46 2,499,031.97
Total 3,581,195.46 2,499,031.97
(2). Receivable financing pledged by the Company at the end of the period
□ Applicable N/A
(3). Receivable financing endorsed or discounted by the Company at the end of the period and not
yet due at the balance sheet date
□ Applicable N/A
(4). Disclosure by method of provision for bad debts
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision for Provision for
Book Balance Book Balance
Bad Debts Bad Debts
Category Accru Accru
Book Book
Propo al Propo al
Amou Amou Value Amou Amou Value
rtion Propo rtion Propo
nt nt nt nt
(%) rtion (%) rtion
(%) (%)
Provision for
bad debts on
an individual
basis
Including:
Provision for 3,581, 3,581, 2,499, 2,499,
bad debts by 195.4 195.4 031.9 031.9
portfolio 6 6 7 7
Including:
Portfolio 2 195.4 195.4 031.9 031.9
Total 195.4 195.4 031.9 / / 031.9
Provision for bad debts on an individual basis:
□ Applicable N/A
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
Applicable □ N/A
Combined accrual item: Portfolio 2
In RMB Yuan
Closing Balance
Firm Name
Book Balance Provision for Bad Debts Accrual Proportion (%)
Portfolio 2 3,581,195.46
Total 3,581,195.46
Explanation for provision for bad debts by portfolio
Applicable □ N/A
Bad debt provisioning by portfolio 2: The Group measured the bad debt reserve of bank acceptance bills
according to the expected credit loss during the whole duration at the end of the reporting period. The
Group believes that there is no significant credit risk in the bank acceptance bills held by it, and there will
be no significant loss due to the default of the bank or other drawer.
The confirmation standards and explanation for bad debt provisioning by portfolio 2 are shown in this
section V.11.
Provision for bad debts based on the general model of expected credit
□ Applicable N/A
The basis for the classification of each stage and the accrual proportion for bad debts
None
Description of significant changes in the book balance of receivables financing for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(5). Provision for bad debts
□ Applicable N/A
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(6). Receivables financing actually written off in the period
□ Applicable N/A
Write-off of receivables financing of which significant amount
□ Applicable N/A
Description of write-offs:
□ Applicable N/A
(7). Increase/decrease and change in fair value of receivables financing in the period:
□ Applicable N/A
(8). Others
□ Applicable N/A
(1). Prepayments by aging
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Aging
Amount Proportion (%) Amount Proportion (%)
Within 1 year 82,315,039.22 96.79 104,537,849.88 94.48
Above 3
years
Total 85,047,840.36 100.00 110,647,060.26 100.00
Explanation for the reasons for the delayed settlement of prepayments aged over 1 year and with
significant amounts:
None
(2). Prepayments with the top five closing balances grouped by prepayment recipients
Applicable □ N/A
In RMB Yuan
Percentage of Total Closing
Suppliers Closing Balance
Balance of Prepayments (%)
CHRIST WATER
TECHNOLOGY GmbH
Shanghai Walsin Lihwa Power
Cable & Wire Co., Ltd.
Air Liquide (China) R&D Co.,
Ltd.
Far East Cable Co., Ltd. 4,288,675.04 5.04
Company 1 3,572,683.00 4.20
Total 25,503,020.54 29.98
Other notes:
None
Other notes:
□ Applicable N/A
Item presentation
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Interest receivable
Dividends receivable
Other receivables 10,399,844.12 9,824,375.86
Total 10,399,844.12 9,824,375.86
Other notes:
□ Applicable N/A
Interest receivable
(1). Classification of interest receivable
□ Applicable N/A
(2). Significant overdue interest
□ Applicable N/A
(3). Disclosure by method of provision for bad debts
□ Applicable N/A
Provision for bad debts on an individual basis:
□ Applicable N/A
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
□ Applicable N/A
(4). Provision for bad debts based on the general model of expected credit
□ Applicable N/A
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of interest receivables for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(5). Provision for bad debts
□ Applicable N/A
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(6). Actual write-off of interest receivable in the period
□ Applicable N/A
Write-off of significant interest receivables
□ Applicable N/A
Description of write-offs:
□ Applicable N/A
Other notes:
□ Applicable N/A
Dividends receivable
(1). Dividends receivable
□ Applicable N/A
(2). Significant dividends receivable with an age of more than 1 year
□ Applicable N/A
(3). Disclosure by method of provision for bad debts
□ Applicable N/A
Provision for bad debts on an individual basis:
□ Applicable N/A
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
□ Applicable N/A
(4). Provision for bad debts based on the general model of expected credit
□ Applicable N/A
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of dividend receivables for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(5). Provision for bad debts
□ Applicable N/A
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(6). Dividends receivable actually written off in the period
□ Applicable N/A
Write-off of significant dividends receivable
□ Applicable N/A
Description of write-offs:
□ Applicable N/A
Other notes:
□ Applicable N/A
Other receivables
(1). Disclosure by aging
Applicable □ N/A
In RMB Yuan
Aging Closing Book Balance Opening Book Balance
Within 1 year (including 1 year) 5,441,331.93 7,752,514.41
Including:
Within 1 year 5,441,331.93 7,752,514.41
Above 5 years 106,040.47 117,748.56
Total 11,104,058.13 10,544,250.63
(2). Breakdown by nature of payment
Applicable □ N/A
In RMB Yuan
Nature of Payment Closing Book Balance Opening Book Balance
Margin and deposit 6,910,043.53 7,876,507.76
Imprest 1,659,188.25 1,578,992.76
Others 2,534,826.35 1,088,750.11
Subtotal 11,104,058.13 10,544,250.63
Provision for bad debts 704,214.01 719,874.77
Total 10,399,844.12 9,824,375.86
(3). Provision for bad debts
Applicable □ N/A
In RMB Yuan
Phase I Phase II Phase III
Expected Credit
Expected Expected Credit
Provision for Bad Losses for the Entire
Credit Losses Losses for the Entire Total
Debts Duration (Credit
for the Next 12 Duration (No Credit
Impairment
Months Impairment)
Incurred)
Balance as of
January 1, 2025
Balance as of
January 1, 2025 in 719,874.77 719,874.77
the period
-- Transferred to
Phase II
-- Transferred to
-13,898.93 13,898.93
Phase III
-- Reversed to
Phase II
-- Reversed to
Phase I
Provision in the
period
Reversal in the
period
Write-offs in the
period
Cancellations in
-13,898.93 -13,898.93
the period
Other changes -7,458.19 -7,458.19
Balance at
December 31, 704,214.01 704,214.01
The basis for the classification of each stage and the accrual proportion for bad debts
See V. 15. Other receivables in this section
Explanation for significant changes in the book balance of other receivables for which changes in
provision for losses occurred in the period:
□ Applicable N/A
The amount of provision for bad debts for the current period and the basis adopted for assessing whether
there is a significant increase in the credit risk of financial instruments:
□ Applicable N/A
(4). Provision for bad debts
Applicable □ N/A
In RMB Yuan
Change in the Period
Write-offs
Opening Closing
Category Recovery or Other
Balance Provision Balance
or Reversal Cancellatio Changes
ns
Provision for
bad debts
Total 719,874.77 5,696.36 -13,898.93 -7,458.19 704,214.01
Of which the amount of provision for bad debts reversed or recovered in the period is significant:
□ Applicable N/A
Other notes:
None
(5). Other receivables actually written off in the period
□ Applicable N/A
Significant other receivables written off in the period:
□ Applicable N/A
Description of other receivables written off:
□ Applicable N/A
(6). Other receivables with the top five closing balances grouped by party owed
Applicable □ N/A
In RMB Yuan
Percentage of
Provision for
Closing Total Closing Nature of
Unit Name Aging Bad Debts
Balance Balance of Other Amount
Closing Balance
Receivables (%)
Copyright
Nanjing
Keystone 18.77 Margin 1-2 years 104,202.57
Technology
Co., Ltd.
Jiangsu Within 1
Carplus year, 1-2
Financial 12.64 Margin years, 2-3 70,200.00
Leasing Co., years, 3-4
Ltd. years
Within 1
Project site year, 1-2
imprest years, 3-4
years
Chongqing
SIMIC Within 1
Semiconducto year
r Limited
Innoscience
(Suzhou) Within 1
Technology year
Co., Ltd.
Total 44.62 / / 263,242.57
(7). Presented in other receivables due to centralized management of funds
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Classification of inventories
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision for Provision for
Decline in Decline in
Value of Value of
Item Book Inventories/I Book Inventories/I Book
Book Value
Balance mpairment of Balance mpairment of value
Contractual Contractual
Performance Performance
Costs Costs
Construction 7,110,338. 7,003,896.9 3,585,610.0 3,585,610
materials 18 7 6 .06
Total 106,441.21
(2). Data resources recognized as inventory
□ Applicable N/A
(3). Provision for decline in value of inventories and provision for impairment of contract
performance costs
□ Applicable N/A
Reasons for reversal or write-off of provision for decline in value of inventories in the period
□ Applicable N/A
Provision for decline in value of inventories by portfolio
□ Applicable N/A
Provisioning criteria for provision for inventory valuation by portfolio
□ Applicable N/A
(4). Amount of borrowing costs capitalized in the closing balance of inventories, and the criteria and
basis for calculating such capitalized costs
□ Applicable N/A
(5). Explanation for the amount of amortization of contract performance costs for the current period
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
Debt investments due within one year
□ Applicable N/A
Other debt investments maturing within one year
□ Applicable N/A
Other non-current assets due within one year:
None
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Prepaid VAT and inputs to be
deducted
Other taxes paid in advance 3,087,658.32 4,171,524.94
Unamortized expenses 603,309.62 2,575,062.52
Others 605,114.05 106,361.45
Total 132,302,932.48 121,512,159.50
Other notes:
None
(1). Debt investments
□ Applicable N/A
Changes in provision for impairment of debt investments in the period
□ Applicable N/A
(2). Significant debt investments at the end of the period
□ Applicable N/A
(3). Provision for impairment
□ Applicable N/A
The basis for classification of each stage and the accrual proportion for impairment:
None
Explanation for significant changes in the book balance of debt investments for which changes in provision
for losses occurred in the period:
□ Applicable N/A
Amount of provision for impairment for the current period and the basis adopted for assessing whether
there is a significant increase in credit risk of financial instruments:
□ Applicable N/A
(4). Actual write-off of debt investments in the period
□ Applicable N/A
Write-off of significant debt investments
□ Applicable N/A
Description of write-off of debt investments:
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Other debt investments
□ Applicable N/A
Changes in provision for impairment of other debt investments in the period
□ Applicable N/A
(2). Significant other debt investments at the end of the period
□ Applicable N/A
(3). Provision for impairment
□ Applicable N/A
The basis for classification of each stage and the accrual proportion for impairment:
None
Explanation for significant changes in the book balance of other debt investments for which changes in
provision for losses occurred in the period:
□ Applicable N/A
Amount of provision for impairment for the current period and the basis adopted for assessing whether
there is a significant increase in credit risk of financial instruments:
□ Applicable N/A
(4). Other debt investments actually written off in the period
□ Applicable N/A
Write-off of significant other debt investments in the period
□ Applicable N/A
Write-off description of other debt investments:
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Long-term receivables
□ Applicable N/A
(2). Disclosure by method of provision for bad debts
□ Applicable N/A
Provision for bad debts on an individual basis:
□ Applicable N/A
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
□ Applicable N/A
(3). Provision for bad debts based on the general model of expected credit
□ Applicable N/A
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of long-term receivables for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
Amount of provision for bad debts for the current period and the basis adopted for assessing whether there
is a significant increase in the credit risk of financial instruments:
□ Applicable N/A
(4). Provision for bad debts
□ Applicable N/A
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(5). Long-term receivables actually written off in the period
□ Applicable N/A
Write-off of significant long-term receivables
□ Applicable N/A
Description of long-term receivables written off:
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Long-term equity investments
Applicable □ N/A
In RMB Yuan
Change in the Period
Gains
and
Begi Closi
Losse Other
nnin Declar Closin ng
s on Com
g Decr ation g Balan
Invest prehe Provis
Bala Additi ease Chan of balanc ce of
Investee ments nsive ion
nce ons to in ge in Cash Other e Provi
s Recog Inco for
(Bo Invest Inves Equit Divid s (Book sion
nized me Impai
ok ments tmen y ends Value for
Under Adju rment
Valu ts or ) Impai
the stme
e) Profits rment
Equity nts
Metho
d
I. Joint Ventures
Subtotal
II. Associates
Space
Enginee 76,37
ring Co., 7.94
Ltd.
Daejin 471, -
Road 517. 8,308.
(Thailan 34 32
d) Co.,
Ltd.
DJR
(Thailan 29,32 478,3
d) Co., 4.78 39.63
Ltd.
Subtotal 2,85 55,00 125.4
Total 2,85 55,00 125.4
(2). Impairment testing of long-term equity investments
□ Applicable N/A
Other notes:
None
(1). Investments in other equity instruments
Applicable □ N/A
In RMB Yuan
Change in the Period The
Reaso
n of
Meas
Accu uring
Accu
mulat Finan
mulat
Losses Divid ed cial
Gains ed
includ end Losse Asset
include Gains
ed in Incom s s at
Begin Decr d in Clos includ
Other e includ Fair
ning Additi ease Other ing ed in
Item Comp Recog ed in Value
Balan ons to in compre Othe Bala Other
rehens nized Other throu
ce Invest Inves hensiv rs nce Comp
ive in the Comp gh
ments tmen e rehen
Incom Perio rehen Other
ts Income sive
e in d sive Comp
in the Incom
the Incom rehen
Period e
period e sive
Incom
e
(FVO
CI)
Strategi
c
placeme 14,5
nt 1,575,4 23,3 476,6
project 62.42 80.4 10.48
of 04
Wafer
Works
Total 7,918.
(2). Description of derecognition in the period
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
Other notes:
□ Applicable N/A
Measurement model of investment properties
(1). Investment properties measured at cost
In RMB Yuan
Houses and Land Use Construction in
Item Total
Buildings Rights Progress
I. Original Book Value
(1) Purchases
(2) Transfer from
inventories/fixed 1,475,959.61 1,475,959.61
assets/construction in progress
(3) Increase from
business combination
(1) Disposal
(2) Other transfers out
II. Accumulated Depreciation and accumulated Amortization
(1) Provision or
amortization
(2) Transfer-in of fixed
assets
(1) Disposal
(2) Other transfers out
III. Provision for Impairment
(1) Provision
(1) Disposal
(2) Other transfers out
IV. Book Value
(2). Status of investment properties for which title certificates have not been completed
□ Applicable N/A
(3). Impairment testing of investment properties using the cost measurement model
□ Applicable N/A
Other notes:
Applicable □ N/A
(1) The recoverable amount of investment properties was not lower than the book value on December
(2) The Group has no investment properties of which the title certificate has not been completed.
(3) The investment properties were not used for mortgage, guarantee, or other ownership restrictions as
of December 31, 2025.
Item presentation
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Fixed assets 59,703,226.02 56,924,292.01
Liquidation of fixed assets
Total
Other notes:
□ Applicable N/A
Fixed assets
(1). Fixed assets
Applicable □ N/A
In RMB Yuan
Office and
Houses and Transportation
Item Electronic Total
Buildings Equipment
Equipment
I. Original Book Value:
period
(1) Acquisitions 360,911.59 1,049,413.23 1,410,324.82
(2) Transfer from
construction in progress
(3) Increase from
business combination
(4) Transfer from
right-of-use assets
(5) Effect of
-2,247.63 -49,267.48 -129,033.50 -180,548.61
exchange rate changes
period
(1) Disposal or
scrapping
(2) Financial lease 1,475,959.61 1,475,959.61
II. Accumulated Depreciation
period
(1) Provision 4,035,906.84 1,018,939.19 695,967.81 5,750,813.84
(2) Transfer from
right-of-use assets
(3) Effect of
-1,532.49 -32,578.26 -33,921.06 -68,031.81
exchange rate changes
period
(1) Disposal or
scrapping
(2) Financial lease 122,689.15 122,689.15
II. Provision for Impairment
period
(1) Provision
period
(1) Disposal or
scrapping
IV. Book Value
balance
balance
(2). Temporarily idle fixed assets
□ Applicable N/A
(3). Fixed assets leased out under operating leases
□ Applicable N/A
(4). Fixed assets for which title certificates have not been issued
□ Applicable N/A
(5). Impairment test of fixed assets
□ Applicable N/A
Other notes:
□ Applicable N/A
Liquidation of fixed assets
□ Applicable N/A
Item presentation
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Building renovation 2,577,156.79
Construction materials
Total 2,577,156.79
Other notes:
□ Applicable N/A
Construction in progress
(1). Construction in progress
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision Provision
Item Book for Book for
Book Value Book Value
Balance Impairme Balance Impairme
nt nt
Building 2,577,156.7 2,577,156.7
renovation 9 9
Total
(2). Changes in significant construction-in-progress items in the period
Applicable □ N/A
In RMB Yuan
Inclu
Prop
ding:
ortio
of
Amo n of
Whic
unt Cum Curre
Accu h
Trans ulativ nt
Other Progr mulat Amo
Bud Beg Incre ferre e Intere
Decr Closi ess ed unt Capit
gete inni ase in d to Inves st
eases ng of Inter of al
Item d ng the Fixed tment Capit
in the Bala Cons est Inter Sour
Amo bala Perio Asset in alizat
Perio nce tructi Capit est ce
unt nce d s in Cons ion
d on alizat Capit
the tructi Rate
ion alize
Perio on in (%)
d for
d Budg
the
et
Perio
(%)
d
Buildi
ng
renova
tion
Total 7,15 ,849. ,006. / / / /
(3). Provision for impairment of construction in progress for the current period
□ Applicable N/A
(4). Impairment test of construction in progress
□ Applicable N/A
Other notes:
□ Applicable N/A
Construction materials
(1). Construction materials
□ Applicable N/A
(1). Productive biological assets measured at cost
□ Applicable N/A
(2). Impairment testing of producing biological assets measured at cost
□ Applicable N/A
(3). Adoption of the fair value measurement model for productive biological assets
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Oil and gas assets
□ Applicable N/A
(2). Impairment testing of oil and gas assets
□ Applicable N/A
Other notes:
None
(1) Right-of-use assets
Applicable □ N/A
In RMB Yuan
Means of
Item Lease of Buildings Total
Transportation
I. Original Book Value
(1) Leased-in 1,885,727.25 1,676,997.62 3,562,724.87
(2) Exchange rate
-125,374.96 -18,846.80 -144,221.76
changes
(1) Disposal 2,084,100.37 542,632.38 2,626,732.75
(2) Purchase upon
maturity and transfer to fixed 1,332,253.34 1,332,253.34
assets
II. Accumulated Depreciation
(1) Accrual 1,865,253.20 1,199,510.73 3,064,763.93
(2) Exchange rate
-47,791.43 -2,998.37 -50,789.80
changes
(1) Disposal 1,954,708.30 517,370.30 2,472,078.60
(2) Purchase upon
maturity and transfer to fixed 1,265,640.67 1,265,640.67
assets
III. Provision for Impairment
(1) Accrual
(1) Disposal
IV. Book Value
(2) Impairment test of right-of-use assets
□ Applicable N/A
Other notes:
None
(1). Intangible assets
Applicable □ N/A
In RMB Yuan
Non-
Land Use Computer
Item Patents patented Total
Rights Software
Technology
I. Original Book Value
balance
the period
(1) Acquisition 192,050.75 192,050.75
(2) Internal
R&D
(3) Increase in
business
combination
the period
(1) Disposal
(2) Effect of
exchange rate 770.00 770.00
changes
balance
II. Accumulated Amortization
balance
the period
(1) Provision 164,800.32 246,703.64 411,503.96
the period
(1) Disposal
(2) Effect of
exchange rate 449.17 449.17
changes
balance
III. Provision for Impairment
balance
the period
(1) Provision
the period
(1) Disposal
balance
IV. Book Value
balance
book balance
The proportion of intangible assets formed through in-house R&D to the balance of intangible assets at
the end of the period was 0.
(2). Data resources recognized as intangible assets
□ Applicable N/A
(3). Land use rights for which title certificates have not been issued
□ Applicable N/A
(4) Impairment test of intangible assets
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Original book value of goodwill
□ Applicable N/A
(2). Provision for impairment of goodwill
□ Applicable N/A
(3). Information about the asset group or portfolio of asset groups in which goodwill is located
□ Applicable N/A
Changes in the asset group or portfolio of asset groups
□ Applicable N/A
Other notes:
□ Applicable N/A
(4). Specific method of determining recoverable amount
The recoverable amount is determined as the net fair value less disposal costs.
□ Applicable N/A
The recoverable amount is determined by the present value of estimated future cash flows.
□ Applicable N/A
Reasons for the differences between the aforementioned information and the information used in the
impairment test in prior years or external information that is obviously inconsistent
□ Applicable N/A
Reasons for differences between the information used in the Company’s impairment tests in prior years
and the actual situation in the current year that are clearly inconsistent with each other
□ Applicable N/A
(5). Performance commitments and corresponding goodwill impairment
Performance commitments existed at the time of the formation of goodwill and the reporting period or the
prior period of the reporting period was within the performance commitment period.
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
(1). Deferred tax assets not offset
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Item Deductible Deductible
Deferred Tax Deferred Tax
Temporary Temporary
Assets Assets
Differences Differences
Impairment of inventories
and contract assets
Provision for bad debts 46,878,067.96 8,570,970.78 35,333,599.67 6,256,466.91
Temporary estimates
payable
Estimated liabilities 12,951,146.25 2,292,943.59 11,183,840.39 1,994,231.49
Others 5,508,172.21 934,654.86 7,774,065.30 1,291,676.51
Total 103,992,347.48 18,987,559.65 73,591,234.71 12,755,515.14
(2). Deferred tax liabilities without offset
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Item Taxable Taxable
Deferred Tax Deferred Tax
Temporary Temporary
Liabilities Liabilities
Differences Differences
Withholding tax on
available-for-distribution
dividends from foreign
subsidiaries (10%)
Impact of right-of-use
assets
Others 9,571,766.38 1,611,831.91 1,218,294.89 243,658.98
Total 282,753,383.03 29,287,330.01 172,604,976.16 17,711,782.30
(3). Deferred tax assets or liabilities presented at net amount after offsetting
□ Applicable N/A
(4). Details of unrecognized deferred tax assets
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Deductible temporary
differences
Deductible losses 1,147,960.95 3,069,448.06
Total 1,147,960.95 3,069,448.06
(5). The deductible losses for which no deferred tax assets have been recognized will expire in the
following years
□ Applicable N/A
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Book Provision Book Provision
Item Balance for Book Balance for Book
Impairment Value Impairmen Value
t
Margin 21,692,099. 20,995,76 24,444,658. 783,155.1 23,661,503
receivables 91 0.63 98 3 .85
Total 696,339.28
Other notes:
None
Applicable □ N/A
In RMB Yuan
End of the Period Beginning of the Period
Book Book Type of Restricti Book Book Type of Restricti
Item
Balance Value Restricti on Balance value Restricti on
on on
Monetar Margin/s
Deposit
y fund 89,337,1 89,337,1 pecial 486,724. 486,724.
Other Other restrictio
n
funds
Bills
receivab
le
Inventor
y
Includin
g: data
resource
Fixed
assets
Intangibl
e assets
Includin
g: data
resource
Total 89,337,1 89,337,1 486,724. 486,724.
/ / / /
Other notes:
None
(1). Classification of short-term loans
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Credit loans 46,106,867.32 23,866,103.44
Total 46,106,867.32 23,866,103.44
Note on classification of short-term borrowings:
As of December 31, 2025, the credit loans represent those obtained by Acter (Vietnam), a subsidiary of
the Group, including a USD 3,000,000.00 loan from First Commercial Bank with a term from October 20,
by three loan applications in the amounts of VND 7,098,134,760.00, VND 4,137,038,950.00 and VND
to June 13, 2026 and December 23, 2025 to June 21, 2026, respectively, as well as a USD 3,000,000.00
loan from Fubon Bank with a term from November 11, 2025 to November 6, 2026 at an interest rate of
(2). Overdue short-term loans
□ Applicable N/A
Significant overdue short-term loans are summarized as follows:
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
(1). Presentation of notes payable
□ Applicable N/A
(1). Presentation of accounts payable
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Project payment 493,124,535.33 316,381,855.58
Retention money 354,953,823.47 282,406,337.48
Total 848,078,358.80 598,788,193.06
(2). Significant accounts payable aged over 1 year or overdue
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Presentation of accounts receivable in advance
□ Applicable N/A
(2). Significant receipts in advance with an age of more than 1 year
□ Applicable N/A
(3). Amounts and reasons for significant changes in book value during the reporting period
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Contract liabilities
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Settled uncompleted works 123,075,413.44 88,601,839.41
Total 123,075,413.44 88,601,839.41
(2). Significant contract liabilities aged over 1 year
□ Applicable N/A
(3). Amounts and reasons for significant changes in book value during the reporting period
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Presentation of remuneration payable to employees
Applicable □ N/A
In RMB Yuan
Opening Increase in Decrease in Exchange Rate Closing
Item
Balance the Period the Period Changes Balance
I. Short-term 41,972,766.9 140,488,391. 127,081,127. 55,268,012.2
-112,018.27
Remuneration 8 03 47 7
II. Post-Employment
Benefits – Defined
Contribution Plan
III. Severance Benefits
IV. Other Benefits Due
within One Year
Total -112,018.27
(2). Presentation of short-term remuneration
Applicable □ N/A
In RMB Yuan
Opening Increase in Decrease in Exchange Rate Closing
Item
Balance the Period the Period Changes Balance
I. Salaries, Bonuses,
Allowances, and -112,018.27
Subsidies
II. Employee Benefit
Expenses
III. Social Insurance
Premiums
Including: medical
insurance premiums
Workers’ remuneration
insurance premiums
Maternity insurance
premiums
IV. Housing Provident
Fund
V. Labor Union Funds
and Employee Education 948,015.32 1,655,110.20 1,655,110.20 948,015.32
Funds
VI. Short-term
Compensated Absences
VII. Short-term Profit-
sharing Plan
Total -112,018.27
(3). Presentation of defined contribution plan
Applicable □ N/A
In RMB Yuan
Opening Increase in the Decrease in the Closing
Item
Balance Period Period Balance
insurance premiums
enterprise annuities
Total 10,350,101.87 10,350,101.87
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Value-added tax (VAT) 33,245.94
Consumption tax
Business tax
Enterprise income tax 25,727,233.55 13,516,800.37
Individual income tax 974,204.25 600,405.45
Urban maintenance and
construction tax
Land use tax and property tax 270,583.85 280,643.36
Stamp duty 289,610.78 190,004.61
Others 86,290.68 753,155.76
Total 27,347,923.11 15,374,255.49
Other notes:
None
(1). Item presentation
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Interest payable
Dividends payable
Other payables 24,903,726.87 24,647,083.82
Total 24,903,726.87 24,647,083.82
Other notes:
□ Applicable N/A
(2). Interest payable
Presented by category
□ Applicable N/A
Significant overdue interest payable:
□ Applicable N/A
Other notes:
□ Applicable N/A
(3). Dividends payable
Presented by category
□ Applicable N/A
(4). Other payables
Other payables by nature
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Current account 17,719,990.89 21,725,638.07
Intermediary service fee 2,251,132.66 2,083,852.39
Provisions and guarantee
deposit
Others 4,561,637.93 648,685.75
Total 24,903,726.87 24,647,083.82
Significant other payables aged over 1 year or overdue
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Long-term loans due within 1
year
Bonds payable due within 1
year
Long-term payables due within
Lease liabilities due within 1
year
Total 1,894,011.34 2,421,048.35
Other notes:
None
Other current liabilities
□ Applicable N/A
Increase or decrease in short-term bonds payable:
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Classification of long-term loans
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Bonds payable
□ Applicable N/A
(2). Details of bonds payable: (excluding other financial instruments such as preferred stock and perpetual bonds classified as financial liabilities)
□ Applicable N/A
(3). Description of convertible corporate bonds
□ Applicable N/A
Accounting treatment and judgmental basis for conversion
□ Applicable N/A
(4). Description of other financial instruments classified as financial liabilities
Basic information on other financial instruments such as preferred stock and perpetual bonds issued at the end of the period
□ Applicable N/A
Statement of changes in preferred stock, perpetual bonds and other financial instruments issued and outstanding at the end of the period
□ Applicable N/A
Explanation for the basis for classifying other financial instruments as financial liabilities:
□ Applicable N/A
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Lease liabilities 1,499,843.57 1,585,929.64
Total 1,499,843.57 1,585,929.64
Other notes:
None
Item presentation
□ Applicable N/A
Other notes:
□ Applicable N/A
Long-term accounts payable
(1). Presentation of long-term payables by nature of payment
□ Applicable N/A
Specialized payables
(1). Specialized payables by nature of payment
□ Applicable N/A
Applicable □ N/A
(1). Table of long-term employee remuneration payable
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
I. Post-employment Benefits - Net
Liability for Defined Benefit Plans
II. Termination Benefits
III. Other Long-term Benefits
Total 84,420.86 65,569.85
(2). Changes in defined benefit plans
Present value of defined benefit plan obligations:
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
I. Opening Balance 65,569.85 632,325.46
II. Defined Benefit Costs Recognized
in Profit or Loss for the Period
"-")
III. Defined Benefit Cost Charged to
-16,859.12 -716,561.36
Other Comprehensive Income
-16,859.12 -716,561.36
")
IV. Other Changes 21,195.88 -12,490.13
currency statements
V. Closing Balance 84,420.86 65,569.85
Plan assets:
□ Applicable N/A
Net liabilities (net assets) of defined benefit plans
□ Applicable N/A
Description of the content of the defined benefit plan and the risks associated with it, the impact on the
company's future cash flows, timing, and uncertainty:
□ Applicable N/A
Description of significant actuarial assumptions and sensitivity analysis results for defined benefit plans
□ Applicable N/A
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance Reason
Guarantees provided to
external parties
Pending litigation
Product quality
guarantee
Restructuring
obligations
Loss-making contracts
pending execution
Returns payable
Others
Total 12,951,146.25 11,183,840.39 /
Other notes, including notes on significant assumptions, estimates related to significant projected
liabilities:
Note 1: The estimated liabilities related to quality assurance are mainly related to quality expenses
accrued to deal with possible quality problems during the warranty period of the project.
Deferred income
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Increase/Decrease of the Current Change (+, -)
Accumul
Opening Issue of ation Closing
Balance Sent Balance
New fund Others Subtotal
Shares
Shares Transfer
Shares
Total
number of
.00 00
shares
Other notes:
None
(1). Basic information on other financial instruments such as preferred stock and perpetual bonds
issued at the end of the period
□ Applicable N/A
(2). Statement of changes in preferred stock, perpetual bonds, and other financial instruments issued
and outstanding at the end of the period
□ Applicable N/A
Changes in other equity instruments in the period, explanation for the reasons for such changes, and the
basis for related accounting treatment:
□ Applicable N/A
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Increase in the Decrease in the
Item Opening balance Closing Balance
Period Period
Capital premium
(equity premium)
Other capital
surplus
Total 562,632,775.45 562,632,775.45
Other notes, including the increase or decrease of changes in the period and the reasons for the changes:
None
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Amount in the Period
Less:
Amount
Previous
Less:
ly
Transfer
Recogni
to Profit
Amount zed in
or Loss Attributa
Incurred Other Attributa
Beginnin for the ble to
before Compreh Less: ble to Closing
Item g Period Minority
Income ensive Income Parent Balance
Balance from Sharehol
Tax in Income Tax Compan
Prior ders
the and Expense y After
Period to After
Current Reclassif Tax
Other Tax
Period ied to
Compreh
Retained
ensive
Earnings
Income
in the
Current
Period
I. Other
Compreh
ensive
Income
that -
Cannot 2,215,57
Be 2.82
Reclassif
ied to
Profit or
Loss
Includin
g: re-
measure
ment of -
changes 163,499. 3,845.94
in 92
defined
benefit
plans
Other
compreh
ensive
income
not
transfera
ble to
profit or
loss
under the
equity
method
Changes
in fair
value of
investme -
nts in 2,052,07
other 2.90
equity
instrume
nts
Changes
in fair
value of
the
enterpris
e’s own
credit
risk
II. Other
Compreh
ensive
Income - - - -
to be 287,318. 9,860,14 9,860,14 10,147,4
Reclassif 85 1.44 1.44 60.29
ied to
Profit or
Loss
Includin
g: other
compreh
ensive
income
available
for -
transfer
to profit
or loss
under the
equity
method
Changes
in fair
value of -
other
debt
investme
nts
Amounts
reclassifi
ed from
financial
assets to -
other
compreh
ensive
income
Provisio
n for
credit
impairm
ent of -
other
debt
investme
nts
Cash
flow
hedge
reserve
Differen
ce in
translatio
n of - - - -
foreign 287,318. 9,860,14 9,860,14 10,147,4
currency 85 1.44 1.44 60.29
financial
statemen
ts
Other
- - - -
compreh
ensive
income
Other notes, including adjustments to the effective portion of cash flow hedge gains and losses
transferred to the initial recognized amount of the hedged item:
None
Applicable □ N/A
In RMB Yuan
Increase in the Decrease in the
Item Opening Balance Closing Balance
Period Period
Safety
production fee
Total 44,175,259.38 464,273.75 43,710,985.63
Other notes, including the increase or decrease of changes in the period and the reasons for the changes:
None
Applicable □ N/A
In RMB Yuan
Increase in the Decrease in the
Item Opening Balance Period Period Closing Balance
Legal surplus
reserves
Discretionary
surplus reserves
Reserve fund
Enterprise
development Fund
Others
Total 45,818,775.40 7,244,947.66 53,063,723.06
Explanation for surplus reserves, including the increase or decrease in the period and the reasons for the
change:
None
Applicable □ N/A
In RMB Yuan
Item Current Period Prior Period
Undistributed profit at the end of the
prior period before adjustment
Total undistributed profits at the
beginning of the period before
adjustment (increase +, decrease -)
Undistributed profit at the beginning
of the period after adjustment
Add: net profit attributable to owners
of the parent company for the period
Less: withdrawal of legal surplus
reserves
Withdrawal of discretionary surplus
reserves
Provision for general risk
Dividends payable on ordinary shares 90,000,000.00 80,000,000.00
Dividends on ordinary shares
transferred to capital
Undistributed profit at the end of the
period
Adjustment of the breakdown of undistributed profit at the beginning of the period:
new regulations, the impact on the undistributed profit at the beginning of the period was RMB 0.
by RMB 0.
beginning of the period was RMB 0.
undistributed profit at the beginning of the period is RMB 0.
(1). Operating revenue and operating costs
Applicable □ N/A
In RMB Yuan
Amount in the Current Period Amount in the Prior Period
Item
Revenue Cost Revenue Cost
Main business 2,985,650,906.47 2,680,742,777.42 2,004,929,936.09 1,754,142,863.89
Other 2,853,826.74 1,300,076.12 2,767,381.89 864,560.33
businesses
Total 2,988,504,733.21 2,682,042,853.54 2,007,697,317.98 1,755,007,424.22
(2). Breakdown information of operating revenues and operating costs
Applicable □ N/A
In RMB Yuan
Amount in the Current Year Total
Contract
Operating Operating
Classification Operating Cost Operating Cost
Revenue Revenue
Commodity type
Including: clean
room engineering
Other
electromechanical 967,338,675.54 854,431,027.90 967,338,675.54 854,431,027.90
installation works
Equipment sales 64,049,579.68 51,645,018.33 64,049,579.68 51,645,018.33
Other businesses 2,853,826.74 1,300,076.12 2,853,826.74 1,300,076.12
By region of
operation
Including:
domestic
Overseas 1,253,649,011.96 1,115,538,248.11 1,253,649,011.96 1,115,538,248.11
Type of market or
client
Including: IC
semiconductor 1,783,657,496.72 1,614,991,631.94 1,783,657,496.72 1,614,991,631.94
industry
Precision
manufacturing 1,013,374,881.06 902,860,146.30 1,013,374,881.06 902,860,146.30
industry
Photoelectricity
industry
Other industries 143,223,087.58 117,505,275.17 143,223,087.58 117,505,275.17
Other businesses 2,853,826.74 1,300,076.12 2,853,826.74 1,300,076.12
Contract type
Including: sale of
goods
Construction
contracts
Other businesses 2,853,826.74 1,300,076.12 2,853,826.74 1,300,076.12
Classification by
timing of merchandise
transfers
Including:
revenue recognized at 66,903,406.42 52,945,094.45 66,903,406.42 52,945,094.45
a certain point in time
Revenue
recognized at a certain 2,921,601,326.79 2,629,097,759.09 2,921,601,326.79 2,629,097,759.09
point in time
By contract term
By sales channel
Total 2,988,504,733.21 2,682,042,853.54 2,988,504,733.21 2,682,042,853.54
Other notes:
□ Applicable N/A
(3). Explanation for performance obligations
□ Applicable N/A
(4). Description of apportionment to remaining performance obligations
□ Applicable N/A
(5). Significant contract changes or significant transaction price adjustments
□ Applicable N/A
Other notes:
None
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Consumption tax
Business tax
Urban maintenance and 1,674,093.24 1,078,030.43
construction tax
Education surcharge 1,212,989.66 805,328.95
Resource tax
Property tax 781,025.14 785,910.01
Land use tax 26,772.84 26,888.68
Vehicle and vessel use tax
Stamp duty 1,064,761.86 709,504.34
Others 101,549.33 49,487.84
Total
Consumption tax 4,861,192.07 3,455,150.25
Other notes:
None
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Employee remuneration 3,511,950.19 4,838,798.97
Business entertainment expenses 734,052.09 902,957.22
Depreciation and amortization 243,056.96 109,499.95
Others 812,611.43 930,513.92
Total 5,301,670.67 6,781,770.06
Other notes:
None
Applicable □ N/A
In RMB Yuan
Amount in the Current Amount in the Prior
Item
Period Period
Labor cost 41,403,687.56 36,100,990.73
Depreciation and amortization 6,769,758.78 6,388,764.67
Professional service fees 5,606,801.33 5,323,269.09
Travel expenses 2,630,161.39 3,206,253.54
Socialization expenses 1,038,759.42 1,753,533.95
Rental expenses 475,004.97 672,628.87
Office expenses 762,262.82 597,023.50
Others 7,456,177.72 8,476,548.50
Total 66,142,614.00 62,519,012.85
Other notes:
None
Applicable □ N/A
In RMB Yuan
Amount in the Current Amount in the Prior
Item
Period Period
Labor cost 14,951,240.32 13,547,429.17
Material costs 14,593,832.64 16,349,300.82
Rental expenses 314,526.92 338,071.77
Depreciation and amortization 116,800.19 133,765.21
Others 1,274,054.66 3,161,138.99
Total 31,250,454.73 33,529,705.96
Other notes:
None
Applicable □ N/A
In RMB Yuan
Amount in the Current Amount in the Prior
Item
Period Period
Interest expenses 3,122,081.18 1,724,156.19
Interest expense on lease liabilities 186,762.47 177,890.50
Less: Interest income 9,815,274.04 9,191,452.30
Add: Exchange loss (Less: gain) -9,887,347.46 -4,997,814.43
Handling fee 800,396.01 1,369,836.74
Total -15,593,381.84 -10,917,383.30
Other notes:
None
Applicable □ N/A
In RMB Yuan
Classification by Nature Amount in the Current Period Amount in the Prior Period
Government grants related to 227,523.20 433,289.18
income
Total 227,523.20 433,289.18
Other notes:
None
Applicable □ N/A
In RMB Yuan
Amount in the Current
Item Amount in the Prior Period
Period
Income from long-term equity -55,006.74 -59,463.32
investments accounted for by the equity
method
Investment income from disposal of
long-term equity investments
Investment income during the holding
period of financial assets for trading
Dividend income from other equity
instruments during the holding period
Interest income earned on debt
investments during the holding period
Interest income earned on other debt
investments during the holding period
Investment income from disposal of 881,433.21 675,894.07
trading financial assets
Investment income from disposal of
other equity instruments
Investment income from disposal of
debt investments
Investment income from disposal of
other debt investments
Gain on debt restructuring
Total 958,818.27 814,005.65
Other notes:
None
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Sources of Gains from Changes in
Amount in the Current Period Amount in the Prior Period
Fair Value
Trading financial assets
Including: Gains from changes in fair
value of derivative financial
instruments
Trading financial liabilities
Investment properties at fair value
Financial assets at fair value through -25,000.00 25,000.00
profit or loss (FVTPL)
Total -25,000.00 25,000.00
Other notes:
None
Applicable □ N/A
In RMB Yuan
Amount in the Current
Item Amount in the Prior Period
Period
Bad debt losses on bills receivable 6,013,823.13 1,281,044.46
Bad debt loss on accounts receivable 5,793,933.70 -3,276,789.11
Bad debt loss on other receivables 5,696.36 -212,011.26
Impairment loss on debt investments
Impairment loss on other debt
investments
Bad debt loss on long-term receivables
Impairment losses related to financial
guarantees
Total 11,813,453.19 -2,207,755.91
Other notes:
None
Applicable □ N/A
In RMB Yuan
Amount in the Current
Item Amount in the Prior Period
Period
I. Impairment Loss on Contract -5,542,555.36 7,174,598.08
Assets
II. Impairment Loss on Inventory and
Contract Fulfillment Costs
III. Impairment Loss on Long-term
Equity Investments
IV. Impairment Loss on Investment
Properties
V. Impairment Loss on Fixed Assets
VI. Impairment Loss on Construction
Materials
VII. Impairment Loss on
Construction in Progress
VIII. Impairment Loss on Productive
Biological Assets
IX. Impairment Loss on Oil and Gas
Assets
X. Impairment Loss on Intangible
Assets
XI. Impairment Loss on Goodwill
XII. Impairment Loss on Other Non- - 72,255.25 -362,009.99
current Assets
Total -5,508,369.40 6,812,588.09
Other notes:
None
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Gains on disposal of assets 449,638.47 98,152.04
Total 449,638.47 98,152.04
Other notes:
None
Non-operating revenue
Applicable □ N/A
In RMB Yuan
Amounts included in
Amount in the Current Amount in the Prior
Item Non-recurring Gains and
Period Period
Losses for the Period
Total gain on disposal
of non-current assets
Including: Gain on
disposal of fixed 2,466.67 29,786.66 2,466.67
assets
Gains on disposal of
intangible assets
Gain on non-
monetary asset
exchange
Insurance claim
proceeds
Other 140,290.43 8,156.58 140,290.43
Total 602,379.74 37,943.24 602,379.74
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Amounts Included in
Amount in the Current Amount in the Prior
Item Non-recurring Gains and
Period Period
Losses for the Period
Total losses on 7,378.67 9,075.13 7,378.67
disposal of non-
current assets
Including: losses on 7,378.67 9,075.13 7,378.67
disposal of fixed
assets
Losses on disposal of
intangible assets
Losses on exchange
of non-monetary
assets
Donations 217,000.00 259,000.00 217,000.00
Compensation 203,700.00 203,700.00
Fines 174,631.68 29,000.00 149,240.84
Uncollectible 82,599.13 82,599.13
amounts
Uncollectible 20,808.33 20,808.33
deposits
Overdue fines 20,840.66 18,211.87 46,231.51
Others 388,144.92 49,720.19 388,144.91
Total 1,115,103.39 365,007.19 1,115,103.39
Other notes:
None
(1). Schedule of income tax expense
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Current income tax expense 43,921,336.55 33,778,120.07
Deferred tax expense 5,360,414.79 2,872,289.70
Total 49,281,751.34 36,650,409.77
(2). Process of adjusting accounting profit and income tax expense
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period
Total profit 209,292,502.54
Income tax expense at statutory/applicable rates 31,393,875.38
Effect of different tax rates applied by
subsidiaries
Effect of adjustments to prior periods' income
tax
Effect of non-taxable income
Effect of non-deductible costs, expenses and
losses
Effect of deductible losses on utilization of
unrecognized deferred tax assets in prior period
Effect of deductible temporary differences or
deductible losses for which deferred tax assets
have not been recognized in the current period
Effect of additional deduction for R&D expenses -4,100,705.33
Income tax expense 49,281,751.34
Other notes:
□ Applicable □ N/A
None
Applicable □ N/A
See the notes for details
(1). Cash related to operating activities
Other cash received relating to operating activities
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Interest income on deposits 9,815,240.09 9,191,452.30
Recovery of monetary funds with 48,544.06 12,012,883.29
restricted use
Government subsidies 227,523.20 433,289.18
Rental income 2,853,826.74 2,767,381.89
Margin and deposit 966,464.24 2,267,764.63
Others 3,271,644.82 2,004,378.80
Total 17,183,243.15 28,677,150.09
Description of other cash received related to operating activities:
None
Other cash paid relating to operating activities
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Transportation expenses, travel 14,239,464.04 17,316,854.10
expenses, rental expenses, utilities,
labor expenses, etc. paid
Transfers to monetary funds with
restricted use
Material consumption 14,593,832.64 16,349,300.82
Intermediary expenses 5,606,801.33 5,323,269.09
Overdue fine, fine, remuneration 366,278.94 47,211.87
Others 4,395,209.65 2,825,705.52
Total 39,201,586.60 41,862,341.40
Description of other cash paid related to operating activities:
None
(2). Cash related to investing activities
Significant cash received related to investing activities
□ Applicable N/A
Significant cash paid in connection with investing activities
□ Applicable N/A
Other cash received related to investing activities
□ Applicable N/A
Other cash paid in relation to investment activities
□ Applicable N/A
(3). Cash related to financing activities
Other cash received relating to financing activities
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Loan from Sheng Huei International 49,923,087.26 53,586,215.59
Total 49,923,087.26 53,586,215.59
Description of other cash received related to financing activities:
None
Other cash paid relating to financing activities
Applicable □ N/A
In RMB Yuan
Item Amount in the Current Period Amount in the Prior Period
Payment of lease rent for right-of-use 3,873,642.12 2,594,805.13
assets
Loan from Sheng Huei International 55,183,341.04 56,447,907.03
Total 59,056,983.16 59,042,712.16
Description of other cash paid related to financing activities:
None
Changes in liabilities arising from financing activities
□ Applicable N/A
(4). Notes to the presentation of cash flows on a net basis
□ Applicable N/A
(5). Significant activities and financial effects that do not involve current cash receipts and
disbursements but affect the enterprise's financial position or may affect the enterprise's cash flows
in the future
□ Applicable N/A
(1). Supplementary information on cash flow statement
Applicable □ N/A
In RMB Yuan
Supplementary Information Amount in the Current Period Amount in the Prior Period
Net profit 160,010,751.20 117,109,778.91
Add: provision for impairment of 6,812,588.09
-5,508,369.40
assets
Credit impairment loss 11,813,453.19 -2,207,755.91
Depreciation of fixed assets, depletion 4,989,601.84
of oil and gas assets, depreciation of 5,750,813.84
biological assets
Accumulated depreciation of
investment properties
Amortization of right-of-use assets 3,064,763.93 2,430,153.33
Amortization of intangible assets 411,503.96 370,750.07
Amortization of long-term amortized
expenses
Loss on disposal of property, plant -98,152.04
and equipment, intangible assets, and
-449,638.47
other long-lived assets (Gain denoted
by “-”)
Loss on retirement of fixed assets
(Gain denoted by “-”)
Loss on change in fair value (Gain -25,000.00
denoted by “-”)
Finance costs (Gain denoted by “-”) -6,641,999.29 -2,917,877.25
Loss on investment (Gain denoted by -814,005.65
-958,818.27
“-”)
Decrease in deferred tax assets -272,898.33
-6,232,044.51
(Increase is recognized by " - " sign)
Increase in deferred tax liabilities 3,215,000.15
(Decrease is recognized by " - " sign)
Decrease in inventories (Increase is -3,585,610.06
-3,524,728.12
recognized by " - " sign)
Decrease in operating receivables -118,492,078.51
-339,295,439.60
(Increase is recognized by " - " sign)
Increase in operating payables -9,886,105.62
(Decrease is recognized by " - " sign)
Increase in production safety expenses -464,273.75 -403,590.14
Net cash flows from operating -3,708,149.80
activities
Conversion of debt to capital
Convertible corporate bonds due
within one year
Finance lease to fixed assets
Closing balance of cash 687,124,972.07 574,895,982.11
Less: Opening balance of cash 574,895,982.11 709,996,723.03
Add: Closing balance of cash
equivalents
Less: Opening balance of cash
equivalents
Net increase in cash and cash 112,228,989.96 -135,100,740.92
equivalents
(2). Net cash paid for acquisition of subsidiaries in the period
□ Applicable N/A
(3). Net cash received from disposal of subsidiaries in the period
□ Applicable N/A
(4). Composition of cash and cash equivalents
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
I. Cash 687,124,972.07 574,895,982.11
Including: cash on hand 12,187.35 12,187.35
Bank deposits readily available 687,112,784.72 574,883,794.76
for payment
Other monetary funds available
for payment
Amounts on deposit with central
banks available for payment
Due from banks
Call loan to banks
II. Cash Equivalents
Including: Investments in bonds due
within three months
III. Cash and Cash Equivalents at the 687,124,972.07 574,895,982.11
End of the Period
Including: Restricted cash and cash
equivalents used by the parent
company or subsidiaries within the
group
(5). Cash and cash equivalents with restricted scope of use but still presented as cash and cash
equivalents
Applicable □ N/A
In RMB Yuan
Amount in the Current Reason
Item
Period
Deposit restriction, special
Monetary fund 89,337,129.96
purpose funds
Total 89,337,129.96 /
The Group’s other monetary funds mainly consist of deposits and special project funds, specifically
including deposits placed with banks for the application of guarantee letters and project funds that are
earmarked for specified purposes in accordance with relevant regulations.
(6). Monetary funds not classified as cash and cash equivalents
□ Applicable N/A
Other notes:
□ Applicable N/A
Items such as the name of the "Other" item and the amount of adjustments made to the closing balance
of the prior year are explained:
□ Applicable N/A
(1). Monetary items in foreign currency
Applicable □ N/A
In RMB Yuan
RMB Balance
Closing Balance in
Item Translation Rate Translated at End of
Foreign Currency
the Period
Monetary fund - -
Including: VND 292,663,561,616.00 0.000268 78,433,834.51
USD 9,014,531.70 7.0288 63,361,340.42
IDR 97,394,948,701.16 0.000417 40,613,693.61
THB 362,723,279.82 0.222519 80,712,821.50
SGD 140,061.71 5.4586 764,540.85
MYR 7,395,373.42 1.731932 12,808,283.88
Accounts receivable - -
Including: VND 586,770,310,510.283 0.000268 157,254,443.22
THB 13,890,876.26 0.222519 3,090,983.89
IDR 13,380,824,986.00 0.000417 5,579,804.02
USD 700,000.00 7.0288 4,920,160.00
MYR 512,161.25 1.731932 887,028.46
Other receivables
Including: VND 3,470,027,611.94 0.000268 929,967.40
THB 2,004,662.37 0.222519 446,075.47
IDR 1,460,730,994.00 0.000417 609,124.82
MYR 90,867.84 1.731932 157,376.92
Accounts payable
Including: USD 13,939,074.75 7.0288 97,974,968.59
VND 155,645,455,086.00 0.000268 41,712,981.96
THB 100,445,692.05 0.222519 22,351,074.95
IDR 13,285,443,831.00 0.000417 5,540,030.08
MYR 4,585,597.02 1.731932 7,941,942.22
Other payables
Including: VND 16,179,521,050.00 0.000268 4,336,111.64
USD 2,531,059.59 7.0288 17,790,311.65
SGD 7,945.50 5.4586 43,371.31
MYR 65,956.50 1.731932 114,232.17
THB 1,744,115.63 0.222519 388,098.87
IDR 359,288,927.00 0.000417 149,823.48
Short-term borrowings
Including: USD 6,012,613.25 7.0288 42,261,456.00
VND 14,450,549,710.00 0.000268 3,872,747.32
Long-term borrowings - -
Including: USD
EUR
HKD
Other notes:
None
(2). Description of overseas operating entities, including, for significant overseas operating entities,
disclosure of the principal place of business outside the country, the local recording currency and
the basis of selection, and disclosure of the reasons for changes in the local recording currency
Applicable □ N/A
The Group and its domestic subsidiaries maintain their accounts in Chinese Yuan (RMB); Acter
International Limited is accounted for in United States dollars; Acter Technology Singapore Pte., Ltd
is denominated in Singapore dollars; PT. Acter Technology Indonesia and PT Acter Integration
Technology Indonesia (the "Indonesian Joint Venture") are denominated in Indonesian Rupiah; Acter
Technology Malaysia Sdn. Bhd is denominated in MYR; Sheng Huei Engineering Technology
Company Limited is denominated in VND; and Acter Technology Co., Ltd. maintains its accounts in
THB. The Group and its subsidiaries have selected the local recording currencies based on the
currency of valuation and settlement of major business receipts and expenditures. Some subsidiaries
of the Group have adopted currencies other than the Company's local currency as the local currency,
and the foreign currency financial statements of these subsidiaries have been translated in accordance
with "Section V. 9. Translation of Foreign Currency Operations and Foreign Currency Statements" of
this section in the preparation of these financial statements.
Principal
Name of Overseas Recording
Place of Basis of Selection of Local Currency
Operating Entities Currency
Business
PT.Acter Technology Indonesian Businesses are mainly denominated and
Indonesia
Indonesia Rupiah settled in this currency.
PT Acter Integration Indonesian Businesses are mainly denominated and
Indonesia
Technology Indonesia Rupiah settled in this currency.
Sheng Huei Engineering
Businesses are mainly denominated and
Technology Company Vietnam VND
settled in this currency.
Limited
Businesses are mainly denominated and
Acter Technology Co., Ltd Thailand THB
settled in this currency.
Acter International Businesses are mainly denominated and
Hong Kong USD
Limited settled in this currency.
Acter Technology Businesses are mainly denominated and
Malaysia MYR
Malaysia Sdn. Bhd. settled in this currency.
(1) As lessee
Applicable □ N/A
Variable lease payments not included in the measurement of lease liabilities
□ Applicable N/A
None
Lease expenses for short-term leases or low-value assets with simplified treatment
Applicable □ N/A
Sale and leaseback transactions and basis of judgment
□ Applicable N/A
None
Total cash outflows related to leasing 12,027,021.42 (in RMB Yuan)
(2) As lessor
Operating leases as lessor
Applicable □ N/A
In RMB Yuan
Of which: Income Related to
Item Lease Income Variable Lease Payments Not
Included in Lease Receipts
Lease of buildings 2,972,182.60
Total 2,972,182.60
Finance lease as lessor
□ Applicable N/A
Reconciliation of undiscounted lease receipts to net investment in leases
□ Applicable N/A
Undiscounted lease receipts for the next five years
□ Applicable N/A
(3) Recognition of gain or loss on sales under finance leases as a manufacturer or distributor
□ Applicable N/A
Other notes:
None
□ Applicable N/A
□ Applicable N/A
VIII. R&D Expenditures
Applicable □ N/A
In RMB Yuan
Amount in the Current Amount in the Prior
Item
Period Period
Labor cost 14,951,240.32 13,547,429.17
Material costs 14,593,832.64 16,349,300.82
Rental expenses 314,526.92 338,071.77
Depreciation and amortization 116,800.19 133,765.21
Others 1,274,054.66 3,161,138.99
Total 31,250,454.73 33,529,705.96
Including: expensed R&D expenditures 31,250,454.73 33,529,705.96
Capitalized R&D expenditures
Other notes:
None
□ Applicable N/A
Significant capitalized R&D projects
□ Applicable N/A
Provision for impairment of development expenditure
□ Applicable N/A
Other notes:
None
□ Applicable N/A
IX. Changes in the scope of consolidation
□ Applicable N/A
(1). Business combination transactions under the same control incurred in the period
□ Applicable N/A
(2). Combination cost and goodwill
□ Applicable N/A
(3). Identifiable assets and liabilities of the acquiree as at the acquisition date
□ Applicable N/A
(4) Gains or losses arising from the re-measurement of previously held equity interests at fair
value as at the acquisition date
Whether there are transactions in which the control is obtained in the reporting period through business
combinations achieved in multiple steps
□ Applicable N/A
(5) Explanation where the fair value of the combination consideration or the identifiable assets and
liabilities of the acquiree cannot be reasonably determined as at the acquisition date or at the end
of the combination period
□ Applicable N/A
Other notes:
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
Whether there is any transaction or matter of losing control of subsidiaries in the period
□ Applicable N/A
Other notes:
□ Applicable N/A
Disposal of investments in subsidiaries through multiple transactions and loss of control in the period?
□ Applicable N/A
Other notes:
□ Applicable N/A
Description of changes in the scope of consolidation due to other reasons (e.g. establishment of new subsidiaries, liquidation of subsidiaries, etc.) and the related
circumstances:
□ Applicable N/A
□ Applicable N/A
X. Interests in Other Entities
(1). Composition of the enterprise group
Applicable □ N/A
In RMB 10,000
Subsidiar Principal Place of Shareholding Ratio (%)
Registere Nature of Acquisition
y Place of Registrati
d Capital Business Direct Indirect Method
Name Business on
Shenghue 3,529.67 100.00
i
Engineeri
ng
Business
Technolo Electrome
combinatio
gy chanical
Shenzhen Shenzhen n under the
(Shenzhe engineerin
same
n) Co., g
control
Ltd.
(“Acter
(Shenzhe
n)”)
Shenzhen 500 100.00
Dingmao
Trading
Co., Ltd. Establishm
Shenzhen Shenzhen Trade
(“Shenzh ent
en
Dingmao
”)
Acter 100.00
Internatio Business
nal Hong Hong combinatio
Investmen
Limited Kong, 2,260.03 Kong, n under the
t
(“Acter China China same
(Hong control
Kong)”)
Acter 100.00
Technolo
gy Business
Singapor combinatio
Investmen
e Pte., Singapore 1,726.31 Singapore n under the
t
Ltd. same
(“Acter control
(Singapor
e)”)
PT. Acter 100.00
Technolo Business
Electrome
gy combinatio
chanical
Indonesia Indonesia 527.73 Indonesia n under the
engineerin
(“Acter same
g
(Indonesi control
a)”)
Acter 100.00 Business
Electrome
Technolo Malaysia 1,902.84 Malaysia combinatio
chanical
gy n under the
Malaysia engineerin same
Sdn. Bhd. g control
(“Acter
(Malaysi
a)”)
Sheng 100.00
Huei
Engineeri
ng Business
Electrome
Technolo combinatio
chanical
gy Vietnam 3,827.37 Vietnam n under the
engineerin
Company same
g
Limited control
(“Acter
(Vietnam
)”)
Acter 88.38
Technolo Business
Electrome
gy Co., combinatio
chanical
Ltd. Thailand 651.90 Thailand n not under
engineerin
(“Acter the same
g
(Thailand control
)”)
PT Acter 67.00
Integratio
n
Technolo Electrome
gy chanical Establishm
Indonesia 2,306.90 Indonesia
Indonesia engineerin ent
(“Indones g
ia Joint
Venture”
)
A statement that the percentage of shareholding in a subsidiary is different from the percentage of voting
rights:
None
Basis for holding half or less of the voting rights but still controlling the investee, and holding more than
half of the voting rights but not controlling the investee:
None
For significant structured subjects included in the scope of consolidation, the basis of control:
None
Basis for determining whether the company is an agent or principal:
None
Other notes:
None
(2). Significant non-wholly owned subsidiaries
□ Applicable N/A
(3). Key financial information of significant non-wholly owned subsidiaries
□ Applicable N/A
(4). Significant restrictions on the use of enterprise group assets and settlement of enterprise group
liabilities
□ Applicable N/A
(5). Financial or other support provided to structured subjects included in the scope of the
consolidated financial statements
□ Applicable N/A
Other notes:
□ Applicable N/A
is still controlled
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
Description of structured entities not included in the scope of the consolidated financial statements:
□ Applicable N/A
□ Applicable N/A
XI. Government subsidies
□ Applicable N/A
Reasons for not receiving the estimated amount of government grants at the expected point in time
□ Applicable N/A
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Type Amount in the Current Period Amount in the Prior Period
Revenue-related 227,523.20 433,289.18
Total 227,523.20 433,289.18
Other notes:
In RMB Yuan
Amount in Amount Revenue-
Type the Current Presentation Item Recognized in related/Asset-
Year Profit or Loss related
Refund of withholding
tax/personal tax refund
Subsidies for stabilizing
jobs
Special fund subsidy 92,500.00 Other gains 92,500.00 Revenue-related
Total 227,523.20 227,523.20
XII. Risks Related to Financial Instruments
Applicable □ N/A
The Group’s major financial instruments include bills receivable, short-term loans, receivables
and payables, etc. For details of each financial instrument, please refer to the relevant item in Note 7.
The risks associated with these financial instruments and the risk management policies adopted by
the Group to minimize these risks are described below. The Group's management manages and
monitors these exposures to ensure that the above risks are controlled within limits.
A. Risk management objectives and policies
The Group engages in risk management with the objective of striking an appropriate balance
between risk and return, minimizing the negative impact of risks on the Group's operating results and
maximizing the interests of shareholders and other equity investors. Based on this risk management
objective, the basic strategy of the Group's risk management is to identify and analyze the various
risks faced by the Group, to establish an appropriate risk tolerance threshold and to manage the risks,
and to monitor the various risks in a timely and reliable manner in order to control the risks within a
limited scope.
(1) Market risk
The Group’s exposure to exchange rate risk is mainly related to U.S. Dollars, VND, THB, and
Indonesian Rupiah. Except for several subsidiaries of the Group that make purchases and sales in U.S.
Dollars, the Group’s other major business activities are denominated in RMB. As of December 31,
Vietnamese dong, THB, and Indonesian Rupiah in respect of the assets and liabilities described in the
table below. The exchange rate risk arising from these assets and liabilities in U.S. Dollars,
Vietnamese dong, THB, and Indonesian Rupiah balances may have an impact on the Group's results
of operations.
Item Closing Balance
Currency Funds - USD 9,014,531.70
Currency Funds - IDR 97,394,948,701.16
Item Closing Balance
Currency Funds - THB 362,723,279.82
Currency Funds - SGD 140,061.71
Accounts Receivable - VND 292,663,561,616.00
Currency Funds - MYR 7,395,373.42
Accounts Receivable - VND 586,770,310,510.283
Accounts Receivable - THB 13,890,876.26
Accounts Receivable - IDR 13,380,824,986.00
Accounts Receivable - USD 700,000.00
Accounts Receivable - MYR 512,161.25
Other Payables - VND 16,179,521,050.00
Other Payables - USD 2,531,059.59
Other Payables - SGD 7,945.50
Other Payables - MYR 65,956.50
Other Payables - THB 1,744,115.63
Other Payables - IDR 359,288,927.00
Accounts Payable - USD 13,939,074.75
Accounts Payable - VND 155,645,455,086.00
Accounts Payable - THB 100,445,692.05
Accounts Payable - IDR 13,285,443,831.00
Accounts Payable - MYR 4,585,597.02
Other Receivables - VND 3,470,027,611.94
Other Receivables - THB 2,004,662.37
Other Receivables - IDR 1,460,730,994.00
Other Receivables - MYR 90,867.84
Short-term loan - USD 6,012,613.25
Short-term loan - VND 14,450,549,710.00
The Group’s interest rate risk arises from interest-bearing debts such as bank borrowings and
bonds payable. Financial liabilities with fixed interest rates expose the Group to fair value interest
rate risk. The Group determines the relative proportion of fixed interest rates based on the prevailing
market conditions. The Group’s risk of changes in fair value of financial instruments due to changes
in interest rates is mainly related to fixed-rate bank borrowings. For fixed rate borrowings, the Group's
objective is to maintain its floating interest rate. The Group is not highly sensitive to interest rate
fluctuations and has no significant interest rate risk.
(2) Credit risk
Credit risk is the risk that one party to a financial instrument will fail to fulfill its obligations,
resulting in a financial loss to the other party. The Group’s credit risk mainly arises from monetary
funds, receivables, and contract assets. The management continuously monitors these credit risk
exposures.
The Group’s monetary funds other than cash are mainly deposited with creditworthy financial
institutions, which management believes do not have significant credit risk and are not expected to
incur losses to the Group as a result of default by the counterparties.
The Group's maximum exposure to credit risk is the book value of each financial asset in the
balance sheet. The Group has not provided any other guarantees that may expose the Group to credit
risk.
The Group's credit risk from accounts receivable and contract assets is primarily driven by the
characteristics of each individual client, rather than the industry or country or region in which the
client is located. Consequently, significant concentrations of credit risk arise mainly from the
existence of significant accounts receivable and contract assets of the Group in respect of individual
clients. As of December 31, 2025, the accounts receivable and contract assets of the Group's top five
clients accounted for 40.69% (2024: 38.33%) of the Group's total accounts receivable and contract
assets.
In respect of accounts receivable, the Group has formulated a credit policy based on the actual
situation and conducts credit assessment on clients to determine the credit amount and credit period.
The credit assessment is mainly based on the client's financial position, external ratings, and bank
credit history (where possible). The receivables are generally due within 30 to 120 days from the date
of billing. Under normal circumstances, the Group does not require clients to provide collateral.
(3) Liquidity risk
Liquidity risk is the risk of shortage of funds when the Group fulfills its obligations to settle by
delivery of cash or other financial assets. The Company and its subsidiaries are responsible for their
own cash management, including the short-term investment of cash surpluses and the raising of loans
to meet anticipated cash requirements (subject to the approval of the Group's Board of Directors if
borrowings are in excess of certain pre-determined authorization limits). It is the Group's policy to
regularly monitor short-term and long-term liquidity requirements and compliance with borrowing
agreements to ensure that adequate cash reserves are maintained and that commitments are obtained
from major financial institutions to provide sufficient standby funds to meet short-term and longer-
term liquidity requirements.
In order to control this risk, the Group regularly monitors the short-term and long-term liquidity
requirements and compliance with the provisions of the borrowing agreements to ensure that
sufficient cash reserves are maintained, and has obtained commitments from major financial
institutions to provide sufficient standby funds to meet short-term and longer-term liquidity
requirements.
As of December 31, 2025, the remaining contractual maturity of the Group's financial liabilities
as of the balance sheet date based on the undiscounted contractual cash flows, including interest at
contractual interest rates (or at the prevailing interest rate as of the reporting date in the case of floating
interest rates), and the earliest date on which payments will be required are as follows:
Over 3
Years or No
Item Within 1 Year 1-3 Years Total
Fixed
Period
Accounts payable 0 77 94 81
Other payables 24,876,106.81 27,620.06
Non-current liabilities due within
one year
Lease liabilities 1,499,843.57 1,499,843.57
Total 5 34 00 59
The Group employs sensitivity analysis techniques to analyze the impact that reasonable and
probable changes in risk variables may have on current profit or loss or shareholders' equity. Since
changes in any of the risk variables rarely occur in isolation, and the correlation that exists between
the variables will play a significant role in the amount of the eventual impact of a change in one of
the risk variables, the following has been performed assuming that the changes in each of the variables
are independent. The impact on total profit and shareholders' equity of the appreciation/depreciation
of RMB as a result of the changes in RMB against the US Dollar, the Vietnamese dong, Indonesian
Rupiah, and Thailand Baht as of December 31, 2025 is presented in RMB at the spot exchange rate
at the balance sheet date. Since the impact on total profit and shareholders' equity of financial
instruments in other currencies in the event of exchange rate changes is not material, the related
sensitivity analysis is omitted here. The Company believes that its exposure to exchange rate risk is
generally manageable.
Impact on
Item Exchange Rate Changes Impact on Net
Shareholders’
Profit
Equity
Depreciation of RMB Appreciation of 5% against
-2,374,188.99 -2,374,188.99
against USD RMB
Appreciation of RMB Depreciation of 5% against
against USD RMB
Depreciation of RMB Appreciation of 5% against
-9,528,457.58 -9,528,457.58
against VND RMB
Impact on
Item Exchange Rate Changes Impact on Net
Shareholders’
Profit
Equity
Appreciation of RMB Depreciation of 5% against
against VND RMB
Depreciation of RMB
Appreciation of 5% against
against Indonesian -2,055,638.44 -2,055,638.44
RMB
Rupiah
Appreciation of RMB
Depreciation of 5% against
against Indonesian 2,055,638.44 2,055,638.44
RMB
Rupiah
Depreciation of RMB Appreciation of 5% against
-3,075,535.35 -3,075,535.35
against Thailand Baht RMB
Appreciation of RMB Depreciation of 5% against
against Thailand Baht RMB
The above sensitivity analysis is based on the re-measurement of financial instruments held by
the Group that are exposed to exchange rate risk at the balance sheet date, assuming that the exchange
rate at the balance sheet date has changed during the reporting period, using the changed exchange
rate.
The main objectives of the Group's capital management are to ensure the Group's ability to
continue as a going concern and to maintain healthy capital ratios to support business development
and maximize shareholder value.
The Group manages its capital structure and adjusts it in accordance with changes in economic
conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the
capital structure, the Group may adjust profit distribution to shareholders, return capital to
shareholders, or issue new shares. The Group is not subject to external mandatory capital
requirements. For the period January-December 2025, there have been no changes in capital
management objectives, policies or procedures.
The Group monitors its capital through the asset-liability ratio, which is calculated as total
liabilities divided by total assets. The asset-liability ratios at December 31, 2025 were as follows:
Item Ending Balance Beginning Balance
Total liabilities 1,170,497,053.84 826,218,412.73
Total assets 2,359,951,318.22 1,952,510,883.69
Asset-liability ratio 49.60% 42.32%
(1). Hedging business for risk management
□ Applicable N/A
Other notes:
□ Applicable N/A
(2). The Company conducts eligible hedging operations and applies hedge accounting
□ Applicable N/A
Other notes:
□ Applicable N/A
(3). The Company conducts hedge operations for risk management and expects to achieve the risk
management objectives, but does not apply hedge accounting.
□ Applicable N/A
Other notes:
□ Applicable N/A
(1). Classification of transfer methods
□ Applicable N/A
(2). Financial assets derecognized due to transfer
□ Applicable N/A
(3). Transferred financial assets that continue to be involved in the financial asset
□ Applicable N/A
Other notes:
□ Applicable N/A
XIII. Fair Value Disclosure
Applicable □ N/A
In RMB Yuan
Fair Value at the End of the Period
Level 1 Fair Level 2 Fair Level 3 Fair
Item Total
Value Value Value
Measurement Measurement Measurement
I. Ongoing Fair Value
Measurements
(I) Trading Financial
Assets
value through profit or
loss (FVTPL)
(1) Investments in debt
instruments
(2) Investments in equity
instruments
(3) Derivative financial
assets
value through profit or
loss (FVTPL)
(1) Investments in debt
instruments
(2) Investments in equity
instruments
(II) Other Debt
Investments
(III) Investments in Other 14,523,380.46
Equity Instruments
(IV) Investment
Properties
lease
for transfer after
appreciation in value
(V) Biological assets
assets
assets
(VI) Receivables 3,581,195.46 3,581,195.46
financing
Total assets measured at 14,523,380.46 3,581,195.46 18,104,575.92
fair value on an ongoing
basis
(VII) Trading Financial
Liabilities
fair value through profit
or loss (FVTPL)
Including: Trading bonds
issued
Derivative financial
liabilities
Others
fair value through profit
or loss (FVTPL)
Total liabilities at fair
value on an ongoing
basis
II. Discontinued fair
value measurements
(I) Assets Held for Sale
Total assets not
continuously measured
at fair value
Total liabilities not
continuously measured
at fair value
measurements
Applicable □ N/A
The investment in other equity instruments with the Level 1 fair value measurement held by
the Group is a strategic placement project of Wafer Works, and the Company determines its fair
value at its stock market price.
used for the fair value measurement items in the continuous and discontinued Level 2 fair value
hierarchy
□ Applicable N/A
information on valuation techniques used and significant parameters
Applicable □ N/A
The Group uses valuation techniques to determine the fair value of the structured deposits with
Level 3 fair value measurement held by the Group. The valuation model used is mainly a discounted
cash flow model. The inputs to the valuation technique are mainly the contractual expected rate of
return.
The Level 3 fair value receivable financing held by the Group is a bank acceptance bill receivable,
which has a small credit risk and a short remaining period. The Company determines its fair value based
on its face balance.
closing book balance and sensitivity analysis of unobservable parameters
□ Applicable N/A
reasons for the transition and the policy for determining the point of transition.
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
XIV. Related Parties and Related Party Transactions
Applicable □ N/A
In RMB 10,000
Parent Proportion of
Name of Place of Company’s Voting Rights of
Nature of Registered
Parent Registratio Shareholding the Parent
Business Capital
Company n Proportion in the Company in the
Enterprise (%) Enterprise (%)
Sheng Huei
International
Investment
CO. Ltd. USD
Samoa holding 64.9973 64.9973
(“Acter 3,950,000
company
International”
)
Description of the enterprise's parent company
None
The ultimate controlling party of the enterprise is Acter (Taiwan)
Other notes:
None
Details of the Company’s subsidiaries are set out in the notes to the financial statements.
Applicable □ N/A
For details of the Group’s subsidiaries, please refer to “X.1. Interests in subsidiaries” in this section.
Details of significant joint ventures or associates of the Company are set out in the notes.
□ Applicable N/A
Other joint ventures or associates with which the Company has entered into related party transactions
during the current period or with which the Company has entered into related party transactions in prior
periods, resulting in balances, are as follows
□ Applicable N/A
Other notes:
□ Applicable N/A
Applicable □ N/A
Name of Other Related Parties Relationship Between Other Related Parties and the
Enterprise
NOVA Technology Corp. (“NOVA Enterprises controlled by the same ultimate controlling
(Taiwan)”) shareholder
Winmax Technology Corp. (“Winmax Enterprises controlled by the same ultimate controlling
(Shanghai)”) shareholder
Suzhou Winmax Technology Corp. Enterprises controlled by the same ultimate controlling
(“Winmax (Suzhou)”, formerly known as shareholder
“Suzhou Guanbo”)
NOVA TECH ENGINEERING & Enterprises controlled by the same ultimate controlling
CONSTRUCTION PTE. LTD. (“Winmax shareholder
(Singapore))”, formerly known as
"Singapore NOVA”)
Other notes:
None
(1). Purchase and sale of goods, provision and acceptance of labor related party transactions
Purchase of goods/acceptance of services
□ Applicable N/A
Sale of goods/provision of services
□ Applicable N/A
Purchase and sale of goods, provision and acceptance of services
□ Applicable N/A
(2). Affiliated fiduciary management/contracting and entrusted management/contracting out
The Company's fiduciary management/contracting status table:
□ Applicable N/A
Explanation for Affiliated Fiduciary Management/Contracting
□ Applicable N/A
The Company's entrusted management/contracting
□ Applicable N/A
Management/contracting by affiliation
□ Applicable N/A
(3). Affiliated leasing
The Company acts as a lessor:
Applicable □ N/A
In RMB Yuan
Type of Leased Lease Income Recognized Lease Income Recognized in
Name of Lessee
Asset in the Period the Prior Period
Winmax (Suzhou) Lease of buildings 2,650,321.84 2,602,527.60
The Company acted as the lessee:
Applicable □ N/A
In RMB Yuan
Amount in the Current Period Amount in the Prior Period
Rental Variable Rental Variable
costs for lease costs for lease
short-term payments short-term payments
leases and not leases and not
leases of included Interest leases of included Interest
Increase Increase
Name of Type of Leased low-value in the Expense low-value in the Expense
Rental in Right- Rental in Right-
Lessor Asset assets measurem on Lease assets measurem on Lease
Payments of-use Payments of-use
with ent of the Liabilities with ent of the Liabilities
Assets Assets
simplified lease Assumed simplified lease Assumed
treatment liability treatment liability
(if (if (if (if
applicable applicable applicable applicable
) ) ) )
Winmax Lease of
(Singapore) buildings
Explanation for related leases
□ Applicable N/A
(4). Related guarantees
The Company as a guarantor
□ Applicable N/A
The Company as a guaranteed party
□ Applicable N/A
Explanation for related guarantees
□ Applicable N/A
(5). Borrowing of funds from related parties
Applicable □ N/A
In RMB Yuan
Borrowing Guarantee
Related Party Starting Date Remarks
Amount Expiration Date
Borrowing
Sheng Huei
International
Sheng Huei
International
Sheng Huei
International
(6). Transfer of assets and debt restructuring by related parties
□ Applicable N/A
(7). Remuneration of key management personnel
Applicable □ N/A
In RMB Yuan
Amount in the Prior
Item Amount in the Current Period
Period
Remuneration of key management
personnel
(8). Other related party transactions
□ Applicable N/A
(1). Items receivable
□ Applicable N/A
(2). Items payable
Applicable □ N/A
In RMB Yuan
Item Related Party Closing Book Opening Book Balance
Balance
Other payables Winmax (Singapore) 42,632.40
Sheng Huei
Other payables 17,572,000.00 21,706,821.33
International
(3). Other items
□ Applicable N/A
□ Applicable N/A
Applicable □ N/A
(1) Payments on behalf of related parties
In RMB Yuan
Content of Related Party Amount in the Amount in the
Related Party
Transactions Current Year Prior Year
Payment of utilities by Suzhou
Winmax (Suzhou) Acter on behalf of Winmax 783,887.24 828,837.80
(Suzhou)
Total 783,887.24 828,837.80
(2) Acceptance of payment on behalf of related parties
In RMB Yuan
Content of Related Party Amount in the Amount in the
Related Party
Transactions Current Year Prior Year
Payment of utility bills on
behalf of Sheng Huei
Novatech (Singapore) 16,102.87 15,222.47
(Singapore) by Novatech
(Singapore)
Total 16,102.87 15,222.47
XV. Share-based payment
(1). Details
□ Applicable N/A
(2). Stock options or other equity instruments issued and outstanding at the end of the period
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Recipients of equity-settled share-based payments
Determined on the basis of the appraised value or
Method of determining the fair value of equity on the basis of the fair value calculated by taking
instruments at the date of grant into account the Company's own circumstances
and the price-earnings ratio of the same industry
Important parameters of the fair value of equity
instruments at the date of grant
Basis for determining the number of available At each balance sheet date during the waiting
equity instruments period, the Company makes its best estimate of
the number of vested equity latest available
subsequent information, such as changes in the
number of vested employees.
Reasons for significant differences between the
period’s estimate and the prior period’s estimate
Cumulative amount of equity-settled share-based
payments recognized in capital surplus
Other notes:
None
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
XVI. Commitments and contingencies
□ Applicable N/A
(1). Important contingencies existing at the balance sheet date
Applicable □ N/A
Name of
Guarantee Guarantee Guarantee
Guaranteed Currency Amount
Matters Starting Date Expiration Date
Entity
Contractual
Acter (Vietnam) joint and several RMB 71,345,119.56 2020-12-7 2026-7-17
guarantee
Contractual
Acter (Vietnam) joint and several RMB 4,473,565.17 2021-05-07 2026-7-08
guarantee
Contractual
Acter (Vietnam) joint and several RMB 5,430,176.59 2021-05-07 2026-7-17
guarantee
Contractual
Acter (Vietnam) joint and several RMB 21,076,153.89 2022-03-01 2027-11-30
guarantee
Contractual
Acter (Vietnam) joint and several RMB 17,168,854.83 2022-03-10 2027-11-30
guarantee
Name of
Guarantee Guarantee Guarantee
Guaranteed Currency Amount
Matters Starting Date Expiration Date
Entity
Contractual
Acter (Vietnam) joint and several RMB 14,285,182.90 2023-01-10 2027-7-31
guarantee
Contractual
Acter (Vietnam) joint and several RMB 99,925,200.63 2023-07-07 2027-8-14
guarantee
Contractual
Acter (Vietnam) joint and several RMB 159,724,393.29 2023-10-12 2026-10-23
guarantee
Contractual
Acter (Vietnam) joint and several RMB 721,558.28 2023-11-13 2027-8-14
guarantee
Contractual
Acter (Vietnam) joint and several RMB 1,179,462.12 2023-11-27 2027-8-14
guarantee
Acter (Shenzhen) Bank financing RMB 30,000,000.00 2024-02-28 2025-2-25
Shenzhen
Bank financing RMB 45,000,000.00 2024-02-28 2025-2-25
Dingmao
Contractual
Acter (Vietnam) joint and several RMB 77,052,381.68 2024-4-28 2026-10-23
guarantee
Acter (Malaysia) Bank financing RMB 50,000,000.00 2024-9-4 2025-8-15
Contractual
Acter (Vietnam) joint and several RMB 5,419,120.43 2024-9-18 2026-10-23
guarantee
Contractual
Acter (Vietnam) joint and several RMB 42,847,381.09 2024-11-22 2028-5-30
guarantee
Contractual
Acter (Vietnam) joint and several RMB 13,389,806.59 2024-11-22 2028-5-30
guarantee
Shenzhen
Bank financing RMB 20,000,000.00 2024-11-27 2025-12-08
Dingmao
Contractual
Acter (Vietnam) joint and several RMB 13,623,950.00 2025-1-21 2027-9-21
guarantee
Acter (Shenzhen) Bank financing RMB 20,000,000.00 2025-2-25 2028-1-31
Shenzhen
Bank financing RMB 45,000,000.00 2025-2-25 2028-1-31
Dingmao
Contractual
Acter (Vietnam) joint and several RMB 277,128,240.00 2025-11-05 2027-6-15
guarantee
Contractual
Acter (Vietnam) joint and several RMB 8,950,056.00 2025-11-19 2031-2-28
guarantee
Shenzhen
Bank financing RMB 20,000,000.00 2025-12-08 2028-11-12
Dingmao
(2). The Company has no material contingencies that need to be disclosed, which shall also be stated:
□ Applicable N/A
□ Applicable N/A
XVII. Events After the Balance Sheet Date
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Profit or dividend to be distributed 65,000,000.00
Profits or dividends declared after
consideration and approval
Pursuant to the resolution of the 5th Meeting of the 3rd Board of Directors held on March 27, 2026,
the Group’s plan for profit distribution for the year 2025 is as follows:
Based on the total share capital of 100,000,000 shares as of the record date for dividend distribution,
the Company will distribute a cash dividend of RMB 6.50 (tax-inclusive) for every 10 shares, totaling
RMB 65,000,000 (tax-inclusive); the profit distribution plan has yet to be approved by the shareholders’
meeting.
The interim dividends are as follows:
Pursuant to the resolution of the 2nd Meeting of the 3rd Board of Directors held on August 7, 2025,
the Group’s plan for profit distribution for the first half of 2025 is as follows:
Based on the total share capital of 100,000,000 shares as of the record date for dividend distribution,
the Company will distribute a cash dividend of RMB 1.50 (tax-inclusive) for every 10 shares, totaling
RMB 15,000,000 (tax-inclusive); the interim dividend distribution was completed on September 5, 2025.
□ Applicable N/A
□ Applicable N/A
XVIII. Other Important Matters
For details, refer to the “Explanation for the Company’s Analysis of the Reasons for and Impact of
Changes in Accounting Policies, Accounting Estimates or Correction of Material Accounting Errors” by
the Company under “Milestone Events”.
□ Applicable N/A
(1). Non-monetary asset exchange
□ Applicable N/A
(2). Other asset replacement
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
(1). Basis for determining reportable segments and accounting policies
Applicable □ N/A
The Group operates as a whole and has a unified internal organizational structure, management
evaluation system, and internal reporting system. The management conducts resource allocation and
performance evaluation by regularly reviewing financial information at the corporate level. The
Group did not have any separately managed operating segments during the reporting period, and
therefore the Group
(1) Geographical information
Information on the Group's revenue from external transactions by region is set out in the table below.
Revenue from external transactions is classified according to the location of the clients who constructed
the projects or purchased the products.
Location of Clients Amount in the Current Year Amount in the Prior Year
Chinese mainland 1,734,855,721.25 1,330,457,322.03
Southeast Asia 1,253,649,011.96 677,239,995.95
Other countries and regions
Total 2,988,504,733.21 2,007,697,317.98
The Group’s non-current assets (excluding deferred tax assets) are mainly located in Mainland China,
based on the physical location of the assets (for fixed assets) and the location of the related operations
(for intangible assets).
(2). Financial information of reportable segments
□ Applicable N/A
(3). If the Company does not have any reportable segments, or cannot disclose the total assets and
total liabilities of each reportable segment, the reasons shall be explained
□ Applicable N/A
(4). Others
□ Applicable N/A
□ Applicable N/A
□ Applicable N/A
XIX. Notes to the Parent Company's Financial Statements
(1). Disclosure by aging
Applicable □ N/A
In RMB Yuan
Aging Closing Book Balance Opening Book Balance
Within 1 year (including 1year) 339,827,285.35 250,656,933.39
months)
year)
Above 5 years 10,801,759.52 7,542,629.98
Total 397,952,980.82 274,722,406.38
(2). Disclosure by method of provision for bad debts
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision for Provision for
Book Balance Book Balance
Bad Debts Bad Debts
Category Accru Accru
Book Book
Propo al Propo al
Amou Amou Value Amou Amou Value
rtion propo rtion propor
nt nt nt nt
(%) rtion (%) tion
(%) (%)
Provision for
bad debts 8,728, 8,728, 8,728, 8,728,
recognized on 414.3 2.19 414.3 414.3 3.18 414.3
an individual 7 7 7 7
basis
Including:
Provision for 389,2 17,99 371,2 265,9 12,97 253,0
bad debts by 24,56 97.81 7,234. 4.62 27,33 93,99 96.82 3,593. 4.88 20,39
portfolio 6.45 91 1.54 2.01 37 8.64
Including:
Total 52,98 / 5,649. / 27,33 22,40 / 2,007. / 20,39
Provision for bad debts on an individual basis:
Applicable □ N/A
In RMB Yuan
Closing Balance
Name Provision for Accrual Reason for
Book balance
Bad Debts Proportion (%) Provision
Suzhou Mingqiao Debtor’s financial
Municipal 2,158,200.00 2,158,200.00 100.00 difficulties
Engineering Co., Ltd.
Qinghua Group Debtor’s financial
Xinjiang Coal difficulties
Chemical Industry
Co., Ltd.
Total 8,728,414.37 8,728,414.37 100.00 /
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
Applicable □ N/A
Combined accrual item: aging portfolio
In RMB Yuan
Closing Balance
Name
Book balance Provision for Bad Debts Accrual Proportion (%)
(including 1 year)
Above 5 years 2,073,345.15 2,073,345.15 100.00
Total 389,224,566.45 17,997,234.91
Explanation for provision for bad debts by portfolio:
□ Applicable N/A
Provision for bad debts based on the general model of expected credit
Applicable □ N/A
In RMB Yuan
Phase I Phase II Phase III
Expected Credit
Expected Credit
Expected Losses for the
Losses for the
Provision for Bad Debts Credit Losses Entire Duration Total
Entire Duration
for the Next 12 (Credit
(No Credit
Months Impairment
Impairment)
Incurred)
Balance as of January 1, 21,702,007.7 21,702,007.
Balance as of January 1,
-- Transferred to Phase II
-- Transferred to III
-- Reversed to Phase II
-- Reversed to Phase I
Provision in the period 5,023,641.54
Reversal in the period
Write-offs in the period
Cancellations in the period
Other changes
Balance at December 31, 26,725,649.2 26,725,649.
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of accounts receivable for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(3). Provision for bad debts
Applicable □ N/A
In RMB Yuan
Change in the Period
Write-offs
Opening Other Closing
Category Recovery or
Balance Provision Change Balance
or Reversal Cancellatio
s
ns
Provision
for bad 21,702,007.74 5,023,641.54 26,725,649.28
debts
Total 21,702,007.74 5,023,641.54 26,725,649.28
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(4). Accounts receivable actually written off in the period
Applicable N/A
Significant accounts receivable written off among them
□ Applicable √ N/A
Description of accounts receivable written off:
□ Applicable √ N/A
(5). Accounts receivable and contract assets with top five closing balances summarized by party
owed to the Company
Applicable □ N/A
In RMB Yuan
Percentage of
Closing
Total Closing
Closing Closing Balance of Closing
Balances of
Balance of Balance of Accounts Balance of
Unit Name Accounts
Accounts Contract Receivable and Provision for
Receivable and
Receivable Assets Contract Bad Debts
Contract
Assets
Assets (%)
Company 1 134,591,888.4 134,591,888.4
Company 2 103,870,884.3 103,870,884.3
Company 3 58,709,868.68 28,296,301.30 87,006,169.98 9.53 4,161,482.68
Company 4 85,792,871.34 85,792,871.34 9.40 438,199.32
Company 5 66,219,123.62 12,838,121.34 79,057,244.96 8.66 2,073,312.11
Total 259,520,880.7 230,798,178.3 490,319,059.0
Other notes:
None
Other notes:
□ Applicable N/A
Item presentation
Applicable □ N/A
In RMB Yuan
Item Closing Balance Opening Balance
Interest receivable
Dividends receivable
Other receivables 20,160,353.84 40,526,268.65
Total 20,160,353.84 40,526,268.65
Other notes:
□ Applicable N/A
Interest receivable
(1). Classification of interest receivable
□ Applicable N/A
(2). Significant overdue interest
□ Applicable N/A
(3). Disclosure by method of provision for bad debts
□ Applicable N/A
Provision for bad debts on an individual basis:
□ Applicable N/A
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
□ Applicable N/A
(4). Provision for bad debts based on the general model of expected credit
□ Applicable N/A
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of interest receivables for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(5). Provision for bad debts
□ Applicable N/A
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(6). Actual write-off of interest receivable in the period
□ Applicable N/A
Write-off of significant interest receivables
□ Applicable N/A
Description of write-offs:
□ Applicable N/A
Other notes:
□ Applicable N/A
Dividends receivable
(1). Dividends receivable
□ Applicable N/A
(2). Significant dividends receivable with an age of more than 1 year
□ Applicable N/A
(3). Disclosure by method of provision for bad debts
□ Applicable N/A
Provision for bad debts on an individual basis:
□ Applicable N/A
Explanation for provision for bad debts on an individual basis:
□ Applicable N/A
Provision for bad debts by portfolio:
□ Applicable N/A
(4). Provision for bad debts based on the general model of expected credit
□ Applicable N/A
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of dividend receivables for which changes in the
allowance for losses occurred in the period:
□ Applicable N/A
(5). Provision for bad debts
□ Applicable N/A
Of which the amount of bad debt provision recovered or reversed in the period is significant:
□ Applicable N/A
Other notes:
None
(6). Dividends receivable actually written off in the period
□ Applicable N/A
Write-off of significant dividends receivable
□ Applicable N/A
Description of write-offs:
□ Applicable N/A
Other notes:
□ Applicable N/A
Other receivables
(1). Disclosure by aging
Applicable □ N/A
In RMB Yuan
Aging Closing Book Balance Opening Book Balance
Within 1 year (including 1 year) 16,408,680.01 39,233,900.27
Within 1 year (including 1 year) 16,408,680.01 39,233,900.27
Above 5 years 25,000.00 28,000.00
Total 20,696,781.42 41,045,620.27
(2). Breakdown by nature of payment
Applicable □ N/A
In RMB Yuan
Nature of Payment Closing Book Balance Opening Book Balance
Current account 11,802,683.89 32,472,837.56
Margin and deposit 5,770,324.56 6,851,051.41
Imprest 823,460.00 824,467.00
Others 2,300,312.97 897,264.30
Total 20,696,781.42 41,045,620.27
(3). Provision for bad debts
Applicable □ N/A
In RMB Yuan
Phase I Phase II Phase III
Expected Credit
Expected Expected Credit
Provision for Bad Losses for the Entire
Credit Losses Losses for the Entire Total
Debts Duration (Credit
for the Next 12 Duration (No Credit
Impairment
Months Impairment)
Incurred)
Balance as of
January 1, 2025
Balance as of
January 1, 2025 in
the period
-- Transferred to
Phase II
-- Transferred to
III
-- Reversed to
Phase II
-- Reversed to
Phase I
Provision in the
period
Reversal in the
period
Write-offs in the
period
Cancellations in
the period
Other changes
Balance at
December 31, 536,427.58 536,427.58
The basis for the classification of each stage and the accrual proportion for bad debts
None
Explanation for significant changes in the book balance of other receivables for which changes in
provision for losses occurred in the period:
□ Applicable N/A
The amount of provision for bad debts for the current period and the basis adopted for assessing whether
there is a significant increase in the credit risk of financial instruments:
□ Applicable N/A
(4). Provision for bad debts
Applicable□ N/A
In RMB Yuan
Change in the Period
Category Opening Write-offs Closing
Recovery Other
Balance Provision or Balance
or Reversal Changes
Cancellation
s
Provision for
bad debts
Total 519,351.63 17,075.96 536,427.58
Of which the amount of provision for bad debts reversed or recovered in the period is significant:
□ Applicable N/A
Other notes:
None
(5). Other receivables actually written off in the period
□ Applicable N/A
Significant other receivables written off in the period:
□ Applicable N/A
Description of other receivables written off:
□ Applicable N/A
(6). Other receivables with the top five closing balances grouped by party owed
Applicable □ N/A
In RMB Yuan
Percentage of
Total Closing
Closing Balance
Closing Balances of Nature of
Unit Name Aging of Provision for
Balance Other Payment
Bad Debts
Receivables
(%)
Thailand
Current Within 1
Engineering 5,492,936.25 26.54
account year
Project
Vietnam
Current Within 1
Engineering 5,279,763.86 25.51
accounts year
Project
Nanjing
Keystone Margin and
Technology deposit
Co., Ltd.
Jiangsu Within 1
Carplus year, 1–2
Margin and
Financial 1,404,000.00 6.78 years, 2–3 70,200.00
deposit
Leasing Co., years, 3–4
Ltd. years
Malaysia
Current Within 1
Engineering 1,029,983.78 4.98
account year
Project
Total 15,290,735.30 73.88 / / 174,402.57
(7). Presented in other receivables due to centralized management of funds
□ Applicable N/A
Other notes:
□ Applicable N/A
Applicable □ N/A
In RMB Yuan
Closing Balance Opening Balance
Provision Provision
Item
Book for Book Book for Book
Balance Impairme Value Balance Impairme Value
nt nt
Investments in 129,112,6 129,112,6 129,112,6 129,112,6
subsidiaries 45.74 45.74 45.74 45.74
Total
(1). Investments in subsidiaries
Applicable □ N/A
In RMB Yuan
Openin Increase/decrease in the Period Closing
g Balance
Opening Closing
balance Additio Decrea Provisio of
balance Balance
Investees of ns to se in n for Provisio
(book Others (Book
impair Investm Invest Impairm n for
value) Value)
ment ents ments ent Impairm
reserve ent
Acter 37,527,7 37,527,7
(Shenzhen) 98.95 98.95
Acter (Hong 28,651,1 28,651,1
Kong) 20.44 20.44
Indonesia
Joint
Venture
Acter 14,516,7 14,516,7
(Vietnam) 50.00 50.00
Acter 14,287,8 14,287,8
(Malaysia) 00.00 00.00
Acter 13,363,4 13,363,4
(Singapore) 14.49 14.49
Shenzhen 5,000,00 5,000,00
Dingmao 0.00 0.00
Total
(2). Investments in associates and joint ventures
□ Applicable N/A
(3). Impairment testing of long-term equity investments
□ Applicable N/A
Other notes:
None
Determination of recoverable amount the net amount of fair value less costs of disposal
□ Applicable N/A
Determination of recoverable amount as the present value of estimated future cash flows
□ Applicable N/A
Reasons for significant inconsistencies between the aforementioned information and the
information adopted or external information used in impairment tests in prior years
□ Applicable N/A
Reasons for significant inconsistencies between the information adopted in the Company’s
impairment tests in prior years and the actual circumstances of the current year
□ Applicable N/A
Other notes:
None
(1). Operating revenue and operating costs
Applicable □ N/A
In RMB Yuan
Amount in the Current Period Amount in the Prior Period
Item
Revenue Cost Revenue Cost
Main business 1,610,869,784.4 1,478,773,270.0 1,255,177,173. 1,124,427,57
Other businesses 14,226,320.51 12,672,569.89 7,149,008.49 5,246,186.93
Total
(2). Breakdown information of operating revenues and operating costs
Applicable □ N/A
In RMB Yuan
Parent Company Total
Contract Classification Operating Operating
Operating cost Operating cost
revenue revenue
Commodity type
Clean room 1,386,833,137.
engineering 41
Other
electromechanical 224,036,647.03 206,965,410.28 224,036,647.03 206,965,410.28
installation works
Equipment sales
Other businesses 14,226,320.51 12,672,569.89 14,226,320.51 12,672,569.89
By region of operation
Domestic 1,491,445,839.93 1,625,096,104.95 1,491,445,839.93
Type of market or client
IC semiconductor 1,500,369,000.
industry 51
Precision
manufacturing industry
Photoelectricity
industry
Other industries 4,651,689.03 -2,683,158.42 4,651,689.03 -2,683,158.42
Other businesses 14,226,320.51 12,672,569.89 14,226,320.51 12,672,569.89
Contract type
Sale of goods
Construction 1,610,869,784.
contracts 44
Other businesses 14,226,320.51 12,672,569.89 14,226,320.51 12,672,569.89
Classification by timing
of merchandise transfers
Revenue
recognized at a certain 14,226,320.51 12,672,569.89 14,226,320.51 12,672,569.89
point in time
Revenue
recognized at a certain 1,478,773,270.04 1,610,869,784.44 1,478,773,270.04
point in time
By contract term
By sales channel
Total 1,491,445,839.93 1,625,096,104.95 1,491,445,839.93
Other notes:
□ Applicable N/A
(3). Explanation for performance obligations
□ Applicable N/A
(4). Description of apportionment to remaining performance obligations
□ Applicable N/A
(5). Significant contract changes or significant transaction price adjustments
□ Applicable N/A
Other notes:
None
Applicable □ N/A
In RMB Yuan
Amount in the Current
Item Amount in the Prior Period
Period
Income from long-term equity
investments accounted for under the cost
method
Income from long-term equity
investments accounted for by the equity
method
Investment income from disposal of
long-term equity investments
Investment income during the holding
period of financial assets for trading
Dividend income from other equity
instruments during the holding period
Interest income earned on debt
investments during the holding period
Interest income earned on other debt
investments during the holding period
Investment income from disposal of
trading financial assets
Investment income from disposal of
other equity instruments
Investment income from disposal of debt
investments
Investment income from disposal of
other debt investments
Gain on debt restructuring
Dividend distribution 14,907,818.18 9,000,000.00
Total 15,921,643.19 9,787,838.84
Other notes:
None
□ Applicable N/A
XX. Supplementary information
Applicable □ N/A
In RMB Yuan
Item Amount Remarks
Profits or losses on disposal of non-current
assets, including elimination of provision for asset 442,259.80
impairment
Government grants recognized in current
profit or loss, except for those government grants
that are closely related to the Company’s normal
business operations, in line with national policies
and in accordance with defined criteria, and have a
continuing impact on the Company’s profit or loss
Profits or losses from changes in fair value of
financial assets and liabilities held by non-financial
enterprises and profits or losses from the disposal
of financial assets and liabilities, except for
effective hedging business related to the
Company’s normal business operations
Occupancy fees charged to non-financial
enterprises recognized in profit or loss for the
period
Profits or losses on entrusted investment or
asset management
Profits or losses on entrusted external loans
Losses on assets due to force majeure, such as
natural disasters
Reversal of provision for impairment of
receivables individually tested for impairment
Gain arising from the difference between the
cost of investment in subsidiaries, associates, and
joint ventures and the fair value of net identifiable
assets of the investee at the time of investment
acquisition
Subsidiaries arising from a business
combination under the same control Net gain or
loss for the period from the beginning of the period
to the date of the combination
Gain or loss on exchange of non-monetary
assets
Profits or losses on debt restructuring
One-time costs incurred by the enterprise due
to discontinuation of relevant business activities,
such as employee relocation expenses,
One-time impact on profit or loss due to
adjustments in tax, accounting, and other laws and
regulations.
One-time share-based payment expenses
recognized due to cancellation or modification of
the share incentive plan
Gains or losses arising from changes in the
fair value of employee remuneration payable after
the feasible date for cash-settled share-based
payments
Gains or losses from changes in fair value of
investment properties subsequently measured
using the fair value model
Profits or losses from transactions with an
apparent unfair price
Gains or losses arising from contingencies
unrelated to the Company’s normal business
operations
Custodian fee income from entrusted
operations
Non-operating revenue and expenses other
-505,344.98
than those mentioned above
Other profits or losses that meet the definition
of non-recurring profits or losses
Less: income tax effect 4,785.03
Effect of minority interests (after tax) 2,142.65
Total 157,510.34
The Company shall state why, if it recognizes the items not listed in the Interpretative Announcement
for Information Disclosure of Companies Issuing Public Securities No. 1 - Non-Recurring Profit and Loss
as non-recurring profit and loss items and that the amount of such items is large, or if it defines the non-
recurring profit and loss items listed in the Interpretative Announcement for Information Disclosure of
Companies Issuing Public Securities No. 1 - Non-Recurring Profit and Loss as recurring profit and loss.
□ Applicable N/A
Other notes:
□ Applicable N/A
Applicable □ N/A
Weighted average Earnings per Share
Profit for the Reporting Period Return on Net Basic Earnings per Diluted Earnings per
Assets (%) Share Share
Net profit attributable to
ordinary shareholders of the 13.66 1.55 1.55
Company
Net profit attributable to
ordinary shareholders of the
Company after extraordinary
gains and losses
□ Applicable N/A
□ Applicable N/A
Chairman: Liang Jinli
Date of approval for filing by the board of directors: March 27, 2026
Revised information
□ Applicable N/A
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