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Stock Code : 6031
(A joint stock company incorporated in the People’s Republic of China with limited liability)
三一重工股份有限公司
SANY HEAVY INDUSTRY CO., LTD.
GLOBAL OFFERING
Overall Coordinator, Joint Global Coordinator, Joint Bookrunner and Joint Lead Manager
Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
Sole Sponsor, Sponsor-Overall Coordinator, Joint Global Coordinator, Joint Bookrunner and Joint Lead Manager


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IMPORTANT : If you are in any doubt about any of the contents of this Prospectus, you should obtain professional independent advice.
SANY HEA VY INDUSTRY CO., LTD.
ʮ̡
(A joint stock company incorporated in the People’ s Republic of China with limited liability)
Global Offering
Number of Offer Shares under
the Global Offering
: 580,424,600 H Shares (subject to
the Offer Size Adjustment Option and
the Over-allotment Option)
Number of Hong Kong Offer Shares : 58,042,600 H Shares (subject to
reallocation)
Number of International Offer Shares : 522,382,000 H Shares (subject to
reallocation, the Offer Size Adjustment
Option and the Over-allotment
Option)
Maximum Offer Price : HK$21.30 per H Share, plus brokerage
of 1.0%, SFC transaction levy of
0.0027%, Hong Kong Stock Exchange
trading fee of 0.00565% and AFRC
transaction levy of 0.00015% (payable
in full on application in Hong Kong
dollars and subject to refund)
Nominal value : RMB1.00 per H Share
Stock code : 6031
Sole Sponsor, Sponsor-Overall Coordinator, Joint Global Coordinator,
Joint Bookrunner and Joint Lead Manager
Overall Coordinator, Joint Global Coordinator,
Joint Bookrunner and Joint Lead Manager
Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers
Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsib ility for the contents of this
Prospectus, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arisin g from or in reliance upon the whole or any part
of the contents of this Prospectus.
A copy of this Prospectus, having attached thereto the documents specified in “Appendix VII — Documents Delivered to the Registrar of Companies and Av ailable on Display” in this Prospectus,
has been registered by the Registrar of Companies in Hong Kong as required by Section 342C of the Companies (Winding Up and Miscellaneous Provisions) O rdinance (Chapter 32 of the Laws
of Hong Kong). The Securities and Futures Commission of Hong Kong and the Registrar of Companies in Hong Kong take no responsibility as to the contents o f this Prospectus or any other documents
referred to above.
The Offer Price is expected to be determined by agreement between the Overall Coordinators (on behalf of the Underwriters) and our Company on the Price Determination Date. The Price
Determination Date is expected to be on or around Friday, October 24, 2025 (Hong Kong time) and, in any event, not later than 12:00 noon on Friday, Octobe r 24, 2025 (Hong Kong time). The
Offer Price will not be more than HK$21.30 per Offer Share and is currently expected to be not less than HK$20.30 per Offer Share unless otherwise announ ced. If, for any reason, the Offer Price
is not agreed by 12:00 noon on Friday, October 24, 2025 (Hong Kong time) between the Overall Coordinators (on behalf of the Underwriters) and our Compan y, the Global Offering will not proceed
and will lapse.
The Overall Coordinators, on behalf of the Underwriters, may, where considered appropriate and with the consent of our Company, reduce the number of H ong Kong Offer Shares and/or the indicative
Offer Price range below that is stated in this Prospectus (being HK$20.30 per Offer Share to HK$21.30 per Offer Share) at any time prior to the morning of the last day for lodging applications
under the Hong Kong Public Offering. In such case, notices of the reduction in the number of Hong Kong Offer Shares will be published on the website of our Company at www.sany.com.cn and
on the website of the Hong Kong Stock Exchange at www.hkexnews.hk as soon as practicable following the decision to make such reduction, and in any event not later than the morning of the
last day for lodging applications under the Hong Kong Public Offering. For further details, see “Structure of the Global Offering” and “How to Apply fo r Hong Kong Offer Shares” in this Prospectus.
The obligations of the Hong Kong Underwriters under the Hong Kong Underwriting Agreement are subject to termination by the Overall Coordinators (on b ehalf of the Underwriters) if certain events
occur prior to 8:00 a.m. on the Listing Date. For details, see “Underwriting” in this Prospectus.
The Offer Shares have not been and will not be registered under the U.S. Securities Act or any state securities laws in the United States and may not be off ered, sold, pledged or otherwise
transferred within the United States, except pursuant to an available exemption from, or in a transaction not subject to, the registration requireme nts of the U.S. Securities Act and in
accordance with any applicable state securities laws in the United States. The Offer Shares may only be offered and sold outside the United States in of fshore transactions in reliance on
Regulation S. No public offering of the Offer Shares will be made in the United States.
IMPORTANT
October 20, 2025


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IMPORTANT NOTICE TO INVESTORS:
FULLY ELECTRONIC APPLICATION PROCESS
We have adopted a fully electronic application process for the Hong Kong
Public Offering. We will not provide printed copies of this Prospectus to the public
in relation to the Hong Kong Public Offering.
This Prospectus is available at the website of the Hong Kong Stock Exchange
at www.hkexnews.hk under the “ HKEXnews > New Listings > New Listing
Information ” section, and our website at https://www.sany.com.cn. If you require a
printed copy of this Prospectus, you may download and print from the website
addresses above.
To apply for the Hong Kong Offer Shares, you may:
(1) apply online through the HK eIPO White Form service at www.hkeipo.hk ;
or
(2) apply electronically through the HKSCC EIPO channel and cause HKSCC
Nominees to apply on your behalf by instructing your broker or custodian
who is a HKSCC Participant to give electronic application instructions via
HKSCC’s FINI system to apply for the Hong Kong Offer Shares on your
behalf.
We will not provide any physical channels to accept any application for the Hong
Kong Offer Shares by the public. The contents of the electronic version of this
Prospectus are identical to the printed Prospectus as registered with the Registrar of
Companies in Hong Kong pursuant to Section 342C of the Companies (Winding Up and
Miscellaneous Provisions) Ordinance.
If you are an intermediary , broker or agent , please remind your customers, clients
or principals, as applicable, that this Prospectus is available online at the website
addresses above.
Please refer to the section headed “How to Apply for Hong Kong Offer Shares” for
further details of the procedures through which you can apply for the Hong Kong Offer
Shares electronically.
IMPORTANT
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Y our application through the HK eIPO White Form service or the HKSCC EIPO
channel must be for a minimum of 200 Hong Kong Offer Shares and in one of the numbers set
out in the table below.
If you are applying through the HK eIPO White Form service, you may refer to the table
below for the amount payable for the number of Hong Kong Offer Shares you have selected.
Y ou must pay the respective maximum amount payable on application in full upon application
for Hong Kong Offer Shares.
If you are applying through the HKSCC EIPO channel, you are required to pre-fund your
application based on the amount specified by your broker or custodian , as determined based
on the applicable laws and regulations in Hong Kong.
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
HK$ HK$ HK$ HK$
200 4,302.97 7,000 150,603.67 300,000 6,454,443.16 8,000,000 172,118,484.00
400 8,605.92 8,000 172,118.49 400,000 8,605,924.20 9,000,000 193,633,294.50
600 12,908.89 9,000 193,633.30 500,000 10,757,405.26 10,000,000 215,148,105.00
800 17,211.85 10,000 215,148.10 600,000 12,908,886.30 20,000,000 430,296,210.00
1,000 21,514.81 20,000 430,296.21 700,000 15,060,367.36 29,021,200
(1) 624,385,618.48
1,200 25,817.77 30,000 645,444.31 800,000 17,211,848.40
1,400 30,120.73 40,000 860,592.42 900,000 19,363,329.46
1,600 34,423.70 50,000 1,075,740.53 1,000,000 21,514,810.50
1,800 38,726.67 60,000 1,290,888.64 2,000,000 43,029,621.00
2,000 43,029.62 70,000 1,506,036.74 3,000,000 64,544,431.50
3,000 64,544.44 80,000 1,721,184.85 4,000,000 86,059,242.00
4,000 86,059.24 90,000 1,936,332.95 5,000,000 107,574,052.50
5,000 107,574.06 100,000 2,151,481.06 6,000,000 129,088,863.00
6,000 129,088.86 200,000 4,302,962.10 7,000,000 150,603,673.50
(1) Maximum number of Hong Kong Offer Shares you may apply for and this is approximately 50% of the Hong
Kong Offer Shares initially offered.
(2) The amount payable is inclusive of brokerage, SFC transaction levy, the Stock Exchange trading fee and AFRC
transaction levy. If your application is successful, brokerage will be paid to the Exchange Participants (as
defined in the Listing Rules) or to the HK eIPO White Form Service Provider (for applications made through
the application channel of the HK eIPO White Form service) while the SFC transaction levy, the Stock
Exchange trading fee and the AFRC transaction levy will be paid to the SFC, the Stock Exchange and the
AFRC, respectively.
No application for any other number of the Hong Kong Offer Shares will be considered
and any such application is liable to be rejected.
IMPORTANT
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If there is any change to the expected timetable of the Hong Kong Public Offering, we will
issue an announcement to be published on the website of the Hong Kong Stock Exchange at
www.hkexnews.hk and our website at https://www.sany.com.cn .
Hong Kong Public Offering commences ...................... .9:00 a.m. on Monday,
October 20, 2025
Latest time to complete applications under the
HK eIPO White Form service through the designated
website at www.hkeipo.hk (2) ............................ 1 1:30 a.m. on Thursday,
October 23, 2025
Application lists open (3) ................................. 1 1:45 a.m. on Thursday,
October 23, 2025
Latest time (a) to complete payment of HK eIPO White Form
applications by effecting internet banking transfer(s)
or PPS payment transfer(s) and (b) give electronic
application instructions to HKSCC
(4) ................... .12:00 noon on Thursday,
October 23, 2025
If you are instructing your broker or custodian who is a HKSCC Participant to give
electronic application instructions via HKSCC’s FINI system to apply for the Hong Kong
Offer Shares on your behalf, you are advised to contact your broker or custodian for the
earliest and latest time for giving such instructions, as this may vary by broker or custodian.
Application lists close (3) ................................ .12:00 noon on Thursday,
October 23, 2025
Expected Price Determination Date (5) ............... o no r before 12:00 noon on Friday,
October 24, 2025
Announcement of:
 the final Offer Price;
 the level of applications of the Hong Kong Public Offering;
 the level of indications of interest in the International Offering; and
 the basis of allocation of the Hong Kong Offer Shares
to be published on the website of the Hong Kong
Stock Exchange at www.hkexnews.hk and
our website at https://www.sany.com.cn (6) ............ a to r before 11:00 p.m.
on Monday, October 27, 2025
EXPECTED TIMETABLE (1)
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The results of allocations in the Hong Kong Public Offering (with successful applicants’
identification document numbers, where appropriate) to be made available through a variety of
channels as described in the section headed “How to Apply for Hong Kong Offer Shares —
Publication of Results”, including:
 on the website of the Stock Exchange at
www.hkexnews.hk and our website at
https://www.sany.com.cn (6) respectively .............. a to r before 11:00 p.m.
on Monday, October 27, 2025
 from the “Allotment Results” page at
the designated results of allocations website at
www.hkeipo.hk/IPOResult (or www.tricor.com.hk/ipo/result )
with a “search by ID” function ................. from 11:00 p.m. on Monday,
October 27, 2025 to
12:00 midnight on Sunday,
November 2, 2025
 from the allocation results telephone enquiry
line by calling +852 3691 8488 between
9:00 a.m. and 6:00 p.m. ................................ .from Tuesday,
October 28, 2025 to
Monday, November 3, 2025
(excluding Saturdays,
Sundays and public holidays
in Hong Kong)
Despatch of H Share certificates in respect of wholly or
partially successful applications, or deposit of
H Share certificate into CCASS, on or before
(7) .......... .Monday, October 27, 2025
Despatch of HK eIPO White Form e-Auto Refund payment (8)
instructions/refund cheques in respect of wholly or
partially successful applications on or before .............. T uesday, October 28, 2025
Dealings in our H Shares on the Hong Kong Stock Exchange
expected to commence at ............................... .9:00 a.m. on Tuesday,
October 28, 2025
Notes:
(1) All dates and times refer to Hong Kong local time and dates unless otherwise stated.
(2) Y ou will not be permitted to submit your application through the designated website at www.hkeipo.hk after
11:30 a.m. on the last day for making applications. If you have already submitted your application and obtained
an application reference number from the designated website before 11:30 a.m., you will be permitted to
continue the application process (by completing payment of application monies) until 12:00 noon on the last
day for making applications, when the application lists close.
EXPECTED TIMETABLE (1)
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(3) If there is/are Severe Weather Signal(s) (as defined in the “How to Apply for Hong Kong Offer Shares —
Severe Weather Arrangements”) in force in Hong Kong at any time between 9:00 a.m. and 12:00 noon on
Thursday, October 23, 2025, the application lists will not open or close on that day. See “How to Apply for
Hong Kong Offer Shares — Severe Weather Arrangements” for further details.
(4) Applicants who apply for Hong Kong Offer Shares by instructing their broker or custodian to give electronic
application instructions to HKSCC via HKSCC’s FINI system should refer to the paragraph headed “How to
Apply for Hong Kong Offer Shares — A. Application for Hong Kong Offer Shares — 2. Application Channels”
in this prospectus.
(5) The Price Determination Date is expected to be on or around Friday, October 24, 2025 and, in any event, not
later than 12:00 noon on Friday, October 24, 2025. If, for any reason, the Offer Price is not agreed by 12:00
noon on Friday, October 24, 2025, the Global Offering will not proceed and will lapse.
(6) None of the websites or any of the information contained on the websites forms part of this Prospectus.
(7) The H Share certificates will only become valid evidence of title at 8:00 a.m. on the Listing Date, which is
expected to be on or around Tuesday, October 28, 2025 provided that the Global Offering has become
unconditional and the right of termination described in the section headed “Underwriting” has not been
exercised. Investors who trade our H Shares on the basis of publicly available allocation details before the
receipt of H Share certificates or before the H Share certificates become valid evidence of title do so entirely
at their own risk.
(8) Applicants being individuals who are eligible for personal collection may not authorize any other person to
collect on their behalf. If you are a corporate applicant which is eligible for personal collection, your
authorized representative must bear a letter of authorization from your corporation stamped with your
corporation’s chop. Both individuals and authorized representatives must produce evidence of identity
acceptable to our H Share Registrar at the time of collection.
Any uncollected H Share certificates will be dispatched by ordinary post, at the applicants’ risk, to the
addresses specified in the relevant applications.
HK eIPO White Form e-Auto Refund payment instructions/refund cheques will be issued for the applicants
who have applied through the HK eIPO White Form service in respect of wholly or partially unsuccessful
applications and in respect of wholly or partially successful applications pursuant to the Hong Kong Public
Offering if the final Offer Price is less than the maximum Offer Price payable per Offer Share on application.
Part of the applicant’s identification document number, or, if the application is made by joint applicants, part
of the identification document number of the first-named applicant, provided by the applicant(s) may be
printed on the refund cheque, if any. Such data would also be transferred to a third party for refund purposes.
Banks may require verification of an applicant’s identification document number before encashment of the
refund cheques. Inaccurate completion of an applicant’s identification document number may invalidate or
delay encashment of the refund cheques.
Applicants who have applied through the HK eIPO White Form service and paid their applications monies
through single bank accounts may have refund monies (if any) dispatched to the bank account in the form of
the HK eIPO White Form e-Auto Refund payment instructions. Applicants who have applied through the HK
eIPO White Form service and paid their application monies through multiple bank accounts may have refund
monies (if any) despatched to the address as specified in their application instructions in the form of refund
cheque(s) in favor of the applicant (or, in the case of joint applications, the first-named applicant) by ordinary
post at their own risk.
For applicants who have applied for Hong Kong Offer Shares through the HKSCC EIPO channel, H Share
certificate(s) will be issued in the name of HKSCC Nominees, deposited into CCASS and credited to their
designated HKSCC Participant’s stock account.
For applicants who have applied through HKSCC EIPO channel, their broker or custodian will arrange refund
to their designated bank account subject to the arrangement between them and their broker or custodian.
Further information is set out in the sections headed “How to Apply for Hong Kong Offer Shares —
Despatch/Collection of H Share Certificates and Refund of Application Monies”.
EXPECTED TIMETABLE (1)
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The above expected timetable is a summary only. Y ou should read carefully the
sections headed “Underwriting”, “Structure of the Global Offering” and “How to Apply
for Hong Kong Offer Shares” for details relating to the structure of the Global Offering
and the conditions and procedures for application for the Hong Kong Offer Shares.
EXPECTED TIMETABLE (1)
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IMPORTANT NOTICE TO PROSPECTIVE INVESTORS
This Prospectus is issued by us solely in connection with the Hong Kong Public
Offering and the Hong Kong Offer Shares and does not constitute an offer to sell or a
solicitation of an offer to buy any security other than the Hong Kong Offer Shares offered
by this Prospectus pursuant to the Hong Kong Public Offering. This Prospectus may not
be used for the purpose of making, and does not constitute, an offer or invitation in any
other jurisdiction or in any other circumstances. No action has been taken to permit a
public offering of the Hong Kong Offer Shares in any jurisdiction other than Hong Kong
and no action has been taken to permit the distribution of this Prospectus in any
jurisdiction other than Hong Kong. The distribution of this Prospectus for purposes of a
public offering and the offering and sale of the Hong Kong Offer Shares in other
jurisdictions are subject to restrictions and may not be made except as permitted under
the applicable securities laws of such jurisdictions pursuant to registration with or
authorization by the relevant securities regulatory authorities or an exemption therefrom.
You should rely only on the information contained in this Prospectus to make your
investment decision. The Hong Kong Public Offering is made solely on the basis of the
information contained and the representations made in this Prospectus. We have not
authorized anyone to provide you with information that is different from what is
contained in this Prospectus. Any information or representation not contained nor made
in this Prospectus must not be relied on by you as having been authorized by us, any of
the Sole Sponsor , the Sponsor-Overall Coordinator , the Overall Coordinators, the Joint
Global Coordinators, the Joint Bookrunners, the Joint Lead Managers, the Underwriters,
any of our or their respective directors, officers, employees, agents, or representatives of
any of them or any other parties involved in the Global Offering.
Page
Expected Timetable ................................................. i v
Contents ......................................................... viii
Summary ......................................................... 1
Definitions ........................................................ 2 8
Glossary of Technical Terms ......................................... 4 0
Forward-Looking Statements ......................................... 4 4
Risk Factors ...................................................... 4 6
CONTENTS
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Waivers from Strict Compliance with the Listing Rules .................... 9 1
Information about this Prospectus and the Global Offering ................ 1 0 0
Directors, Supervisors and Parties Involved in the Global Offering .......... 1 0 5
Corporate Information .............................................. 1 1 3
Industry Overview ................................................. 1 1 6
Regulatory Overview ............................................... 1 5 2
History, Development and Corporate Structure .......................... 1 9 2
Business .......................................................... 2 0 4
Connected Transactions .............................................. 3 0 7
Directors, Supervisors and Senior Management .......................... 3 5 7
Relationship with Our Controlling Shareholders ......................... 3 7 4
Substantial Shareholders ............................................ 3 8 2
Share Capital ..................................................... 3 8 7
Financial Information ............................................... 3 9 1
Cornerstone Investors ............................................... 4 5 6
Future Plans and Use of Proceeds ..................................... 4 7 6
Underwriting ...................................................... 4 8 0
Structure of the Global Offering ...................................... 4 9 3
How to Apply for Hong Kong Offer Shares ............................. 5 0 6
Appendix I Accountants’ Report ................................ I - 1
Appendix IA Unaudited Interim Condensed Consolidated Financial
Information ...................................... IA-1
Appendix II Unaudited Pro Forma Financial Information ............ II-1
Appendix III Summary of the Articles of Association ................. III-1
Appendix IV Taxation and Foreign Exchange ....................... I V - 1
Appendix V Summary of Principal Legal and Regulatory Provisions .... V - 1
Appendix VI Statutory and General Information .................... VI-1
Appendix VII Documents Delivered to the Registrar of Companies in
Hong Kong and Available on Display ................. VII-1
CONTENTS
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This summary aims to give you an overview of the information contained in this
Prospectus. As this is a summary, it does not contain all the information that may be
important to you. You should read the entire Prospectus before you decide to invest in the
Offer Shares.
There are risks associated with any investment. Some of the particular risks in
investing in the Offer Shares are set out in the section headed “Risk Factors.” You should
read that section carefully before you decide to invest in the Offer Shares. V arious
expressions used in this section are defined in the sections headed “Definitions” and
“Glossary of Technical Terms” in this Prospectus.
OVERVIEW
Founded in 1994, we have established ourselves as an innovation-driven global leader in
the construction machinery industry. We are dedicated to the R&D, manufacturing, sales and
servicing of an extensive portfolio of construction machinery, including excavating machinery,
concrete machinery, hoisting machinery, piling machinery and road machinery. We are the
world’s third largest and China’s largest construction machinery company in terms of core
construction machinery’s cumulative revenue from 2020 to 2024. During the Track Record
Period, our products have reached customers in over 150 countries and regions globally. In the
four months ended April 30, 2025, our revenue from overseas markets accounted for 57.4% of
our total revenue. Our products are highly recognized by global customers due to their
advanced technological advantages and performance, and have been used in numerous
landmark construction projects globally, such as the Hong Kong-Zhuhai-Macao Bridge,
London Olympic stadiums, Burj Khalifa and Beijing Olympic stadiums.
Since our inception, our continuous efforts have earned us extensive recognition from
customers worldwide and high acclaim in the market, leading to the following achievements:
No. 3 Globally
Construction Machinery
Company(1)
No. 1 Globally
Excavator(2)
No. 1 Globally
Concrete Machinery(3)
150+
Countries and Regions(4)
9,100+
No. of Patents Worldwide(5)
62.3%
Overseas Revenue
Contribution in 2024
15.2%
Overseas Revenue
2022-2024 CAGR
7.8%
R&D Expenses as a % of
Revenue
2022-2024 Average
World’s Only Two
Lighthouse Factories
in Construction
Machinery Industry(5)(6)
SUMMARY
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(1) In terms of core construction machinery’s cumulative revenue from 2020 to 2024.
(2) In terms of cumulative sales volume from 2020 to 2024.
(3) In terms of cumulative revenue from 2020 to 2024.
(4) The number of countries and regions in which our products have reached customers during the Track Record
Period.
(5) As of April 30, 2025.
(6) Lighthouse Factories recognized by the World Economic Forum.
Our Key Milestones
Since our inception, through organic growth, strategic acquisitions and partnerships, we
have evolved from a single-country business with a modest product portfolio into a global
leader in the construction machinery industry with diversified product offerings and global
operations.
Product Portfolio
Expansion
/H185461995: Successfully developed and launched the sale of
trailer pumps
/H185461998: Expanded our product portfolio to include truck-
mounted concrete pumps
/H185461999: Expanded our product portfolio to include road
machinery
/H185462007: Expanded our product portfolio to include piling
machinery
/H185462010: Expanded our product portfolio to include
excavating machinery, hoisting machinery and truck
mixers
Globalization /H185462002: Successfully commenced overseas exports,
becoming one of the pioneering Chinese construction
machinery companies to enter the global market
/H185462010: Indian Industrial Park commenced production
/H185462011: German and U.S. Industrial Parks commenced
production
/H185462012: Acquired a 90% equity interest in Putzmeister, a
German company that, at the time, was the world’s largest
concrete machinery manufacturing company outside
China
/H185462013: Overseas revenue exceeded RMB10 billion
/H185462022: Indonesian Industrial Park commenced production
SUMMARY
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Industry Leadership (1) /H185462000: Ranked first in China in terms of market share for
both the trailer pumps and truck-mounted concrete pumps
/H185462011: Ranked first in China in terms of excavators’ annual
sales volume for the first time; ranked first globally in
terms of concrete machinery’s annual sales revenue for
the first time
/H185462019: Ranked among the top three construction machinery
companies globally in terms of annual revenue
/H185462020: Ranked first globally in terms of excavators’ annual
sales volume for the first time
/H185462021: Beijing Piling Machinery Plant was recognized by
the World Economic Forum as the first “Lighthouse
Factory” in the global construction machinery industry
/H185462021: Debuted on the Forbes Global 500 list
/H185462022: Changsha No. 18 Plant was recognized by the
World Economic Forum as the second “Lighthouse
Factory” in the global construction machinery industry
/H185462024: Our overseas revenue exceeded 60% of our total
revenue, significantly surpassing domestic peers
(1) According to Frost & Sullivan.
Our Products
Our industry-leading diversified product portfolio caters to the varied needs of our
customers in construction projects. We primarily provide excavating machinery, concrete
machinery, hoisting machinery, piling machinery and road machinery, along with other
rapidly-growing products, such as dump trucks and fire trucks. We deliver customized products
and solutions for various scenarios spanning earthworks, public construction, road and bridge
construction, airport runway construction, building construction, mining operation, energy
development, ports and logistics, among others. This diversified presence across multiple
sectors strengthens our business resilience throughout economic cycles.
As a pioneer in the digitalization and decarbonization transformation of construction
machinery, we continuously drive innovation to meet evolving customer demand and capitalize
on market growth opportunities. In 2024, we successfully launched more than 40 new energy
products, including excavators, loaders, truck-mounted concrete pumps, truck mixers and
cranes. For product categories that we cover, the variety of our new energy products surpasses
that of our competitors. We have continuously achieved breakthroughs in digitalization,
launching the world’s first 5G remote-controlled excavator, as well as other smart products
such as smart cranes, smart road rollers and smart loaders.
SUMMARY
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Leveraging years of technological expertise and product innovation, we have developed
integrated solutions for multiple scenarios, such as the digital solution for open-pit mining,
comprehensive truck-mounted concrete pump solution, crane smart operation solution, smart
tunnel construction solution and smart paving and rolling fleet, among others.
The following table sets forth our major products and representative solutions as of April
30, 2025:
Trailer Pump
/g132Municipal construction,
road and bridge
construction, airport
runway and tunnel
construction
/g132Earthworks, mining
operation, public
construction, road and
bridge construction
/g132Building
construction,
port terminals,
warehousing
logistics and
new energy
industries, such
as wind turbine
installation
/g132Foundation
construction,
deep foundation
pit support and
tunnel
excavation
/g132Construction and
maintenance of
road, bridge and
airport runway
/g132Municipal
construction and
transportation
Application
Scenarios
Key
Product
Offerings
Excavators
(mini, small, medium & large)
Wheel Excavator
Loader
New Energy Products
Electric
Loader
Electric
Excavator
Rotary Drilling Rig
Diaphragm Wall Grab
Double-wheel
Trench Cutter
Roller
Paver
Milling Machine
Asphalt Batching Plant
Motor Grader
New Energy Products
Dump Truck
Fire Truck
Digital Solution
for Open-pit
Mining
Comprehensive
Truck-mounted
Concrete Pump
Solution
Crane
Smart
Operation
Solution
Smart
Tunnel
Construction
Solution
Smart Paving
and Rolling
Fleet
SolutionsConcrete MachineryExcavating Machinery Hoisting Machinery Piling Machinery Road Machinery
Other Key
Categories
Putzmeister Products
New Energy Products
Electric Line
Pump
Truck-mounted
concrete pump
Truck Mixer
Line Pump
Batching Plant
Trailer Pump
Truck-mounted
concrete pump
Electric Dump Truck
Hydrogen Fuel
Dump Truck
Electric Truck
Mixer
…
New Energy Products
Truck Crane
All-terrain Crane
Electric Crane
Tower Crane
Crawler Crane
New Energy Products
Electric Rotary
Drilling Rig
Our Global Footprint
As one of the pioneering Chinese construction machinery companies to enter the global
market, we prioritize globalization as one of our key development strategies and have
consistently implemented this strategy throughout our development. Since our first product
export in 2002, we have been dedicated to transforming ourselves into a global company,
continuously expanding our global footprint and establishing an integrated ecosystem spanning
operations, products, services, R&D and manufacturing. During the Track Record Period, our
products have reached customers in over 150 countries and regions globally, including
Germany, the United Kingdom, France, Indonesia, India, Saudi Arabia, the U.S. and Brazil. In
2024, our revenue from overseas markets accounted for 62.3% of our total revenue, with a
CAGR of 15.2% from 2022 to 2024. Both the contribution and the growth rate of our overseas
revenue continue to outpace the industry average in China, according to Frost & Sullivan.
SUMMARY
–4–


--- page 15 ---
We had established eight overseas region-level and 31 country-level business divisions
globally as of April 30, 2025, which serve as platforms for comprehensive strategic planning
at their respective levels. We actively recruit front-line employees with deep insights into local
markets, enabling us to better understand local customer demand and effectively adapt to the
local operating environment. As of April 30, 2025, we had 6,784 overseas employees and had
achieved localized operations in all our major overseas markets. In terms of R&D, we have
established overseas R&D centers, where we conduct R&D targeting regional market demand,
effectively accelerating the local market penetration of our products. In terms of
manufacturing, we have built over 30 domestic manufacturing bases and 16 overseas
manufacturing bases in Germany, Indonesia, India and the U.S., among others. Our Indonesian
manufacturing base stands out as the first overseas smart factory built by a Chinese
construction machinery company that was benchmarked against the “Lighthouse Factory”
standards. In terms of sales network, as of April 30, 2025, we had built a network of
approximately 1,900 outlets globally for the sale of our products and/or the provision of
services. In addition, as of April 30, 2025, we had 425 distributors globally across
approximately 100 countries and regions. By leveraging a comprehensive global sales network,
we are able to swiftly respond to local customer demand, achieving product distribution in over
150 countries and regions during the Track Record Period.
The following table sets forth our global industrial bases as of April 30, 2025:
…
China
Representing the nine factories owned by Putzmeister worldwide, located in Germany, France, Spain, Slovenia, Turkey, India, Brazil, Chile and the U.S.
Germany Industrial Park
Bedburg, North Rhine-Westphalia
US Industrial Park
Peachtree City, Georgia
India Industrial Park
Pune, Maharashtra
Indonesia Industrial Park
Special Capital Region of Jakarta
Kunshan Industrial Park
Small excavator
Shanghai Lingang
Industrial Park
Medium & large excavator
Hunan Industrial Park
Concrete machinery, road
machinery, crane machinery
and dump truck
Beijing Industrial Park
Piling machinery
Huzhou Industrial Park
Loader
Chongqing Industrial Park
Excavator
SUMMARY
–5–


--- page 16 ---
Our Sales and Services Network
Our distribution network provides us with channels to establish connections with global
customers, enabling us to effectively diversify our customer base. As of April 30, 2025, we had
99 distributors in China and 326 distributors across approximately 100 countries and regions
overseas. The extensive local reach of our distributors allows us to provide efficient services
to support our customers. Furthermore, their first-hand customer insights keep us closely
attuned to evolving market dynamics, offering critical feedback that informs our strategic
decisions and business development, and ultimately reinforcing a sustainable virtuous cycle of
growth. We have also established direct sales outlets in overseas markets to directly reach end
customers and provide individualized services as well as enhance the global presence of the
“SANY” brand. As of April 30, 2025, we had over 240 direct sales outlets globally.
We are dedicated to delivering high-quality and efficient services to our global customers,
strengthening our overall competitiveness and enhancing customer loyalty. We actively
allocate dedicated teams and resources to project sites, providing comprehensive services that
include consultation, planning, implementation, operation and maintenance. As of April 30,
2025, we had approximately 2,700 service engineers and a network of approximately 1,900
outlets globally for the sale of our products and/or the provision of services. We have launched
our MySANY application to provide services such as real-time display of machinery status,
service outlet coordination, online customer service support and 24/7 spare parts purchase. We
have achieved online management of equipment through our IoT technology, which facilitates
early fault warnings and enables remote diagnostics, ensuring the proper functioning of
equipment.
Our R&D Capabilities
We are committed to continuously developing advanced technologies and products to
solidify our competitive edge. Through years of investments, we have established robust R&D
mechanisms that enable us to launch products that match market demand in a timely manner.
Our core R&D mechanisms consist of: (i) first-hand market demand insights, which identify
customer pain points and industry trends; (ii) efficient development processes, which leverage
mature technologies and modular systems, and conduct virtual trials through digital simulation
and digital twin technologies to ensure both speed and quality in product development; (iii)
technology pre-research efforts, which maintain product innovation continuity through the
“three generations” R&D model, namely “the first generation for sales, the second generation
for development and the third generation for reservation (೯ɓ˾eᎷ௪ɓ˾).”
Our R&D mechanisms empower us to quickly optimize products based on customer feedback,
ensuring alignment with market demand and efficient commercialization.
SUMMARY
–6–


--- page 17 ---
We have consistently invested substantial resources in R&D. As of April 30, 2025, we had
21 R&D centers globally, including 17 domestic R&D centers and four overseas R&D centers
in Germany, Japan and the U.S.. During the Track Record Period, our cumulative research and
development expenses amounted to RMB19,590.0 million. The research and development
expenses as a percentage of our revenue surpassed the average level of our global peers during
the same period, according to Frost & Sullivan. As of April 30, 2025, we had 4,852 R&D
employees, representing 18.7% of our total workforce, with 39.8% of them holding a master’s
degree or above. As of April 30, 2025, we had over 9,100 patents, including over 3,000
invention patents, making our patent portfolio one of the largest in China’s construction
machinery industry. Our technological innovation capabilities have earned us the “Prize of the
National Award for Science and Technology Progress” four times and the highest honor in
China’s industrial sector, the “China Grand Award for Industry.”
Our Intelligent Manufacturing Capabilities
We strive to pioneer global intelligent manufacturing and forge industry-leading
production capabilities by building smart factories empowered by digitalization. As of April
30, 2025, we owned the world’s only two Lighthouse Factories recognized by the World
Economic Forum in the construction machinery industry, namely Beijing Piling Machinery
Plant and Changsha No. 18 Plant. As of April 30, 2025, we had built over 30 domestic
manufacturing bases and 16 overseas manufacturing bases in Germany, Indonesia, India and
the U.S., with 35 smart factories worldwide. We have been systematically upgrading all of our
factories to meet “Lighthouse Factory” standards by incorporating advanced intelligent and
digital technologies. Our plants have extensively adopted automation, smart planning, machine
vision, process simulation, and other advanced technologies. We have implemented digital
control and monitoring throughout the entire process, from orders to delivery, using our
proprietary plant management software, which includes the Manufacturing Operating
Management platform, the Warehouse Management System, and the Production and
Scheduling System. Additionally, our industrial IoT platform integrates with manufacturing
equipment and monitors the manufacturing process and key metrics such as energy
consumption, continuously collecting and analyzing data. By utilizing modeling to create
digital twin and simulate operations, we enable the pre-verification of production plans and
process optimization, thereby consistently enhancing product quality, reducing costs and
increasing efficiency.
As of April 30, 2025, our manufacturing bases included over 30 domestic manufacturing
bases located in Jiangsu, Shanghai, Hunan, Beijing, Zhejiang and Chongqing, as well as 16
overseas manufacturing bases located in Germany, Indonesia, India and the U.S., among
others. In 2024, the designed production capacity of our excavating machinery, concrete
machinery and hoisting machinery reached 150,000, 49,000 and 29,400 units, respectively. See
“— Manufacturing and Quality Control — Manufacturing Bases.”
SUMMARY
–7–


--- page 18 ---
Our Supply Chain
We have built a self-sufficient and resilient supply chain through a combination of
in-house R&D and strategic partnerships. As of April 30, 2025, we had established more than
ten subsidiaries dedicated to developing and manufacturing parts and components. These
subsidiaries have successfully developed various core parts and components, such as engines,
controllers, hydraulic cylinders, pumps, valves, motors, reducers, slewing bearings, tracks,
wheels, axles, transmissions and electric motors for our products. In the four months ended
April 30, 2025, our overall self-supply rate for parts and components reached approximately
60%. Specifically, we have achieved a self-supply rate of over 90% for certain excavator
components, including drive wheels, guide wheels, carrier rollers, track rollers and track
chains. Enhancing the self-supply rate helps minimize supply chain disruption risk and ensures
the timely delivery of customer orders. It also significantly reduces the cost of spare parts,
enabling us to maintain an industry-leading level of gross margin during the Track Record
Period. Moreover, it allows us to flexibly adjust the pace of production and procurement,
enhancing the efficiency of inventory management. In addition to in-house development, we
have maintained long-term strategic partnerships with key suppliers, securing a stable supply
of core parts and components through exclusive or priority supply mechanisms. Our stable
supply chain enhances our after-sales services by ensuring the timely delivery of spare parts,
effectively reducing losses from machine downtime and thus strengthening customer trust.
Our Financial Performance
During the Track Record Period, our financial performance exhibited robust resilience.
Our revenue, profitability and operational quality have maintained a leading position in the
industry, continuously creating value for our shareholders. With continuous overseas
expansion, our total revenue has stabilized and recovered with the contribution of our overseas
revenue continuously increasing during the Track Record Period. Our revenue increased by
18.4% from RMB24,844.8 million in the four months ended April 30, 2024 to RMB29,426.0
million in the four months ended April 30, 2025, of which overseas revenue was RMB16,883.7
million, representing 57.4% of our total revenue in the four months ended April 30, 2025. We
have achieved sizable revenue in established overseas markets and rapid growth in emerging
overseas markets. We have strengthened our product price bargaining position through
technological innovation, product performance enhancement and expansion into overseas
markets. In addition, we have optimized our cost structure with our self-sufficient and resilient
supply chain and robust manufacturing capabilities. Our gross profit margin increased from
22.6% in 2022 to 26.4% in 2023, and further increased to 26.7% in 2024. Our gross profit
margin increased from 26.8% in the four months ended April 30, 2024 to 27.1% in the four
months ended April 30, 2025. We have continuously optimized our operating expenses through
our cost control capability. Our net profit margin increased from 5.5% in 2022 to 6.2% in 2023,
and further increased to 7.8% in 2024. Our net profit margin increased from 9.1% in the four
months ended April 30, 2024 to 11.8% in the four months ended April 30, 2025.
SUMMARY
–8–


--- page 19 ---
Revenue
Revenue by Business Segment
During the Track Record Period, we derived our revenue primarily from sales of
excavating machinery, concrete machinery, hoisting machinery, piling machinery and road
machinery. The following table sets forth a breakdown of our revenue by business segment
both in absolute amounts and as percentages of total revenue for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Excavating
machinery /H1118/H111835,755,616 44.2 27,635,692 37.3 30,373,600 38.8 9,817,141 39.5 11,696,247 39.7
Concrete
machinery /H1118/H111815,080,363 18.7 15,314,574 20.7 14,368,034 18.3 4,309,057 17.3 5,043,427 17.1
Hoisting
machinery /H1118/H111812,669,948 15.7 12,999,205 17.6 13,115,027 16.7 4,395,126 17.7 4,933,714 16.8
Piling
machinery /H1118/H11183,065,233 3.8 2,085,179 2.8 2,076,069 2.6 813,084 3.3 1,033,915 3.5
Road machinery /H11183,080,834 3.8 2,485,494 3.4 3,001,227 3.8 945,428 3.8 1,394,573 4.7
Others (1) /H1118/H1118/H1118/H111811,186,536 13.8 13,498,792 18.2 15,449,422 19.8 4,564,934 18.4 5,324,158 18.1
Total /H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
Note:
(1) Others mainly included sales of other machinery, such as sales of dump trucks and overseas resales of
port machinery and mining trucks.
Our revenue decreased by 8.4% from RMB80,838.5 million in 2022 to RMB74,018.9
million in 2023, primarily due to a decrease in revenue from sales of excavating machinery,
which was attributable to a decrease in domestic sales as a result of a slowdown in China’s real
estate and infrastructure sectors.
Our revenue increased by 5.9% from RMB74,018.9 million in 2023 to RMB78,383.4
million in 2024, primarily due to (i) an increase in revenue from sales of excavating machinery,
which was attributable to (a) continued growth in overseas sales of large and medium-sized
excavators and (b) a rebound in domestic demand for small excavators driven by the gradual
recovery in China’s excavator market, and (ii) an increase in revenue from sales of other
machinery, which was attributable to increased market demand for dump trucks.
SUMMARY
–9–


--- page 20 ---
Our revenue increased by 18.4% from RMB24,844.8 million in the four months ended
April 30, 2024 to RMB29,426.0 million in the four months ended April 30, 2025, primarily due
to (i) an increase in revenue from sales of excavating machinery, which was attributable to (a)
continued growth in overseas sales of large and medium-sized excavators and (b) a rebound in
domestic demand for small excavators driven by the gradual recovery in China’s excavator
market, (ii) an increase in revenue from sales of other machinery driven by increased market
demand for dump trucks and fire trucks and increased overseas resales of port machinery and
mining trucks and (iii) an increase in revenue from sales of concrete machinery resulting from
the rebound in domestic market demands for concrete machinery.
Revenue by Geographical Region
During the Track Record Period, we generated revenue from both the mainland China and
overseas markets. The following table sets forth a breakdown of our revenue by geographical
region both in absolute amounts and as percentages of total revenue for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Mainland China /H111844,049,835 54.5 30,454,900 41.1 29,521,685 37.7 10,161,976 40.9 12,542,300 42.6
Overseas /H1118/H1118/H1118/H111836,788,695 45.5 43,564,036 58.9 48,861,694 62.3 14,682,794 59.1 16,883,734 57.4
Total /H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
Our revenue decreased by 8.4% from RMB80,838.5 million in 2022 to RMB74,018.9
million in 2023, primarily due to a decrease in the revenue generated from mainland China,
mainly because a slowdown in China’s real estate and infrastructure sectors reduced domestic
demand for construction machinery, partially offset by increased overseas sales driven by our
globalization strategy.
Our revenue increased by 5.9% from RMB74,018.9 million in 2023 to RMB78,383.4
million in 2024, primarily due to an increase in the revenue generated from overseas markets
driven by our continuing efforts to promote our globalization strategy, resulting in rapid
revenue growth in emerging overseas markets including Africa, the Middle East and Latin
America markets.
Our revenue increased by 18.4% from RMB24,844.8 million in the four months ended
April 30, 2024 to RMB29,426.0 million in the four months ended April 30, 2025, primarily due
to (i) an increase in the revenue generated from overseas markets driven by our further business
expansion in overseas markets mainly including Asia-Oceania and Africa and (ii) an increase
in the revenue generated from mainland China, resulting from a recovery in domestic demand
for construction machinery.
SUMMARY
–1 0–


--- page 21 ---
Gross Profit and Gross Profit Margin
Our gross profit increased by 7.0% from RMB18,296.3 million in 2022 to RMB19,576.2
million in 2023, and further increased by 6.8% to RMB20,903.0 million in 2024. Our gross
profit increased by 19.9% from RMB6,656.9 million in the four months ended April 30, 2024
to RMB7,984.1 million in the four months ended April 30, 2025.
Gross Profit and Gross Profit Margin by Business Segment
Gross profit margins vary across product categories due to differences in product mix,
market dynamics, cost structures and competitive positioning. Changes in product mix may
result in fluctuation in our overall profit margin and our profitability. The following table sets
forth a breakdown of gross profit and gross profit margin by business segment for the periods
indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
(RMB’000, except for percentage)
(Unaudited)
Excavating
machinery /H1118/H11189,167,225 25.6 8,527,198 30.9 9,666,046 31.8 3,073,669 31.3 3,633,705 31.1
Concrete
machinery /H1118/H11183,130,432 20.8 3,317,262 21.7 2,947,573 20.5 912,948 21.2 1,131,326 22.4
Hoisting
machinery /H1118/H11181,757,631 13.9 2,990,011 23.0 3,570,786 27.2 1,170,149 26.6 1,394,885 28.3
Piling
machinery /H1118/H11181,062,439 34.7 680,306 32.6 679,935 32.8 271,265 33.4 342,643 33.1
Road machinery /H1118643,079 20.9 706,114 28.4 825,325 27.5 283,749 30.0 421,888 30.3
Others (1) /H1118/H1118/H1118/H11182,535,485 22.7 3,355,319 24.9 3,213,324 20.8 945,110 20.7 1,059,673 19.9
Total gross
profit/overall
gross profit
margin /H1118/H1118/H1118/H111818,296,291 22.6 19,576,210 26.4 20,902,989 26.7 6,656,890 26.8 7,984,120 27.1
Note:
(1) Others mainly included sales of other machinery, such as sales of dump trucks and overseas resales of
port machinery and mining trucks.
SUMMARY
–1 1–


--- page 22 ---
Our gross profit margin increased from 22.6% in 2022 to 26.4% in 2023, primarily due
to an increase in the gross profit margin of our excavating machinery from 25.6% in 2022 to
30.9% in 2023, resulting from (i) price increases brought by the product upgrade of certain
domestic machinery in China, (ii) increased revenue contribution from overseas sales and (iii)
reduced costs.
Our gross profit margin further increased to 26.7% in 2024, primarily due to an increase
in the gross profit margin of our excavating machinery from 30.9% in 2023 to 31.8% in 2024,
resulting from lower production costs because of improvements in the cost-effectiveness of
manufacturing technology.
Our gross profit margin increased from 26.8% in the four months ended April 30, 2024
to 27.1% in the four months ended April 30, 2025, primarily due to (i) an increase in the gross
profit margin of our concrete machinery resulting from cost reduction driven by design
refinement, procurement efficiency and improvement of production processes of key product
models, and an increase in revenue contribution from high-margin products such as electric
mixers trucks, and (ii) an increase in the gross profit margin of our hoisting machinery
resulting from cost reduction in small and medium-sized cranes and an increase in revenue
contribution from high-tonnage hoisting machinery with relatively higher gross profit margin.
Gross Profit and Gross Profit Margin by Geographical Region
The following table sets forth a breakdown of our gross profit and gross profit margin by
geographical region for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
Gross
Profit
Gross
Profit
Margin
(%)
(RMB’000, except for percentage)
(Unaudited)
Mainland China /H11188,784,035 19.9 6,664,876 21.9 6,353,053 21.5 2,235,041 22.0 2,776,712 22.1
Overseas /H1118/H1118/H1118/H11189,512,256 25.9 12,911,334 29.6 14,549,936 29.8 4,421,849 30.1 5,207,408 30.8
Total gross
profit/overall
gross profit
margin /H1118/H1118/H1118/H111818,296,291 22.6 19,576,210 26.4 20,902,989 26.7 6,656,890 26.8 7,984,120 27.1
SUMMARY
–1 2–


--- page 23 ---
Our gross profit margin increased from 22.6% in 2022 to 26.4% in 2023, primarily
because (i) an increase in gross profit margin from mainland China as we optimized product
structure, focused on high-margin products, launched new products with higher prices and
implemented a comprehensive cost management strategy and (ii) an increase in gross profit
margin from overseas driven by higher selling price of certain products and reduced production
costs.
Our gross profit margin further increased to 26.7% in 2024, primarily due to an increase
in revenue contribution from overseas markets with relatively higher margin.
Our gross profit margin increased from 26.8% in the four months ended April 30, 2024
to 27.1% in the four months ended April 30, 2025, primarily due to an increase in the gross
profit margin from overseas markets driven by increased prices of excavating machinery,
concrete machinery and hoisting machinery.
Profit for the Y ear/period
We recorded profit for the year of RMB4,432.8 million, RMB4,606.1 million and
RMB6,092.5 million in 2022, 2023 and 2024, respectively. We recorded profit for the period
of RMB2,257.2 million and RMB3,475.6 million in the four months ended April 30, 2024 and
2025, respectively.
Our profit for the year increased by 3.9% from RMB4,432.8 million in 2022 to
RMB4,606.1 million in 2023, and further increased by 32.3% to RMB6,092.5 million in 2024,
primarily due to (i) an increase in gross profit primarily from overseas sales and (ii) a decrease
in research and development expenses primarily as a result of higher efficiency and returns on
research and development expenses by leveraging our digital R&D platform and enhancing the
management of our R&D projects.
Our profit for the period increased by 54.0% from RMB2,257.2 million in the four months
ended April 30, 2024 to RMB3,475.6 million in the four months ended April 30, 2025,
primarily due to (i) an increase in gross profit primarily from overseas sales and (ii) a decrease
in research and development expenses primarily due to the optimization of the structure of our
R&D team with improved R&D efficiency.
See “Financial Information — Period-to-Period Comparison of Results of Operations.”
We emphasize on cash flow risk management and operational efficiency optimization. By
focusing on high-value sales, optimizing inventory management and maintaining strict control
over down payment percentages, along with customer qualification reviews, standardized
contractual terms, receivables tracking and a dynamically optimized production-to-sales ratio,
our core financial indicators consistently outperform the industry average. This is evidenced by
our operating cash flow, payment collection ratio and inventory turnover.
SUMMARY
–1 3–


--- page 24 ---
OUR STRENGTHS
We believe the following competitive strengths position us well to capitalize on future
opportunities and deliver continued growth:
 A key global player in the construction machinery industry through over three
decades of development;
 Well-established global ecosystem fueling remarkable growth in international
business and enhancing global competitive advantages;
 A diversified product portfolio, advancing customer experience through
digitalization and decarbonization;
 Comprehensive services, backed by an extensive global network, consistently
delivering value to our customers;
 Robust R&D capabilities continuously powering technological innovation
leveraging deep insights into market demand;
 Manufacturing, operations and services empowered by digitalization, driving
enhancements in quality and breakthroughs in efficiency; and
 Visionary and experienced management team guides us through economic cycles
and towards global influence.
OUR STRATEGIES
We plan to pursue the following strategies:
 Committed to our globalization strategy to better serve customers worldwide;
 Advancing our digital transformation to comprehensively enhance our
competitiveness; and
 Continuously implementing our decarbonization strategy in pursuit of a more
sustainable future.
SUMMARY
–1 4–


--- page 25 ---
CUSTOMERS AND SUPPLIERS
Our Customers
Our end customers primarily include equipment contractors, construction companies,
mining operators, infrastructure developers, and industrial enterprises, which operate in the
power, steel, bridge construction, shipbuilding and petrochemical industries, among others.
Our customers also include distributors. Revenue from our five largest customers during the
Track Record Period amounted to RMB7,354.3 million, RMB4,645.6 million, RMB5,937.4
million and RMB2,355.9 million in 2022, 2023, 2024 and the four months ended April 30,
2025, respectively, representing 9.1%, 6.3%, 7.6% and 8.0% of our total revenue for the same
respective periods. See “Business — Our Customers.”
Our Suppliers
Our suppliers primarily include raw material and component suppliers. Our raw materials
and components mainly comprise steel, automobile chassis, engines, hydraulic pumps, main oil
pumps, transfer cases, various hydraulic valves and slewing bearings. Purchases from our five
largest suppliers during the Track Record Period amounted to RMB9,568.7 million,
RMB7,825.1 million, RMB8,168.0 million and RMB3,305.2 million in 2022, 2023, 2024 and
the four months ended April 30, 2025, respectively, representing 21.1%, 22.0%, 21.2% and
21.3% of our total purchases for the same respective periods. See “Business — Suppliers and
Supply Chain Management.”
COMPETITION
We primarily compete with a number of domestic and international construction
machinery companies. The current global construction machinery industry is highly
competitive and concentrated. We are the world’s third largest and China’s largest construction
machinery company in terms of core construction machinery’s cumulative revenue from 2020
to 2024. With leading positions in the industry, deep industry experience, strong R&D and
manufacturing capabilities, broad product offerings and large and stable customer base, we
believe that we are well positioned to excel in the competition in our industry.
RISK FACTORS
Our operations and the Global Offering involve certain risks and uncertainties, including
(i) risks related to our business and the industry in which we operate and (ii) risks related to
the Global Offering, which are set out in the section headed “Risk Factors”. Y ou should read
that section in its entirety carefully before you decide to invest in the Offer Shares. Some of
the major risks we face include, but are not limited to: (i) if the market demand for our products
and services changes or the construction machinery market fails to achieve the anticipated
growth or lacks growth momentum, our sales and profitability may be materially and adversely
affected; (ii) the construction machinery industry is highly competitive and we may not be able
to respond successfully to changes in the global and regional competitive landscape; (iii) our
SUMMARY
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business and long-term competitiveness rely on ongoing investment in R&D, access to
advanced technologies and the development of innovation capabilities; (iv) failure to retain our
existing customers or attract new ones could materially and adversely affect our business,
financial condition and results of operations; (v) we depend on the business expansion
opportunities offered by overseas markets and the complexity of the global operating
environment could materially impact our business, operating results and financial condition;
(vi) maintaining our brand image is critical to our success, and any failure to do so could
severely damage our reputation and brands, which would have an adverse effect on our
business, financial condition and results of operations; and (vii) our success depends on our
ability to maintain stable and trusted distributor relationships in both the Chinese and global
markets.
SUMMARY OF HISTORICAL FINANCIAL INFORMATION
The following tables set forth summary financial data from our financial information
during the Track Record Period, extracted from the Accountants’ Report as set out in Appendix
I to this prospectus. The summary financial data set forth below should be read together with,
and is qualified in its entirety by reference to, our financial statements in this prospectus,
including the related notes. Our consolidated financial information was prepared in accordance
with IFRS Accounting Standards.
SUMMARY
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Summary of Consolidated Statements of Profit or Loss
The following table sets forth a summary of our consolidated statements of profit or loss
for the periods indicated.
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Revenue /H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
Cost of sales /H1118/H1118(62,542,239) (77.4) (54,442,726) (73.6) (57,480,390) (73.3) (18,187,880) (73.2) (21,441,914) (72.9)
Gross profit /H1118/H111818,296,291 22.6 19,576,210 26.4 20,902,989 26.7 6,656,890 26.8 7,984,120 27.1
Selling and
marketing
expenses /H1118/H1118/H1118(4,930,139) (6.1) (5,101,926) (6.9) (5,464,214) (7.0) (1,569,120) (6.3) (1,912,116) (6.5)
Administrative
expenses /H1118/H1118/H1118(3,056,223) (3.8) (3,117,183) (4.2) (3,487,700) (4.4) (1,061,580) (4.3) (1,037,346) (3.5)
Research and
development
expenses /H1118/H1118/H1118(6,922,913) (8.6) (5,864,595) (7.9) (5,380,621) (6.9) (1,746,604) (7.0) (1,421,905) (4.8)
Other income
and gains, net /H11182,845,206 3.5 2,137,022 2.9 2,322,172 3.0 860,444 3.5 917,093 3.1
Impairment
losses on
financial
instruments
and contract
assets, net /H1118/H1118(560,199) (0.7) (1,173,917) (1.6) (897,319) (1.1) (264,872) (1.1) (167,708) (0.6)
Loss on
derecognition
of financial
assets at
amortized
cost /H1118/H1118/H1118/H1118/H1118/H1118(21,819) (0.0) – – (363) (0.0) – – – –
Other expenses,
net /H1118/H1118/H1118/H1118/H1118/H1118(188,041) (0.2) (175,445) (0.2) (300,422) (0.4) (37,303) (0.2) (73,612) (0.3)
Finance costs /H1118/H1118(624,875) (0.8) (1,013,550) (1.4) (845,080) (1.1) (337,737) (1.4) (208,319) (0.7)
Share of profits
and losses of:
Joint ventures /H1118 9,726 0.0 51,597 0.1 45,159 0.1 19,342 0.1 18,600 0.1
Associates /H1118/H111816,896 0.0 (1,659) (0.0) 13,169 0.0 20,971 0.1 (50,890) (0.2)
SUMMARY
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Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Profit before
tax /H1118/H1118/H1118/H1118/H1118/H11184,863,910 6.0 5,316,554 7.2 6,907,770 8.8 2,540,431 10.2 4,047,917 13.8
Income tax
expense /H1118/H1118/H1118/H1118(431,086) (0.5) (710,444) (1.0) (815,232) (1.0) (283,226) (1.1) (572,288) (1.9)
Profit for the
year/period /H11184,432,824 5.5 4,606,110 6.2 6,092,538 7.8 2,257,205 9.1 3,475,629 11.8
Profit
attributable to:
Owners of the
parent /H1118/H1118/H11184,301,041 5.3 4,527,451 6.1 5,975,451 7.6 2,205,686 8.9 3,430,189 11.7
Non-
controlling
interest /H1118/H1118/H1118131,783 0.2 78,659 0.1 117,087 0.2 51,519 0.2 45,440 0.2
4,432,824 5.5 4,606,110 6.2 6,092,538 7.8 2,257,205 9.1 3,475,629 11.9
SUMMARY
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Summary of Consolidated Statements of Financial Position
The following table sets forth a summary of selected information from our consolidated
statements of financial position as of the dates indicated:
As of December 31, As of April 30,
2022 2023 2024 2025
(RMB’000)
Non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H111853,156,166 53,569,013 50,639,757 50,600,708
Current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118105,766,231 97,634,345 101,505,319 103,297,029
Total assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118158,922,397 151,203,358 152,145,076 153,897,737
Non-current liabilities /H1118/H1118/H1118/H111825,115,730 27,614,311 15,474,249 15,776,085
Current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111867,723,901 54,427,014 63,669,228 62,019,777
Total liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111892,839,631 82,041,325 79,143,477 77,795,862
Net current assets /H1118/H1118/H1118/H1118/H1118/H111838,042,330 43,207,331 37,836,091 41,277,252
Total equity /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111866,082,766 69,162,033 73,001,599 76,101,875
Net Current Assets
Our net current assets increased from RMB37,836.1 million as of December 31, 2024 to
RMB41,277.3 million as of April 30, 2025, primarily due to (i) a decrease in interest-bearing
bank and other borrowings due to our repayment of certain borrowings (ii) an increase in time
deposits with original maturity of more than three months, and (iii) an increase in trade and
bills receivables in line with our revenue growth, partially offset by (i) a decrease in cash and
cash equivalents resulting from our placement of time deposits, and (ii) an increase in trade and
bills payables due to increased procurement in line with our business expansion.
Our net current assets decreased from RMB43,207.3 million as of December 31, 2023 to
RMB37,836.1 million as of December 31, 2024, primarily due to (i) an increase in trade and
bills payables resulting from an increase in the procurement of raw materials in line with
revenue increase and (ii) an increase in interest-bearing bank and other borrowings to
supplement our working capital.
Our net current assets increased from RMB38,042.3 million as of December 31, 2022 to
RMB43,207.3 million as of December 31, 2023, primarily due to (i) a decrease in trade and
bills payables resulting from a decrease in the procurement of raw materials, and (ii) a decrease
in interest-bearing bank and other borrowings resulting from our repayment of certain
borrowings.
SUMMARY
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Net Assets
Our net assets increased by 4.2% from RMB73,001.6 million as of December 31, 2024 to
RMB76,101.9 million as of April 30, 2025, primarily due to profit for the period of the four
months ended April 30, 2025 of RMB3,475.6 million, partially offset by repurchase of ordinary
shares of RMB1,055.4 million.
Our net assets increased by 5.6% from RMB69,162.0 million as of December 31, 2023 to
RMB73,001.6 million as of December 31, 2024, primarily due to profit for the year of 2024
of RMB6,092.5 million, partially offset by (i) cash dividends of RMB1,859.7 million, (ii)
repurchase of ordinary shares of RMB657.2 million, and (iii) dividends declared by
subsidiaries to non-controlling interests of RMB204.7 million.
Our net assets increased by 4.7% from RMB66,082.8 million as of December 31, 2022 to
RMB69,162.0 million as of December 31, 2023, primarily due to profit for the year of 2023
of RMB4,606.1 million, partially offset by (i) cash dividends of RMB1,350.1 million and (ii)
repurchase of ordinary shares of RMB612.8 million.
See “Financial Information — Discussion of Certain Key Balance Sheet Items.”
SUMMARY
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Summary of Consolidated Statements of Cash Flows
The following table sets forth selected cash flow statement information from our
consolidated cash flow statements for the periods indicated:
Y ear ended December 31,
Four months ended
April 30,
2022 2023 2024 2024 2025
(RMB’000)
(Unaudited)
Net cash generated from
operating activities /H1118/H1118/H11184,097,135 5,708,220 14,814,278 6,392,763 6,185,763
Net cash used in
investing activities /H1118/H1118/H1118(1,836,614) (2,693,824) (1,157,848) (4,124,810) (3,674,988)
Net cash generated
from/(used in)
financing activities /H1118/H1118/H11184,826,439 (7,529,791) (10,279,150) 1,270,022 (6,259,062)
Net increase/(decrease) in
cash and
cash equivalents /H1118/H1118/H1118/H11187,086,960 (4,515,395) 3,377,280 3,537,975 (3,748,287)
Cash and cash
equivalents at the
beginning of the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,694,253 12,695,771 8,141,859 8,141,859 11,576,469
Effect of foreign
exchange rate changes /H1118 (85,442) (38,517) 57,330 (19,724) 11,586
Cash and cash
equivalents at the
end of the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,695,771 8,141,859 11,576,469 11,660,110 7,839,768
SUMMARY
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Key Financial Ratios
The following table sets forth a summary of our key financial ratios for the periods/as of
the dates indicated:
Y ear ended/As of December 31,
Four months
ended/As of
April 30,
2022 2023 2024 2025
Gross profit margin (%) (1) /H1118/H1118/H111822.6 26.4 26.7 27.1
Net profit margin (%) (2) /H1118/H1118/H1118/H11185.5 6.2 7.8 11.8
Return on equity (%) (3) /H1118/H1118/H1118/H1118/H11186.7 6.8 8.5 4.7
Current ratio (4) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181.6 1.8 1.6 1.7
Gearing ratio (%) (5) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858.4 54.3 52.0 50.6
Notes:
(1) Gross margin equals gross profit divided by revenue and multiplied by 100%.
(2) Net profit margin equals profit for the year/period divided by revenue and multiplied by 100%.
(3) Return on equity equals profit attributable to owners of the parent divided by the average of the
beginning and ending total equity attributable to owners of the parent multiplied by 100%.
(4) Current ratio is calculated by dividing current assets by current liabilities.
(5) Gearing ratio equals total liabilities divided by total assets multiplied by 100%.
OUR LISTING ON THE SHANGHAI STOCK EXCHANGE
Since July 2003, our Company has been listed on the Shanghai Stock Exchange. Our
Directors confirmed that, as of the Latest Practicable Date, we had no instance of material
non-compliance with the rules of the Shanghai Stock Exchange and other applicable securities
laws and regulations of the PRC, and, to the best knowledge of our Directors having made all
reasonable enquiries, there was no material matter that should be brought to the investors’
attention in relation to our compliance record on the Shanghai Stock Exchange. Our PRC Legal
Advisor advised us that during the Track Record Period and up to the Latest Practicable Date,
we have not been subject to any material administrative penalties or material regulatory
measures imposed by PRC securities regulatory authorities and we have complied with the
relevant laws and regulations on A share listings applicable to us in all material respects.
OUR CONTROLLING SHAREHOLDERS
As of the Latest Practicable Date, the Controlling Shareholder Group, including SANY
Group, Mr. Liang Wengen, Mr. Tang Xiuguo, Mr. Xiang Wenbo, Mr. Mao Zhongwu, Mr. Y uan
Jinhua, Mr. Yi Xiaogang, Mr. Zhou Fugui and Beijing Sany Heavy Machinery, by virtue of the
acting-in-concert arrangement among them, collectively held approximately 33.73% of our
total share capital. See “History, Development and Corporate Structure — The Controlling
Shareholder Group” in this prospectus for details.
SUMMARY
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Immediately following the completion of the Global Offering (assuming the Offer Size
Adjustment Option and the Over-allotment Option are not exercised and no other changes are
made to the issued share capital of our Company between the Latest Practicable Date and the
Listing), the Controlling Shareholder Group will hold approximately 31.57% of the issued
share capital of our Company, and will remain as a group of our Controlling Shareholders upon
the Listing. For further details about our Controlling Shareholder Group, please see the section
headed “Relationship with our Controlling Shareholders.”
Our Company has entered into certain continuing connected transactions with our
Controlling Shareholders and/or their respective associates. For more details, see “Connected
Transactions”.
GLOBAL OFFERING STATISTICS
The statistics in the following table are based on the assumptions that (i) the Global
Offering has been completed and 580,424,600 H Shares are newly issued in the Global
Offering, (ii) the Offer Size Adjustment Option and the Over-allotment Option for the Global
Offering is not exercised, and (iii) 9,054,814,637 Shares are issued and outstanding following
the completion of the Global Offering:
Based on an Offer
Price of HK$20.30
per Share
Based on an Offer
Price of HK$21.30
per Share
Market capitalization (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118HK$223,824
million
HK$224,404
million
Unaudited pro forma adjusted consolidated
net tangible assets per Share (2)(3) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
HK$10.11
(RMB9.23)
HK$10.18
(RMB9.29)
Notes:
(1) The calculation of market capitalization is based on 580,424,600 H Shares expected to be issued
immediately after completion of the Global Offering, the total share capital of 8,474,390,037 A Shares
as of the Latest Practicable Date and excluding 42,987,413 treasury shares (representing in aggregate
9,011,827,224 Shares expected to be in issue) assuming the Offer Size Adjustment Option and the
Over-allotment Option are not exercised.
(2) The unaudited pro forma adjusted consolidated net tangible assets per Share is arrived at after the
adjustments referred to in the section headed “Unaudited Pro Forma Financial Information” in Appendix
II to this prospectus and on the basis that 9,011,827,224 Shares were in issue, assuming that the Global
Offering had been completed on April 30, 2025, but does not take into account of treasury shares and
any Shares which may be allotted and issued by the Company pursuant to the exercise of the Offer Size
Adjustment Option and the Over-allotment Option.
(3) No adjustment has been made to reflect any trading result or other transactions of the Group entered into
subsequent to April 30, 2025. In particular, the unaudited pro forma adjusted net tangible assets of our
Group has not taken into account a cash dividend of RMB3,029.9 million to owners of our A Shares on
the relevant record date proposed by the Board of Directors in April 2025 and approved by shareholders
in May 2025 together with a cash dividend of RMB2,613.7 million to owners of the Company’s A Shares
on the relevant record date proposed by the Board of Directors in August 2025 and approved by
shareholders in September 2025. The unaudited pro forma net tangible assets would have been HK$9.43
and HK$9.79 per Share based on Offer Prices of HK$20.30 and HK$21.30, respectively, if the dividend
had been accounted for as at April 30, 2025.
SUMMARY
–2 3–


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For the calculation of the unaudited pro forma adjusted consolidated net tangible assets
per Share, see “Unaudited Pro Forma Adjusted Statement of Consolidated Net Tangible Assets”
in Appendix II to this prospectus.
USE OF PROCEEDS
We estimate that we will receive net proceeds of approximately HK$11,926.1 million
from the Global Offering, after deducting the underwriting fees and commissions and estimated
expenses payable by us in connection with the Global Offering, assuming the Offer Price of
HK$20.80 per Offer Share (being the mid-point of the Offer Price range of HK$20.30 to
HK$21.30) and assuming that the Offer Size Adjustment Option and the Over-allotment Option
are not exercised. We intend to use the net proceeds from the Global Offering for the following
purposes:
 Approximately 45.0%, or HK$5,366.7 million, of the net proceeds will be used to
further develop our global sales and service network, so as to raise global awareness
of our brand, market penetration and service efficiency.
 Approximately 25.0%, or HK$2,981.5 million, of the net proceeds will be used to
enhance our R&D capabilities.
 Approximately 20.0%, or HK$2,385.2 million, of the net proceeds will be used to
expand overseas manufacturing capabilities and optimize production efficiency.
 Approximately 10.0%, or HK$1,192.6 million, of the net proceeds will be used for
working capital and general corporate purposes.
See “Future Plans and Use of Proceeds.”
IMPACT OF THE COVID-19 PANDEMIC
On January 30, 2020, the International Health Regulations Emergency Committee of the
World Health Organization declared the novel coronavirus disease 2019 (the “ COVID-19 ”)
outbreak a public health emergency of international concern, and on March 11, 2020, the World
Health Organization declared the global COVID-19 outbreak a pandemic. The COVID-19 virus
continued to spread rapidly worldwide in 2022, including where we had business operations
and where our customers, suppliers and business partners were located. To contain the virus
spread within our office premises and protect the well-being of our employees, we adopted
various mitigation measures, such as remote working, social distancing and mask wearing, and
other site-specific precautionary measures. For example, in 2022, our manufacturing base in
Shanghai experienced a temporary approximately two-week shutdown due to COVID-19
pandemic. Nevertheless, the COVID-19 pandemic did not impose material adverse impact on
our overall operations and financial performance during the Track Record Period and up to the
Latest Practicable Date, primarily taking into consideration that (i) we had not experienced any
difficulty in securing sufficient and prompt supplies, (ii) we had not experienced significant
SUMMARY
–2 4–


--- page 35 ---
increase in our cost of sales due to the shortage of raw materials and supplies, (iii) there was
no material suspension to our manufacturing bases due to the COVID-19 pandemic, and (iv)
we had not experienced any material labor shortage as a result of the COVID-19 pandemic. As
the COVID-19 pandemic has since subsided, our Directors do not anticipate any further
material impact from COVID-19.
DIVIDENDS AND DIVIDEND POLICY
Subject to PRC laws and regulations, including the PRC Company Law ( ʕശɛ͏΍ձ
) and the No. 3 Guideline for the Supervision of Listed Companies — Cash
Dividend Distribution of Listed Companies (2025 Revision) (ˏୋ3໮— ɪ
ߎ2025ࠈࡌ)) and pursuant to our dividend policy under the Articles of
Association, we are required to pay cash dividends of no less than 5% of the distributable
profits realized for that year and cumulative cash dividends of any three fiscal years that
account for not less than 30% of our average net profits for those three fiscal years which are
available for distribution, calculated in accordance with PRC GAAP , provided that the
sustainable operation and long-term development of the Company will not be impacted and
there is no plan for significant capital expenditure. Future profit distributions may be carried
out in the form of cash dividends or stock dividends or a combination of both. We do not have
a fixed dividend distribution ratio. Any proposed distribution of dividends is subject to the
discretion of our Board and approval at our Shareholders’ meetings. Our Board may
recommend a distribution of dividends in the future after taking into account our results of
operations, financial condition, operating requirements, capital requirements, shareholders’
interests and any other conditions that our Board may deem relevant. We are committed to
creating and delivering value to our shareholders. Since our listing on the Shanghai Stock
Exchange in 2003, we have declared cash dividends of approximately RMB29.3 billion in
aggregate.
During the Track Record Period, we declared or paid cash dividends to our shareholders
as follows:
For the year ended December 31,
Four months
ended
April 30,
2022 2023 2024 2025
(RMB’000)
Final dividends in respect of
the previous year, declared
or paid during the year (tax
inclusive) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,800,033 1,350,137 1,859,656 –
No other dividend was paid or declared by our Company or other entities comprising our
Group during the Track Record Period.
See “Financial Information — Dividends and Dividend Policy.”
SUMMARY
–2 5–


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RECENT DEVELOPMENT AND NO MATERIAL ADVERSE CHANGE
Unaudited Financial Information for the Six Months Ended June 30, 2025
Our revenue increased by 14.6% from RMB39,060.4 million in the six months ended June
30, 2024 to RMB44,780.2 million in the six months ended June 30, 2025, primarily attributable
to (i) an increase in the excavating machinery driven by a rebound in domestic demand for
small excavators driven by the gradual recovery in China’s excavator market and continued
growth in overseas sales of large and medium-sized excavators, and (ii) an increase in hoisting
machinery driven by growth in domestic sales of high-tonnage hoisting machinery and
increased overseas sales.
Our cost of sales increased by 13.5% from RMB28,537.6 million in the six months ended
June 30, 2024 to RMB32,404.3 million in the six months ended June 30, 2025, primarily in line
with our revenue growth. As a result of the foregoing, our gross profit increased by 17.6% from
RMB10,522.8 million in the six months ended June 30, 2024 to RMB12,375.9 million in the
six months ended June 30, 2025.
Our net profit increased by 44.9% from RMB3,648.4 million in the six months ended June
30, 2024 to RMB5,285.2 million in the six months ended June 30, 2025. Our net profit margin
increased from 9.3% in the six months ended June 30, 2024 to 11.8% in the six months ended
June 30, 2025, primarily attributable to (i) an increase in our gross profit and (ii) a decrease
in research and development expenses as a result of a decrease in salaries and benefits resulting
from the optimization of the structure of our R&D team with improved R&D efficiency.
Our capital expenditures decreased by 38.4% from RMB1,746.5 million in the six months
ended June 30, 2024 to RMB1,075.6 million in the six months ended June 30, 2025, primarily
due to a decrease in purchases of items of property, plant and equipment.
Our total assets remained relatively stable at RMB152,145.1 million as of December 31,
2024 and RMB153,621.4 million as of June 30, 2025. Our total liabilities also remained
relatively stable at RMB79,143.5 million as of December 31, 2024 and RMB79,018.0 million
as of June 30, 2025. As a result of the foregoing, our net assets remained relatively stable at
RMB73,001.6 million as of December 31, 2024 and RMB74,603.4 million as of June 30, 2025.
In the six months ended June 30, 2025, our net cash flows from operating activities
amounted to RMB10,134.3 million.
Our unaudited interim financial information in the six months ended and as of June 30,
2025 has been reviewed by our Reporting Accountants in accordance with Hong Kong Standard
on Review Engagements 2410 “Review of Interim Financial Information Performed by the
Independent Auditor of the Entity” issued by the Hong Kong Institute of Certified Public
Accountants. See the Accountants’ Report set out in Appendix IA to this prospectus.
SUMMARY
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Declaration of Dividends
On May 9, 2025, our shareholders approved a proposal of our Board and Supervisory
Committee to declare a cash dividend of RMB0.36 per share to holders of our A Shares on the
relevant record date in respect of the year ended December 31, 2024. A cash dividend of
RMB3,029.9 million was subsequently distributed to shareholders in June 2025.
On September 10, 2025, our shareholders approved a proposal of our Board and
Supervisory Committee to declare a cash dividend of RMB0.31 per share to holders of our A
Shares on the relevant record date in respect of the six months ended June 30, 2025. A cash
dividend of RMB2,613.7 million was subsequently distributed to shareholders in October
2025.
Our Directors have confirmed that, up to the date of this Prospectus, there has been no
material adverse change in our financial or trading position or prospects since April 30, 2025,
being the end date of our latest audited financial statements, and there has been no event since
April 30, 2025 that would materially affect the information shown in the Accountants’ Report
set out in Appendix I to this Prospectus.
LISTING EXPENSES
Assuming an Offer Price of HK$20.80 per Offer Share (being the mid-point of the
indicative Offer Price range stated in this prospectus), the aggregate commissions and fees,
together with the Stock Exchange listing fee, AFRC transaction levy, SFC transaction levy and
Stock Exchange trading fee, legal and other professional fees, printing and other expenses
relating to the Global Offering, which are payable by us, are estimated to amount in aggregate
to approximately RMB134.0 million, accounting for 1.2% of the gross proceeds from the
Global Offering assuming the Offer Size Adjustment Option is not exercised and no Shares are
issued pursuant to the Over-allotment Option, of which approximately RMB13.3 million is
expected to be charged to profit and loss after the Track Record Period, and approximately
RMB120.6 million is directly attributable to the offering and listing of our Offer Shares and
will be deducted from equity upon the Listing. By nature, our listing expenses are composed
of (i) underwriting commission of approximately RMB88.2 million, and (ii) non underwriting-
related expenses of approximately RMB45.8 million, which consist of fees and expenses of
legal advisors and Reporting Accountants of approximately RMB26.8 million, and other fees
and expenses of approximately RMB19.0 million.
SUMMARY
–2 7–


--- page 38 ---
In this prospectus, unless the context otherwise requires, the following terms and
expressions have the meanings set forth below. Certain other terms are explained in the
section headed “Glossary of Technical Terms” in this prospectus.
“2020 SANY Group
Exchangeable Bonds”
has the meaning ascribed to it in the section headed
“Substantial Shareholders — Exchangeable Bonds Issued
by SANY Group” in this prospectus
“A Share(s)” ordinary share(s) issued by the Company, with a nominal
value of RMB1.00 each, which is/are subscribed for or
credited as paid in Renminbi and are listed for trading on
the Shanghai Stock Exchange and are traded in Renminbi
“Accountants’ Report” the accountants’ report of our Company, the text of which
is set out in Appendix I to this prospectus
“affiliate” any other person, directly or indirectly, controlling or
controlled by or under direct or indirect common control
with such specified person
“AFRC” the Accounting and Financial Reporting Council
“Articles of Association” or
“Articles”
the articles of association of our Company, conditionally
adopted on April 21, 2025 with effect from the Listing
Date, and as amended from time to time, a summary of
which is set out in Appendix III to this prospectus
“Asia-Oceania” primarily includes Asia (excluding China), Australia and
the Middle East
“Beijing Sany Heavy Machinery” Beijing Sany Heavy Machinery Co., Ltd. (ࠠ
ʮ̡), a limited liability company established in
the PRC on December 18, 2003 and one of our
Controlling Shareholders
“Board” or “Board of Directors” the Board of directors of our Company
“Business day” or “business day” a day on which banks in Hong Kong are generally open
for normal banking business to the public and which is
not a Saturday, Sunday or public holiday in Hong Kong
DEFINITIONS
–2 8–


--- page 39 ---
“Capital Market Intermediaries” the capital market intermediaries named in the section
headed “Directors, Supervisors and Parties Involved in
the Global Offering” of this prospectus
“CCASS” the Central Clearing and Settlement System established
and operated by HKSCC
“China”, “mainland China” or
“PRC”
the People’s Republic of China, unless the context
requires otherwise, excluding, for the purposes of this
Prospectus only, the regions of Hong Kong, Macau and
Taiwan of the People’s Republic of China
“Companies (Winding up and
Miscellaneous Provisions)
Ordinance”
the Companies (Winding up and Miscellaneous
Provisions) Ordinance (Chapter 32 of the Laws of Hong
Kong), as amended, supplemented or otherwise modified
from time to time
“Companies Ordinance” the Companies Ordinance (Chapter 622 of the Laws of
Hong Kong), as amended, supplemented or otherwise
modified from time to time
“Company”, “our Company” or
“the Company”
SANY Heavy Industry Co., Ltd. (ʮ
̡), a joint stock company established in the PRC with
limited liability on November 22, 1994, the A Shares of
which have been listed on the Shanghai Stock Exchange
(stock code: 600031)
“Company Law” or “PRC
Company Law”
Company Law of the People’s Republic of China ( ʕശɛ
جas amended, supplemented or
otherwise modified from time to time
“Controlling Shareholder(s)” or
“Controlling Shareholder
Group”
has the meaning ascribed to it under the Listing Rules and
unless the context otherwise requires, refers to SANY
Group, Mr. Liang Wengen (࣬Mr. Tang Xiuguo (ࡥ
਷), Mr. Xiang Wenbo (تMr. Mao Zhongwu ( ˣ
ʕш), Mr. Y uan Jinhua (ശ), Mr. Yi Xiaogang (ʃ
࡝Mr. Zhou Fugui ( մ၅൮) and Beijing Sany Heavy
Machinery, as further detailed in the section headed
“Relationship with Our Controlling Shareholders” in this
prospectus
“CSRC” the China Securities Regulatory Commission ( ʕ਷ᗇՎ
ึ)
DEFINITIONS
–2 9–


--- page 40 ---
“Director(s)” director(s) of our Company
“EIT Law” Enterprise Income Tax Law of the People’s Republic of
China (جas amended,
supplemented or otherwise modified from time to time
“EU” European Union
“Exchange Participant(s)” a person: (a) who, in accordance with the Hong Kong
Listing Rules, may trade on or through the Hong Kong
Stock Exchange; and (b) whose name is entered in a list,
register or roll kept by the Hong Kong Stock Exchange as
a person who may trade on or through the Hong Kong
Stock Exchange
“Extreme Conditions” the occurrence of “extreme conditions” as announced by
any government authority of Hong Kong due to a super
typhoon or other natural disaster of a substantial scale
seriously affects the working public’s ability to resume
work or brings safety concern for a prolonged period
“FINI” “Fast Interface for New Issuance”, an online platform
operated by HKSCC that is mandatory for admission to
trading and, where applicable, the collection and
processing of specified information on subscription in
and settlement for all new listings
“Global Offering” the Hong Kong Public Offering and the International
Offering
“Group,” “our Group,” “we” or
“us”
our Company and our subsidiaries from time to time, and
where the context requires, in respect of the period prior
to our Company becoming the holding company of its
present subsidiaries, such subsidiaries as if they were
subsidiaries of our Company at the relevant time
“H Share(s)” overseas listed shares in the share capital of our Company
with nominal value of RMB1.00 each, which are to be
subscribed for and traded in HK dollars and are to be
listed on the Hong Kong Stock Exchange
“H Share Registrar” Tricor Investor Services Limited
DEFINITIONS
–3 0–


--- page 41 ---
“HK eIPO White Form ” the application for Hong Kong Offer Shares to be issued
in the applicant’s own name, submitted online through
the designated website at www.hkeipo.hk
“HK eIPO White Form Service
Provider”
the HK eIPO White Form service provider designated
by our Company as specified on the designated website at
www.hkeipo.hk
“HK$” or “HK dollars” Hong Kong dollars and cents, respectively, the lawful
currency of Hong Kong
“HKSCC” Hong Kong Securities Clearing Company Limited, a
wholly-owned subsidiary of Hong Kong Exchanges and
Clearing Limited
“HKSCC Nominees” HKSCC Nominees Limited, a wholly-owned subsidiary
of HKSCC
“HKSCC Participant” a participant admitted to participate in CCASS as a direct
clearing participant, a general clearing participant or a
custodian participant
“Hong Kong” or “HK” the Hong Kong Special Administrative Region of the
PRC
“Hong Kong Listing Rules” or
“Listing Rules”
the Rules Governing the Listing of Securities on The
Stock Exchange of Hong Kong Limited (as amended
from time to time)
“Hong Kong Offer Shares” the 58,042,600 H Shares initially offered by our
Company for subscription at the Offer Price pursuant to
the Hong Kong Public Offering (subject to reallocation as
described in “Structure of the Global Offering”)
“Hong Kong Public Offering” the offer of the Hong Kong Offer Shares for subscription
by the public in Hong Kong (subject to adjustment as
described in “Structure of the Global Offering” in this
prospectus) at the Offer Price (plus brokerage, SFC
transaction levy, AFRC transaction levy and Hong Kong
Stock Exchange trading fees), on and subject to the terms
and conditions described in this prospectus and on the
Application Forms as further described in “Structure of
the Global Offering — The Hong Kong Public Offering”
in this prospectus
DEFINITIONS
–3 1–


--- page 42 ---
“Hong Kong Stock Exchange” or
“Stock Exchange”
The Stock Exchange of Hong Kong Limited, a wholly-
owned subsidiary of Hong Kong Exchanges and Clearing
Limited
“Hong Kong Underwriters” the underwriters of the Hong Kong Public Offering listed
in “Underwriting — Hong Kong Underwriters” in this
prospectus
“Hong Kong Underwriting
Agreement”
the underwriting agreement, dated October 17, 2025
relating to the Hong Kong Public Offering and entered
into by, among others, our Company, the Sole Sponsor,
the Overall Coordinators and the Hong Kong
Underwriters, as further described in the section headed
“Underwriting — Underwriting Arrangements — Hong
Kong Public Offering — Hong Kong Underwriting
Agreement” in this prospectus
“Hunan Zhonghong” Hunan Zhonghong Financial Leasing Co., Ltd. (ʕ҃
ʮ̡), a limited liability company
established in the PRC on November 5, 2009 and one of
the subsidiaries of SANY Group
“IFRS” International Financial Reporting Standards, which
include standards, amendments and interpretations
promulgated by the International Accounting Standards
Board and the International Accounting Standards and
interpretation issued by the International Accounting
Standards Committee
“Independent Third Party(ies)” any entity or person who is not a connected person of our
Company within the meaning ascribed thereto under the
Listing Rules
“International Offer Shares” the 522,382,000 H Shares initially offered by our
Company for subscription pursuant to the International
Offering together with, where relevant, any additional
Shares which may be issued by our Company pursuant to
the exercise of the Offer Size Adjustment Option and the
Over-allotment Option (subject to reallocation as
described in “Structure of the Global Offering” in this
prospectus)
DEFINITIONS
–3 2–


--- page 43 ---
“International Offering” the offer of the International Offer Shares by the
International Underwriters at the Offer Price outside the
United States in offshore transactions in accordance with
Regulation S, as further described in “Structure of the
Global Offering” in this prospectus
“International Sanctions” International laws and regulations relating to the
economic sanctions and export control restrictions
administered and enforced by the Relevant Jurisdictions
“International Sanctions Legal
Advisor”
Ashurst (Tokyo), our legal advisors as to International
Sanctions laws in connection with the Listing
“International Underwriters” the group of international underwriters, led by the
Overall Coordinators, that is expected to enter into the
International Underwriting Agreement to underwrite the
International Offering
“International Underwriting
Agreement”
the underwriting agreement expected to be entered into
on or around October 24, 2025 by, among others, our
Company, the Sole Sponsor, the Overall Coordinators and
the International Underwriters in respect of the
International Offering, as further described in
“Underwriting — International Offering” in this
prospectus
“Joint Bookrunners” the joint bookrunners named in the section headed
“Directors, Supervisors and Parties Involved in the
Global Offering” of this prospectus
“Joint Global Coordinators” the joint global coordinators named in the section headed
“Directors, Supervisors and Parties Involved in the
Global Offering” of this prospectus
“Joint Lead Managers” the joint lead managers named in the section headed
“Directors, Supervisors and Parties Involved in the
Global Offering” of this prospectus
“Kangfu” China Kangfu International Leasing Co., Ltd. ( ʕ਷ੰబ
ʮ̡), a limited liability company
established in the PRC on June 24, 1988 and one of the
related parties of SANY Group
DEFINITIONS
–3 3–


--- page 44 ---
“Latest Practicable Date” October 11, 2025, being the latest practicable date for the
purpose of ascertaining certain information contained in
this prospectus prior to its publication
“Listing” listing of the H Shares on the Main Board of the Hong
Kong Stock Exchange
“Listing Committee” the Listing Committee of the Hong Kong Stock Exchange
“Listing Date” the date, expected to be on or around Tuesday, October
28, 2025, on which our H Shares are listed and from
which dealings therein are first permitted to take place on
the Hong Kong Stock Exchange
“Macau” the Macau Special Administrative Region of the PRC
“Main Board” the stock market (excluding the option market) operated
by the Stock Exchange which is independent from and
operated in parallel with the Growth Enterprise Market of
the Stock Exchange
“Ministry of Finance” or “MOF” the Ministry of Finance of the PRC (݁
௅)
“MOFCOM” Ministry of Commerce of the PRC ( ʕശɛ͏΍ձ਷ਠਕ
௅)
“NDRC” the National Development and Reform Commission of
the PRC (ึ)
“North America” includes Canada and the United States
“NPC” the National People’s Congress of the PRC ( ʕശɛ͏΍
ɽึ)
“OFAC” the U.S. Treasury Department’s Office of Foreign Assets
Control
DEFINITIONS
–3 4–


--- page 45 ---
“Offer Price” the final price per Offer Share in Hong Kong dollars
(exclusive of brokerage fee of 1%, SFC transaction levy
of 0.0027%, AFRC transaction levy of 0.00015% and
Hong Kong Stock Exchange trading fee of 0.00565%) of
not more than HK$21.30 and expected to be not less than
HK$20.30, at which Hong Kong Offer Shares are to be
subscribed, to be determined in the manner further
described in “Structure of the Global Offering —
Pricing” in this prospectus
“Offer Share(s)” the Hong Kong Offer Shares and the International Offer
Shares, together with, where relevant, any additional H
Shares which may be issued by our Company pursuant to
the exercise of the Offer Size Adjustment Option and the
Over-allotment Option
“Offer Size Adjustment Option” the option exercisable by our Company under the
International Underwriting Agreement, pursuant to which
the Company may issue and allot up to an aggregate of
87,063,600 additional H Shares (representing
approximately 15.0% of the Offer Shares initially offered
under the Global Offering) at the Offer Price to cover
excess demand in the International Offering, without
being subject to any reallocation mechanism
“Over-allotment Option” the option expected to be granted by our Company to the
International Underwriters, exercisable by the Overall
Coordinators (on behalf of the International
Underwriters) pursuant to the International Underwriting
Agreement, pursuant to which our Company may be
required to allot and issue up to an aggregate of
87,063,600 additional H Shares (representing in
aggregate approximately 15.0% of the Offer Shares
initially offered under the Global Offering assuming the
Offer Size Adjustment Option is not exercised at all) or
up to 100,123,200 additional H Shares (representing in
aggregate approximately 15.0% of the Offer Shares being
offered under the Global Offering assuming the Offer
Size Adjustment Option is exercised in full) at the Offer
Price to, among other things, cover over-allocations in
the International Offering, if any, further details of which
are described in “Structure of the Global Offering” in this
prospectus
DEFINITIONS
–3 5–


--- page 46 ---
“Overall Coordinators” the overall coordinators named in the section headed
“Directors, Supervisors and Parties Involved in the
Global Offering” of this prospectus
“overseas” outside mainland China
“PBOC” the People’s Bank of China ( ʕ਷ɛ͏ვБ), the central
bank of the PRC
“PRC GAAP” generally accepted accounting principles of PRC
“PRC Legal Advisor” Hunan Qiyuan Law Firm, the PRC legal advisor of our
Company
“Price Determination Agreement” the agreement to be entered into by the Overall
Coordinators (for themselves and on behalf of the
Underwriters) and our Company on the Price
Determination Date to record and fix the Offer Price
“Price Determination Date” the date, expected to be on or around Friday, October 24,
2025 (Hong Kong time) on which the Offer Price is
determined, or such later time as the Overall
Coordinators (for themselves and on behalf of the
Underwriters) and our Company may agree, but in any
event no later than 12:00 noon on Friday, October 24,
2025
“Primary Sanctioned Activity” any activity in a Sanctioned Country or (i) with; or (ii)
directly or indirectly benefiting, or involving the property
or interests in property of, a Sanctioned Target by a
listing applicant incorporated or located in a Relevant
Jurisdiction or which otherwise has a nexus with such
jurisdiction with respect to the relevant activity, such that
it is subject to the relevant sanctions law or regulation
“prospectus” or “Prospectus” this prospectus being issued in connection with the Hong
Kong Public Offering
“province” a province or, where the context requires, a provincial
level autonomous region or municipality, under the direct
supervision of the central government of the PRC
“Putzmeister” Putzmeister Holding GmbH, a company with limited
liability incorporated in Germany on August 20, 1998 and
a subsidiary of our Company
“Regulation S” Regulation S under the US Securities Act
DEFINITIONS
–3 6–


--- page 47 ---
“Relevant Countries” Afghanistan, Democratic Republic of the Congo, Haiti,
Lebanon, Libya, Myanmar, Nicaragua, Russia (excluding
Crimea, LNR and DNR), South Sudan, Sudan, and the
United Arab Emirates
“Relevant Jurisdictions” the U.S., the EU, the United Nations, the United
Kingdom, Australia and Canada
“Relevant Persons” the Group, its investors and shareholders and persons
who might, directly or indirectly, be involved in
permitting the listing, trading, clearing and settlement of
its shares, including the Sole Sponsor, the Overall
Coordinators, the Joint Global Coordinators, the Joint
Bookrunners, the Joint Lead Managers, the Underwriters
and Hong Kong Stock Exchange
“RMB” or “Renminbi” Renminbi, the lawful currency of the PRC
“SAC” the Securities Association of China ( ʕ਷ᗇՎุ՘ึ)
“SAFE” the State Administration of Foreign Exchange of the PRC
(̮ි၍ଣ҅)
“Sanctioned Country” any country or territory subject to a general and
comprehensive export, import, financial or investment
embargo under sanctions related law or regulation of the
Relevant Jurisdiction
“Sanctioned Target” any person or entity (i) designated on any list of targeted
persons or entities issued under the sanctions-related law
or regulation of a Relevant Jurisdiction; (ii) that is, or is
owned or controlled by, a government of a Sanctioned
Country; or (iii) that is the target of sanctions under the
law or regulation of a Relevant Jurisdiction because of a
relationship of ownership, control, or agency with a
person or entity described in (i) or (ii)
“Sany Auto Finance” Sany Automotive Finance Co., Ltd. (ࠢ
ʮ̡), a limited liability company established in the PRC
on November 15, 2010 and one of our subsidiaries
“Sany Financial Leasing” Sany Financial Leasing Co., Ltd. (ʮ
̡), a limited liability company established in the PRC on
October 27, 2016 and one of our subsidiaries
DEFINITIONS
–3 7–


--- page 48 ---
“SANY Group” SANY Group Co., Ltd. (ʮ̡), a limited
liability company established in the PRC on October 18,
2000 and one of our Controlling Shareholders
“SASAC” State-owned Assets Supervision and Administration
Commission of the State Council ( ਷ਕ৫਷Ϟ༟ପ္ຖ
ึ)
“SDN” Specially Designated Nationals designated pursuant to
the U.S. sanctions programs
“Securities and Futures
Ordinance” or “SFO”
the Securities and Futures Ordinance (Chapter 571 of the
Laws of Hong Kong), as amended, supplemented or
otherwise modified from time to time
“Securities Law” the Securities Law of the People’s Republic of China ( ʕ
جas amended, supplemented or
otherwise modified from time to time
“SFC” the Securities and Futures Commission of Hong Kong
“Shanghai Stock Exchange” the Shanghai Stock Exchange (ה׸)
Share(s)” ordinary shares in the capital of our Company with a
nominal value of RMB1.00 each, comprising A Shares
and H Shares
“Shareholders(s)” holder(s) of the Share(s)
“Shenzhen Stock Exchange” the Shenzhen Stock Exchange (ה׸)
Sole Sponsor” the sole sponsor named in the section headed “Directors,
Supervisors and Parties Involved in the Global Offering”
of this prospectus
“Sponsor-Overall Coordinator” CLSA Limited
“STA” the State Taxation Administration of the PRC ( ʕശɛ͏
೼ਕᐼ҅)
“Stabilizing Manager” CLSA Limited
“State Council” State Council of the People’s Republic of China ( ʕശɛ
͏΍ձ਷਷ਕ৫)
DEFINITIONS
–3 8–


--- page 49 ---
“subsidiary(ies)” has the meaning ascribed to it in section 15 of the
Companies Ordinance
“Supervisor(s)” member(s) of our Supervisory Committee
“Supervisory Committee” the supervisory committee of our Company
“Takeovers Code” the Codes on Takeovers and Mergers and Share
Buy-backs issued by the SFC, as amended, supplemented
or otherwise modified from time to time
“Track Record Period” the three years ended December 31, 2022, 2023 and 2024
and the four months ended April 30, 2025
“U.S.”, “US” or “United States” the United States of America, its territories, its
possessions and all areas subject to its jurisdiction
“US Securities Act” the United States Securities Act of 1933, as amended, and
the rules and regulations promulgated thereunder
“Underwriters” the Hong Kong Underwriters and the International
Underwriters
“Underwriting Agreements” the Hong Kong Underwriting Agreement and the
International Underwriting Agreement
“US$” or “US dollars” United States dollars, the lawful currency of the United
States
“%” per cent
In this prospectus, the terms “associate,” “close associate,” “connected person,” “core
connected person,” “connected transaction” and “substantial shareholder” shall have the
meanings given to such terms in the Hong Kong Listing Rules, unless the context otherwise
requires.
Certain amounts and percentage figures included in this prospectus have been subject to
rounding. Accordingly, figures shown as totals in certain tables may not be an arithmetic
aggregation of the figures preceding them. Any discrepancies in any table or chart between the
total shown and the sum of the amounts listed are due to rounding.
For ease of reference, the names of the PRC established companies or entities, laws or
regulations have been included in this prospectus in both the Chinese and English languages
and in the event of any inconsistency, the Chinese versions shall prevail.
DEFINITIONS
–3 9–


--- page 50 ---
This glossary of technical terms contains explanations of certain technical terms
used in this prospectus. As such, these terms and their meanings may not correspond to
standard industry meanings or usage of these terms.
“°C” degree Celsius
“5G” the fifth-generation mobile network, a new global
wireless standard after 1G, 2G, 3G, and 4G networks
“ASME” the American Society of Mechanical Engineers
“boom” an extendable or fixed arm of a crane or concrete pump
that supports the lifting mechanism or delivery system
“bridge” the structural component that supports the boom and the
pumping mechanism
“bucket capacity” a measure of the maximum volume of the material that
can be accommodated inside the bucket of the excavator
“CAGR” compound annual growth rate
“CCC” China Compulsory Certification, a compulsory safety
mark for many products imported, sold or used in the
Chinese market
“CE certificate” a regulatory standard that verifies certain products are
safe for sale and use in the EU
“CO
2” carbon dioxide
“core construction machinery” including excavators, loaders, hoisting machinery, road
machinery, concrete machinery and piling machinery
“DC” direct current, a one-directional flow of electric charge
“decarbonization” the reduction or elimination of carbon dioxide emissions
from industrial processes, particularly through
transitioning from fossil fuels to renewable energy
sources
GLOSSARY OF TECHNICAL TERMS
–4 0–


--- page 51 ---
“digital twin” a virtual representation of a physical object or system that
serves as a real-time digital counterpart for simulation
and testing
“excavating machinery” mainly includes crawler excavators, wheeled excavators
and loaders
“GFA” gross floor area
“IA TF 16949” international technical specification of automotive
industry quality management system, which was prepared
by International Automotive Task Force (IA TF) and ISO
“Industrial IoT” Industrial Internet of Things, the extension of internet
connectivity to industrial devices and machinery,
enabling data collection, exchange and analysis
“IoT” Internet of Things, a system of interrelated computing
devices with the ability to transfer data over a network
without requiring human interaction
“IP67/68” an international standard rating used to measure the level
of protection provided by electronic devices against dust,
dirt and water
“ISO” the International Organization for Standardization, an
independent, non-governmental organization that
develops and publishes international standards
“ISO14001” an internationally recognized standard for environmental
management system published by the ISO
“ISO45001” an internationally recognized standard for occupational
health and safety management published by the ISO
“ISO9001” an internationally recognized standard for Quality
Management Systems published by the ISO
“kg” kilogram
“km” kilometer
GLOSSARY OF TECHNICAL TERMS
–4 1–


--- page 52 ---
“km/h” kilometer per hour
“kNm” kilonewton-meters
“kW” kilowatt
“kWh” kilowatt-hour
“L/h” liter per hour
“Lighthouse Factory” a manufacturing facility recognized by the World
Economic Forum for adopting advanced intelligent
manufacturing technologies
“m” meter
“m
3” cubic meter
“mm” millimeter
“Mpa” megapascal
“Nm” newton-meter
“OTA” over-the-air
“R&D” research and development
“rated load” the maximum allowable load that a wheel loader can
carry without causing damage or loss of performance
“rated output torque” the amount of rotational force that a machine’s engine or
motor can produce at a specified speed
“self-supply rate” the procurement expenses of in-house produced parts as
a percentage of the total procurement expenses
“sq.m.” square meter
“t/h” ton per hour
“total cost of ownership” the purchase price of an asset plus operating costs over its
lifespan
GLOSSARY OF TECHNICAL TERMS
–4 2–


--- page 53 ---
“ton” the metric ton, a unit of weight, with one metric ton equal
to 1,000 kilograms
“V2X” V ehicle to Everything, a communication technology that
allows vehicles to communicate with moving parts of the
traffic system around them
“WVTA” Whole V ehicle Type Approval, under which a
manufacturer can obtain certification for a vehicle type in
one EU country and market it EU-wide without further
tests
GLOSSARY OF TECHNICAL TERMS
–4 3–


--- page 54 ---
We have included in this Prospectus forward-looking statements. Statements that are
not historical facts, including statements about our intentions, beliefs, expectations or
predictions for the future, are forward-looking statements.
This Prospectus contains certain forward-looking statements relating to our Company, our
subsidiaries and consolidated affiliated entities that are based on the beliefs of our management
as well as assumptions made by and information currently available to our management. When
used in this Prospectus, the words “aim”, “anticipate”, “believe”, “could”, “expect”, “going
forward”, “intend”, “may”, “ought to”, “plan”, “project”, “seek”, “should”, “will”, “would”
and the negative of these words and other similar expressions, as they relate to our Group or
our management, are intended to identify forward-looking statements. Such statements reflect
the current views of our management with respect to future events, operations, liquidity and
capital resources, some of which may not materialize or may change. These statements are
subject to certain risks, uncertainties and assumptions, including the other risk factors as
described in this Prospectus. Y ou are strongly cautioned that reliance on any forward-looking
statements involves known and unknown risks and uncertainties. The risks, uncertainties and
other factors facing our Group which could affect the accuracy of forward-looking statements
include, but are not limited to, the following:
 our ability to successfully implement our business plans and strategies;
 future developments, trends and conditions in the industry and markets in which we
operate or into which we intend to expand;
 general political and economic conditions of jurisdictions in which we operate;
 our business operations and prospects;
 our capital expenditure plans;
 weather, natural disasters and climate change;
 the actions and developments of our competitors;
 our financial condition and performance;
 capital market developments;
 our dividend policy;
FORW ARD-LOOKING STATEMENTS
–4 4–


--- page 55 ---
 any changes in the laws, rules and regulations of the central and local governments
in the PRC and other relevant jurisdictions and the rules, regulations and policies of
the relevant governmental authorities relating to all aspects of our business and
business plans; and
 various business opportunities that we may pursue.
FORW ARD-LOOKING STATEMENTS
–4 5–


--- page 56 ---
You should carefully consider all of the information in this prospectus, including the
risks and uncertainties described below, before making an investment in our H Shares.
The following is a description of what we consider to be our material risks. Any of the
following risks could have a material adverse effect on our business, financial condition
and results of operations. In any such case, the market price of our H Shares could
decline, and you may lose all or part of your investment. These factors are contingencies
that may or may not occur , and we are not in a position to express a view on the likelihood
of any such contingency occurring. The information given is as of the Latest Practicable
Date unless otherwise stated, will not be updated after the date hereof, and is subject to
the cautionary statements in the section headed “Forward-Looking Statements” in this
prospectus.
RISKS RELATED TO OUR BUSINESS AND THE INDUSTRY IN WHICH WE
OPERATE
If the market demand for our products and services changes or the construction
machinery market fails to achieve the anticipated growth or lacks growth momentum, our
sales and profitability may be materially and adversely affected.
Uncertainty and weakness in the macroeconomic environment may prompt our customers
to reduce their business activities, especially amid rising capital costs and declining business
and customer confidence. These factors may discourage customers from upgrading, replacing
existing equipment or purchasing new equipment. Demand for our products may in addition be
adversely affected by the condition of public finances and fiscal austerity initiative measures
in regions where we have a significant customer base.
Our results of operations depend on the economic conditions of the markets in which we
operate. Given the high proportion of revenue attributable to China, we consider this region to
be the most important to our business. Demand for construction machinery in developed
countries is driven by maintaining and restoring existing infrastructure, as well as
infrastructure development. While emerging overseas markets provide significant
infrastructure development potential, actual growth may not meet expectations. If demand for
our products is weaker than anticipated, we may experience issues associated with
overcapacity and underutilization of personnel and other resources, which may also have an
adverse effect on our business, financial condition and results of operations. Moreover, in
certain developing countries and regions, demand for construction machinery is closely tied to
infrastructure development. Should future investments in these areas be postponed or projects
face obstacles, our efforts to expand in these markets could be negatively impacted.
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In addition, economic downturns and adverse market conditions could adversely affect
the ability of our customers to obtain financing for their construction projects or product
purchases, which could result in a decline in demand for or the prices of our products. Delaying
and lengthening sales cycles may have a material adverse effect on our business, financial
condition and results of operations.
The construction machinery industry is highly competitive and we may not be able to
respond successfully to changes in the global and regional competitive landscape.
We face direct competition globally across all product lines and various price segments.
Our competitors include established multinational companies and domestic construction
machinery manufacturers. Competition in the industry continues to intensify as Chinese
manufacturers expand their international presence and improve their overall competitiveness.
Key factors affecting competition in the construction machinery industry include initial
purchase price, fuel or recharge efficiency, product reliability, safety, ease of operation, the
availability and stability of after-sales and other services as well as the pace of iterations and
pricing strategy for new products.
Some of our international competitors may benefit from stronger local brand recognition,
broader access to financing, longer operating histories, more established customer
relationships, superior R&D capabilities, and greater marketing and operational resources
compared to us. While we have achieved rapid growth and significant market share in certain
emerging overseas markets, we have not yet matched the scale of the industry leaders in these
regions. In addition, our domestic competitors may also become more competitive, and they
may continue to expand in the Chinese market and other markets in which we operate, thereby
intensifying competition. These competitors may be able to reduce our market share by
offering lower prices or by developing more advanced technologies and services than those we
offer. Existing and potential competitors may also develop relationships with our distributors
and customers in a manner that could significantly harm our ability to sell, market and develop
our products. If we fail to maintain or improve our market position or fail to respond
successfully to changes in the competitive landscape, our business, financial condition and
results of operations may be materially and adversely affected.
In addition, the construction machinery industry is facing a number of evolving market
trends, such as growing environmental awareness, increasingly strict energy efficiency
standards and a growing customer focus on digitalization and decarbonization. Our future
success will be dependent on the ability to correctly assess and respond to these developments
with innovative, commercially attractive products and services that are able to compete in the
market.
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We are investing significantly in our digitalization strategy. We have made extensive
efforts to construct “Lighthouse Factories” to promote standardized, automated and intelligent
processes, to leverage industrial software and to facilitate data management and utilization. We
are actively advancing a low-carbon strategy, exploring the use of renewable energy to power
our production equipment and products. However, we cannot guarantee that our investments in
these rapidly developing fields will fully meet the diverse needs of downstream customers.
If we fail to address prevailing trends or customer requirements with a commercially
attractive product portfolio in a timely manner, or if our products and services do not offer
competitive terms, this could result in unprofitable R&D investments and associated costs,
pricing pressure and lower margins, all of which could negatively impact our business,
financial condition and results of operations.
Our business and future growth are subject to changes in the real estate market in the
PRC.
Our business and future growth depends on the growth of the real estate market in the
PRC, which is one of our downstream market, where certain of our customers operate. The real
estate market in turn depends on other factors which may affect it and are beyond our control,
such as market preference, consumption habit, costs of raw materials and labor supply,
investment atmosphere, availability and performance of other market participants. If these
factors are unfavourable to the real estate market, the demand for our products will be
adversely affected, which may have a material and adverse effect on our business, results of
operations and prospect.
Furthermore, we are susceptible to adverse changes in government policies which will
affect the PRC’s real estate market, such as implementation of laws, regulations and policies
which limit the land supply for real estate development, tighten project financing, reduce local
government budgets and funding in the real estate market. In the event that laws, regulations
and polices which are adverse to the growth of the real estate market are introduced, our
business, results of operations and prospect may be adversely affected.
Our business and long-term competitiveness rely on ongoing investment in R&D, access
to advanced technologies and the development of innovation capabilities.
The construction machinery market is characterized by evolving technologies and the
introduction of upgraded products. Additionally, it is shaped by the continually changing needs
of end customers. We are actively promoting the electrification and intelligent capabilities of
our products. To enhance our core competitiveness, we have relied on R&D initiatives and
external strategic partnerships to develop core technologies and produce key parts.
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Our competitors may develop construction machinery that is equipped with advanced
technologies to operate more efficiently and cost effectively which, if successful, could reduce
the competitiveness of our products. Our future performance and reputation depend on our
ability to continue developing new products, which in turn depends largely on our R&D
capabilities. We have made significant investments in our R&D of new technologies and new
products, with our cumulative research and development expenses of RMB19,590.0 million
during the Track Record Period. However, there is no assurance that such R&D efforts may
yield the anticipated level of economic benefits. The cost of any unexpected results of our R&D
may not be recovered and may have a negative impact on our financial performance. Even if
our R&D efforts succeed, we might not be able to integrate these newly developed technologies
into products that gain market acceptance, or implement them swiftly enough to capitalize on
market opportunities. Any failure to consistently develop products that align with evolving
customer demand or mainstream industry trends could limit our product competitiveness.
Furthermore, inadequate investment in R&D or delays in project execution could impede
breakthroughs in core technologies and slow down product upgrades, thereby impacting our
business, profitability and long-term development prospects.
Failure to retain our existing customers or attract new ones could materially and
adversely affect our business, financial condition and results of operations.
To increase our revenue and sustain our growth, we are committed to maintaining existing
customers and attracting new customers. We cannot guarantee that our existing customers will
continue to procure our products or will maintain their partnerships with us. Our ability to
maintain existing customers or attract new customers depends on the following factors, some
of which are beyond our control:
 the competitiveness of our pricing and payment terms for customers, which may, in
turn, be constrained by our capital and financial resources;
 the market acceptance of our new products, technologies and services;
 our ability to continue investing in R&D to meet our customers’ needs;
 mergers and acquisitions among market players; and
 the effects of domestic and global economic conditions on the development of the
construction machinery industry in general.
It may be challenging to offer products tailored to the specific needs of our customers, as
well as to maintain high-quality customer support, as our customer base grows and becomes
more diverse. This may result in customer dissatisfaction, a decline in overall demand for our
products and a loss of expected revenue. Moreover, failing to meet customer expectations could
harm our reputation, thereby hindering our ability to maintain existing customers and attract
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new ones. If we are unable to maintain our existing customers or attract new customers due to
any of the foregoing factors, our business, financial condition and results of operations will be
materially and adversely affected.
We depend on the business expansion opportunities offered by overseas markets and the
complexity of the global operating environment could materially impact our business,
operating results and financial condition.
During the Track Record Period, we derived a substantial portion of our total revenue
from overseas markets. Our revenue from overseas markets was RMB36,789 million,
RMB43,564 million, RMB48,862 million, RMB14,682.8 million and RMB16,883.7 million in
2022, 2023, 2024 and the four months ended April 30, 2024 and 2025, respectively, accounting
for 45.5%, 58.9%, 62.3%, 59.1% and 57.4% of our total revenue in the same years. During the
Track Record Period, our products have reached customers in over 150 countries and regions
globally. Compared with operations in China, our home market, conducting our business
internationally, particularly in markets and countries in which we have limited prior
experience, subjects us to additional risks and challenges, including, among others:
 limited brand recognition and localized capability;
 inability to maintain or enhance operational efficiency and cost savings, including
operational challenges due to distance, language and cultural differences, increasing
difficulty for us in directing and monitoring day-to-day overseas operations and
increasing difficulty to hire and retain qualified personnel on commercially
reasonable terms, or at all;
 compliance with multiple and potentially conflicting laws and regulations governing
various aspects of our operations, including competition, pricing, operation,
distribution network, transportation, logistics, tariffs, trade protection, anti-trust,
anti-monopoly and other activities important to our business;
 difficulties in managing, growing and staffing international operations, in particular
manufacturing bases and R&D centers;
 challenges in cultivating and maintaining productive relationships with local
business partners, such as distributors;
 impact of import and export restrictions and changes in tariff and trade regulations;
and
 changes in geopolitical dynamics.
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Our ability to maintain and expand our presence in the global market will be critical to
the success of our business. However, there is no guarantee of achieving this, and any of the
aforementioned risks could present significant challenges for us. If we are unable to manage
one or more of these risks adequately, our business, financial condition and results of
operations may be materially and adversely affected.
Maintaining our brand image is critical to our success, and any failure to do so could
severely damage our reputation and brands, which would have an adverse effect on our
business, financial condition and results of operations.
Our brands have worldwide recognition and our success depends on our ability to
maintain and enhance our brand image and reputation. The value and reputation of our brands
depend on factors such as the quality, design, performance, functionality and durability of our
products, product innovation and customer experience. We intend to continue making
investments in these areas in order to develop, maintain and enhance our brand image. Costs
associated with maintaining our brand image can be significant, and we may further incur
substantial expenses to establish our brand image in new markets we have decided to, or will,
enter. However, we cannot assure you that our investments in these areas would be successful,
and expenses related to maintaining our brand image may have an adverse impact on our
business, financial condition and results of operations if they do not yield the expected results.
Our brands, reputation and product sales could be harmed if, for example, our products
fail to meet the expectations of our customers or contain defects. In addition, adverse publicity
about regulatory or legal actions against us could damage our reputation and brand image,
undermine customer confidence in us and reduce long-term demand for our products.
See “— We may from time to time be subject to claims, disputes, lawsuits and other legal and
administrative proceedings.”
In addition, negative publicity concerning our Company, including our shareholders,
affiliates, directors, officers, employees, business partners and other third parties, as well as the
broader industry, can have detrimental effects. Such publicity, regardless of its accuracy, can
tarnish our reputation, result in loss of customer trust, decreasing sales and challenges in
maintaining or establishing business relationships with our customers. It can also result in
heightened scrutiny from regulators and stakeholders, potentially leading to increased
compliance costs or legal challenges, subsequently impacting our business operations,
financial condition, results and future prospects.
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We are subject to risks associated with geopolitical challenges and our business, financial
condition and results of operations could be adversely affected.
Our operations may be negatively affected by deterioration in the political and economic
relations among countries. For example, we may be materially and adversely affected by
sanctions and export controls and other geopolitical challenges, including, but not limited to,
increased tariffs, duties, taxes and other costs and political instability. Sales of our products in
certain countries and sales of products that include components obtained from certain foreign
suppliers could be materially and adversely affected by international trade regulations. For
example, certain foreign jurisdictions may impose investment restrictions, economic sanctions
and trade restrictions, directly or indirectly affecting China-based companies, due to source of
products, ownership of businesses, social, political or military affiliations, business activities
or relationships or other reasons. Such laws and regulations are likely subject to frequent
changes, and their interpretations and enforcements involve substantial uncertainties, which
may be heightened by national security concerns or driven by political or other factors that are
outside of our control. Therefore, such restrictions, and similar or more expansive restrictions
that may be imposed by the U.S. or other jurisdictions in the future, may be burdensome or
costly to comply with and may materially and adversely affect us, business partners and our
key suppliers’ and customers’ abilities to obtain technologies, systems, devices or components
that may be critical to our technology infrastructure, product offerings and business operations,
and may affect our sales to certain foreign markets. We have an extensive global operation
network, and there is no guarantee that we will continue to be able to operate in existing
geographic markets or enter into new markets given the investment restrictions, economic
sanctions and trade restrictions that may be promulgated from time to time. In addition, our
suppliers, customers and other business counterparties, either in China or overseas, may be
subject to sanctions or other restrictions themselves. If we are unable to effectively and timely
identify high-risk counterparties and adopt compliance measures accordingly, we may be
subject to the risks of investigations, penalties or reputational damage.
Certain countries or organizations, including the Relevant Jurisdictions, have
implemented economic sanctions against Sanctioned Countries or against targeted industry
sectors, companies, individuals, and/or organizations. During the Track Record Period, we sold
our products to non-sanctioned customers located in the Relevant Countries. Since none of the
Relevant Countries is subject to comprehensive sanctions, and our activities with nexus to the
Relevant Jurisdictions (e.g. USD payments) did not involve any Sanctioned Targets, our
International Sanctions Legal Advisor is of the view that the Group’s activities in the Relevant
Countries as discussed in details in “Business — Relevant Activities in Respect of the Relevant
Jurisdictions with International Sanctions Exposure” did not constitute a Primary Sanctioned
Activity.
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The U.S., through Executive Order 14024, provided grounds for agencies, including
OFAC, to designate entities viewed to be operating in certain sectors of the Russian economy,
including the “construction” sector. There is a risk that OFAC may view the Group as operating
in the “construction” sector of the Russian economy by virtue of the Group’s sales of
construction machinery and equipment to Russian customers. However, our International
Sanctions Legal Advisor has advised that the risk that OFAC would impose sanctions on the
Group for operating in the construction sector of the Russian economy is remote. This is mainly
because (i) we do not engage in local manufacturing but simply conduct sales into the Russian
Federation, which reduces our exposure to the Russian economy, (ii) we appreciate the
sanctions risks of conducting business with Russian entities and have therefore implemented
various sanctions compliance measures to avoid transacting with Sanctioned Targets, and (iii)
we are not aware of any non-Russian companies being designated as SDNs for operating in the
construction sector of the Russian economy under Executive Order 14024. Our International
Sanctions Legal Advisor has further advised that with our continued commitment to sanctions
compliance measures and the potential geopolitical developments, (i) the risk that our sales
activities involving Russia would result in the imposition of secondary sanctions on the
Relevant Persons is remote and (ii) the risk that maintaining the Group’s current business
operations in Russia would create increased U.S. secondary sanctions risks is also remote. Our
International Sanctions Legal Advisor has not identified other secondary sanctions risks in
relation to our sales activities involving the Relevant Countries.
We do not currently engage in the military equipment manufacturing business and have
no plan to do so in the future. However, our historical military-related business prior to and
during the Track Record Period may directly or indirectly implicate certain US export controls
(e.g., by having counterparties on the Entity List maintained by the U.S. Bureau of Industry and
Security and/or being subject to export license requirements imposed on certain military end
users). In this regard, as our historical military-related business did not involve (i) any SDNs
or entities owned 50% or more by one or more SDNs, or (ii) U.S.-origin parts, technology or
software subject to U.S. export controls, our International Sanctions Legal Advisor is of the
view that our historical military-related business did not violate applicable international
sanctions or export controls and should not constitute a Primary Sanctioned Activity or a
Secondary Sanctionable Activity.
We will comply with applicable laws in the jurisdictions where we have operations,
including not knowingly or intentionally conducting any business in any Sanctioned Country
that will cause us to violate International Sanctions, and will not use the proceeds from the
Global Offering or any other funds raised through the Hong Kong Stock Exchange to finance
or facilitate, directly or indirectly, activities or business involving, or for the benefit of, parties
with ties to the Sanctioned Countries or Sanctioned Targets. However, we cannot assure you
that regulators will not take the position that our past, current or future activities globally
constitute sanctionable activities or business. Our business and reputation could be materially
and adversely affected if the government of the U.S., the EU, the United Kingdom, Australia
the United Nations or any other governmental entities were to determine that any of our
activities constitute violations of the sanctions they impose. In addition, because sanctions
programs evolve over time, new requirements or restrictions could come into effect which may
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increase scrutiny on our business or result in our business activities being deemed to violate
sanctions. We cannot assure you that investors who are subject to the jurisdictions of the U.S.,
the EU, the United Kingdom, Australia, Canada and/or other jurisdictions will be willing to
make investments, or may divest their investment, in us, which may have an adverse impact
on the Offer Price and the future prevailing market price of our H Shares. In addition, if any
of our customers, end users or suppliers becomes subject to International Sanctions in the
future, we may have to discontinue our business with such customers, end users or suppliers
due to potential economic sanctions liability risks. In such events, our financial results may be
materially and adversely affected.
Our success depends on our ability to maintain stable and trusted distributor
relationships in both the Chinese and global markets.
We have developed a broad distribution network in global markets, collaborating with
distributors for product sales, service delivery and customer support. However, failing to
maintain a stable and effective distributorship system, due to factors such as unsatisfactory
distributor performance, lack of internal management control, inadequate services, resource
disruptions, weakened relationships or changes in the external environment, could adversely
affect our sales network coverage, customer satisfaction and after-sales response capabilities.
We face fierce competition from other construction machinery companies in China and
abroad for distributors. Some competitors may have advantages in their local reputation,
financial resources, products and after-sales services, which can aid them in developing
distributors. We regularly review and update our contractual arrangements with distributors.
However, upon the expiration of these agreements, we may encounter challenges, including the
risk of being unable to continue to cooperate with distributors on favorable terms.
Moreover, we have allocated more resources to markets to build a channel system that
includes direct sales outlets and distributors. Some of our distributors also collaborate with
competitors, and if competitors offer more attractive product portfolios or incentive policies,
it may impact the loyalty of our distributors.
We provide guarantees for end customers’ financing arrangements from time to time, and
any ineffective risk management could adversely affect our business and financial
performance.
To enable our end customers to obtain financial services that better meet their needs when
purchasing our products from us or from our distributors, we have strategically partnered with
certain financial institutions, such as finance lease companies and finance companies, to
provide guarantees for our end customers’ financing arrangements, facilitating their access to
capital. The guarantees included in our agreements with financial institutions expose us to
heightened default risks. Our distributors and we may jointly provide guarantees for end
customers’ repayment obligations to financial institutions when they choose to use mortgage
loans or finance leases to finance their purchases of our products through our distributors. As
of December 31, 2022, 2023 and 2024 and April 30, 2025, our loans and advances amounted
to RMB11,156.9 million, RMB6,779.4 million, RMB3,301.9 million and RMB2,573.7 million,
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respectively. As of December 31, 2022, 2023 and 2024 and April 30, 2025, our receivables
under finance lease amounted to RMB12,083.3 million, RMB16,032.1 million, RMB16,429.7
million and RMB16,321.7 million, respectively, and we made provision of receivables under
finance lease which amounted to RMB347.0 million, RMB492.3 million, RMB532.4 million
and RMB443.5 million, respectively. In the event that the end customer fails to make the
repayment and the distributor fails to fully fulfill its guarantee obligation, we may facilitate the
fulfillment of the guarantee obligations. We are thus subject to risks related to defaults of end
customers. Failure to effectively control and manage these risks may lead to cash flow
constraints and losses, which would subject us to financial pressure and adversely affect our
business. See “Business — Our Services — Finance lease services and mortgage loan.”
Our business development relies on effective supplier management and supply chain
stability. Shortages or price fluctuations of raw materials and components could severely
impact the delivery of our products and services.
Our manufacturing process heavily relies on a stable supply chain for raw materials and
components. We source essential materials, such as steel, hydraulic systems, electronic control
systems, engines and transmissions, from multiple suppliers to support the manufacturing of
our products. Significant fluctuations in the prices of key raw materials, or suppliers’ inability
to deliver on time due to capacity constraints, operational issues, delivery capabilities,
compliance problems or other external factors, could result in production delays, increased
costs or even an inability to fulfill customer orders. In 2022, 2023, 2024 and the four months
ended April 30, 2024 and 2025, our cost of raw materials amounted to RMB53,042.8 million,
RMB45,673.9 million, RMB47,704.6 million, RMB14,551.2 million and RMB17,944.8
million, respectively, accounting for 65.6%, 61.7%, 60.9%, 58.6% and 61.0% of our total
revenue in the same years. Any unexpected shortage, delay in delivery or price fluctuations of
raw materials, parts and components may interrupt the supply and in turn disrupt our
manufacturing schedule, in which case we would then have to source the raw materials, parts
and components from alternative suppliers, which may affect the quality and stability of our
products as well as our profitability. Furthermore, to the extent that we are dependent on a
limited number of suppliers for certain raw materials, parts and components, or where certain
parts and components are custom-made for specific products and unsuitable for use in others,
our capacity to procure them from alternative suppliers may be further constrained. Failure to
secure a sufficient and high-quality supply of raw materials, parts and components for our
operations at a reasonable cost, or at all, may have a material and adverse impact on our
business, results of operations and financial condition.
The price of the raw materials, parts and components used in our production may also be
subject to volatility due to external factors, such as fluctuations in commodity prices and
changes in economic conditions and government policies. We may not be able to pass on
incremental costs to our customers, or ensure continued supply from our suppliers at
reasonable prices. Any shortage or increase in the price of raw materials, parts and components
may materially and adversely affect our business, financial condition and results of operations.
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Our success depends in part on our ability to maintain and/or enhance our manufacturing
capabilities and to produce high quality products in response to the market trend.
Our success depends in part on our ability to maintain and/or enhance our manufacturing
capabilities, which include expanding our manufacturing capacity, improving our
manufacturing efficiency and modifying our manufacturing lines to meet the varying demands
for our products. If we are unable to do so, we may not be able to achieve the desired level of
economies of scale in our operations, reduce manufacturing costs to the level that will allow
us to compete effectively, or maintain our pricing and other competitive advantages. Our
ability and efforts to maintain and/or enhance our manufacturing capabilities are subject to
significant risks and uncertainties, including:
 our ability to obtain funding for the additional capital expenditures, working capital
and other corporate requirements to be used to enhance our manufacturing
capabilities. We may be unable to obtain such funds in a timely manner or on
commercially reasonable terms or at all;
 unexpected delays and cost overruns resulting from a number of factors, many of
which may be beyond our control. These include increases in the prices of raw
materials, parts and components and energy, shortages of workers, transportation
constraints, disputes with suppliers and service providers as well as equipment
malfunctions and breakdowns;
 our ability to obtain or renew the required permits, licences and approvals from the
relevant government authorities;
 availability of the necessary technology or equipment from third parties or our
internal research and development department; and
 manufacturing interruption caused by natural disasters or other unforeseen events.
We plan to enhance our manufacturing capability and upgrade facilities in China and
overseas to meet the increasing demand. These projects may not be completed in time or within
budget. Any material delay in these projects or any substantial increase in costs or quality
issues in connection with these projects could materially and adversely affect our business,
financial condition and results of operations, and result in a loss of business opportunities.
We are subject to the risks involved in expanding into new markets and the expansion of
product lines.
Our future revenue and profit growth partially rely on the continuous expansion into new
markets and the launch of new products. This involves establishing sales channels across
various countries and regions, introducing product portfolios tailored to local markets,
completing product certifications and integrating into supply chain systems. These initiatives
typically require significant upfront investments, including channel development, certification
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registration, technical adjustments and team building. If these investments do not yield
substantial sales returns, our business, operational performance and financial condition may be
adversely affected. In addition, we are subject to risks in connection with the expansion and
development of new businesses or product lines with which we have limited or no experience
or entering into markets in which our brand may be less recognized.
We cannot guarantee that we will be able to effectively manage these risks, in which case
our ability to expand business will be impaired, which in turn could have a material and
adverse effect on our business, financial condition and results of operations.
Moreover, the successful implementation of the growth strategies depends on various
factors, including, among other things, market condition and demand, availability of resources,
competition and government policies, and some of these factors are beyond our control. As
such, we may not be able to expand as planned or the costs incurred under our growth strategies
may not follow the original expectation. If we have allocated resources to expand our business
based on our business plan but subsequently the demand for our products reduces due to
various uncontrollable factors such as market changes, our financial position may be adversely
affected.
Our products may have defects, fail to meet performance standards or cause product
liability incidents during use, which could affect our reputation and customer
relationships.
Our products may expose us to potential product liability claims if they fail to perform
as expected, or are proven to be defective, or if their use causes, results in, or is alleged to have
caused or resulted in personal injuries, project delays or damages or other adverse effects. If
our products do not meet specifications or requirements enforced by regulators in China or
overseas jurisdictions or requested by our customers, we may be subject to product liability
claims or litigation. We cannot guarantee that no product liability claim will arise in the future.
Any such claim, regardless of whether relating to personal injuries, project delays or damages,
or related regulatory actions could prove costly and time-consuming to defend and could
potentially harm our brand reputation and our relationship with our customers.
We have developed a supplier management system to enhance supplier quality control,
but we cannot rule out that certain product liability claims may be the result of defects in, or
poor quality, parts and components purchased from third-party suppliers. Such third-party
suppliers may not indemnify us for defects as to such parts and components or would only
provide us with limited indemnification that is insufficient to cover our damages resulting from
the product liability claim. Any product liability claim, regardless of its justification, may
result in significant negative publicity and thus adversely affect the marketability of our
products and our reputation, our relationship with customers, and our business, financial
condition and results of operations.
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Changes in international trade policies and tariffs may adversely impact our business and
operating results.
Our global operations subject us to various applicable sanctions and export controls
regulations. We have exported our products to a large number of countries and regions and
derive significant sales from exporting to these countries and regions. During the Track Record
Period, our products have reached customers in over 150 countries and regions globally. In the
four months ended April 30, 2025, our revenue from overseas markets accounted for 57.4% of
our total revenue. Significant political, trade, or regulatory developments in the jurisdictions
in which we operate, such as those stemming from the current U.S. government, are difficult
to predict and may have a material adverse effect on us. Changes to international trade policy
implemented by the U.S. government have impacted and may in the future impact, among other
things, the U.S. and global economy, international trade relations and other areas.
Exports of our products must be made in compliance with various economic sanctions and
export controls laws in different jurisdictions. For example, U.S. economic sanctions prohibit
the provision of products and services to certain countries or regions, governments and persons
targeted by U.S. sanctions. European Union sanctions also have similar regimes to prohibit the
provision of products and services to countries or regions, governments and persons on their
respective target list. Such laws and regulations are likely subject to frequent changes, and their
interpretation and enforcement involves substantial uncertainties, which may be heightened by
national security concerns or driven by political or other factors that are out of our control. We
take precautions to prevent our products from being provided to any target of these sanctions.
We could be subject to future enforcement action with respect to compliance with
governmental economic sanctions and export controls laws that result in penalties and costs
that could have a material effect on our business and operating results.
In addition, we have operations in a large number of jurisdictions. Our comprehensive
global sales and marketing network spans across Asia-Oceania, Europe, Americas and Africa.
We have established overseas R&D centers. As of April 30, 2025, we had 16 overseas
manufacturing bases located in Germany, Indonesia, India and the U.S., among others. As of
April 30, 2025, we had built 35 smart factories worldwide. Therefore, government policies
affecting international trade and investment, such as capital controls, economic or trade
sanctions, export controls, tariffs or foreign investment filings and approvals, may affect the
demand for our products and services, impact the competitive position of our products, or
affect our capability to sell products in certain countries or regions. If any new tariffs,
legislation or regulations are implemented (including those imposing economic or trade
sanctions, and those regarding export control or outbound investments), or if existing trade
agreements are renegotiated, such changes could affect our business, financial condition and
results of operations.
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Our business may also be impacted by the imposition of tariffs by the U.S. and any
resulting adjustment tariffs in the countries in which we operate. During the course of February
and April 2025, the U.S. government implemented tariffs on several major trading partners,
including Canada, China, the EU and Mexico, with a baseline of tariffs on all countries and an
additional individualized reciprocal higher tariff on the countries with which the U.S. has large
trade deficits (“ U.S. Reciprocal Tariffs ”). The U.S. government imposed a 10% tariff on all
imports from China on February 4, 2025, and further increased the duty rate to 20% on
March 4, 2025. These U.S. Reciprocal Tariffs were soon updated for several rounds, resulting
in a total of 145% tariff on imports from China, as well as additional tariffs on imports from
various other countries or regions, including where we have manufacturing facilities, such as
the India, Indonesia and the EU. In response to the U.S. Reciprocal Tariffs, China adopted a
series of trade measures including raising its tariffs on U.S. goods. A 34% tariff on all U.S.
goods was announced on April 4, 2025, followed by an increase to 85% announced on April
9, 2025 and 125% on April 11, 2025. On April 9, 2025, the U.S. president announced that the
U.S. Reciprocal Tariffs would be paused for 90 days on trading partners who did not retaliate
after such policy took effect, but the 10% baseline tariff would apply to nearly all other U.S.
trading partners. On May 12, 2025, China and the U.S. agreed to temporarily lower tariffs on
each other’s goods, effective from May 14, 2025. The U.S. removed the additional reciprocal
tariffs it imposed on China on April 8 and April 9, 2025, suspended its 34% reciprocal tariff
imposed on April 2, 2025 for 90 days, but retained a 10% tariff during the period of the pause.
All duties imposed on China prior to April 2, 2025 were retained. As a result, the additional
U.S. tariffs on Chinese goods decreased from 145% to 30%. China removed the additional
tariffs it announced since April 4, 2025, and suspended its initial 34% tariff on the U.S. it
announced on April 4, 2025 for 90 days, but retained a 10% tariff during the period of the
pause. On June 26, 2025, the U.S. president announced that the U.S. had signed an agreement
with China codifying the terms agreed earlier, including in relation to non-tariff measures.
MOFCOM also issued a statement confirming that a deal was signed. Absent further
developments, this arrangement is due to remain effective until the expiry of the 90-day period
on August 12, 2025. On July 7, 2025, the U.S. administration issued an executive order to
continue the suspension of the individualized higher tariff rates until 12:01 a.m. Eastern
Daylight Time on August 1, 2025. Pursuant to this executive order, the global 10% baseline
tariff continues to remain effect until that date. Also on July 7, 2025, the U.S. administration
sent letters to several countries, including Japan and South Korea, specifying the higher tariff
rates that will apply to their imports if they do not reach agreement with the U.S. on trade
issues by August 1, 2025. These tariffs as well as their scope of application remain subject to
further negotiations and adjustments. There is also substantial uncertainty in relation to the
interpretation, implementation and administration of the tariffs. Existing bilateral or
multilateral trade agreements between the U.S. and other countries may also affect the scope
of application of the U.S. Reciprocal tariffs.
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During the Track Record Period, our revenue from sales in the U.S. amounted to
RMB4,248.6 million, RMB4,665.9 million, RMB4,212.5 million and RMB1,461.0 million in
2022, 2023, 2024 and the four months ended April 30, 2025, representing 5.3%, 6.3%, 5.4%
and 5.0% in the same periods. Therefore, such sales and our supply chain exposure to the U.S.
were not significant, and the impacts of the increased tariffs by the U.S. and the
countermeasures taken by China are limited as of the Latest Practicable Date. However, the
uncertainty surrounding potential changes in U.S. trade policies, particularly regarding tariffs
on Chinese imports, could adversely affect our business operations and financial performance.
Any substantial increases in tariffs or trade restrictions implemented by the U.S. administration
could lead to retaliatory measures by affected countries, potentially disrupting global supply
chains. If we are unable to successfully manage the impact and the increased costs resulting
from the increased tariffs, our business, financial condition and results of operations could be
materially and adversely affected.
We may be subject to risks involving personal safety, property loss and operational
disruption in the course of our production and operation processes.
During our production and operations, we implement and require employees to adhere to
safety measures and procedures as stipulated by applicable laws, regulations and internal
policies. However, our production and operation processes involve activities related to
operating construction machinery, processing hazardous substances and operating with high
pressures and temperatures, which may be dangerous. Even if we manage to comply with the
high safety standards these dangers require, it cannot be ruled out that work accidents will
occur. Such dangers may result in personal safety issues, damage to property and equipment
and operational disruption, which may cause personal damages claims, third-party claims,
cessation of business, administrative penalties, civil or criminal liabilities. There is no
assurance that our staff will strictly follow those policies all the time. In addition, there is no
guarantee that any such work accidents will not occur. For instance, in March 2023, a testing
accident at one of our subsidiaries resulted in fatalities and injuries, leading to approximately
RMB6.2 million in total costs including compensation and regulatory fines. We have
implemented rigorous rectification measures, such as (i) systematically enhancing risk
awareness by implementing safety risk trainings and conducting emergency drills;
(ii) improving the safety management responsibility system and refining safety management
rules and regulations; (iii) installing necessary warning signs and risk notifications at the work
sites; (iv) strengthening the hazardous work management processes; and (v) strengthening risk
analysis and detection. The internal control consultant has reviewed the above rectification
measures and has not identified any material deficiency. After the Incident, we have also
enhanced a range of workplace safety measures to prevent recurrence, including (i) deploying
additional security personnel to enhance security management; (ii) strengthening the
management of specialized operations personnel and equipment; (iii) establishing
comprehensive risk management platforms; (iv) conducting regular hazard identification
exercises and emergency drills; and (v) monitoring and updating progress on risk management
initiatives. Saved as disclosed in relation to this testing accident, our Company and Major
Subsidiaries in the PRC did not have any other material accidents or claims for personal or
property damage or work safety related incidents during the Track Record Period and up to the
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Latest Practicable Date. Nevertheless, if any such accident occurs, we may be subject to
penalties and also be liable for claims from third parties. If we fail to protect third parties or
ourselves from such potential liabilities, we may incur significant costs, which would have a
material and adverse effect on our business, financial condition and results of operations.
Moreover, the occurrence of such accidents may also result in negative publicity and
consequently adversely affect our reputation.
We are subject to credit risk related to defaults of customers.
We are exposed to credit risk related to delays in payment and defaults of our customers.
We cannot guarantee that all our customers will settle payment in full as it falls due. If any of
our customers becomes insolvent or delays its payment of our fees, our cash flow, financial
position and results of operations could be materially and adversely affected. As of December
31, 2022, 2023 and 2024 and April 30, 2025, our trade and bills receivables were RMB31,841.4
million, RMB29,423.9 million, RMB31,256.8 million and RMB33,984.6 million, respectively,
and we made provision of trade and bills receivables of RMB2,752.6 million, RMB3,755.6
million, RMB4,284.4 million and RMB4,382.6 million, respectively. In 2022, 2023, 2024 and
the four months ended April 30, 2025, the trade and bills receivables turnover days were 133
days, 151 days, 141 days and 133 days, respectively. We may not be able to collect all such
trade and bills receivables due to a variety of factors that are outside of our control, including
the adverse operating conditions or financial situation of customers and customers’ inability to
pay. See “Financial Information — Discussion of Certain Key Balance Sheet Items — Trade
and Bills Receivables.” In particular, any financial difficulties experienced by our customers
may result in a reduction in their engagement with our products and solutions and expose us
to higher credit risks, which could in turn materially and adversely affect our financial
condition.
We are required to obtain, maintain and renew various approvals, permits, licenses,
registration and certificates for our business operations, and there is uncertainty
concerning potential delays or changes in standards associated with these processes.
We are required to maintain certain permits, licenses, registrations and certificates issued
by the relevant government agencies in China and the overseas jurisdictions in which we
operate to conduct our business operations. For example, we are required to obtain the Special
Equipment Manufacturing Permit from the relevant product quality administrative authorities
to manufacture our cranes. In addition, we are required to obtain certifications and approvals
from the relevant overseas regulatory agencies for the export of our products to overseas
markets, such as the EU CE certificate, which are pre-requisites for us to export our products
to the EU, respectively. We provide financial services for customers through financial
institutions (in certain cases, through subsidiaries that primarily offer equipment mortgage and
finance lease services-related financial services to purchasers of our products). However, the
financial services we provide are subject to financial regulation, particularly increasingly
stringent and numerous compliance rules. The cost of complying with such rules can be very
high, and failure to comply may result in fines, penalties and the suspension or termination of
such services.
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There is no assurance that we will be able to renew our existing approvals, permits,
licenses, registrations and certificates without any condition or that we will be able to
successfully obtain, retain or renew future permits, licenses, registrations and certificates in a
timely manner, or at all, or that such permits, licenses, registrations and certificates will not be
revoked by the relevant authorities. Failure to obtain or renew such permits, licenses,
registrations and certificates as planned may cause us to experience delays in the sales and
manufacturing of our construction machinery products or our expansion plans, thereby
adversely affecting our business, financial condition and results of operations.
We are subject to risks associated with off-balance sheet commitments.
We provide certain off-balance sheet commitments to certain end customers in the
ordinary course of business, primarily consisting of the mortgage loan guarantee and finance
lease guarantee obligations. Such arrangements are not reflected on our balance sheet but
constitute contingent liabilities. As of April 30, 2025, our off-balance sheet commitments
amounted to RMB13.2 billion. See “Financial Information — Indebtedness — Contingent
liabilities and guarantees.” We are subject to credit risks associated with these off-balance
sheet commitments and are required to provide funds when our end customers are unable to
perform their obligations. If we are required to fulfill these guarantees and unable to recover
payment from our end customers, our financial condition and results of operations may be
materially and adversely affected.
Our success relies on key management and other highly qualified personnel with
specialized skills.
Our success is significantly dependent upon the continued service of our management and
highly qualified personnel with specialized skills. Our ability to compete effectively depends
on our ability to retain and motivate existing employees and attract new employees. We may
need to offer competitive compensation and other benefits to attract and retain key personnel
and our compensation and benefits payments may increase unexpectedly or at a greater rate
than expected. If we lose the services of any member of management or qualified personnel,
we may not be able to locate suitable or qualified replacements in a timely manner at
reasonable cost, or at all. Our failure to attract and retain key management or qualified
personnel and any increase in employee compensation to retain such personnel could have a
negative impact on our ability to maintain our competitive position and grow our business and
may have a material adverse effect on our business, financial condition and results of
operations.
Our key management and employees are subject to confidentiality terms and non-compete
arrangements. However, we cannot guarantee that such terms or arrangements can be fully and
legally enforced. If any of our management or other key personnel joins or establishes a
competing business, we may lose some of our customers, which may have a material adverse
effect on our business, financial condition and results of operations.
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Our future strategic acquisitions or investments, if any, may not be successful, and we
may not realize the anticipated strategic benefits and financial returns from such
transactions.
We may engage from time to time in acquisitions and other strategic investments in order
to expand our production capacity, diversify our product portfolio, gain access to new markets
and stable sources of raw materials or acquire new technologies. However, there can be no
assurance that our efforts, or any future acquisitions or investments, will be successful or that
we will achieve the anticipated strategic benefits and financial returns from such transactions.
There are various risks associated with our acquisitions and investments, which include
the following:
 challenges related to integration of acquired company’s or investee’s operations into
our business;
 substantial delays or reduction in anticipated synergies;
 events beyond our control, including changes in regulations, technology and
economic conditions, which could adversely affect our ability to realize benefits and
returns from such transactions;
 potential increase in indebtedness that could constrain our operations;
 exposure to unknown or contingent liabilities that could require significant
expenditures and capital injections;
 failure to train, motivate, integrate and retain employees of acquired company or
investee;
 diversion of management time and attention from our existing operations to address
the transactions and related challenges or those associated with integration
processes; and
 unanticipated write-offs or charges and impairment of goodwill.
If we fail to address any of the foregoing risks, our business, financial condition and
results of operations may be materially and adversely affected.
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If we fail to effectively manage our inventory, our business, financial condition and results
of operations may be adversely affected.
Our inventory primarily includes raw materials, work-in-progress and finished goods. As
of December 31, 2022, 2023 and 2024 and April 30, 2025, we had inventories of RMB19,738.4
million, RMB19,767.8 million, RMB19,948.0 million and RMB20,507.5 million, respectively.
Maintaining an optimal level of inventory is important for the success of our business. We
determine our level of inventory based on experience, number of orders from customers and
assessment of customer demand. Nevertheless, we cannot guarantee that we can succeed in
managing our inventory risk. Meanwhile, we may be exposed to inventory obsolescence and
inventory shortage risks as a result of a variety of factors beyond our control, including but not
limited to, changes of customer needs and the inherent uncertainty of the success of product
launches. Inventory levels in excess of demand may result in inventory write-downs or
write-offs and the sale of excess inventory at discounted prices, which would have an adverse
effect on our profitability. In addition, if we underestimate the demand for our products, we
may not be able to produce a sufficient number of products to meet such unanticipated demand,
which could result in delays in the delivery of our products and harm our reputation. Any of
the above may materially and adversely affect our business, financial condition and results of
operations.
We are subject to certain regulatory requirements over foreign currency conversion and
remittance and the fluctuations in foreign currency exchange rates could adversely affect
our business.
Conversion and remittance of foreign currencies are subject to the foreign exchange
regulations. It cannot be guaranteed that under a certain exchange rate we shall have sufficient
foreign exchange to meet our foreign exchange needs. Under existing PRC foreign exchange
regulations, payments of current account items can be made in foreign currencies without prior
SAFE approval by complying with certain procedural requirements. However, any changes to
these foreign exchange policies that prevent us from obtaining sufficient foreign currencies
may affect our ability to pay dividends in foreign currencies to our Shareholders.
Our revenue, costs of sales and services, expenses and our borrowings and loans are
currently denominated primarily in Renminbi, Euro, US dollar and others, while our financial
statements are reported in Renminbi. As a result, fluctuations in exchange rates, particularly
among the Renminbi, Euro, US dollar or other currencies, could affect our profitability and
result in foreign currency exchange losses of our net foreign currency-denominated assets and
liabilities. In 2022, 2023 and the four months ended April 30, 2025, we recognized net foreign
exchange gains of RMB267.5 million, RMB538.7 million and RMB497.8 million, respectively.
In 2024 and the four months ended April 30, 2024, we recognized net foreign exchange loss
of RMB306.0 million and RMB229.6 million, respectively. We cannot accurately predict the
impact of exchange rate fluctuations on our results of operations and may incur net foreign
exchange losses that may have a material and adverse effect on our financial condition and
results of operations.
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In addition, an appreciation in the value of the Renminbi against foreign currencies could
increase the prices of some of our products, thereby making them less competitive in markets
outside of China, which could adversely affect our globalization strategy and lead to a decrease
in sales in such markets. On the other hand, depreciation in the value of the Renminbi against
foreign currencies could result in an increase in the costs of certain raw materials, parts and
components that are primarily sourced from overseas suppliers, which could in turn adversely
affect our profit margin for certain products.
We could be subject to changes in our tax rates, the adoption of new local or overseas tax
legislation or exposure to additional tax liabilities.
The PRC EIT Law imposes an EIT rate of 25% on business enterprises. Some of our
subsidiaries are entitled to preferential tax treatment. To the extent there are any changes in the
laws and regulations governing preferential tax treatment, or increases in our effective tax rate
due to any other reasons, our tax liability would increase correspondingly. In addition, the PRC
authorities may amend or restate regulations on income, value-added and other taxes.
Non-compliance with China tax laws and regulations may also result in penalties or fines
imposed by relevant tax authorities. Adjustments or changes to China tax laws and regulations
and tax penalties or fines could affect our business, financial condition and results of
operations.
We also operate in countries and regions overseas and are subject to various taxes. See
“Financial Information — Description of Major Components of Our Results of Operations —
Income Tax Expense.” Due to the fact that the tax environment can be different in different
jurisdictions and that the regulations regarding various taxes, including but not limited to
corporate income tax, are complex, our overseas operations may expose us to risks associated
with the overseas tax policy changes. Due to economic and political conditions, tax rates in
various jurisdictions may be subject to significant change. Our effective tax rates could be
affected by changes in the mix of earnings in countries with differing statutory tax rates,
changes in the valuation of deferred tax assets and liabilities or changes in tax laws or their
interpretation. Dealing with such regulatory complexities and changes may require us to divert
more managerial and financial resources, which in turn could affect our results of operations.
We are also subject to the examination of our tax returns and other tax matters by local
and overseas tax authorities and governmental bodies. There can be no assurance as to the
outcome of these examinations. If our effective tax rates were to increase, or if the ultimate
determination of our taxes owed is for an amount in excess of amounts previously accrued, our
financial condition, operating results and cash flows could be adversely affected.
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Our transfer pricing arrangements may be subject to scrutiny by the relevant tax
authorities in the countries and regions where we operate.
Under the applicable laws and regulations in the jurisdictions in which we operate,
arrangements and transactions among related parties may be subject to audit or challenge by
the relevant tax authorities. During the Track Record Period, our global operations covered
multiple countries and regions. We could face material and adverse tax consequences if the
relevant tax authorities determine that the certain intra-group transactions of us do not
represent arm’s length negotiations and consequently adjust any of those entities’ income in the
form of a transfer pricing adjustment. A transfer pricing adjustment could, among other things,
increase our tax liabilities. If we fail to rectify such incident within the limited timeframe
required by the relevant tax authorities, the relevant tax authorities may impose late payment
interest or surcharge and other penalties on us for any unpaid taxes. In addition, a transfer
pricing arrangement may give rise to tax recoverable in certain jurisdictions as a result of tax
adjustments. There is no assurance that we could successfully recover the tax recoverable from
the relevant tax authorities. Our business, financial condition and results of operations may
therefore be materially and adversely affected.
We are subject to fair value changes for financial assets at fair value through profit and
loss and financial assets at fair value through other comprehensive income.
During the Track Record Period, we had invested in financial assets at fair value through
profit and loss (“ FVPL ”) and financial assets at fair value through other comprehensive
income (“ FVOCI ”), which were mainly related to investments in bank wealth management
products, funds, bonds and equity. As of December 31, 2022, 2023 and 2024 and April 30,
2025, we recorded financial assets at FVOCI of RMB1,627.1 million, RMB1,336.7 million,
RMB1,065.0 million and RMB1,078.5 million, respectively, and financial assets at FVPL of
RMB15,156.9 million, RMB11,159.8 million, RMB11,347.5 million and RMB11,844.9
million, respectively.
Our investment in the financial assets at FVPL and financial assets at FVOCI is subject
to uncertainties in accounting estimates and would affect our financial condition. Since the
value of our investments depends on the performance of the underlying financial products, our
investments are subject to all of the risks associated with those underlying financial products,
including the possibility of default by or bankruptcy of the issuers of such financial products.
Any potential realized or unrealized losses in our investments in the future resulting from the
fair value changes for the financial products in which we invest may adversely affect our
financial condition.
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Our interest-bearing indebtedness exposes us to interest rate risk and our level of
indebtedness may prevent us from meeting relevant obligations under our indebtedness,
which may adversely affect our ability to raise additional capital to fund operations.
During the Track Record Period, we had certain borrowings to finance our business
operations and capital expenditures. We expect that we may continue to do so in the future and
our liquidity risk may increase. As of December 31, 2022, 2023 and 2024 and April 30, 2025,
we had bank and other borrowings of RMB33,973.0 million, RMB31,025.8 million,
RMB24,910.9 million and RMB20,159.9 million, respectively. The interest rate on our
fixed-rate bank borrowings ranges from 0.83% to 4.08%. See “Financial Information —
Indebtedness — Interest-Bearing Bank and Other Borrowings.”
We are exposed to interest rate risk resulting from interest rate fluctuations for our
long-term debt obligations with a floating interest rate. Rising interest rates could increase
interest expenses relating to our outstanding floating-rate borrowings, which could materially
and adversely affect our business, results of operations, financial condition and prospects.
High indebtedness levels could necessitate a greater allocation of our cash flow towards
principal and interest repayments, limiting funds available for working capital and strategic
initiatives. Additionally, it may constrain our flexibility in adapting to industry changes or
pursuing new opportunities, restrict access to further financing, and heighten our exposure to
interest rate fluctuations and unforeseen adverse events. Additionally, restrictive covenants in
the indebtedness may further limit our capacity to raise additional debt or equity financing,
potentially leading to defaults that could accelerate repayment obligations, jeopardizing our
financial stability. If we fail to manage our indebtedness properly, our business, results of
operations and financial condition may be materially and adversely impacted.
Our business requires a significant amount of capital expenditure for maintenance,
upgrades and expansion of production capacity, and there can be no assurance that we
will be able to have enough cash to successfully implement our capital expenditure plans.
Our operations depend on the continuous maintenance, upgrades and expansion of
production capacity to meet evolving customer demands and market trends. As a construction
machinery company, we require significant capital expenditure to ensure the quality, efficiency
and competitiveness of our products. During the Track Record Period, we primarily funded our
cash requirements principally from cash generated from operations and bank borrowings.
During the Track Record Period, our capital expenditures were RMB5,662.6 million,
RMB4,525.2 million, RMB2,938.3 million, RMB1,132.4 million and RMB657.3 million in
2022, 2023, 2024 and four months ended April 30, 2024 and 2025, respectively. There can be
no assurance that we will be able to generate sufficient cash from operations, or at all, to fund
our planned capital expenditures. Any delays or failures in securing necessary funding and any
unforeseen increases in costs or delays in the implementation of our capital expenditure plans
could adversely affect our operations and financial results. Moreover, the development in
industries where we operate may require us to make additional, unforeseen investments to
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remain competitive. If we fail to allocate sufficient resources toward adapting to these
technological changes or if our investments do not yield the expected benefits, our market
position and profitability may be adversely impacted.
We may need additional capital, but we may not be able to obtain financing on favorable
terms or at all.
We primarily relied on cash flow generated from operating activities and financing
activities to fund our business operations during the Track Record Period. Taking into account
the net proceeds from the Global Offering and the financial resources available to us, including
our cash and cash equivalents, our available banking facilities and cash flows from operating
activities, our Directors are of the view that we have sufficient working capital to meet our
present requirements and for the next 12 months from the date of this prospectus. We may,
however, require additional cash resources due to changed business conditions or other future
developments, including any launch of new products and services, exploration of new
businesses, expansion into new countries and regions, various R&D activities and marketing
initiatives or investments we may decide to pursue. If we fail to obtain sufficient cash flow
from operating activities, we may need to obtain additional equity or debt financing. If such
financing is not available to us on satisfactory terms or in a timely manner, our ability to
operate and expand our business or to respond to competition could be adversely affected.
Moreover, if we raise additional capital by issuing shares or securities convertible into equity
securities, the ownership of our existing Shareholders may be diluted. In addition, our
indebtedness may subject us to relevant covenants that restrict our operations and our ability
to effectuate certain corporate decisions for our business and will require interest and principal
payments for relevant indebtedness that could create additional cash demands and financial
risk for us.
We may record impairments of non-financial assets (other than contract assets).
We may record impairments of non-financial assets (other than contract assets), which
may adversely affect our financial condition and results of operations. Goodwill and intangible
assets with indefinite useful life are tested for impairment at least annually, irrespective of
whether there is any indication that they are impaired. All other assets are tested for impairment
whenever there are indications that the asset’s carrying amount may not be recoverable. We
measure impairment by comparing the carrying value of the asset to the recoverable amount of
such asset, which is the greater of the fair value less costs of disposal and the value in use. If
the recoverable amount is less than the carrying amount of such asset, we recognize an
impairment loss based on the recoverable amount of such asset. The application of impairment
test to our non-financial assets also requires management judgment regarding such assets.
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We have investments in associates and joint ventures, and our financial condition and
results of operations may be affected by the fluctuation of share of results of such
investments.
During the Track Record Period, we invested in certain associates and joint ventures,
which were accounted for using the equity method. As of December 31, 2022, 2023 and 2024
and April 30, 2025, the balances of our investments in associates and joint ventures were
RMB2,239.1 million, RMB2,400.9 million, RMB2,424.5 million and RMB2,464.6 million,
respectively. Our equity investments may be subject to a variety of risks that are beyond our
control, including but not limited to the risks that (i) the investee company incurs liabilities and
expenses in excess of expectations and relevant negative matters that we fail to identify in our
due diligence; (ii) the investee company is making a loss; (iii) the investee company fails to
meet the conditions under which it may declare and pay dividends; or (iv) other shareholders
of these associates and joint ventures have economic or business objectives that are
inconsistent with ours, suffers financial difficulties, or is unable or unwilling to fulfill its
obligations under the investment contract. If any of these events occur, our business, financial
condition and results of operations may be adversely affected.
Failure to fulfill our obligations in respect of contract liabilities could materially and
adversely affect our results of operation, liquidity and financial position.
Our contract liabilities are recognized when payment from a customer is received or is
due (whichever is earlier) before we transfer the related goods or services. As of December 31,
2022, 2023 and 2024 and April 30, 2025, we had contract liabilities of RMB1,896.7 million,
RMB2,177.7 million, RMB2,520.8 million and RMB2,564.5 million, respectively. If we are
not able to fulfill our obligations with respect to our contract liabilities, the amount of such
contract liabilities will not be recognized as revenue. As a result, our results of operations,
liquidity and financial position may be materially and adversely affected.
We have granted, and may continue to grant, share incentives, which may result in
increased share-based payment expenses and affect our financial condition and results of
operations.
In order to incentivize our employees, we adopted the Employee Incentive Schemes. See
“Statutory and General Information – 3. Further Information about our Directors and
Supervisors – 4. Our Incentive Schemes” in Appendix VI to this prospectus for details. We
recognized equity-settled share-based payment expenses of RMB59.1 million, RMB21.7
million, RMB70.1 million and RMB20.0 million in 2022, 2023, 2024 and the four months
ended April 30, 2025, respectively. For details, see Note 41 to the Accountants’ Report in
Appendix I to this Prospectus.
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We may incur additional share-based payment expenses if we grant share incentives in the
future. We believe the adoption of share incentive plans is of significant importance to our
ability to attract and retain key personnel and employees, and we may continue to do so in the
future. As a result, our share-based payment expenses may increase, which may have an
adverse effect on our results of operations.
Our historical results may not be indicative of our future performance and our results of
operations, and we may not be able to manage future growth effectively.
Our historical financial information is not expected to be indicative of our future financial
results. Such financial information is not intended to represent or predict the results of
operations of any future periods.
Our future growth is, to a certain extent, based upon our forward-looking assessment of
market prospects. We cannot guarantee that our assessment will always turn out to be correct
or that we can grow our business as planned. Our expansion plans may be affected by a number
of factors beyond our control. Such factors include changes in the general economic conditions
and the competitive landscape of the industries where we operate, as well as the relevant
regulations and policies and the supply and demand for our products.
Managing our growth will require significant expenditures and allocation of resources.
We need to effectively manage our growth and maintain profits as we expect our costs and
expenses to continue to increase in the future. We will also need to expand, train, manage and
motivate our workforce and manage our relationships with suppliers, customers and other
business partners. All these endeavors entail risks and demand considerable management
efforts, skills and significant additional expenditures, which could strain our capacity to
enhance our operational, auditing, human resources, financial and management controls. If we
fail to achieve the necessary level of efficiency in our organization as we grow, our business,
financial condition and results of operations may be materially and adversely affected.
Changes in Environmental, Social and Governance (ESG) compliance requirements could
have an adverse impact on our business, operating results and financial condition.
With the rising awareness of ESG issues, including with respect to waste disposal,
greenhouse gas emissions and environmental protection, more stringent laws and regulations
that affect our business operations may be adopted. Increased compliance costs, environmental
remediation expenses and fines or penalties may result in an increase in our capital investment
and operating expenses. Furthermore, with the growing environmental and energy-saving
awareness by customers, regulators and other stakeholders, many jurisdictions are imposing
increasingly strict energy efficiency and exhaust emissions regulations. Accordingly, we may
need to devote more effort and resources to ensure our compliance with such laws or
regulations. We have adopted a series of measures aiming to ensure our compliance with the
ESG-related laws and regulations applicable to us. See “Business — Environmental, Social and
Governance (ESG).” There can be no assurance that these measures can effectively help us to
navigate the complex and evolving regulatory environment. Changes in existing ESG-related
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laws and regulations or the promulgation of new ESG-related laws and regulations may
increase our compliance costs, and accordingly may have an adverse impact on our business,
financial condition and results of operations.
We may infringe intellectual property rights of third parties, which can lead to
time-consuming and costly intellectual property infringement claims.
We may, from time to time, be subject to legal proceedings and claims relating to the
intellectual property rights of third parties. In addition, there may be third-party trademarks,
patents, copyrights, know-how or other intellectual property rights that are infringed upon by
our products, solutions, services or other aspects of our business without our knowledge.
Holders of such intellectual property rights may seek to enforce such intellectual property
rights against us in the PRC or other jurisdictions. If any third-party infringement claims are
brought against us, we may be forced to divert our management’s attention and other resources
from our business and operations to defend these claims, regardless of their merits.
Additionally, the application and interpretation of the PRC laws relating to intellectual
properties, and the procedures and the standards for granting trademarks, patents, copyrights,
know-how or other intellectual property rights in the PRC are still evolving, and there can be
no assurance that the PRC courts or regulatory authorities would agree with our analysis. If we
were found to have violated the intellectual property rights of any third party, we may be
subject to liability for our infringing activities or may be prohibited from using such
intellectual properties, and we may incur licensing fees or be forced to develop alternatives of
our own. In such events, our business, financial condition and results of operations may be
materially and adversely affected.
We may not be able to protect our intellectual property rights, and our ability to compete
could be harmed if our intellectual property rights are infringed by third parties.
There can be no assurance that we can prevent third parties from infringing upon our
intellectual property rights. Unauthorized use of our intellectual properties, unfair competition,
defamation or other violations of our rights by our employees and/or third parties may harm
our brand and reputation, and the expenses incurred in protecting our intellectual property
rights may materially and adversely affect our business. We may, from time to time, be required
to institute litigation, arbitration or other proceedings to enforce our intellectual property
rights, which may be time-consuming and expensive to resolve and could divert our
management’s attention regardless of the outcome, and adversely affect our business, financial
condition and results of operations.
It can be difficult to register, maintain and enforce intellectual property rights in the
jurisdictions where we operate. Laws and regulations are subject to judicial interpretation and
enforcement and may not be applied consistently. Preventing any unauthorized use of our
intellectual properties is difficult and costly and the steps we take may be inadequate to prevent
the misappropriation of our intellectual properties. Any failure in protecting or enforcing our
intellectual property rights may have a material and adverse effect on our business, financial
condition and results of operations.
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We may from time to time be subject to claims, disputes, lawsuits and other legal and
administrative proceedings.
We are susceptible to claims, controversies, fines and various legal and administrative
proceedings. Claims arising out of actual or alleged violations of law, breach of contract, torts
or liability allocation with other third parties could be asserted against us by customers,
business partners, suppliers, competitors, employees or governmental entities in investigations
and legal proceedings, and could take the form of either individual action or class action. For
example, we are subject to applicable anti-trust, anti-monopoly and competition laws in the
jurisdictions in which we operate, and we may be subject to certain regulatory scrutiny
procedures and investigations from time to time, by anti-trust, anti-monopoly or competition
regulatory authorities relating to claims of infringement of anti-trust, anti-monopoly or
competition laws, or civil lawsuits and criminal proceedings with respect to anticompetitive
behaviors, in certain of these jurisdictions. Such regulatory scrutiny procedures and
investigations may be carried out by the relevant anti-trust, anti-monopoly or competition
regulatory authorities on an individual entity or a group of entities within an industry or a
segment of an industry and may relate to a range of activities including acquisitions, pricing
and other behaviors. In addition, the result of such legal and regulatory proceedings cannot be
predicted with certainty, and ongoing or threatened litigation, legal or contractual disputes,
investigations or administrative proceedings may divert our management’s attention and
consume their time and our other resources, thereby disrupting our business operations and
adversely impacting our financial conditions. For some matters, such as class actions,
insurance may not be cost-effectively available. Regardless of the merit of the particular claim,
legal and administrative proceedings may be expensive, time-consuming or disruptive to our
operations and distracting to management. Such proceedings could also lead to adverse
publicity and have a negative impact on our reputation and brand image. In recognition of these
considerations, we may enter into agreements to settle litigation and resolve such disputes. We
cannot guarantee that such agreements can be obtained on acceptable terms or that litigation
will not occur. These agreements may also significantly increase our expenses. New legal or
administrative proceedings and claims may arise in the future, which may cause us to incur
defense costs, and our business, financial condition and results of operations could be
materially and adversely affected. In addition, our Directors, management, shareholders and
employees and their affiliates may from time to time be subject to litigation, regulatory
investigations, proceedings and/or negative publicity or otherwise face potential liability and
expense in relation to commercial, labor, employment, securities or other matters, which could
adversely affect our business, financial condition and results of operations.
Our employees and business partners may engage in intentional or negligent misconduct,
or violate our internal policies and laws, which could impair the quality of our service,
cause us to lose customers or subject us to liabilities.
We risk compromising the quality of our products if our employees and business partners
do not perform in accordance with our standards. We have internal policies and guidelines to
monitor and ensure the products delivered to our customers are of satisfactory standard. In
addition, we have adopted and strictly implemented a series of procedures designed to verify
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the integrity and qualifications of our employees before they are engaged, and of partners prior
to any cooperation. Nevertheless, we cannot guarantee that our employees and business
partners will not engage in any intentional or negligent misconduct. Furthermore, we may be
exposed to the risks of fraud or other unlawful activities committed by our employees and
business partners. Fraud or other unlawful activities by our employees and business partners
may include making unauthorized misrepresentation to our customers, misappropriating
third-party intellectual property and other proprietary rights, misusing sensitive customer
information and engaging in bribery or other unlawful payments. In any such event, we could
incur liability to our customers or any other third parties. Any claims could subject us to costly
litigation and affect our business, financial condition and results of operations, and may
distract the attention of our management regardless of whether the claims have merit. Any
claims could result in complaints from our customers or other third parties, regulatory or legal
liabilities or damages to our reputation.
We are subject to environmental, fire control and health and safety directives, laws and
regulations.
We are subject to a number of environmental, fire control and health and safety laws and
regulations, including, but not limited to, the treatment and discharge of pollutants into the
environment during our business operations. In addition, our production lines can only be put
into operation after the relevant administrative authorities in charge of environmental
protection, fire control and health and safety have examined and approved the relevant
facilities in China or other jurisdictions. We cannot guarantee that we will be able to comply
with all regulations and obtain all the regulatory approvals required for our production in a
timely manner, or at all. Delays or failures in obtaining all the requisite regulatory approvals
of such facilities may affect our ability to develop, manufacture and commercialize our
products and solutions in line with our plans. As requirements imposed by such laws and
regulations may change and more stringent laws or regulations adopted, we may not be able
to comply with, or accurately predict any potential substantial cost of complying with, these
laws and regulations. If we fail to comply with relevant laws and regulations, we may be
subject to rectification orders, substantial fines, potentially significant monetary damages, or
production suspensions in our business operations. In addition, we cannot fully eliminate the
risk of accidental contamination, biological or chemical hazards or personal injury at our
facilities during the process of testing, developing and manufacturing our products. In the
event of an accident involving a breach of any of these laws and regulations, we could be held
liable for damages and clean-up costs which, to the extent not covered by existing insurance
or indemnification, could harm our business, financial condition and results of operations.
Other adverse effects could result from such liability, including reputational damage.
Any disruption to our information technology systems or any system security threats may
pose a risk to our systems, networks, products and services.
The efficient operation of our business depends on the smooth and efficient operation of
our information technology systems. We rely on these systems for, among other things,
management of customer information, inventory, and billing, financial and budgeting data.
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Notwithstanding the smooth operation of our information technology systems in the past,
there is no guarantee that any disruption to our information technology systems will not occur
in the future. If any of uncontrollable factors including but not limited to damage or
interruptions from earthquakes, fire, flood and other natural disasters; power disruption or loss;
attacks from computer viruses or hackers; network failures or other unauthorized tampering
occurs, it may cause interruptions in the manufacturing capacity and maintenance of proper
business operations and further adversely impact our reputation and the perception of our
product quality.
We cannot guarantee that any disruption to our information technology systems or any
system security risks will not occur in the future and we could repair or replace information
technology systems in a timely and cost-efficient manner, all of which could adversely affect
our business, financial condition and results of operations.
Security breaches and other disruptions of our systems, infrastructure, integrated
software and related data, or those of third parties we partner with, could endanger the
trust of our customers and materially and adversely affect our business, financial
condition and results of operations.
Our products and solutions contain complex information technology. We have designed,
implemented, and tested security measures intended to prevent unauthorized access to these
systems. See “Business — Data Privacy and Information Security Risk Management.”
However, our systems, infrastructure, integrated software and related data may be vulnerable
to security breaches. Hackers may attempt in the future to gain unauthorized access to modify,
alter, and use such systems to gain control of, or to change, the functionality, user interface and
performance characteristics of vehicles incorporating our products and solutions, or to gain
access to data stored in or generated by the vehicle. Unauthorized third parties may circumvent
our security measures, misappropriate proprietary information and cause interruptions in our
information technology systems. In addition, credential stuffing attacks are becoming
increasingly common and sophisticated actors can mask their attacks, making them
increasingly difficult to identify and prevent. Any actual or perceived security breach that leads
to leakage of our confidential information, even though anonymized, could still interrupt our
operations, temporarily or permanently disable our platform, result in fraudulent transfer of
funds, damage our relationships with our customers and other business partners, and subject us
to legal liabilities, regulatory sanctions, financial exposure and reputational damage, any of
which may materially and adversely affect our business, financial condition and results of
operations.
Failure to comply with PRC property-related laws and regulations regarding certain of
our owned properties.
As of April 30, 2025, our Company and Major Subsidiaries in the PRC had not obtained
real estate certificates for certain owned properties, including five industrial plants, which are
designated for production and operations, along with five properties, each with GFA exceeding
5,000 sq.m., mainly used for canteens, warehouses and dormitories. Considering: (i) according
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to the confirmation letters issued by the relevant competent authorities, we have not been
subject to any significant violations or received any related administrative penalties for these
properties in relation to land and resources and urban-rural planning, housing, urban-rural
construction and fire management during the Track Record Period; (ii) the aforementioned
properties constitute a small portion of the aggregate GFA of our owned properties in China;
(iii) during the Track Record Period and up to the Latest Practicable Date, there had been no
ownership disputes or claims concerning our occupation and use of these properties; and (iv)
we are in the process of obtaining some of the relevant title certificates, our PRC Legal Advisor
is of the view that, the defect of such owned properties would not materially and adversely
affect our production and business operations.
Additionally, regarding the five industrial plants, which constitute a small portion of our
aggregate GFA of the owned properties in China, our PRC Legal Advisor is of the view that
the defect of such owned properties would not materially and adversely affect our production
and business operations, on the ground of the aforementioned reasons and that: (i) according
to confirmation letters issued by the relevant competent authorities, the construction,
occupation and use of these properties do not involve material legal violations and will not
result in any relevant administrative penalties, and we may continue to occupy and use the
properties before we obtain the relevant title certificates, with no risk of relocation or
demolition; and (ii) we have obtained the land use right for the land parcel on which all such
owned properties are situated, and approvals or permits required for the planning, construction,
and completion process.
Any deterioration in labor relations, shortage of labor or material increase in wages may
have a material adverse effect on our business, financial condition and results of
operations, and failure to make adequate contributions to various employee benefit plans
as required by regulations may subject us to penalties.
Our success depends on our ability to hire, train, retain and motivate our employees. We
have not experienced any material work stoppages or strikes in the past. However, we cannot
guarantee that any of such events will not arise in the future. If our employees engage in a
strike or other work stoppage, we may experience significant operational disruption and/or
accept higher labor costs, resulting in an adverse effect on our business, financial condition and
results of operations. We have employees across our global network, and are subject to varied
laws and regulations in different countries. We may, from time to time, be involved in labor
disputes, experience labor shortage, face difficulties with localized management of employees,
and may make adjustments to our labor force in line with our business needs. In addition, we
may have to increase our total compensation to attract and retain the experienced professionals
required to achieve our business objectives. However, these increased costs might not be able
to be passed onto customers by increasing our products selling prices in light of market
competition. In such circumstances, our profit margin may decrease, which could have an
adverse effect on our business, financial condition and results of operations. In addition, we
may incur compensation and other costs that, if not sufficiently covered by insurance, we
would need to bear at our own expense. As certain of our employees are represented by labor
unions, any deterioration in our labor relations with employees or the labor union could cause
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labor disputes, which could result in the disruption of production and operations. There is no
guarantee that we will always be able to maintain a stable and quality labor force at favorable
costs. Despite our efforts to provide a safe working environment to avoid occupational injuries,
we may still face liability claims, negative publicity and interventions related to a workplace
safety or employee injuries. Such incidents could result in a deterioration of our labor relations
with employees and damage our reputation. Any deterioration in our labor relations could
result in the disruption of production and operations, and may subject us to legal proceedings,
as well as monetary and reputational damages.
Companies operating in the PRC have to participate in various employee benefit plans
required by the government, including certain social insurance, housing provident funds and
other welfare-oriented payment obligations. The requirement and implementation of employee
benefit plans may vary considering the different levels of economic development in different
locations in the PRC. There is no assurance that our historical and current practice with respect
to the contribution of social insurance plans will at all times be deemed in full compliance with
relevant laws and regulations in mainland China by government authorities. If they are deemed
not in compliance, competent authorities may require us to make supplementary payments for
social insurance shortfalls. If we fail to fulfill these obligations within the specified timeframe,
we may face fines or other administrative penalties, which could adversely affect our financial
condition and results of operations. As of the Latest Practicable Date, no administrative action
or penalty had been imposed by the relevant regulatory authorities with respect to our social
insurance and housing provident fund contributions, nor had we received any order to settle the
shortfall. The failure of our Company and certain subsidiaries to make full contributions of
social insurance and housing provident funds was primarily because (i) the social insurance
registration procedures for some new employees have not yet been completed; (ii) certain
employees were unwilling to pay the social insurance and housing provident funds in full as
it requires additional contributions from them, and (iii) our human resources personnel did not
fully understand the relevant requirements of the relevant PRC laws and regulations. Regarding
the aforementioned issues, we and our PRC Legal Advisor have engaged in discussions with
the relevant competent authorities, and we are committed to actively cooperating with these
authorities in addressing any potential rectification requests. As advised by our PRC Legal
Advisor, considering the aforementioned factors and the Company has undertaken that, should
the social insurance authorities or housing provident fund authorities require it to pay or rectify
any deficiencies in social insurance or housing provident fund contributions within a specified
timeframe, it will actively cooperate with the authorities to address any potential rectification
requests, the risk of the Company and any of its subsidiaries in China being required to pay the
historical shortfalls in full collectively, or subject to overdue fines or material administrative
penalties by the relevant government authorities for the above-mentioned issues related to
social insurance and housing provident funds is remote. As a result, in 2022, 2023, 2024 and
the four months ended April 30, 2025, we did not make provisions in respect of the shortfall
in social insurance and housing provident funds. In event that the relevant authorities order us
to pay the shortfall in our social insurance and/or housing provident funds or take any
rectification measures in accordance with applicable laws and regulations, we undertake to
rectify as requested as soon as practicable.
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The interpretation and implementation of labor-related laws or regulations are still
evolving. The application of such laws or regulations may be subject to substantial changes and
we cannot predict how these laws or regulations will be interpreted and enforced. There can be
no assurance that our practice in handling employment related matters does not and will not
violate such laws and regulations in markets where we operate, which may subject us to labor
disputes or administrative measures. If we are deemed to have violated relevant labor-related
laws and regulations, we could be required to provide additional compensation to our
employees and our business, financial condition and results of operations could be materially
and adversely affected.
Certain equity interests of our Controlling Shareholder, SANY Group, are charged as
security interests, pursuant to the 2020 SANY Group Exchangeable Bonds.
As of the Latest Practicable Date, SANY Group pledged 422,627,942 A Shares,
representing approximately 4.99% of the total issued share capital of our Company as security
for its obligations under the 2020 SANY Group Exchangeable Bonds and for shares reserved
for exchange. See “Substantial Shareholders.” Based on the outstanding principal amount of
the 2020 SANY Group Exchangeable Bonds and the exchange price as of the Latest Practicable
Date, the maximum number of pledged A Shares which may be exchanged and transferred to
the bondholders thereof amounted to 138,954,597 A Shares, representing approximately 1.53%
of the Company’s issued share capital as of the Latest Practicable Date. In the event that the
beneficial interest of certain of the A Shares are transferred pursuant to the terms of the 2020
SANY Group Exchangeable Bonds, or in the event that any of the aforementioned share
pledges are enforced, SANY Group may no longer be able to maintain the current level of
interest in our Company, which could adversely affect its influence over us.
Our risk management and internal control systems may not be adequate or effective.
We have developed and implemented comprehensive risk management and internal
control policies that encompass various aspects of our business operations to supervise and
address a spectrum of operational, financial, legal and market risks that may be or have been
identified. However, we cannot assure you that these systems are sufficiently effective to fulfill
our business needs from time to time. See “Business — Risk Management and Internal
Control.” Since our risk management and internal control systems depend on implementation
by our employees, we cannot assure you that our employees or other related third parties would
always follow these systems, or that their implementation will be free from human error or
mistakes. If we fail to timely update, implement, and modify, or fail to deploy sufficient human
resources to maintain our risk management policies and procedures, our business, financial
condition and results of operations could be materially and adversely affected.
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Y ou may experience difficulties in effecting service of legal process and enforcing
judgments against us and our management.
We are a company incorporated under the laws of the PRC and some of our assets and
subsidiaries are located in the PRC. The majority of our Directors, Supervisors and senior
management resides within the PRC. The assets of these Directors, Supervisors and senior
management also may be located within the PRC. The PRC does not have treaties providing
for the reciprocal recognition and enforcement of judgments of courts of most other
jurisdictions. As a result, recognition and enforcement in the PRC of judgments of a court in
any of these jurisdictions outside the PRC may be difficult. As a result, it may be difficult and
time-consuming to effect service of process upon our Directors, Supervisors and senior
management outside the PRC. In addition, investors may also experience difficulties in seeking
recognition and enforcing foreign judgments in the PRC if there is a lack of reciprocal
recognition and enforcement of judicial rulings and awards of other jurisdictions. Furthermore,
although we will be subject to the Listing Rules and the Takeovers Code upon the listing of our
H Shares on the Stock Exchange, the holders of H Shares will not be able to bring actions on
the basis of violations of the Listing Rules and must rely on the Stock Exchange to enforce its
rules. Moreover, the Takeovers Code does not have the force of law and provides only
standards of commercial conduct considered acceptable for takeover and merger transactions
and share repurchases in Hong Kong.
The insurance coverage we have may not adequately protect us against all operating risks.
We believe we maintain insurance policies in line with industry standards. See “Business
— Insurance.” Nevertheless, the insurance coverage for our products and business operations
is limited. Any uninsured occurrence of business disruption, litigation or natural disaster or
significant damages to our uninsured equipment or facilities could have a material adverse
effect on our business, financial condition and results of operations. If we were to incur
substantial losses or liabilities due to fire, explosions, floods or other natural disasters,
disruption in our network infrastructure, production facilities or business operations, or any
material litigation, our business, financial condition and results of operations could be
materially and adversely affected. Our current insurance coverage may not be sufficient to
prevent us from suffering any loss and there can be no assurance that we will be able to
successfully claim losses under our current insurance policy on a timely basis, or at all. If we
incur any loss that is not covered by our insurance policies, or the compensated amount is
significantly less than our actual loss, our business, financial condition and results of
operations could be materially and adversely affected.
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We may not be successful in implementing our business plans and strategies effectively or
at all, which could materially and adversely affect our business, financial condition and
results of operations.
Our business plans and strategies are based on our assumptions of future events which
may entail certain risks and are inherently subject to uncertainties. These assumptions may not
be correct, which could affect the commercial viability of our business plans and strategies. As
such, we cannot guarantee that our business plans and strategies will be implemented
successfully as scheduled or at all.
If we fail to implement our business plans and strategies effectively and efficiently, we
may be unable to expand our operations, manage our growth, take advantage of market
opportunities as expected or remain competitive in the industry. Furthermore, even if we
implement our business plans and strategies effectively and efficiently, there may be other
unexpected events or factors beyond our control that may prevent us from achieving the
desirable and profitable results, such as the changes in laws and regulations and governmental
policies, the availability of skilled professionals and changes in customer demand. Moreover,
our business plans and strategies may increase our operating costs, such as higher staff costs,
as well as greater depreciation for production equipment and facilities, and increase our cash
outflows for operating and investing activities. Accordingly, if our business plans and
strategies cannot be successfully implemented, or if they do not yield ideal results, we may
have significant difficulties in recovering our costs and therefore our business, financial
condition and results of operations may be adversely and materially affected.
We may be subject to the approval, filing or other requirements of the CSRC or other
PRC governmental authorities in connection with future financing activities.
As the PRC laws and regulations in relation to overseas issuance and listing of shares
develop, we may be required to make filings with or report to CSRC or other PRC regulatory
authorities for our future financing activities. On February 17, 2023, the CSRC promulgated
the Trial Administrative Measures of Overseas Securities Offering and Listing by Domestic
Companies () (the “ Overseas Listing Trial
Measures ”) and their implementation guidelines. The Overseas Listing Trial Measures, which
came into effect on March 31, 2023, mainly provide the scope of activities subject to the filing
requirement, the entities subject to filing obligations, and the filing procedures. For more
details, see “Regulatory Overview — PRC Laws and Regulations — Regulations on Securities
and Overseas Listings.” We are required to file with the CSRC in accordance with the Overseas
Listing Trial Measures in our future financing, and there is uncertainty as to whether we will
be able to complete the filing procedures or obtain approval in a timely manner or at all, the
failure of which may restrict our ability to complete the future financing and have a material
and adverse effect on our financial performance and business prospects.
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On February 24, 2023, the CSRC, the MOF, the National Administration of State Secrets
Protection of China, and the National Archives Administration of China published the
Provisions on Strengthening Confidentiality and Archives Administration of Overseas
Securities Offering and Listing by Domestic Companies (̋੶ྤʫΆุྤ̮೯БᗇՎձ
) (the “ Archives Rules ”), which came into effect on
March 31, 2023. The Archives Rules require that, in relation to the overseas securities offering
and listing activities of domestic enterprises, either in direct or indirect form, such domestic
enterprises, as well as securities companies and securities service institutions providing
relevant securities services, are required to strictly comply with relevant requirements on
confidentiality and archives management, establish a sound confidentiality and archives
system, and take necessary measures to implement their confidentiality and archives
management responsibilities. Any failure to comply with Archives Rules may materially affect
our business, financial condition and results of operations.
We are closely monitoring how they will affect our operations and our future financing.
In addition, if the CSRC or other PRC regulatory authorities in the future promulgate new rules
or explanations imposing further requirements that we obtain their approvals or complete the
required filing or other regulatory procedures for future financing activities, there can be no
assurance that we will be able to obtain a waiver of such approval requirements, if and when
procedures are established to obtain such a waiver. The CSRC or other PRC regulatory
authorities also may take actions requiring us, or making it advisable for us, to halt future
capital raising activities before settlement and delivery of the H Shares offered hereby.
Consequently, if you engage in market trading or other activities in anticipation of and prior
to settlement and delivery, you do so at the risk that settlement and delivery may not occur.
We are subject to anti-corruption and anti-bribery and similar laws, and non-compliance
with such laws can subject us to administrative penalties, civil or criminal liabilities,
collateral consequences, remedial measures and legal expenses, all of which could
adversely affect our business, financial condition and results of operations.
We are subject to anti-corruption, anti-bribery and similar laws and regulations in various
jurisdictions in which we conduct activities. We have direct or indirect interactions with
officials and employees of government agencies and state-owned entities in the ordinary course
of business. These interactions subject us to compliance-related concerns. We have
implemented policies and procedures designed to ensure compliance by us and our directors,
officers, employees, representatives, consultants, agents and business partners with laws and
regulations. However, our policies and procedures may not be sufficient, and our directors,
officers, employees, representatives, consultants, agents, and business partners could engage in
improper conduct for which we may be held responsible.
Non-compliance with anti-corruption or anti-bribery laws and regulations could subject
us to whistleblower complaints, adverse media coverage, investigations, and severe
administrative, civil and criminal liabilities, collateral consequences, remedial measures and
legal expenses, all of which could materially and adversely affect our business, financial
condition and results of operations.
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Our business may be materially and adversely affected by force majeure events, natural
disasters or other issues beyond our control.
Any future occurrence of force majeure events, natural disasters, wars or outbreaks,
epidemics or pandemics of contagious diseases, including COVID-19, monkeypox, avian
influenza, severe acute respiratory syndrome, H1N1 influenza or Ebola virus, may materially
and adversely affect our business, financial condition and results of operations. Outbreaks,
epidemics or pandemics of contagious diseases could result in a widespread health crisis and
restrict the level of business activities in affected areas, which may, in turn, materially and
adversely affect our business, financial condition and results of operations. Moreover, there
have been natural disasters such as earthquakes, floods and droughts in the past few years
around the globe. Any future occurrence of severe natural disasters in the PRC or other
jurisdictions where we operate may materially and adversely affect regional and global
economy and therefore our business.
We are also vulnerable to natural disasters, wars and other calamities because our
production facilities, warehouses and information systems are susceptible to damage or
disruption from fire, floods, typhoons, earthquakes, power loss, telecommunications failures,
break-ins, war, riots, terrorist attacks or similar events. Any of the foregoing events may give
rise to interruptions, damage to our property, delays in production, breakdowns, system
failures, technology platform failures or Internet failures, which could materially and adversely
affect our business, financial condition and results of operations.
RISKS RELATED TO THE GLOBAL OFFERING
We will be concurrently subject to listing and regulatory requirements of mainland China
and Hong Kong.
As we are listed on the Shanghai Stock Exchange and will be listed on the Main Board
in Hong Kong, we will be required to comply with the listing rules (where applicable) and other
regulatory regimes of both jurisdictions, unless an exemption is available or a waiver has been
obtained. Accordingly, we may incur additional costs and resources in continuously complying
with all sets of listing rules in the two jurisdictions.
The characteristics of the A share and H share markets may differ.
Our A Shares are listed on the Shanghai Stock Exchange. Following the Global Offering,
our A Shares will continue to be traded on the Shanghai Stock Exchange and our H Shares will
be traded on the Stock Exchange. Under current PRC laws and regulations, without the
approval from the relevant regulatory authorities, our H Shares and A Shares are neither
interchangeable nor fungible, and there is no trading or settlement between the H Share and A
Share markets. With different trading characteristics, the H Share and A Share markets have
divergent trading volumes, liquidity and investor bases, as well as different levels of retail and
institutional investor participation. As a result, the trading performance of our H Shares and A
Shares may not be comparable. Nonetheless, fluctuations in the price of our A Shares may
RISK FACTORS
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adversely affect the price of our H Shares, and vice versa. Furthermore, due to the different
characteristics of the H Share and A Share markets, the historical prices of our A Shares may
not be indicative of the performance of our H Shares. Y ou should therefore not place undue
reliance on the trading history of our A Shares when evaluating the investment decision in our
H Shares.
There has been no prior public market for our H Shares, and their liquidity and market
price may be volatile.
Prior to the Global Offering, there was no public market for our H Shares. We cannot
assure you that a public market for our H Shares with adequate liquidity and trading volume
will develop and be sustained following the completion of the Global Offering. In addition, the
Offer Price of our H Shares is expected to be fixed by agreement between the Overall
Coordinators (for themselves and on behalf of the Underwriters) and us, and may not be an
indication of the market price of our H Shares following the completion of the Global Offering.
If an active public market for our H Shares does not develop following the completion of the
Global Offering, the market price and liquidity of our H Shares may be materially and
adversely affected.
The liquidity, trading volume and market price of our H Shares following the Listing may
be volatile, which could result in substantial losses to investors.
The price at which our H Shares will trade after the Global Offering will be determined
by the marketplace, which may be affected by various factors beyond our control, including:
 our financial performance;
 changes in securities analysts’ estimates, if any, of our financial performance;
 the history of, and the prospects for, ourselves and the industry in which we operate;
 an assessment on the prospects for, and timing of, our future revenue and cost;
 structures that independent research analysts may publish, if any;
 the present state of our development;
 the valuation of publicly traded companies that are engaged in business activities;
 general market sentiment regarding the industry we operate in;
 changes in laws and regulations of relevant jurisdictions where we operate;
RISK FACTORS
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 our actual or perceived failure to compete effectively in the market; and
 political, economic, financial and social conditions.
In addition, the Hong Kong Stock Exchange has from time to time experienced significant
volatility in trading prices and volumes that have affected the market prices of securities of
companies quoted on the Hong Kong Stock Exchange. As a result, investors in our H Shares
may experience volatility in the market price of their H Shares and a decrease in the value of
their H Shares regardless of our operating performance or prospects.
Future sales or perceived sales of substantial amounts of our H Shares in the public
market could have a material adverse effect on the prevailing market price of our H
Shares and our ability to raise additional capital in the future, or may result in dilution
of your shareholding.
The market price of our H Shares and our ability to raise equity capital in the future at
a time and price that we deem appropriate could be negatively impacted as a result of future
sales of a substantial number of our H Shares or other securities relating to our H Shares in the
public market, especially by our Directors, executive officers and Controlling Shareholders, or
the issuance of new shares or other securities, or the perception that such sales or issuances
may occur. In addition, our Shareholders may experience dilution in their holdings if we issue
more securities in the future. Furthermore, we may issue Shares pursuant to any existing or
future share option incentive schemes, which would further dilute our Shareholders’ interests
in our Company. New shares or shares-linked securities issued by us may also confer rights and
privileges that take priority over those conferred by the H Shares. Certain amount of the Shares
controlled by our Controlling Shareholders are subject to certain lock-up periods beginning on
the date on which trading in our H Shares commences on the Hong Kong Stock Exchange.
While we currently are not aware of any intention of such persons to dispose of significant
amounts of their Shares after the expiry of the lock-up periods, we cannot assure you that they
will not dispose of any Shares they may own now or in the future. Market sale of H Shares by
such Shareholders and the availability of these H Shares for future sale may have a negative
impact on the market price of our H Shares.
In addition, while investors subscribing shares in the Global Offering are generally not
subject to any restrictions on the disposal of the H Shares they subscribed, they may have
existing arrangements or agreement to dispose part or all of the H Shares they hold
immediately or within certain period upon completion of the Global Offering for legal and
regulatory, business and market, or other reasons. Such disposal may occur within a short
period or any time or period after the Listing Date. Any sale of the H Shares subscribed by such
investors pursuant to such arrangement or agreement could adversely affect the market price
of our H Shares and any sizeable sale could have a material and adverse effect on the market
price of our H Shares and could cause substantial volatility in the trading volume of our
H Shares.
RISK FACTORS
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Our Controlling Shareholders have substantial influence over the Company and their
interests may not be aligned with the interests of our other Shareholders.
Our Controlling Shareholders have significant influence in determining the outcome of
any corporate transaction or other matter submitted to the shareholders for approval, including
but not limited to mergers, privatizations, consolidations and the sale of all, or substantially all,
of our assets, election of directors and other significant corporate actions. The interests of our
Controlling Shareholders might differ from the interests of our other shareholders. In the event
that our Controlling Shareholders cause us to pursue strategic objectives that conflict with the
interests of our other shareholders, our other shareholders could be disadvantaged, and their
interests could be damaged. Any conflict of interest between our Controlling Shareholders and
our other shareholders may also materially and adversely affect aspects such as the decision
and implementation of our business plans, which may in turn affect our operations and
prospects.
Our historical dividends may not be indicative of our future dividend policy, and there
can be no assurance whether and when we will pay dividends in the future.
We have declared dividends in the past. We protect our Shareholders’ interest by ensuring
a consistent dividend policy. However, there is no assurance that dividends of any amount will
be declared or distributed by us in any year in the future. Under the applicable laws and
regulations of China, the payment of dividends may be subject to certain limitations. Moreover,
the calculation of our profit under the China Accounting Standards for Business Enterprises
(“PRC GAAP ”) may differ in certain respects from the calculation under the International
Financial Reporting Standards (“ IFRS Accounting Standards ”). As a result, even if we report
a profit for the year under IFRS Accounting Standards, we may not have distributable profits
as determined by PRC GAAP . Additionally, the declaration, payment and amount of any future
dividends are subject to the discretion of our Directors after taking into account various factors,
including but not limited to our results of operations, financial condition, cash flows, capital
expenditure requirements, market conditions, our strategic plans and prospects for business
development, regulatory restrictions on the payment of dividends and other factors as our
Directors may deem relevant, and subject to the approval at a Shareholders’ meeting. Any
declaration and payment as well as the amount of dividends will be subject to our constitutional
documents and the applicable laws and regulations of China. No dividend shall be declared or
payable except out of our profits and reserves lawfully available for distribution. Our historical
dividends should not be taken as indicative of our dividend policy in the future.
Under the existing foreign exchange regulations of China, payments of current account
items, including profit distributions, interest payments and trade and service-related foreign
exchange transactions, can be made in foreign currencies without prior SAFE approval by
complying with certain procedural requirements. However, approval from or registration with
competent government authorities is required where RMB is to be converted into foreign
currency and remitted out of China to pay capital expenses, such as the repayment of loans
denominated in foreign currencies. If the foreign exchange control system prevents us from
obtaining sufficient foreign currencies to satisfy our foreign currency demands, we may not be
able to pay dividends in foreign currencies to our Shareholders. Further, we cannot assure you
that new regulations will not be promulgated in the future that would affect the remittance of
RMB into or out of China.
RISK FACTORS
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Holders of our H Shares may be subject to PRC income tax on dividends from us or on
any gain realized on the transfer of our H Shares.
As is customary with all major economies, China has tax treaties or similar arrangements
with jurisdictions across the world. Under the EIT Law and its implementation rules and Notice
on the Issues concerning Withholding the Enterprise Income Tax on the Dividends Paid by
Chinese Resident Enterprises to H-share Holders Which Are Overseas Non-resident
Enterprises (͏ΆุΣྤ̮H੻೼Ϟ
) (Guo Shui Han [2008] No. 897) ( ਷೼Ռ[2008]897 ໮), dated November 6,
2008, issued by the STA, subject to any applicable tax treaty or similar arrangement between
China and your jurisdiction of residence that provides for a different income tax arrangement,
PRC withholding tax at the rate of 10% is normally applicable to dividends from PRC sources
payable to investors that are resident enterprises outside of the PRC, which do not have an
establishment or place of business in the PRC, or which have such establishment or place of
business if the relevant income is not effectively connected with the establishment or place of
business. Any gain realized on the transfer of shares by such investors is subject to 10% (or
a lower rate) PRC income tax if such gain is regarded as income derived from sources within
the PRC unless a treaty or similar arrangement otherwise provides. As of the Latest Practicable
Date, there were no specific rules on how to levy tax on gains realized by non-resident
enterprise holders of H Shares through the sale or transfer by other means of H Shares.
Under the Individual Income Tax Law of the PRC ()
and its implementation rules, income and gains from sources within the PRC paid to foreign
individual investors who are not residents in the PRC are generally subject to a PRC
withholding tax at a rate of 20%, unless specifically exempted by the tax authority of the State
Council or reduced or eliminated by an applicable tax treaty. Pursuant to the Circular on
Questions Concerning the Collection of Individual Income Tax Following the Repeal of Guo
Shui Fa [1993] No. 045 (਷೼೯[1993]045ஷ
) (Guo Shui Han [2011] No. 348) ( ਷೼Ռ[2011]348 ໮) dated June 28, 2011, issued by the
STA, dividends paid to non-PRC resident individual holders of H Shares are generally subject
to individual income tax of the PRC at the withholding tax rate of 10%, depending on whether
there is any applicable tax treaty between the PRC and the jurisdiction in which the non-PRC
resident individual holder of H Shares resides as well as the tax arrangement between the PRC
and Hong Kong. Non-PRC resident individual holders who reside in jurisdictions that have not
entered into tax treaties with the PRC are subject to a 20% withholding tax on dividends
received from us. However, pursuant to the Circular of the MOF and the STA Declaring that
Individual Income Tax Continues to be Exempted over Income of Individuals from Transfer of
Shares ()
issued by the MOF of the PRC and the STA on March 30, 1998, gains of individuals derived
from the transfer of listed shares of enterprises may be exempt from individual income tax. As
of the Latest Practicable Date, the aforesaid provision has not expressly provided that
individual income tax shall be collected from non-PRC resident individuals on the sale of
shares of PRC resident enterprises listed on overseas stock exchanges.
RISK FACTORS
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If any PRC income tax is collected from the transfer of our H Shares or on dividends paid
to our non-PRC resident investors, the value of your investment in our H Shares may be
affected. Furthermore, our Shareholders whose jurisdictions of residence have tax treaties or
arrangements with the PRC may not qualify for benefits under such tax treaties or
arrangements.
We may be exposed to risks associated with any potential spin-off.
We evaluate strategic opportunities from time to time to enhance value to our
shareholders, including, among others, spinning off subsidiaries, in light of our operations
across multiple jurisdictions and markets, as well as our development of new business
initiatives. These evaluations are contingent upon factors such as market conditions, financing
requirements, subsidiary development and regulatory approvals. While no concrete plans have
been formulated, we cannot preclude the possibility of spin-offs within three years of the
Listing should such action align with our strategic objectives.
A spin-off may enable our subsidiaries to have additional access to capital markets,
thereby potentially securing incremental funding to accelerate their growth. While such
transactions are designed to unlock intrinsic value, enhance competitive positioning and
optimize operational efficiency, there is no assurance that these objectives will be achieved at
all. Although our established market position and robust financial standing, serve as mitigating
factors, material risks associated with spin-offs may still include unanticipated costs (such as
separation-related expenditures or restructuring costs, if any), operational complexities arising
from organizational decoupling, potential disruption to the Group’s integrated business model
and synergies and uncertain performance trajectories of spun-off entities, including their ability
to sustain competitive positions. Should spun-off entities encounter operational challenges or
financial difficulties, it may have adverse impact on our Group’s strategic objectives and
corporate reputation. In the event of any proposed spin-off, we will ensure to provide all
relevant disclosure to the Shareholders and obtain all necessary regulatory and Shareholder
approvals under applicable rules and regulation. We will also implement appropriate strategies
and measures to mitigate risks so as to maintain operational cohesion and preserve strategic
continuity across the organization.
There are risks that the U.S. Outbound Investment Rule may subject U.S. investors of the
H Shares to regulatory requirements.
On October 28, 2024, the US Department of the Treasury (the “ Treasury ”) released a
final rule (the “ Outbound Investment Rule ”), implementing Executive Order 14105,
prohibiting or requiring the notification of certain outbound foreign investments by US persons
into certain “countries of concern,” currently defined to include only China (including Hong
Kong and Macao). Effective January 2, 2025 and subject to certain exceptions, the Outbound
Investment Rule prohibits US persons from, or requires notification to the US government of,
any “covered transaction” involving a “covered foreign person” who is engaged in any
“covered activity” involving the semiconductors and microelectronics, quantum information
RISK FACTORS
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technologies and artificial intelligence sectors. A “covered transaction” includes equity
investment and a “covered foreign person” is defined as any entity with meaningful ties to
China that engages in “covered activities.”
Moreover, on February 21, 2025, the Trump administration issued the “America First
Investment Policy,” which proposes to broaden the restrictions under the Outbound Investment
Rule, including expanding the sectors and investment types covered by the Outbound
Investment Rule.
As of the Latest Practicable Date, we did not believe that we are a covered foreign person
as defined under the Outbound Investment Rule. As advised by the our International Sanctions
Legal Advisor, we are not a “covered foreign person” because (1) no entity within our Group
engages in any “covered activity” with respect to the semiconductors and microelectronics,
quantum information technologies or artificial intelligence sectors; (2) no entity within our
Group has a voting or equity interest, board seat or certain powers with respect to any “covered
foreign person,” where more than 50% of our annual revenue, net income, capital expenditure
or operating expenses (individually for one “covered foreign person” or aggregated for all) is
attributable to one or more such “covered foreign person,” and (3) no entity within our Group
participates in any joint venture that engages in any “covered activity.” An investment by a US
person in the H shares is thus not a “covered transaction” for purposes of the final rule. The
America First Investment Policy will likely broaden the scope of the Outbound Investment
Rule. As such, there are uncertainties under the Outbound Investment Rule, and we cannot
assure you that the Treasury will not take a different view from us and treat an equity
investment in our H shares by a US person as a covered transaction that requires notification
in a timely manner or is prohibited. In addition, we cannot predict how the Outbound
Investment Rule will be enforced, neither can we guarantee that there will not be a change in
interpretation to broaden its application, or an enactment of similar laws or regulations that
impinge upon our business activities in the future.
The uncertainty in the interpretation and enforcement of the Outbound Investment Rule
may reduce U.S. investors’ interest in our equity securities. In such a case, the Offer Price, the
future prevailing market price and the liquidity of our H Shares may be adversely affected. It
could also be detrimental to our business, financial condition and prospects.
Should the Offer Price be higher than the net tangible book value per Share, subject to
pricing, you may experience an immediate dilution in the book value of the Offer Shares
you purchased in the Global Offering and may experience further dilution if we issue
additional Shares in the future.
The Offer Price of the Offer Shares may be higher than the net tangible book value per
Share immediately prior to the Global Offering. As a result, you and other purchasers of the
Offer Shares in the Global Offering may experience an immediate dilution in pro forma net
tangible asset value. In order to expand our business, we may consider offering and issuing
additional Shares in the future. Purchasers of the Offer Shares may experience dilution in the
net tangible asset value per share of their Shares if we issue additional Shares in the future at
RISK FACTORS
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a price which is lower than the net tangible asset value per Share at that time. Furthermore, we
may issue Shares pursuant to share incentive schemes, which would further dilute
Shareholders’ interests in our Company.
Forward-looking statements contained in this prospectus are subject to risks and
uncertainties.
This prospectus contains certain statements and information that are forward-looking and
uses forward-looking terminology such as “anticipate,” “believe,” “could,” “going forward,”
“intend,” “plan,” “project,” “seek,” “expect,” “may,” “ought to,” “should,” “would” or “will”
and similar expressions. Y ou are cautioned that reliance on any forward-looking statement
involves risks and uncertainties and that any or all of those assumptions could prove to be
inaccurate, and as a result the forward-looking statements based on those assumptions could
also be incorrect. In light of these and other risks and uncertainties, the inclusion of
forward-looking statements in this prospectus should not be regarded as representations or
warranties by us that our plans and objectives will be achieved, and these forward-looking
statements should be considered in light of various important factors, including those set forth
in this section. Subject to the requirements of the Listing Rules, we do not intend publicly to
update or otherwise revise the forward-looking statements in this prospectus, whether as a
result of new information, future events or otherwise. Accordingly, you should not place undue
reliance on any forward-looking information. All forward-looking statements in this prospectus
are qualified by reference to this cautionary statement.
Y ou should not place any reliance on any information released by us in connection with
the listing of our A Shares on the Shanghai Stock Exchange.
As our A Shares are listed on the Shanghai Stock Exchange, we have been subject to
periodic reporting and other information disclosure requirements in the PRC. As a result, from
time to time we publicly release information relating to ourselves on the Shanghai Stock
Exchange or other media outlets designated by the CSRC. However, the information announced
by us in connection with our A Shares is based on the regulatory requirements of the securities
authorities and market practices in the PRC which are different from those applicable to our
H Shares. Such information does not and will not form a part of this prospectus. As a result,
prospective investors in our H Shares are reminded that, in making their investment decisions
as to whether to purchase our H Shares, they should rely only on the financial, operating and
other information included in this prospectus. By applying to purchase our H Shares in the
Global Offering, you will be deemed to have agreed that you will not rely on any information
other than that contained in this prospectus and any formal announcements made by us in Hong
Kong with respect to the Global Offering.
RISK FACTORS
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Our future financing may cause dilution of your shareholding or place restrictions on our
operations.
In order to raise capital and expand our business, we may consider offering and issuing
additional Shares or other securities convertible into or exchangeable for our Shares in the
future other than on a pro rata basis to our then existing Shareholders. As a result, the
shareholdings of those Shareholders may experience dilution in net asset value per Share. If
additional funds are to be raised through debt financing, certain restrictions may be imposed
on our operations, which may:
 further limit our ability or discretion to pay dividends;
 increase our risks in adverse economic conditions;
 adversely affect our cash flows; or
 limit our flexibility in business development and strategic plans.
Certain facts, forecasts and statistics derived from official government sources contained
in this prospectus may not be reliable and accurate.
We have derived certain facts and other statistics in this prospectus, particularly those
relating to the general economy and the industry in which we operate, from information
provided by various public sources, industry associations, independent research institutes and
other third-party sources, including the Frost & Sullivan Report that we commissioned. We
have not independently verified information and statistics from official government sources.
We cannot assure you as to the accuracy and reliability of such facts and statistics. Due to
possibly flawed or ineffective collection methods or discrepancies between published
information and market practice and other data problems, the statistics herein may be
inaccurate. Y ou should consider carefully how much weight or importance you should attach
to or place on such facts or statistics.
Y ou should read the entire document carefully and we strongly caution you not to place
any reliance on any information contained in press articles or other media regarding us
or the Global Offering.
The Global Offering is being made solely on the basis of the information and
representations contained in this prospectus, which are true and accurate to the best of our
knowledge and belief. Any information not contained in this prospectus should not be relied
upon in making an investment decision with respect to the securities being offered.
RISK FACTORS
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Prior to the publication of this prospectus, there has been coverage in the media regarding
us and the Global Offering, which may have contained among other things, certain financial
information, projections, valuations and other forward-looking information about us and the
Global Offering. Investors should be aware that information and opinions published by
third-party sources may have been based on outdated, incomplete, or inaccurate information.
These sources may also have conflicts of interest, and their opinions may not be independent
or objective. The media’s coverage of our Company and the Global Offering may be influenced
by a wide range of factors, including the bias of individual journalists, the preferences of media
outlets and the demands of advertisers.
RISK FACTORS
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In preparation of the Global Offering, we have sought the following waivers from strict
compliance with certain provisions of the Listing Rules.
Rules Subject matter
Rules 8.12 and 19A.15 of the
Listing Rules /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Management presence in Hong Kong
Rules 3.28 and 8.17 of the Listing Rules /H1118Appointment of joint company secretaries
Paragraph 26 of Appendix D1A to the
Listing Rules /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Particulars of any alterations in the
capital of any member of our Group
Chapter 14A of the Listing Rules /H1118/H1118/H1118/H1118/H1118/H1118/H1118Continuing connected transactions
Rule 10.04 and Paragraph 1C(2) of
Appendix F1 to the Listing Rules. /H1118/H1118/H1118/H1118
Subscription for H Shares by existing
shareholders and their close associates
Paragraph 1C of Appendix F1 to the
Listing Rules and Chapter 4.15 of the
Guide for New Listing Applicants /H1118/H1118/H1118/H1118
Proposed subscription of H Shares by
certain cornerstone investors who are
connected clients
W AIVER IN RESPECT OF MANAGEMENT PRESENCE IN HONG KONG
Pursuant to Rules 8.12 and 19A.15 of the Listing Rules, an issuer must have sufficient
management presence in Hong Kong. This will normally mean that at least two of its executive
directors must be ordinarily resident in Hong Kong. We do not have sufficient management
presence in Hong Kong for the purposes of Rule 8.12 and Rule 19A.15 of the Listing Rules.
Our Group’s management headquarters, senior management, business operations and
assets are primarily based outside Hong Kong. The Directors consider that relocation of
existing executive Directors or appointment of additional executive directors who will be
ordinarily resident in Hong Kong solely for the purpose of satisfying the requirements under
Rule 8.12 of the Listing Rules would not be beneficial to, or appropriate for, our Group and
therefore would not be in the best interests of our Company or the Shareholders as a whole.
Therefore, our Company does not, and does not contemplate in the foreseeable future that we
will, have sufficient management presence in Hong Kong for the purpose of satisfying the
requirements under the Listing Rules.
W AIVERS FROM STRICT COMPLIANCE WITH THE LISTING RULES
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Accordingly, we have applied for, and the Stock Exchange has granted, a waiver from
strict compliance with Rules 8.12 and 19A.15 of the Listing Rules. We will ensure that there
is an effective channel of communication between the Stock Exchange and us by way of the
following arrangements:
(i) pursuant to Rule 3.05 of the Listing Rules, we have appointed and will continue to
maintain two authorized representatives who shall act at all times as the principal
channel of communication with the Stock Exchange. Each of our authorized
representatives will be readily contactable by the Stock Exchange by telephone,
facsimile and/or e-mail to deal promptly with enquiries from the Stock Exchange.
Both of our authorized representatives are authorized to communicate on our behalf
with the Stock Exchange. At present, our two authorized representatives are Mr. Y u
Hongfu, our executive Director, and Ms. Lai Siu Kuen, our joint company secretary;
(ii) pursuant to Rule 3.20 of the Listing Rules, each Director will provide their contact
information to the Stock Exchange and to the authorized representatives. This will
ensure that the Stock Exchange and the authorized representatives should have
means for contacting all Directors promptly at all times as and when required;
(iii) we will endeavor to ensure that each Director who does not ordinarily reside in
Hong Kong possesses or can apply for valid travel documents to visit Hong Kong
and can meet with the Stock Exchange within a reasonable period; and
(iv) pursuant to Rule 3A.19 of the Listing Rules, we have retained the services of
Somerley Capital Limited as compliance advisor (the “ Compliance Advisor ”), who
will act as an additional channel of communication with the Stock Exchange. We
will ensure that the Compliance Advisor will have access at all times to our
authorized representatives, our Directors and other officers. We shall also ensure
that such persons will promptly provide such information and assistance as the
Compliance Advisor may need or may reasonably request in connection with the
performance of the Compliance Advisor’s duties as set forth in Chapter 3A of the
Listing Rules. We shall ensure that there are adequate and efficient means of
communication among our Company, our authorized representatives, our Directors,
other officers and the Compliance Advisor, and will keep the Compliance Advisor
fully informed of all communications and dealings between us and the Stock
Exchange.
W AIVERS FROM STRICT COMPLIANCE WITH THE LISTING RULES
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W AIVER IN RESPECT OF JOINT COMPANY SECRETARIES
Pursuant to Rules 3.28 and 8.17 of the Listing Rules, the company secretary must be an
individual who, by virtue of their academic or professional qualifications or relevant
experience, is, in the opinion of the Stock Exchange, capable of discharging the functions of
the company secretary.
Pursuant to Note 1 to Rule 3.28 of the Listing Rules, the Hong Kong Stock Exchange
considers the following academic or professional qualifications to be acceptable:
(i) a member of The Hong Kong Chartered Governance Institute;
(ii) a solicitor or barrister as defined in the Legal Practitioners Ordinance (Chapter 159
of the Laws of Hong Kong); and
(iii) a certified public accountant as defined in the Professional Accountants Ordinance
(Chapter 50 of the Laws of Hong Kong).
Pursuant to Note 2 to Rule 3.28 of the Listing Rules, in assessing the “relevant
experience”, the Hong Kong Stock Exchange will consider the individual’s:
(i) length of employment with the issuer and other issuers and the roles he/she played;
(ii) familiarity with the Listing Rules and other relevant laws and regulations including
the Securities and Futures Ordinance, the Companies Ordinance, the CWUMPO and
the Takeovers Code;
(iii) relevant training taken and/or to be taken in addition to the minimum requirement
under Rule 3.29 of the Listing Rules; and
(iv) professional qualifications in other jurisdictions.
Our Company appointed Ms. Qin Zhiyu (ѹ)( “ Ms. Qin ”), our board secretary, and
Ms. Lai Siu Kuen (ࢇ“() Ms. Lai ”) as joint company secretaries of our Company. For
further details, see “Directors, Supervisors and Senior Management — Joint Company
Secretaries” for their biographies.
Ms. Lai is a fellow member of both The Hong Kong Chartered Governance Institute and
The Chartered Governance Institute in the United Kingdom and therefore meets the
qualification requirements under Note 1 to Rule 3.28 of the Listing Rules and is in compliance
with Rule 8.17 of the Listing Rules.
W AIVERS FROM STRICT COMPLIANCE WITH THE LISTING RULES
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Our Company’s principal business activities are outside Hong Kong. Our Company
believes that it would be in the best interests of our Company and the corporate governance of
our Group to have as its joint company secretary a person such as Ms. Qin, who is an employee
of our Company and who has day-to-day knowledge of our Company’s affairs. Ms. Qin has the
necessary nexus to the Board and close working relationship with management of our Company
in order to perform the function of a joint company secretary and to take the necessary actions
in the most effective and efficient manner.
Accordingly, we have applied for, and the Stock Exchange has granted, a waiver from
strict compliance with the requirements under Rules 3.28 and 8.17 of the Listing Rules for a
three-year period from the Listing Date, in accordance with paragraphs 11 to 17 of Chapter
3.10 of the Guide for New Listing Applicants, on the conditions that: (i) Ms. Qin must be
assisted by a person with qualifications under Rules 3.28 and 8.17 of the Listing Rules; and (ii)
the waiver will be revoked if there are material breaches of the Listing Rules by our Company.
In addition, Ms. Qin will comply with the annual professional training requirement under Rule
3.29 of the Listing Rules and will enhance her knowledge of the Listing Rules during the
three-year period from the Listing Date. Our Company will further ensure that Ms. Qin has
access to the relevant training and support that would enhance her understanding of the Listing
Rules and the duties of a company secretary of an issuer listed on the Stock Exchange. Before
the end of the three-year period, we shall demonstrate to the Stock Exchange’s satisfaction and
seek its confirmation that Ms. Qin, having had the benefit of Ms. Lai’s assistance during the
three-year period, has attained the relevant experience under Note 2 to Rule 3.28 of the Listing
Rules and is capable of discharging the functions of company secretary so that a further waiver
would not be necessary.
W AIVER IN RESPECT OF ALTERATION IN SHARE CAPITAL
Paragraph 26 of Appendix D1A to the Listing Rules requires this prospectus to include the
particulars of any alterations in the capital of any member of our Group within the two years
immediately preceding the issue of this prospectus.
As of the Latest Practicable Date, we have over 200 subsidiaries globally. It would be
unduly burdensome for us to disclose the required information in respect of all of its
subsidiaries as our Company would have to incur additional costs and devote additional
resources in compiling and verifying the relevant information for such disclosure, which would
not be material nor meaningful to investors. The non-disclosure of such information will not
prejudice the interests of our Shareholders or potential investors.
We have identified 15 subsidiaries (collectively, the “ Major Subsidiaries ” and each a
“Major Subsidiary ”) that we consider are material to our operations and/or contributed
significantly to our financial performance during the Track Record Period. By way of
illustration, before intercompany eliminations and based on the consolidated statements of
financial position as of December 31, 2022, 2023 and 2024 and April 30, 2025, the aggregate
assets of the Company and its Major Subsidiaries represent approximately 118.7%, 125.9%,
128.3% and 126.7% of our total assets and for each of the financial years ended December 31,
W AIVERS FROM STRICT COMPLIANCE WITH THE LISTING RULES
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2022, 2023 and 2024 and the four months ended April 30, 2025, the aggregate revenue of the
Company and its Major Subsidiaries represents approximately 146.3%, 133.7%, 140.5% and
130.4% of our total revenue respectively; the aggregate profit before tax of the Company and
its Major Subsidiaries (without intercompany eliminations) represent approximately 130.9%,
173.3%, 226.4% and 83.7% of the Group’s total profit before tax for each of the financial years
ended December 31, 2022, 2023 and 2024 and the four months ended April 30, 2025; and the
net profit of the Company and its Major Subsidiaries (without intercompany eliminations)
represent approximately 132.5%, 184.8%, 243.2% and 84.6% of the Group’s total net profit for
each of the financial years ended December 31, 2022, 2023 and 2024 and the four months
ended April 30, 2025. None of the other subsidiaries of our Company that are not Major
Subsidiaries individually contributes to 5% or more of our Group’s total assets as of December
31, 2022, 2023 and 2024 and April 30, 2025 or 5% or more of our Group’s revenue, profit
before tax or net profit for each of the financial years ended December 31, 2022, 2023 and 2024
and the four months ended April 30, 2025. None of our non-Major Subsidiaries hold any major
assets, intellectual property rights or proprietary technologies of our Group. Accordingly, the
remaining subsidiaries which are not Major Subsidiaries in our Group are relatively
insignificant to the overall results of our Group.
We have disclosed the particulars of the changes in the share capital of our Company and
the Major Subsidiaries in the section headed “Statutory and General Information — 1. Further
Information About Our Group — B. Changes in Share Capital of Our Company” and “Statutory
and General Information — 1. Further Information About Our Group — C. Further Information
about Our Major Subsidiaries” in Appendix VI to this prospectus.
We have applied for, and the Stock Exchange has granted, a waiver from strict compliance
with the requirements under paragraph 26 of Appendix D1A to the Listing Rules, in respect of
disclosing the particulars of any alteration in the capital of any member of our Group within
the two years immediately preceding the issue of this prospectus.
CONTINUING CONNECTED TRANSACTIONS
We have entered into certain transactions which will constitute continuing connected
transactions of our Company under the Listing Rules following the completion of the Listing.
We have applied for, and the Stock Exchange has granted, a waiver from strict compliance with
the announcement requirement or the announcement, circular and independent Shareholders’
approval requirements under the Listing Rules. For further details in this respect, see the
section headed “Connected Transactions.”
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ALLOCATION OF H SHARES TO EXISTING MINORITY SHAREHOLDERS AND
THEIR CLOSE ASSOCIATES
Rule 10.04 of the Listing Rules requires that a person who is an existing shareholder of
the issuer may only subscribe for or purchase any securities for which listing is sought which
are being marketed by or on behalf of the issuer either in his or its own name or through
nominees if the conditions in Rules 10.03(1) and (2) of the Listing Rules are fulfilled. It is
provided in Rule 10.03(1) of the Listing Rules that no securities may be offered to existing
shareholders on a preferential basis and no preferential treatment may be given to them in the
allocation of the securities; and in Rule 10.03(2) that the minimum prescribed percentage of
public shareholders required by Rule 8.08(1) must be achieved.
Paragraph 1C(2) of Appendix F1 to the Listing Rules provides that no allocations will be
permitted to the existing shareholders of the applicant or their close associates, whether in their
own names or through nominees, in the Global Offering unless the conditions set out in Rules
10.03 and 10.04 of the Listing Rules are fulfilled.
Chapter 4.15 of the Guide for New Listing Applicants provides that the Stock Exchange
will consider giving consent and granting waiver from Rule 10.04 of the Listing Rules to an
applicant’s existing shareholders or their close associates to participate in an initial public
offering if any actual or perceived preferential treatment arising from their ability to influence
the applicant during the allocation process can be addressed.
Prior to the Listing, our Company’s share capital comprises entirely A Shares listed on the
Shanghai Stock Exchange. We have a large and widely dispersed public A Share shareholder
base.
We have applied for, and the Stock Exchange has granted, a waiver from strict compliance
with the requirements under Rule 10.04 and consent under Paragraph 1C(2) of Appendix F1 to
the Listing Rules to permit H Shares in the International Offering to be placed to certain
existing minority Shareholders who (i) hold less than 5% of the voting rights in our Company
prior to the completion of the Global Offering and (ii) are not and will not become (upon the
completion of the Global Offering) core connected persons of our Company or the close
associates of any such core connected person (together, the “ Existing Minority
Shareholders ”) and/or their close associates, subject to the conditions as follows:
(i) the Sole Sponsor confirms that each Existing Minority Shareholder to whom our
Company may allocate the H Shares in the International Offering holds less than 5%
of the voting rights in our Company before Listing;
(ii) the Sole Sponsor confirms that each Existing Minority Shareholder is not, and will
not be, a core connected person of our Company or any close associate of any such
core connected person immediately prior to or following the Global Offering;
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(iii) the Sole Sponsor confirms that none of the Existing Minority Shareholders has the
right to appoint a Director and/or have any other special rights;
(iv) the Sole Sponsor confirms that allocation to the Existing Minority Shareholders or
its close associates will not affect our ability to satisfy the public float requirement
as prescribed by the Stock Exchange under Rule 8.08 (as amended and replaced by
Rule 19A.13A) of the Listing Rules or otherwise approved by the Stock Exchange;
(v) the Sole Sponsor confirms to the Stock Exchange in writing that based on (i) its
discussions with our Company and the Overall Coordinators; and (ii) the
confirmations provided to the Stock Exchange by our Company and the Overall
Coordinators (confirmations (vi) and (vii) mentioned below), and to the best of its
knowledge and belief, it have no reason to believe that any of the Existing Minority
Shareholders or its close associates received any preferential treatment, or is in a
position to exert influence on our Company to obtain actual or perceived preferential
treatment in the allocation either as a cornerstone investor or as a placee by virtue
of its relationship with our Company other than the preferential treatment of assured
entitlement under a cornerstone investment following the principles set out in
Chapter 4.15 of the Guide for New Listing Applicants;
(vi) to the best knowledge and belief of our Company, and based on discussions between
our Company and the Overall Coordinators and confirmations required to be
submitted to the Stock Exchange by the Sole Sponsor, our Company will confirm to
the Stock Exchange in writing that:
a. in the case of participation as cornerstone investors, no preferential treatment
has been, nor will be, given to the Existing Minority Shareholders or their
close associates by virtue of their relationship with our Company, other than
the preferential treatment of assured entitlement under a cornerstone
investment following the principles set out in Chapter 4.15 of the Guide for
New Listing Applicants, nor is the Existing Minority Shareholder in a position
to exert influence on the Company to obtain actual or perceived preferential
treatment, and the Existing Minority Shareholders or their close associates’
cornerstone investment agreements do not contain any material terms which
are more favorable to the Existing Minority Shareholders or their close
associates than those in other cornerstone investment agreements; or
b. in the case of participation as placees, no preferential treatment has been, nor
will be, given to the Existing Minority Shareholders or their close associates,
nor is the Existing Minority Shareholder in a position to exert influence on the
Company to obtain actual or perceived preferential treatment, by virtue of their
relationship with our Company in any allocation in the placing tranche;
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(vii) in the case of participation as placees, the Overall Coordinators will confirm to the
Stock Exchange that, to the best of its knowledge and belief, no preferential
treatment has been, nor will be, given to the Existing Minority Shareholders or their
close associates by virtue of their relationship with our Company in any allocation
in the placing tranche.
Allocation to the Existing Minority Shareholders and/or their close associates will not be
disclosed in this prospectus or the allotment results announcement of our Company (other than
to the extent that such Existing Minority Shareholders or close associates subscribe for shares
as cornerstone investors) as our Company believes that it would be unduly burdensome for us
to disclose such information given that (i) there is no requirement to disclose interests under
the PRC laws unless such person is an owner of more than 5% of the issued share capital of
our Company, the directors, supervisors or senior management of our Company or top 10
Shareholders of our Company, and (ii) The Hong Kong Securities Clearing Company Limited,
as trustee, holds A Shares on behalf of investors in Hong Kong and overseas pursuant to the
rules and limits of Shanghai-Hong Kong Stock Connect and our Company is unable to identify
Shareholders who hold A Shares through the Shanghai-Hong Kong Stock Connect.
CONSENT IN RESPECT OF THE PROPOSED SUBSCRIPTION OF H SHARES BY
CERTAIN CORNERSTONE INVESTORS WHO ARE CONNECTED CLIENTS
Paragraph 1C of Appendix F1 to the Listing Rules provides that no allocations will be
permitted to “connected clients” of the overall coordinator(s), any syndicate member(s) (other
than the overall coordinator(s)) or any distributor(s) (other than syndicate member(s)), without
the prior written consent of the Stock Exchange.
Paragraph 1B of the Appendix F1 to the Listing Rules states that “connected client” in
relation to an exchange participant means any client which is a member of the same group of
companies as such exchange participant.
CITIC Securities International Capital Management Limited (“ CSICM ”) has entered into
cornerstone investment agreements with, among others, the Company and CLSA Limited
(“CLSA ”). CITIC Securities Company Limited (“ CITICS ”) will enter into back-to-back total
return swap transactions (the “ CITICS Back-to-back TRS ”), in connection with a total return
swap order (the “ CITICS Client TRS ”) placed by and fully funded by ultimate clients (the
“Ultimate Clients (Gaoyi) ”), under which terms and conditions the full economic return and
loss of the Offer Shares placed to CSICM will be ultimately borne by the Ultimate Clients
(Gaoyi). CSICM will hold the Offer Shares on a non-discretionary basis to hedge the CITICS
Back-to-back TRS in connection with the CITICS Client TRS order placed by the Ultimate
Clients (Gaoyi), and the full economic return and loss of the Offer Shares will be ultimately
borne by the Ultimate Clients (Gaoyi) according to the terms and conditions under the CITICS
Back-to-back TRS and the CITICS Client TRS. CSICM and CLSA Limited, one of the Overall
Coordinators and Underwriters of the Global Offering, are members of the same group of
companies. Accordingly, CSICM is a connected client of CLSA.
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CICC Financial Trading Limited (“ CICC FT ”) has entered into cornerstone investment
agreements with, among others, the Company and China International Capital Corporation
Hong Kong Securities Limited (“ CICCHKS ”). CICC FT and China International Capital
Corporation Limited (“ CICCL ”) will enter into a series of cross border delta-one OTC swap
transactions (the “ Pinpoint OTC Swaps ”) with each other and the ultimate clients (the “ CICC
FT Ultimate Clients (Shanghai Pinpoint) ”), pursuant to which CICC FT will hold the Offer
Shares on a non-discretionary basis to hedge the Pinpoint OTC Swaps, while the economic
risks and returns of the underlying Offer Shares are passed to the CICC FT Ultimate Clients
(Shanghai Pinpoint). CICC FT and CICCHKS, one of the Overall Coordinators and
Underwriters of the Global Offering, are members of the same group of companies.
Accordingly, CICC FT is a connected client of CICCHKS.
We have applied for, and the Stock Exchange has granted, a consent under paragraph 1C
of Appendix F1 to the Listing Rules to permit each of (i) CSICM (in connection with Gaoyi
OTC Swaps) and (ii) CICC FT (in connection with Pinpoint OTC Swaps) (collectively, the
“Connected Client Cornerstone Investors ”) to participate in the Global Offering as a
cornerstone investor on the following basis and conditions as set out in Paragraph 5 of Chapter
4.15 of the Guide for New Listing Applicants:
(a) any Offer Shares to be allocated to each of the Connected Client Cornerstone
Investors will be held on behalf of independent third parties;
(b) the cornerstone investment agreement of each of the Connected Client Cornerstone
Investors does not contain any material terms which are more favorable to them (as
the case may be) than those in other cornerstone investment agreements;
(c) no preferential treatment has been, nor will be, given to CSICM or CICC FT by
virtue of their relationship with CLSA or CICCHKS, respectively, in any allocation
of Offer Shares in the International Offering other than the assured entitlement
under the relevant cornerstone investment agreements;
(d) each of CSICM and CICC FT confirms that to the best of its knowledge and belief,
it has not received and will not receive preferential treatment in the allocation of
Offer Shares in the Global Offering as a cornerstone investor by virtue of its
relationship with CLSA and CICCHKS, respectively, other than the assured
entitlement under the relevant cornerstone investment agreements;
(e) each of the Company, the Overall Coordinators, the Connected Client Cornerstone
Investors and CLSA and CICCHKS has provided the Stock Exchange with written
confirmations in accordance with Chapter 4.15 of the Guide for New Listing
Applicants; and
(f) details of the cornerstone investments and details of the allocations will be disclosed
in this prospectus and the allotment results announcement.
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DIRECTORS’ RESPONSIBILITY FOR THE CONTENTS OF THIS PROSPECTUS
This prospectus, for which our Directors collectively and individually accept full
responsibility, includes particulars given in compliance with the Listing Rules, the Companies
(Winding Up and Miscellaneous Provisions) Ordinance and the Securities and Futures (Stock
Market Listing) Rules (Chapter 571V of the Laws of Hong Kong) for the purpose of giving
information to the public with regard to the Group. Our Directors, having made all reasonable
enquiries, confirm that to the best of their knowledge and belief the information contained in
this prospectus is accurate and complete in all material respects and not misleading or
deceptive, and there are no other matters the omission of which would make any statement
herein or this prospectus misleading.
CSRC FILING
The CSRC issued notice of filing on September 30, 2025 for the Global Offering and for
the submission of the application to list our H Shares on the Hong Kong Stock Exchange. In
granting its notice of filing, the CSRC accepts no responsibility for our financial soundness,
nor for the accuracy of any of the statements made or opinions expressed in this prospectus.
THE HONG KONG PUBLIC OFFERING AND THIS PROSPECTUS
This prospectus is published solely in connection with the Hong Kong Public Offering,
which forms part of the Global Offering. The Global Offering comprises the Hong Kong Public
Offering of initially 58,042,600 Offer Shares and the International Offering of initially
522,382,000 Offer Shares (subject to, in each case, reallocation on the basis referred to in
“Structure of the Global Offering” in this prospectus and, in case of the International Offering,
any exercise of the Offer Size Adjustment Option and the Over-allotment Option).
The listing of our H Shares on the Stock Exchange is sponsored by the Sole Sponsor and
the Global Offering is managed by the Overall Coordinators. The Hong Kong Public Offering
is fully underwritten by the Hong Kong Underwriters pursuant to the Hong Kong Underwriting
Agreement, subject to us and the Overall Coordinators (for themselves and on behalf of the
Hong Kong Underwriters) agreeing on the Offer Price. The International Offering is expected
to be fully underwritten by the International Underwriters pursuant to the terms of the
International Underwriting Agreement which is expected to be entered into on or around
Friday, October 24, 2025. For further information regarding the Underwriters and the
Underwriting Agreements, see “Underwriting” in this prospectus.
The Offer Shares are offered solely on the basis of the information contained and
representations made in this prospectus and on the terms and subject to the conditions set out
herein and therein. No person is authorized to give any information in connection with the
Global Offering or to make any representation not contained in this prospectus, and any
information or representation not contained herein must not be relied upon as having been
authorized by our Company, the Sole Sponsor, the Overall Coordinators, the Joint Global
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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Coordinators, the Joint Bookrunners, the Joint Lead Managers, the Underwriters, the Capital
Market Intermediaries, any of their respective directors, officers, employees, advisors, agents
or representatives, or any other persons or parties involved in the Global Offering.
Neither the delivery of this prospectus nor any subscription or acquisition made under it
shall, under any circumstances, create any implication that there has been no change or
development in our affairs since the date of this prospectus or that the information in this
prospectus is correct as of any date subsequent to the date of this prospectus.
STRUCTURE OF THE GLOBAL OFFERING
For details of the structure of the Global Offering (including its conditions) and the
arrangements relating to the Over-allotment Option and stabilization, see “Structure of the
Global Offering” and “Underwriting” in this prospectus.
RESTRICTIONS ON OFFER AND SALE OF THE OFFER SHARES
Each person acquiring the Hong Kong Offer Shares under the Hong Kong Public Offering
will be required to, or be deemed by his/her acquisition of Hong Kong Offer Shares to, confirm
that he/she is aware of the restrictions on the offer and sale of the Hong Kong Offer Shares
described in this prospectus.
No action has been taken to permit a public offering of the Offer Shares or the distribution
of this prospectus in any jurisdiction other than Hong Kong. Accordingly, without limitation
to the following, this prospectus may not be used for the purpose of, and does not constitute,
an offer or invitation in any jurisdiction or in any circumstances in which such an offer or
invitation is not authorized or to any person to whom it is unlawful to make such an offer or
invitation for subscription. The distribution of this prospectus and the offering and sale of the
Offer Shares in other jurisdictions are subject to restrictions and may not be made except as
permitted under the applicable securities laws of such jurisdictions pursuant to registration
with or authorization by the relevant securities regulatory authorities or an exemption
therefrom. In particular, the Offer Shares have not been offered and sold, and will not be
offered and sold, directly or indirectly, in the PRC or the United States.
APPLICATION FOR LISTING OF THE H SHARES ON THE HONG KONG STOCK
EXCHANGE
We have applied to the Hong Kong Stock Exchange for the granting of listing of, and
permission to deal in, our H Shares to be issued pursuant to the Global Offering (including any
H Shares which may be issued pursuant to the exercise of the Offer Size Adjustment Option
and the Over-allotment Option).
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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Dealings in the H Shares on the Hong Kong Stock Exchange are expected to commence
on Tuesday, October 28, 2025. Except for the A Shares that have been listed on the Shanghai
Stock Exchange and our pending application to the Hong Kong Stock Exchange for the listing
of, and permission to deal in, the H Shares, no part of our Shares or debt securities is listed
on or dealt in on the Hong Kong Stock Exchange and any other stock exchange, and no such
listing or permission to list is being or proposed to be sought as of the Latest Practicable Date.
Under section 44B(1) of the Companies (Winding Up and Miscellaneous Provisions)
Ordinance, any allotment made in respect of any application will be invalid if the listing of,
and permission to deal in, the H Shares on the Hong Kong Stock Exchange is refused before
the expiration of three weeks from the date of the closing of the application lists, or such longer
period (not exceeding six weeks) as may, within the said three weeks, be notified to our
Company by or on behalf of the Hong Kong Stock Exchange.
H SHARES WILL BE ELIGIBLE FOR ADMISSION INTO CCASS
Subject to the granting of listing of, and permission to deal in, the H Shares on the Hong
Kong Stock Exchange and our compliance with the stock admission requirements of HKSCC,
the H Shares will be accepted as eligible securities by HKSCC for deposit, clearance and
settlement in CCASS with effect from the date of commencement of dealings in the H Shares
on the Hong Kong Stock Exchange or any other date as determined by HKSCC. Settlement of
transactions between participants of the Hong Kong Stock Exchange is required to take place
in CCASS on the second settlement day after any trading day. All activities under CCASS are
subject to the General Rules of HKSCC and the HKSCC Operational Procedures in effect from
time to time. All necessary arrangements have been made for the H Shares to be admitted in
to CCASS. Investors should seek the advice of their stockbroker or other professional advisors
for the details of the settlement arrangements as such arrangements may affect their rights and
interests.
PROCEDURES FOR APPLICATION FOR HONG KONG OFFER SHARES
The procedures for applying for Hong Kong Offer Shares are set out in “How to Apply
for Hong Kong Offer Shares” in this prospectus.
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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--- page 113 ---
H SHARE REGISTER OF MEMBERS AND STAMP DUTY
All of the H Shares issued pursuant to applications made in the Global Offering will be
registered on our H Share register of members to be maintained in Hong Kong by our H Share
Registrar, Tricor Investor Services Limited. Our principal register of members will be
maintained by us at our headquarters in the PRC.
Dealings in the H Shares registered in our H Share register of members will be subject
to Hong Kong stamp duty.
DIVIDENDS PAYABLE TO HOLDERS OF H SHARES
Unless determined otherwise by our Company, dividends payable in Hong Kong dollars
in respect of our H Shares will be paid to the shareholders as recorded on the H Share register
of members of our Company in Hong Kong and sent by ordinary post, at the shareholders’ risk,
to the registered address of each shareholder of our Company.
PROFESSIONAL TAX ADVICE RECOMMENDED
Potential investors in the Global Offering are recommended to consult their professional
advisors as to the taxation implications of subscribing for, purchasing, holding or disposal of,
and/or dealing in the H Shares or exercising rights attached to them. None of us, the Sole
Sponsor, the Overall Coordinators, the Joint Global Coordinators, the Joint Bookrunners, the
Joint Lead Managers, the Underwriters, the Capital Market Intermediaries, any of their
respective directors, officers, employees, partners, agents, advisors or representatives or any
other person or party involved in the Global Offering accepts responsibility for any tax effects
on, or liabilities of, any person resulting from the subscription, purchasing, holding,
disposition of, or dealing in, the H Shares or exercising any rights attached to them.
EXCHANGE RATE CONVERSION
Solely for your convenience, this prospectus contains translations among certain amounts
denominated in Renminbi, Hong Kong dollars and U.S. dollars.
Unless otherwise specified, this prospectus contains certain translations for the
convenience purposes at the following rates:
Renminbi into Hong Kong dollars at the rate of HK$1.00 to RMB0.91296, Renminbi into
U.S. dollars at the rate of US$1.00 to RMB7.1048 and Hong Kong dollars into U.S. dollars at
the rate of US$1.00 to HK$7.7822.
No representation is made that the amounts denominated in one currency could actually
be converted into the amounts denominated in another currency at the rates indicated or at all.
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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LANGUAGE
If there is any inconsistency between this prospectus and its Chinese translation, this
prospectus shall prevail. For ease of reference, the names of the Chinese laws and regulations,
government authorities, institutions, natural persons or other entities (including certain of our
subsidiaries) have been included in this prospectus in both the Chinese and English languages,
the Chinese version of these names shall prevail in the event of any inconsistency.
ROUNDING
Certain amounts and percentage figures, such as share ownership and operating data,
included in this prospectus may have been subject to rounding adjustments. Accordingly,
figures shown as totals in certain tables may not be an arithmetic aggregation of the figures
preceding them.
INFORMATION ABOUT THIS PROSPECTUS AND THE GLOBAL OFFERING
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DIRECTORS
Name Address Nationality
Executive Directors
Mr. Xiang Wenbo
(΋͛)
Room 1303, Building 5
No. 9, Dongfeng Road
Kaifu District
Changsha, Hunan Province
PRC
Chinese
Mr. Y u Hongfu
(҃၅΋͛)
Room 601, Building 1
No. 150, Wanbao Avenue
Furong District
Changsha, Hunan Province
PRC
Chinese
Non-executive Directors
Mr. Liang Wengen
(΋͛)
No. 15, Sapphire Bay
Country Garden V enice City
Changsha, Hunan Province
PRC
Chinese
Mr. Liang Zaizhong
(૑ίʕ΋͛)
No. 17, Sapphire Bay
Country Garden V enice City
Changsha, Hunan Province
PRC
Chinese
Independent non-executive Directors
Mr. Wu Zhongxin
(΋͛)
Room B-802, Building 2
No. 103, Bihai Avenue
Haikou, Hainan Province
PRC
Chinese
Ms. Xi Qing
(ɾɻ)
Room 2702, Unit 1, Building 5
Phase 1, Y uanyang Wanhe Mansion
Beijing
PRC
Chinese
Mr. Lam Y uk Kun Lawrence
(ᔝ͗ᛆ΋͛)
House 3
39 Deep Water Bay Road
Hong Kong
Chinese (Hong Kong)
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
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SUPERVISORS
Mr. Liu Daojun
(ᄎ༸ё΋͛)
Room 1206, Building 3
Evergrande Feicui Huating
Xingsha Economic Development Zone
Changsha, Hunan Province
PRC
Chinese
Mr. Li Daocheng
(ҽ༸ϓ΋͛)
Room 805, Building C5
Shenye Ruicheng
Changsha County
Changsha, Hunan Province
PRC
Chinese
Mr. Y ao Chuanda
(ʇɽ΋͛)
No. 78, Lane 388, Weiye Road
Minhang District
Shanghai, PRC
Chinese
See “Directors, Supervisors and Senior Management” for further details.
PARTIES INVOLVED IN THE GLOBAL OFFERING
Sole Sponsor CITIC Securities (Hong Kong) Limited
(a licensed corporation under the SFO to
engage in type 4 (advising on securities)
and type 6 (advising on corporate finance)
regulated activities)
18/F, One Pacific Place
88 Queensway
Hong Kong
Sponsor-Overall Coordinator CLSA Limited
(a licensed corporation under the SFO to
engage in type 1 (dealing in securities), type
4 (advising on securities) and type 7
(providing automated trading services)
regulated activities)
18/F, One Pacific Place
88 Queensway
Hong Kong
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
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Overall Coordinators CLSA Limited
(a licensed corporation under the SFO to
engage in type 1 (dealing in securities), type
4 (advising on securities) and type 7
(providing automated trading services)
regulated activities)
18/F, One Pacific Place
88 Queensway
Hong Kong
China International Capital Corporation
Hong Kong Securities Limited
29/F One International Finance Centre
1 Harbour View Street
Central
Hong Kong
Joint Global Coordinators CLSA Limited
(a licensed corporation under the SFO to
engage in type 1 (dealing in securities), type
4 (advising on securities) and type 7
(providing automated trading services)
regulated activities)
18/F, One Pacific Place
88 Queensway
Hong Kong
China International Capital Corporation
Hong Kong Securities Limited
29/F One International Finance Centre
1 Harbour View Street
Central
Hong Kong
BOCI Asia Limited
26/F, Bank of China Tower
1 Garden Road
Central
Hong Kong
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
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China Merchants Securities (HK) Co.,
Limited
48/F, One Exchange Square
8 Connaught Place
Central, Hong Kong
ABCI Capital Limited
11/F, Agricultural Bank of China Tower
50 Connaught Road Central
Hong Kong
ICBC International Securities Limited
37/F, ICBC Tower
3 Garden Road
Hong Kong
Joint Bookrunners CLSA Limited
(a licensed corporation under the SFO to
engage in type 1 (dealing in securities), type
4 (advising on securities) and type 7
(providing automated trading services)
regulated activities)
18/F, One Pacific Place
88 Queensway
Hong Kong
China International Capital Corporation
Hong Kong Securities Limited
29/F One International Finance Centre
1 Harbour View Street
Central
Hong Kong
BOCI Asia Limited
26/F, Bank of China Tower
1 Garden Road
Central
Hong Kong
China Merchants Securities (HK) Co.,
Limited
48/F, One Exchange Square
8 Connaught Place
Central, Hong Kong
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
– 108 –


--- page 119 ---
ABCI Capital Limited
11/F, Agricultural Bank of China Tower
50 Connaught Road Central
Hong Kong
ICBC International Securities Limited
37/F, ICBC Tower
3 Garden Road
Hong Kong
Joint Lead Managers CLSA Limited
(a licensed corporation under the SFO to
engage in type 1 (dealing in securities), type
4 (advising on securities) and type 7
(providing automated trading services)
regulated activities)
18/F, One Pacific Place
88 Queensway
Hong Kong
China International Capital Corporation
Hong Kong Securities Limited
29/F One International Finance Centre
1 Harbour View Street
Central
Hong Kong
BOCI Asia Limited
26/F, Bank of China Tower
1 Garden Road
Central
Hong Kong
China Merchants Securities (HK) Co.,
Limited
48/F, One Exchange Square
8 Connaught Place
Central, Hong Kong
ABCI Securities Company Limited
10/F, Agricultural Bank of China Tower
50 Connaught Road Central
Hong Kong
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
– 109 –


--- page 120 ---
ICBC International Securities Limited
37/F, ICBC Tower
3 Garden Road
Hong Kong
Capital Market Intermediaries CLSA Limited
(a licensed corporation under the SFO to
engage in type 1 (dealing in securities), type
4 (advising on securities) and type 7
(providing automated trading services)
regulated activities)
18/F, One Pacific Place
88 Queensway
Hong Kong
China International Capital Corporation
Hong Kong Securities Limited
29/F One International Finance Centre
1 Harbour View Street
Central
Hong Kong
BOCI Asia Limited
26/F, Bank of China Tower
1 Garden Road
Central
Hong Kong
China Merchants Securities (HK) Co.,
Limited
48/F, One Exchange Square
8 Connaught Place
Central, Hong Kong
ABCI Capital Limited
11/F, Agricultural Bank of China Tower
50 Connaught Road Central
Hong Kong
ABCI Securities Company Limited
10/F, Agricultural Bank of China Tower
50 Connaught Road Central
Hong Kong
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
–1 1 0–


--- page 121 ---
ICBC International Securities Limited
37/F, ICBC Tower
3 Garden Road
Hong Kong
Legal Advisors to our Company As to Hong Kong and U.S. laws
Clifford Chance
27/F, Jardine House
One Connaught Place
Central
Hong Kong
As to PRC laws
Hunan Qiyuan Law Firm
63/F, Shimao World Financial Center
No. 393 Jianxiang Road
Furong District
Changsha, Hunan Province
PRC
As to International Sanction laws
Ashurst (Tokyo)
Shiroyama Trust Tower
30th Floor 4-3-1 Toranomon, Minato-Ku
Tokyo
Japan
Legal Advisors to the Sole Sponsor
and the Underwriters
As to Hong Kong and U.S. laws
Linklaters
11/F, Alexandra House
Chater Road
Central
Hong Kong
As to PRC laws
Jingtian & Gongcheng
34th Floor, Tower 3, China Central Place
77 Jianguo Road, Chaoyang District
Beijing, PRC
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
– 111 –


--- page 122 ---
Independent Auditor and Reporting
Accountant
Ernst & Y oung
Certified Public Accountant
Registered Public Interest Entity Auditor
27/F, One Taikoo Place
979 King’s Road
Quarry Bay
Hong Kong
Industry Consultant Frost & Sullivan (Beijing) Inc.,
Shanghai Branch Co.
Room 2504, Wheelock Square
1717 West Nanjing Road
Jing’an District
Shanghai, PRC
Receiving Banks Bank of China (Hong Kong) Limited
1 Garden Road
Hong Kong
Industrial and Commercial Bank of China
(Asia) Limited
33/F, ICBC Tower
3 Garden Road
Central
Hong Kong
Agricultural Bank of China Limited
Hong Kong Branch
(Incorporated in the People’s Republic of
China with limited liability)
25/F., Agricultural Bank of China Tower
50 Connaught Road Central
Hong Kong
China Construction Bank (Asia)
Corporation Limited
26th Floor, China Construction Bank Tower
3 Connaught Road Central
Central
Hong Kong
DIRECTORS, SUPERVISORS AND PARTIES INVOLVED IN THE GLOBAL OFFERING
–1 1 2–


--- page 123 ---
Registered Office and Headquarters in
Mainland China
5/F, Building 6
No. 8, Beiqing Road
Changping District, Beijing
PRC
Principal Place of Business in
Hong Kong
Room 1808-10, 18th Floor, Landmark North
No. 39 Lung Sum Avenue, Sheung Shui
New Territories
Hong Kong
Company Website https://www.sany.com.cn (the information
contained on this website does not form part
of this prospectus)
Joint Company Secretaries Ms. Qin Zhiyu (ѹɾɻ)
SANY Industrial Park
Economic and Technological Development Zone
Changsha, Hunan
PRC
Ms. Lai Siu Kuen (ɾɻ)
(Fellow Member of the Hong Kong Chartered
Governance Institute and The Chartered
Governance Institute in the United Kingdom)
Room 1918, 19/F, Lee Garden One
33 Hysan Avenue
Causeway Bay
Hong Kong
Authorized Representatives Mr. Yu Hongfu (҃၅΋͛)
Room 601, Building 1
No. 150, Wanbao Avenue
Furong District
Changsha, Hunan Province
PRC
Ms. Lai Siu Kuen (ɾɻ)
(Fellow Member of the Hong Kong Chartered
Governance Institute and The Chartered
Governance Institute in the United Kingdom)
Room 1918, 19/F, Lee Garden One
33 Hysan Avenue
Causeway Bay
Hong Kong
CORPORATE INFORMATION
–1 1 3–


--- page 124 ---
Audit Committee Mr. Wu Zhongxin (΋͛) (Chairperson)
Mr. Lam Y uk Kun Lawrence ( ᔝ͗ᛆ΋͛)
Ms. Xi Qing (ɾɻ)
Remuneration and Evaluation
Committee
Mr. Lam Y uk Kun Lawrence ( ᔝ͗ᛆ΋͛)
(Chairperson)
Mr. Wu Zhongxin (΋͛)
Ms. Xi Qing (ɾɻ)
Nomination Committee Ms. Xi Qing (ɾɻ) (Chairperson)
Mr. Xiang Wenbo (΋͛)
Mr. Lam Y uk Kun Lawrence ( ᔝ͗ᛆ΋͛)
Strategy Committee Mr. Xiang Wenbo (΋͛) (Chairperson)
Mr. Y u Hongfu (҃၅΋͛)
Mr. Wu Zhongxin (΋͛)
Sustainability Committee Mr. Xiang Wenbo (΋͛) (Chairperson)
Mr. Y u Hongfu (҃၅΋͛)
Ms. Xi Qing (ɾɻ)
H Share Registrar Tricor Investor Services Limited
17/F, Far East Finance Centre
16 Harcourt Road
Hong Kong
Compliance Advisor Somerley Capital Limited
20th Floor, China Building
29 Queen’s Road Central
Hong Kong
Principal Banks Industrial and Commercial Bank of China
Hunan Provincial Branch
No. 615, Furong Middle Road, Section 1
Furong District
Changsha, Hunan Province
PRC
China Construction Bank Hunan Branch
Yin’gang Plaza
No. 85, Furong Middle Road, Section 2
Furong District
Changsha, Hunan Province
PRC
CORPORATE INFORMATION
–1 1 4–


--- page 125 ---
Agricultural Bank of China Limited
Hunan Branch
25-42 Floor, No. 540, Furong Middle Road, Section 1
Furong District
Changsha, Hunan Province
PRC
Bank of China Limited Hunan Branch
No. 593, Furong Middle Road, Section 1
Furong District
Changsha, Hunan Province
PRC
Bank of Communications Hunan
Provincial Branch
No. 447, Wuyi Avenue
Furong District
Changsha, Hunan Province
PRC
Export-Import Bank of China
Hunan Branch
44/F, Huayuanhua Center
No. 36, Xiangjiang Middle Road, Section 2
Tianxin District
Changsha, Hunan Province
PRC
CORPORATE INFORMATION
–1 1 5–


--- page 126 ---
The information and statistics set out in this section and other sections of this
prospectus were extracted from the Frost & Sullivan Report, a market research report
prepared by Frost & Sullivan, an independent global consulting firm that was
commissioned by the Company, and from various official government publications and
available resources from public market research. The Company engaged Frost & Sullivan
to prepare the Frost & Sullivan Report in connection with the Global Offering. The
information from official government sources has not been independently verified by us,
the Sole Sponsor , the Overall Coordinators, the Joint Global Coordinators, the Joint
Bookrunners, the Joint Lead Managers, the Underwriters, any of their respective
directors and advisors, or any other persons or parties involved in the Global Offering
(other than Frost & Sullivan), and no representation is given as to its accuracy. For a
discussion of risks related to the Group’ s industry, see “Risk Factors — Risks Related to
Our Business and Industry” in this prospectus.
SOURCE AND RELIABILITY OF INFORMATION
We engaged Frost & Sullivan, an independent market research consultant, to conduct an
analysis of, and to prepare a report on, the global construction machinery industry for use in
this Prospectus (the “ Frost & Sullivan Report ”), which was commissioned by us for a fee of
RMB400,000. In compiling and preparing the Frost & Sullivan Report, Frost & Sullivan
adopted the following assumptions: (i) the global, social, economic, and political conditions
currently discussed will remain stable during the forecast period; (ii) government policies on
the global construction machinery market will remain consistent during the forecast period;
and (iii) the construction machinery market will be driven by the factors which are stated in
this report in the forecast period. Except as otherwise noted, all of the data and forecasts
contained in this section are derived from the Frost & Sullivan Report. The Frost & Sullivan
Report has been prepared by Frost & Sullivan independently without any influence from us or
other interested parties.
Frost & Sullivan is an independent global consulting firm founded in 1961 in New Y ork
and its services include, among others, industry consulting, market strategic consulting and
corporate training. Frost & Sullivan conducted (i) primary research, which involved discussing
the status of the industry with certain leading industry participants, and interviews with
industry experts on a best-efforts basis to collect information in aiding in-depth analysis; and
(ii) secondary research, which involved reviewing company reports, independent research
reports and data based on its own research database.
Our Directors confirm that after taking reasonable care, there has been no adverse change
in the market information since the date of the report prepared by Frost & Sullivan which may
qualify, contradict or have an impact on the information set forth in this section in any material
respect.
INDUSTRY OVERVIEW
–1 1 6–


--- page 127 ---
GLOBAL CONSTRUCTION MACHINERY MARKET OVERVIEW
Definition and Main Categories of the Global Construction Machinery Market
Construction machinery refers to heavy-duty mechanical equipment extensively deployed
in building construction, infrastructure development, urban renovation, mining operations,
logistics handling, port operations, and other industrial sectors. This category of equipment
typically features high power output, durability, and operational precision, making it as a
critical enabler of global modernization.
With accelerating economic development and urbanization, the construction machinery
industry continues to evolve to adapt to various geographical environments, construction
conditions, and application scenarios. The global construction machinery market can be
broadly categorized as follows by products:
Excavators mainly include crawler excavators and wheeled excavators, widely used in
earthworks, road construction, bridge construction, mining operations, urban development, and
infrastructure development.
Loaders mainly include wheeled loaders and crawler loaders, mainly used for
earthworks, mining operations, road construction and site preparation.
Hoisting machinery mainly includes truck cranes, tower cranes, crawler cranes, and
truck-mounted cranes, among others, widely applied in building construction, port terminals,
logistics and new energy industries, such as wind turbine installation.
Road machinery mainly includes rollers, pavers, milling machines and asphalt batching
equipment, among others, widely used in road construction and maintenance, airport runways
and other infrastructure.
Concrete machinery mainly includes concrete batching plants, truck-mounted concrete
pumps, concrete buggies and mixing trailers, among others, mainly used in municipal
construction, road and bridge projects, airport runways and tunnel construction.
Piling machinery mainly includes rotary drilling rigs, continuous wall grabs and pile
drivers, among others, used for foundation treatment, deep foundation pit support and tunnel
excavation.
Other construction machinery mainly includes earthmoving and transport machinery
(mainly dozers, scrapers, forklifts, mining dump trucks, etc.), aerial work platforms,
underground tunnelling equipment and rock drilling machinery, among others.
INDUSTRY OVERVIEW
–1 1 7–


--- page 128 ---
Size of the Global Construction Machinery Market
The global construction machinery market continues to grow steadily, driven by rising
infrastructure investment, increasing energy and energy demand, the sector’s shift toward
intelligent construction, technological upgrades in mining and excavation, a stronger focus on
sustainability, and the rapid adoption of electrification and smart technologies. According to
Frost & Sullivan, the overall market size reached US$213.5 billion in 2024 and is expected to
increase to US$296.1 billion in 2030, representing a compound annual growth rate (CAGR) of
5.6% from 2024 to 2030.
Global Construction Machinery Market by Core Segments
The core market of the global construction machinery industry, represented by
excavators, loaders, hoisting machinery, road machinery, concrete machinery, and piling
machinery, reached US$150.5 billion in 2024, and is anticipated to reach US$218.9 billion in
2030, with a projected CAGR of 6.4% between 2024 and 2030. These equipment categories
cover the main areas of construction machinery industry: excavators are widely used in
earthwork and infrastructure construction; loaders are crucial in large-scale material
transportation, such as ports and road construction, and earthwork projects; hoisting machinery
plays an important role in wind power, new energy infrastructure, and port logistics; road
machinery is core equipment for the construction and maintenance of transportation
infrastructure; concrete machinery is indispensable in urban development, bridge construction
and prefabricated buildings; piling machinery plays a key role in major construction projects
such as subways and high-speed railways.
With the growing demand for equipment upgrade in established markets and continued
infrastructure investment in emerging markets, these six core segments not only benefit from
technological innovations such as digitalization and decarbonization, while continuing to serve
as key drivers of a steady growth in the global construction machinery market.
China’s excavator, hoisting machinery, concrete machinery and piling machinery markets
account for a significant share of the global markets, making their performance and
fluctuations exert substantial influence on the global market. The Chinese construction
machinery industry exhibits cyclical characteristics, with 2020 marking the start of a new
cycle. Influenced by the downturn in the real estate sector and reduced construction activity,
the Chinese market entered a cyclical downturn phase from 2022 onward. Meanwhile, overseas
markets in these categories remained relatively stable. Consequently, the contraction in China’s
excavator, hoisting machinery, concrete machinery, and piling machinery markets became the
primary driver of the global negative growth in these product categories from 2020 to 2024.
INDUSTRY OVERVIEW
–1 1 8–


--- page 129 ---
Looking ahead, the Chinese construction machinery market is expected to gradually
transition from new equipment sales to existing equipment replacement, while benefiting from
steady investment growth in infrastructure, municipal renewal, and mining sectors. Meanwhile,
China’s construction machinery market, represented by excavators, has shown signs of
recovery since the second half of 2024. Therefore, the market is projected to enter an upward
phase of the cycle from 2025 onward, with market size expected to expand. Simultaneously,
overseas markets are anticipated to achieve steady growth driven by increased infrastructure
investment, urbanization, and mineral resource development. In conclusion, against the
backdrop of China’s market recovery, the global excavator, hoisting machinery, concrete
machinery, and piling machinery markets are forecast to maintain sustained growth from 2024
to 2030.
2020 2021 2022 2023 2024 2025E 2026E 2027E 2028E 2029E 2030E
CAGR
(2020-
2024)
CAGR
(2024-
2030E)
64.5 70.1 62.7 60.9 63.2 65.7 74.3 85.6 90.5 91.5 92.8
26.8 30.6 40.9 45.2 39.0 40.9 43.3 46.0 47.0 47.8 48.4
35.7 34.2 30.7 32.4 30.2 32.8 36.6 39.0 40.0 42.6 46.2
6.8 8.0 9.5 8.9 8.3 9.2 10.8 11.7 11.9 12.2 12.5
10.9 10.3 6.2 6.7 6.4 6.0 6.1 7.4 8.8 9.7 10.0
13.0 12.4 4.8 3.1 3.4 4.9 6.7 7.9 8.3 8.7 9.0
44.0 51.4 54.3 70.0 63.0 59.2 61.9 65.8 73.3 76.0 77.3
201.6 216.9 209.2 227.2 213.5 218.9 239.7 263.4 279.8 288.6 296.1
201.6
216.9 209.2
227.2 213.5 218.9
239.7
263.4
279.8 288.6 296.1
0
50
100
300
USD Billion
200
250
150
Excavators
Loaders
Hoisting Machinery
Road Machinery
Concrete Machinery
Piling Machinery
Others
Total
-0.5% 6.6%
9.9% 3.7%
-4.1% 7.3%
5.3% 7.0%
-12.6% 7.8%
-28.3% 17.4%
9.4% 3.5%
1.4% 5.6%
Total Revenue of Construction Machinery Market (by product), Global, 2020-2030E
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
INDUSTRY OVERVIEW
–1 1 9–


--- page 130 ---
Excavator Market
As the largest core segment of the global construction machinery industry, the excavator
segment has demonstrated a sustained expansion in market share, a momentum that is
anticipated to continue and further solidify its dominant market share in the coming years. The
size of the global excavator market reached US$63.2 billion in 2024, accounting for 29.6% of
the global construction machinery market. This market is projected to reach US$92.8 billion
in 2030, with a CAGR of 6.6%.
The growth of the excavator market is primarily driven by the acceleration of global
infrastructure construction, urban development in emerging markets, expansion of the global
mining industry, and the popularization of digitalized and decarbonized equipment.
In terms of application scenarios, excavators are widely used in infrastructure
construction, mining operations, and municipal development. Their versatility and efficiency
make them the core equipment for various construction projects. In recent years, the
accelerated application of intelligent, energy-efficient, and environmentally friendly
technologies has further enhanced construction efficiency and equipment durability, especially
in mining and large-scale infrastructure projects, where the demand for new and replacement
excavators continues to expand.
Loader Market
Loaders are the second largest segment in the global construction machinery industry. In
2024, the size of the global loader market reached US$39.0 billion, accounting for 18.3% of
the global construction machinery market. The market size is anticipated to reach US$48.4
billion by 2030, with a CAGR of 3.7%.
The growth of the loader market is mainly driven by the increase in global demand and
the need for green transformation. Currently, its penetration rate of new energy product is the
highest among the six core segments.
Loaders are primarily used for shoveling loose materials, short-distance transportation,
and site clearing. Given their broad application across building construction, mineral
extraction, port logistics and municipal engineering, market demand for loaders has continued
to expand accordingly.
Hoisting Machinery Market
The hoisting machinery market is growing steadily, with its market size expected to
increase from US$30.2 billion in 2024 to US$46.2 billion in 2030, with a CAGR of 7.3%.
INDUSTRY OVERVIEW
– 120 –


--- page 131 ---
The strong growth of the hoisting machinery market is mainly driven by demand from
wind power, new energy infrastructure, port logistics, and large industrial projects. High-
tonnage cranes and intelligent equipment have become the main trends in industry
development.
Hoisting machinery is widely deployed in wind power installation, port logistics, and
industrial plant construction. With the accelerated advancement of new energy projects and the
growing demand of port logistics, the importance of hoisting machinery in efficient and precise
construction is increasingly prominent.
Road Machinery Market
The road machinery market maintains a stable share in the global construction machinery
industry, with its market size expected to grow from US$8.3 billion in 2024 to US$12.5 billion
in 2030, with a CAGR of 7.0%.
The growth of road machinery mainly relies on the continued increase in the maintenance
and expansion of global transportation infrastructure, and urban renewal demand. The
accelerated application of intelligent paving and intelligent driving technologies has further
promoted its market development.
Road machinery is widely deployed in road construction, municipal development, and
airport runway development. With the broader adoption of intelligent and energy-efficient
technologies, its role in enhancing construction efficiency and reducing energy consumption
has become increasingly prominent.
Concrete Machinery Market
The concrete machinery market maintains a steady growth in the global construction
machinery industry, with its market size expected to grow from US$6.4 billion in 2024 to
US$10.0 billion in 2030, with a CAGR of 7.8%.
The growth of concrete machinery is primarily driven by urban development, bridge
construction, and the rise of prefabricated buildings. The adoption of intelligent technologies
has further enhanced construction efficiency and equipment performance.
Concrete machinery is widely deployed in the construction of high-rise buildings,
municipal engineering projects, and large-scale infrastructure developments. With the rapid
development of prefabricated buildings and super high-rise buildings, the role of concrete
machinery in improving construction quality and efficiency has become increasingly
prominent.
INDUSTRY OVERVIEW
– 121 –


--- page 132 ---
Piling Machinery Market
The piling machinery market is one of the fastest segments in the global construction
machinery industry, with its market size expected to grow from US$3.4 billion in 2024 to
US$9.0 billion in 2030, with a CAGR of 17.4%.
The growth of piling machinery is primarily driven by large-scale infrastructure projects
such as building construction, subways, and high-speed railways. The increased demand for
high-precision and high-stability equipment has become the main driving force for its market
development.
Piling machinery is widely used in bridge foundations, subway construction, and
underground engineering projects. As infrastructure development accelerates, piling machinery
plays an increasingly strategic role in ensuring construction safety and efficiency.
Overall, the global construction machinery market is expected to maintain stable growth,
underpinned by infrastructure investment and expanding resource development activities. As
the global economy continues to develop and urbanization accelerates across emerging
markets, the application scenarios for construction machinery are anticipated to broaden,
supporting not only global infrastructure construction but also serving as a key driver of
economic growth.
Global Construction Machinery Market by Regions
The global construction machinery market can be divided into established markets and
emerging markets based on different stages of development. In recent years, the global
construction machinery market has shown a clear differentiation trend. Established markets
have entered a phase of equipment renewal, characterized by stable market growth, steady
replacement demand, and sustained market vitality. In comparison, emerging markets have
become the main driving force for the growth of the overseas construction machinery industry,
due to accelerated urbanization and increased investment in large-scale infrastructure
construction.
INDUSTRY OVERVIEW
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--- page 133 ---
Market Division
Established markets are mainly in North America and Europe. Having developed earlier,
these regions now demonstrate stable and established market dynamics. Growth in these
markets is primarily driven by equipment renewal and the increasing adoption of intelligent
and electric machinery.
Emerging markets include China, Asia-Oceania, Latin America, and Africa. These regions
are experiencing rapid economic development, accelerated infrastructure construction and
urbanization, with huge market potential, and faster growth.
The distinctions between established and emerging markets are reflected not only in
economic levels but also in growth drivers: established markets focus more on technological
upgrades and the equipment renewal, while emerging markets rely on large-scale infrastructure
investment and industrialization progress. Such a regional differentiation pattern provides
diverse growth momentum for the global construction machinery industry, driving continued
market expansion.
2020 2021 2022 2023 2024 2025E 2026E 2027E 2028E 2029E 2030E
CAGR
(2020-
2024)
CAGR
(2024-
2030E)
72.5 64.9 34.4 24.4 23.4 26.9 36.5 45.3 50.6 53.7 57.0
37.5 41.6 42.8 49.3 49.1 51.0 54.9 59.8 63.9 65.3 66.2
27.5 34.2 38.5 45.8 39.4 39.0 41.1 43.8 45.3 46.5 47.3
45.8 52.9 66.2 80.0 74.8 73.7 78.0 83.9 87.7 90.1 92.3
9.8 11.7 14.6 14.4 14.8 15.1 15.8 16.6 17.1 17.7 17.8
8.5 11.7 12.7 13.3 12.0 13.2 13.4 14.0 15.2 15.3 15.4
201.6 216.9 209.2 227.2 213.5 218.9 239.7 263.4 279.8 288.6 296.1
201.6
216.9 209.2
227.2 213.5 218.9
239.7
263.4
279.8 288.6 296.1
0
50
100
300
USD Billion
200
250
150
China
Asia-Oceania
Europe
North America
Latin America
Africa
Total
-24.6% 16.0%
6.9% 5.1%
9.4% 3.1%
13.1% 3.6%
10.8% 3.2%
9.0% 4.3%
1.4% 5.6%
Total Revenue of Construction Machinery Market (by region), Global, 2020-2030E
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
INDUSTRY OVERVIEW
– 123 –


--- page 134 ---
Established Markets
Established markets currently make up the majority of the global construction machinery
industry, with a combined market size reaching US$114.2 billion in 2024, accounting for
53.5% of the global market, and expected to reach US$139.6 billion by 2030, with a CAGR of
3.4%.
North America
The North American market is the largest construction machinery market globally, which
market size reaching US$74.8 billion in 2024, accounting for 35.0% of the global market, and
expected to reach US$92.3 billion by 2030, with a CAGR of 3.6%. Growth in the North
American market is mainly driven by equipment renewal and electrification, and the
development of intelligent construction technologies. As the world’s largest economy, the U.S.
has a strong demand for advanced equipment in the construction, mining, and agriculture
sectors. The North American market leads globally in the application of intelligent
technologies. Additionally, the Infrastructure Investment and Jobs Act (IIJA) passed in the U.S.
in 2021 is expected to bring investment of US$1.2 trillion, with US$550 billion thereof
specifically for infrastructure construction, including bridges, roads, airports, ports, and public
transportation, providing long-term growth momentum for the construction machinery
industry. Simultaneously, government policies supporting environmental protection equipment,
including subsidies and tax incentives for low-emission and electric construction machinery,
have accelerated industry transformation. For example, various states in the U.S. offer
financial incentives for the procurement of electric excavators, electric forklifts, and other
equipment, further driving the adoption of electric machinery.
Europe
The size of the European market reached US$39.4 billion in 2024, accounting for 18.5%
of the global market, and it is expected to reach US$47.3 billion by 2030, with a CAGR of
3.1%, benefiting from policy support such as the EU Recovery Plan and Regulation (EU)
2019/1242. The EU Recovery Plan invests
C750 billion, focusing on green energy and
decarbonized construction, with a large amount of funding flowing to infrastructure
construction and the construction machinery sector, for example, renewable energy projects
(wind power and solar power), and upgrade of transportation networks. Furthermore,
Regulation (EU) 2019/1242 mandates a reduction in carbon emissions from heavy-duty
vehicles by 15% by 2025 and 30% by 2030, thereby promoting the adoption of electric
construction machinery. Established regions such as Germany, France, and the United
Kingdom have a particularly strong demand for environmentally friendly and efficient
equipment. For example, Germany provides subsidies for the procurement of electric
excavators and electric hoisting machinery, while France supports the R&D and application of
decarbonized construction equipment through its “Green Growth Plan.” Additionally, the
Eastern European market has demonstrated growth potential in infrastructure construction and
industrialization processes, especially in the energy and transportation sectors, offering new
growth opportunities for the construction machinery industry.
INDUSTRY OVERVIEW
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--- page 135 ---
In Europe and North America, stable demand for equipment renewal continues to support
market growth. Established markets are actively leveraging a substantial existing market base
and technological innovation to identify new growth opportunities in areas such as
decarbonization and intelligent technologies. Demand is increasingly concentrated in high-end,
high-value equipment, particularly in automated construction, remote control systems, and new
energy machinery, where global leaders maintain a dominant position.
Growth in established markets is mainly driven by two aspects:
Steady rise in demand for existing equipment renewal : Established markets have a
large amount of construction machinery equipment which has been used for more than 10
years, with maintenance costs rising each year. Companies are more inclined to replace
such equipment with energy-efficient, environmentally friendly and intelligent
equipment, so as to improve their construction efficiency.
Accelerated trends in digitalization and decarbonization development : Established
markets have strict carbon emission requirements and increasingly stringent
environmental regulations, promoting the transition from fuel-powered equipment to new
energy equipment. Europe plans to completely ban the sale of fuel construction machinery
starting from 2035. This policy will accelerate the penetration of electric equipment in the
European and American markets.
In the future, as new energy and intelligent construction technologies continue to develop,
established markets still have their growth potential, especially in the fields of intelligent
construction, remote control, and high-end intelligent construction machinery, and such fields
are expected to become important markets for advanced equipment manufacturers.
Emerging Markets
Emerging markets are the fastest-growing regions in the global construction machinery
industry, with a combined market size reaching US$99.3 billion in 2024, accounting for 46.5%
of the global market, and expected to reach US$156.4 billion by 2030, with the proportion
rising to 52.8% and a CAGR of 7.9%. This increase highlights the strong growth potential in
the emerging markets, driven primarily by massive infrastructure investments, urbanization
processes, and industrial development.
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China
China is the fastest-growing construction machinery market, with a size of US$23.4
billion in 2024 (11.0% of the global total), projected to reach US$57.0 billion by 2030 (CAGR
16.0%). Growth is fueled by equipment renewal and infrastructure investment in sectors like
transport, energy, and urban development. As infrastructure matures, demand is shifting toward
equipment upgrades and digitalization. Government initiatives — such as “new infrastructure,”
“Intelligent Manufacturing 2025,” and the “Dual Carbon” goals — are driving the adoption of
electric and smart machinery, advancing green and tech-driven transformation. These trends
make China a key global growth engine.
Asia-Oceania
The size of the Asia-Oceania market, as defined in this prospectus, reached US$49.1
billion in 2024, accounting for 23.0% of the global market, and it is expected to reach US$66.2
billion by 2030, with a CAGR of 5.1%. Asia-Oceania region with growth mainly benefiting
from large-scale infrastructure investment and rapid urbanization progress. In Southeast Asia,
Indonesia, Vietnam, Thailand, and other countries benefit from accelerated urbanization and
industrialization processes, as well as support from the Master Plan on ASEAN Connectivity,
with notably increased infrastructure investment, driving the growth of construction machinery
demand. For example, “National Strategic Projects” of Indonesia and “Transport Infrastructure
Development Plan” of Vietnam both focus on upgrading transportation networks and energy
infrastructure, providing strong momentum for the industry. The Middle East, represented by
Saudi Arabia and the UAE, is accelerating infrastructure construction and economic
diversification under strategies such as “Vision 2030” and “Abu Dhabi Economic Vision
2030,” especially in smart cities and renewable energy sectors, creating substantial demand for
the construction machinery industry. Additionally, technological upgrades and the widespread
adoption of intelligent equipment are driving the transformation and expansion of the
Asia-Oceania market, making it a notable growth engine for the global construction machinery
industry.
Latin America
The size of the Latin American market reached US$14.8 billion in 2024, accounting for
6.9% of the global market, and it is expected to reach US$17.8 billion by 2030, with a CAGR
of 3.2%. The Latin American market is mainly driven by mining machinery demand, with a
resurgence of demand for metal mineral resources in countries such as Brazil, Chile, and
Argentina being the main driving force. For example, Brazil has increased investment in
mining and infrastructure through the “National Mining Plan” and the “Infrastructure
Investment Partnership Program,” driving demand for construction machinery. Chile, as the
world’s largest copper producer, has promoted the upgrade of mining and energy infrastructure
through the “National Copper Mining Development Strategy” and the “Green Hydrogen Plan,”
further boosting equipment demand. Argentina, through its “National Infrastructure Plan,”
focuses on supporting transportation, energy, and water projects, providing growth
opportunities for the construction machinery industry. Additionally, the Mexican market
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benefits from growth in manufacturing and infrastructure investment, particularly in the energy
and transportation sectors. For example, Mexico’s “National Infrastructure Plan” and “Energy
Transition Strategy” focus on renewable energy and transportation network construction,
offering new growth points for the construction machinery industry.
Africa
The size of the African market reached US$12.0 billion in 2024, accounting for 5.6% of
the global market, and is expected to reach US$15.4 billion by 2030, with a CAGR of 4.3%.
This growth is primarily driven by mining and infrastructure development demands. For
instance, South Africa’s “2025 Budget Review” report plans to invest over ZAR1 trillion in
infrastructure over the next three years, focusing on transportation, energy, and water sanitation
sectors. Similarly, Kenya’s “Vision 2030” strategy emphasizes developing efficient and
effective infrastructure to facilitate the transformation of other sectors. All these factors create
new growth opportunities for the construction machinery industry in Africa.
Overall, the future growth of the global construction machinery market is expected to be
driven by equipment renewal in established markets and infrastructure investment in emerging
markets. With the recovery of the global economy, the construction machinery industry will
embrace broader application scenarios and market demand. In the future, the global
construction machinery market will continue to expand its market share under the impetus of
a multi-polar growth model, and become one of the important engines of global economic
growth.
Compared to established markets, the construction machinery industry in emerging
markets, such as Southeast Asia, the Middle East and Latin America, is growing more rapidly.
Economic growth, accelerated urbanization and increased government investment in
infrastructure are driving a sustained increase in demand in these regions. Although their
market sizes are relatively small, their growth rates are notably higher than the global average,
making them important engines for industry growth. In the future, with the acceleration of
infrastructure construction and industrialization, emerging markets will occupy more important
positions in the global construction machinery industry, providing ample development space
for us.
Growth in emerging markets is mainly driven by the following factors:
Substantial increase in infrastructure investment : Governments accelerate the
construction of roads, railways, airports, ports and other infrastructure, driving demand
for construction machinery
Accelerated urbanization process : Urban construction and real estate development drive
demand growth for small and medium-sized construction machinery equipment
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Mineral resource development : Increased mining investment in Latin America, the
Middle East, Africa and other regions enhances demand for mining machinery and
large-tonnage excavators
Major Development Trends in the Global Construction Machinery Market
The global construction machinery industry is undergoing profound transformation, with
future growth primarily driven by three major trends: electrification transition, intelligent
innovation, and optimization of after-sales service systems. These trends are not only reshaping
the competitive landscape but also bringing new growth opportunities for companies.
Decarbonization Transition Becomes the New Industry Norm
The decarbonization transition in the global construction machinery industry is
accelerating, with rising penetration of new energy products has become one of the primary
drivers shaping industry development. This trend is driven by global carbon neutrality goals,
stricter environmental regulations, and advancements in battery technology.
According to Frost & Sullivan, the adoption of new energy equipment is rising. By 2030,
revenue share of new energy equipment is expected to increase from 1.5% in 2024 to over
9.1%. This growth reflects the industry’s emphasis on environmental protection and sustainable
development, while also bringing new market opportunities for manufacturers.
2020 2021 2022 2023 2024 2025E 2026E 2027E 2028E 2029E 2030E
0.1 0.3 0.5 0.9
1.8
3.2
5.3
8.0
11.1
13.7
15.8
0.2% 0.4%
1.5%
3.7%
7.9%
12.0%
14.5%
17.7%
China
22.1%
25.4%
27.7%
0
5
10
30
%
20
25
15
0
2
4
16
8
10
12
14
6
2020 2021 2022 2023 2024 2025E 2026E 2027E 2028E 2029E 2030E
0.1 0.8 1.5
2.5 3.1
6.0
10.1
15.9
20.2
23.6
26.8
0.1% 0.3% 0.7%
1.1%
1.5%
2.8%
4.2%
6.1%
7.2%
8.2%
9.1%
0
1
2
10
%
4
9
8
7
6
5
3
0
5
30
10
15
20
25
China
USD Billion USD Billion
Global Global
Penetration Rate of New Energy Construction Machinery Market*
(by revenue), Global and China, 2020-2030E
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
* Excluding High-Altitude Platform
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Specifically, taking excavators, the largest segment in the industry, as an example, in
2024, new energy excavators account for only a 0.8% revenue share in China, but as the new
energy transition is gaining pace, this percentage is expected to rise notably to 40.6% by 2030.
The global market lags relatively behind, with new energy excavators accounting for a 0.3%
revenue share in 2024, expected to rise to 17.8% by 2030. This difference is mainly due to
government support for new energy equipment, including subsidy policies, infrastructure
construction, and the strict implementation of environmental regulations.
Penetration Rate of New Energy
Global  and China, 2020-2030E
0
20
40
60
%
0.0%
0.0%
2020
0.8%
0.3%
2024
40.6%
17.8%
2030E
China Global
Penetration Rate of New Energy
Loaders (by revenue), Global
and China, 2020-2030E
0
20
40
60
80
%
1.1%
0.2%
2020
32.2%
3.4%
2024
68.7%
8.5%
2030E
China Global
Penetration Rate of New Energy
Concrete Market (by revenue),
Global and China, 2020-2030E
0
20
40
60
%
0.5%
0.3%
2020
25.8%
2024
45.7%
23.3%
2030E
China Global
Penetration Rate of New Energy
Hoisting Machinery Market (by revenue),
Global and China, 2020-2030E
0
2
4
6
%
0.0%
0.0%
2.2%
0.8%0.8%
5.9%
2.0%
China Global China Global China Global
Penetration Rate of New Energy
Road Machinery Market (by revenue),
Global and China, 2020-2030E
0
2
4
6
%
0.1%
0.0%
0.5%
0.1%
5.2%
1.2%
Penetration Rate of New Energy Piling
and China, 2020-2030E
0
2
4
6
%
0.1%
0.0%
2020
0.5%
0.1%
2024
4.7%
1.6%
2030E2020 2024 2030E2020 2024 2030E
Excavator Market (by revenue),
Machinery  Market (by revenue), Global
9.3%9.3%
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
China’s construction machinery industry has seen new energy loaders achieve
significantly higher penetration rates than other equipment categories, owing to several key
factors:
Greater Economic Benefits from Electrification. Loaders typically endure heavier
workloads than other machinery types, making the energy savings and cost efficiencies of
electrification more pronounced. The higher operational intensity amplifies the financial
advantages of switching to new energy alternatives.
Favorable Operating Environments. Loaders are frequently deployed in enclosed or
semi-enclosed spaces with relatively fixed work sites. This operational stability facilitates the
centralized deployment of charging infrastructure, significantly reducing implementation
barriers compared to more mobile machinery.
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Wheel-Based Mobility and Standardization Advantages. Unlike tracked or specialized
equipment, wheel-based loaders can autonomously travel to charging stations, enhancing
practicality. Additionally, the batteries used in wheeled construction machinery lend
themselves more easily to standardization, further improving the feasibility and scalability of
electrification.
The adoption of new energy equipment is reducing carbon emissions and operating costs,
thanks to lower energy use, minimal maintenance, and stronger long-term economic returns
compared to traditional fuel machinery. As a result, it has become a key tool for enhancing
competitiveness. Leading global manufacturers are expanding their electric product lines —
such as electric excavators and loaders — to meet growing demand for environmentally
friendly solutions.
Looking ahead, as battery technology matures and policy support strengthens,
electrification is expected to become a major driver of industry growth. Industry players must
align with this trend by optimizing product strategies and technology roadmaps. The shift
toward electrification will unlock new growth opportunities, while advancing sustainability
and operational efficiency across the construction machinery sector.
Intelligent Innovation Drives Industry Upgrade
The application of intelligent technologies is profoundly changing the operation modes of
the construction machinery industry, becoming the second core trend of development in the
industry.
Intelligent solutions such as intelligent driving, and remote monitoring are gradually
becoming standard in the industry, notably improving construction efficiency and safety.
The application of intelligent technologies not only reduces manual operation errors but
also greatly improves construction efficiency. For example, the intelligent all-terrain cranes
launched by global construction machinery leaders, equipped with different intelligent control
technologies, are able to optimize operation parameters in real-time according to the
construction environment, thereby improving operation efficiency and construction safety. The
application of these technologies is gradually penetrating into various types of construction
machinery equipment, including hoisting machinery, loaders, and road machinery, becoming an
important means for companies to enhance market competitiveness.
In the future, as technology continues to mature and applications become more widely
adopted, digitalization is expected to become one of the core driving forces for the
development of the construction machinery industry, driving the industry towards greater
efficiency and intelligence.
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After-Sales Service System as a Key Differentiator
After-sales service capability has become a key differentiator for global construction
machinery companies to enhance customer stickiness and brand loyalty. As market competition
intensifies, after-sales service has transformed from a traditional auxiliary business to a new
profit growth point, marking the third core trend of development in the industry.
Due to high unit prices and long lifespan, customers are highly dependent on services
such as maintenance, parts supply, and second-hand equipment repurchase. Global leaders in
the industry are increasing investment in the after-sales market to improve customer
satisfaction and market competitiveness.
Global leaders have all positioned themselves well in the after-sales market, building
comprehensive service networks. They have established numerous service points globally,
providing 24-hour equipment maintenance services to ensure uninterrupted construction and
minimize customer downtime. Additionally, they also provide remote diagnostics, online
training, and other services through digital platforms, further enhancing the convenience and
response speed of after-sales service.
As competition intensifies, after-sales service has evolved from a support function into a
key profit driver. Its share of total revenue is rising across the industry, with some global
leaders generating over 20% from after-sales. As the market matures, lifecycle management
and service offerings are expected to become major profit sources. High-quality after-sales
service boosts customer retention and opens new revenue streams through parts sales, rentals,
and second-hand equipment repurchase, supporting long-term sustainable growth.
Main Entry Barriers to the Global Construction Machinery Industry
The global construction machinery industry has notable entry barriers, mainly reflected
in seven aspects: capital, technology, brand, channel, manufacturing capability and industry
experience, supply chain, and after-sales service:
Capital. The industry demands huge capital investment and long payback periods,
particularly in design, production lines, and raw material procurement. New entrants with
limited capital face high upfront costs and significant financial risk, posing major barriers
to rapid market entry.
Technology. The industry is also technology-intensive, with long-term competitiveness
closely tied to R&D strength. As electrification, intelligence, and digitalization
accelerate, technology barriers continue to rise. Leading players build strong moats
through sustained R&D and advanced technologies like intelligent driving, remote
control, and data analytics — posing significant challenges for new entrants.
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Brand. Brand awareness and industry reputation are also important factors in customer
purchasing decisions. Global leaders have built strong customer trust through years of
market presence, consistent product quality, and reliable service capabilities,
strengthening their resilience against market cycles. In contrast, new entrants face
significant challenges in achieving comparable brand recognition in the short term,
making it difficult to gain customer traction.
Channel. Building sales networks is costly and time-intensive, but essential for market
coverage and customer access. Global leaders have established mature dealer systems and
formed stable partnerships, with the ability to quickly respond to customer needs. New
players would find it difficult to replicate their global layout and channel depth in the
short term, facing practical bottlenecks in channel expansion.
Manufacturing capability and industry experience. Strong manufacturing capabilities
and deep industry experience are key to competitiveness. Global leaders leverage
automated production lines and rigorous quality control to meet customization needs and
ensure efficient, consistent delivery. These advantages are difficult for new entrants to
replicate quickly, making it challenging to match production efficiency and cost control.
Supply chain. Construction machinery involves numerous components (such as chassis,
hydraulic systems, engines, slewing bearings, etc.), requiring high stability in the supply
chain. Global leaders typically maintain years of cooperation with global quality
suppliers, and build efficient, low-cost procurement systems. New entrants, lacking
supply chain foundations and experience in dealing with unexpected issues, would find
it time-consuming and costly to build a mature system.
After-sales service. Construction machinery products typically have high unit prices and
long usage cycles, requiring high after-sales guarantees. Global leaders have established
comprehensive service points and parts networks worldwide, providing round-the-clock
maintenance and fault response services, greatly enhancing customer satisfaction and
loyalty. New entrants need to invest notable time and resources to establish comparable
service systems, making it difficult to compete in the short term.
Threats and Challenges of the Global Construction Machinery Markets
Interest Rate Fluctuations . In the context of high interest rates, investments in
downstream sectors such as infrastructure, real estate, and mining are likely to decrease, posing
significant challenges to the construction machinery industry. Firstly, high interest rates
increase financing costs for both enterprises and governments, leading to reduced willingness
to initiate and expand infrastructure projects, thereby decreasing the demand for construction
machinery. Secondly, in a high-interest-rate environment, real estate developers face higher
loan costs, which curbs real estate investment and further weakens the market demand for
construction machinery. Additionally, high interest rates encourage some investors to opt for
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equipment leasing rather than purchasing, further compressing the sales space for construction
machinery. Therefore, the volatility and uncertainty of interest rates present significant
challenges to the global construction machinery industry.
Global Trade Frictions and Geopolitical Conflicts . Global trade frictions and
geopolitical conflicts have created significant uncertainty for the construction machinery
industry. For instance, the China-US trade war, the EU’s anti-dumping and anti-subsidy
measures against China’s aerial work platforms, and the UK’s similar measures against Chinese
excavators have all posed substantial challenges to the globalization efforts of Chinese
enterprises. These trade disputes and geopolitical tensions have not only increased the export
costs for Chinese construction machinery companies but also compelled them to accelerate
overseas production capacity deployment to mitigate the uncertainties brought by trade
barriers. However, the continued deterioration of the global trade environment still presents
long-term challenges to the globalization strategy of China’s construction machinery industry.
Enterprises must find a balance between diversifying market layouts and controlling costs to
navigate these complexities effectively.
Lack of High-end Talents . The construction machinery industry is at a critical juncture
of technological revolution, with intelligence, electrification, and automation becoming
inevitable trends in the industry’s development. Traditional enterprises need to continuously
invest in research and development to master new technologies to meet market demands. The
industry’s demand for high-end, multi-disciplinary technical talent has surged, but the scarcity
of professionals with cross-disciplinary knowledge and cutting-edge technical skills severely
constrains enterprises’ technological innovation and product upgrades. Additionally, the
international expansion of the construction machinery industry requires a large number of
high-end talents familiar with global market rules and possessing cross-cultural
communication.
CHINA’S CONSTRUCTION MACHINERY INDUSTRY MARKET OVERVIEW
China’s Construction Machinery Industry Has Strong Cyclicality
China’s construction machinery industry is characterized by strong cyclicality. The
industry experienced a market adjustment period from 2022 to 2023, with industry demand
under pressure. However, since the second half of 2024, the market has shown steady recovery,
with month-on-month growth in sales of key equipment such as excavators and hoisting
machinery, marking the beginning of a new industry growth cycle.
The previous industry cycle began in 2015, reaching its peak in 2020 to 2021, with market
sizes of US$72.5 billion and US$64.9 billion, respectively. Subsequently, market demand
declined during 2022 and 2023, primarily due to the sector downturn in the real estate market,
a slowdown in infrastructure investment, and increased global economic uncertainty, with the
overall market size dropping to US$24.4 billion in 2023, entering an adjustment period.
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However, with the government introducing multiple growth-stabilizing policies and
increasing infrastructure investment, market demand rebounded in the second half of 2024,
with players seeing a gradual recovering new orders. The industry is expected to enter a new
upward cycle in 2025.
According to Frost & Sullivan, the size of China’s construction machinery market is
projected to grow from US$23.4 billion in 2024 to US$57.0 billion by 2030, representing a
CAGR of 16.0% from 2024 to 2030, entering a recovery path.
2020 2021 2022 2023 2024 2025E 2026E 2027E 2028E 2029E 2030E
CAGR
(2020-
2024)
CAGR
(2024-
2030E)
25.6 23.4 12.8 8.3 8.4 9.1 13.5 17.9 20.8 21.3 21.4
14.6 12.5 5.5 4.3 3.3 4.3 6.1 7.1 7.2 8.3 10.4
3.8 3.3 4.5 3.1 3.1 3.3 3.5 3.8 4.0 4.2 4.2
7.0 6.2 1.2 1.5 1.5 1.6 2.2 2.9 3.5 4.0 4.2
4.0 3.6 1.2 0.6 0.6 1.1 1.5 1.8 1.9 2.0 2.1
1.2 1.2 0.8 0.6 0.5 0.7 0.8 0.9 0.9 1.0 1.0
16.3 14.7 8.4 6.1 6.0 6.9 8.9 11.0 12.2 13.0 13.8
72.5 64.9 34.4 24.4 23.4 26.9 36.5 45.3 50.6 53.7 57.0
72.5
64.9
34.4
24.4 23.4 26.9
36.5
45.3
50.6 53.7 57.0
0
10
20
80
USD Billion
40
70
60
50
30
Excavators
Hoisting Machinery
Loaders
Concrete Machinery
Piling Machinery
Road Machinery
Others
Total
-24.3% 16.8%
-31.2% 21.2%
-4.8% 5.2%
-31.9% 18.6%
-37.5% 23.0%
-18.1% 10.6%
-22.3% 15.0%
-24.6% 16.0%
Total Revenue of Construction Machinery Market (by product), China, 2020-2030E
Source: Interviews with Industry Experts, China Construction Machinery Industry Yearbook, Frost & Sullivan
Excavator Market Gradually Recovering, Becoming a Driving Force
As the largest core segment in China’s construction machinery industry, the excavator
market strongly influences overall industry trends. From 2020 to 2023, market cycles drove a
sharp decline in its size, from US$25.6 billion to US$8.3 billion, reflecting a CAGR of -31.3%.
However, starting in 2024, the excavator market has gradually rebounded, with the market
size reached US$8.4 billion in 2024, and expected to further increase to US$21.4 billion by
2030, with a projected CAGR of 16.8% from 2024 to 2030, restoring strong growth.
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Concrete Machinery Market Expected Long-Term Growth
Impacted by real estate market adjustments, the concrete machinery segment saw
significant fluctuations, with market size dropping from US$7.0 billion in 2020 to US$1.5
billion in 2024, a CAGR of -31.9% from 2020 to 2024, making it one of the most impacted
segments.
However, with the advancement of China’s urban renewal, new infrastructure, affordable
housing, and other projects, the concrete machinery market is expected to stabilize and recover
from 2024, further recovering to US$4.2 billion by 2030, with a projected CAGR of 18.6%
from 2024 to 2030.
Trends in Other Segments
The hoisting machinery market is driven by demand growth in new energy (wind power),
port logistics, and other industries, with a market size reached US$3.3 billion in 2024, and
expected to reach US$10.4 billion by 2030, with a CAGR of 21.2% from 2024 to 2030,
becoming one of the fastest-growing segments. The rapid development of the wind power
industry and intelligent upgrade of port logistics are the main driving forces.
The loader market is driven by growth in demand from industries such as ports and
infrastructure, the market size is expected to increase from US$3.1 billion in 2024 to US$4.2
billion in 2030, with a CAGR of 5.2%.
The road machinery market is driven by road construction and urban road maintenance
demand, with stable market growth. It reached US$0.5 billion in 2024, and is expected to reach
US$1.0 billion by 2030, with a CAGR of 10.6% from 2024 to 2030. Urbanization processes
and continued investment in transportation infrastructure provide stable growth momentum for
the industry.
The piling machinery market is expected to be driven by increased infrastructure
investment, with a market size of US$0.6 billion in 2024, and expected to reach US$2.1 billion
by 2030, with a CAGR of 23.0% from 2024 to 2030. Major construction projects such as
subways, high-speed railways, and urban underground space development are the main sources
of demand.
Overall, China’s construction machinery market is gradually recovering following a
period of adjustment, expected to enter a stable growth period from 2025 to 2030. Among
them, the excavator market will lead the recovery, while concrete machinery, hoisting
machinery, road machinery, piling machinery, and other segments will also see growth driven
by infrastructure investment and equipment renewal.
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Different Drivers in the Current Cycle
Currently, China’s construction machinery industry is welcoming a new round of growth,
with the main driving factors showing new characteristics, including more diversified,
counter-cyclical end-user demand, and growth shifting from being mainly incremental to
driven by renewal.
Government infrastructure investment, transformation of the real estate market towards
urban renewal, and global mining investment recovery bring long-term market momentum.
Meanwhile, a large amount of construction machinery equipment is entering the renewal cycle,
coupled with new energy and intelligent technology progress, which will further accelerate the
equipment upgrade in the market.
Diversifying End-Market Demand Driven by Multiple Industries
In the coming years, investment across various industries is expected to continue
expanding, driving diversified construction machinery demand growth. According to Frost &
Sullivan, from 2025 to 2030, China’s cumulative investment in infrastructure, municipal public
facilities, and mining industries is expected to exceed RMB206 trillion, becoming long-term
support for the construction machinery market:
Infrastructure driving demand for large machinery. The government continues to
increase investment in infrastructure construction such as road, railways, hydraulic
engineering, electricity, and energy, promoting a steady growth in the construction
machinery market. According to Frost & Sullivan, from 2025 to 2030, China’s cumulative
infrastructure construction investment is expected to exceed RMB183 trillion, with
transportation and energy infrastructure investment growing most notably. The steady
rollout of major transport projects — such as roads, high-speed rail, and urban rail —
continues to drive demand for excavators, hoisting machinery, and piling equipment. At
the same time, expansion in power infrastructure, including ultra-high voltage grids,
smart distribution networks, and energy storage, is boosting demand across construction
machinery categories. Accelerated investment in photovoltaic, hydraulic, and other
energy infrastructure projects is further expanding the market for specialized and hoisting
machinery, supporting counter-cyclical growth.
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Real estate industry transition fuels demand for urban renewal machinery. China’s
real estate sector is shifting from traditional development to renovation of existing stock,
driving demand for urban renewal, affordable housing, and municipal infrastructure
upgrades. According to Frost & Sullivan, fixed asset investment in urban municipal
utilities is projected to exceed RMB14 trillion from 2025 to 2030, directly boosting
demand for small and medium-sized construction machinery. This counter-cyclical trend
has notably increased demand for equipment like small excavators and truck-mounted
concrete pumps, used in urban renewal, pipeline construction, and road maintenance.
Meanwhile, the rise of intelligent and prefabricated buildings is accelerating the adoption
of smart construction equipment. Technologies such as BIM (Building Information
Modeling) and remote-operated excavators are enhancing efficiency. As the industry
advances toward automation and sustainability, digitalization and intelligence are
becoming key competitive factors in construction machinery.
Mining sector expansion boosts demand for mining machinery. The warming up of the
global commodity market and rising mineral resource demand provide strong support for
mining investment growth. From 2025 to 2030, China’s cumulative fixed asset investment
in mining is anticipated to reach RMB8.8 trillion, directly driving the expansion in the
mining machinery market. Affected by the rise in coal and metal mineral demand, market
demand for mining equipment, heavy excavators, and mining dump trucks continues to
grow.
At the same time, intelligent and green mining is emerging as a core focus of industry
development. An increasing number of mining companies are turning to electrified and
automated equipment to boost efficiency and cut emissions. In the coming years, the
penetration rate of electric mining equipment will rapidly increase, further changing the
industry competitive landscape.
Diversified end-market demand is reinforcing preference for global leaders with broad
product portfolios and strong R&D and manufacturing capabilities. As these leaders gain
market share, small and mid-sized firms face mounting pressure. China’s construction
machinery industry is thus entering a phase of accelerated consolidation, with rising market
concentration.
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Equipment Renewal Accelerates, Replacement Market Leads Demand
As China’s construction machinery industry enters a mature stage, market growth is
shifting from new machine sales to the renewal of existing product. According to Frost &
Sullivan, by sales revenue, existing equipment renewal demand accounted for 59.4% of overall
market demand in 2024, and is expected to rise to 68.9% by 2030, becoming the core driving
force for market growth.
The Share of Replacement Machinery in the Overall Construction Machinery Market
(by revenue), China, 2020 & 2024 & 2030E
Replacement New PurchaseUSD Billion
(%)
2020 2024 2030E 39.3
(68.9%)
17.7
(31.1%)
13.9
(59.4%)
9.5
(40.6%)
39.7
(54.8%)
32.7
(45.2%)
Source: Interviews with Industry Experts, China Construction Machinery Industry Yearbook, Frost & Sullivan
Equipment purchased between 2015 and 2021 is now gradually reaching its renewal peak,
and in the next 5-10 years, the replacement demand for core equipment will continue to grow.
According to Frost & Sullivan, taking excavators as an example, by sales revenue, excavator
equipment renewal demand accounted for 59.5% of overall sales in 2024, and as equipment life
cycles gradually enter the replacement stage, this proportion is expected to further expand to
82.8% by 2030.
The average lifespans of different equipment determine the pace of the renewal cycles.
Excavators typically enter the renewal period in 8-10 years, loaders in 10-12 years, hoisting
machinery in 10-15 years, and mining machinery can reach 12-15 years. As equipment enters
the scrapping stage or maintenance costs become uneconomical, market demand has notably
increased for more efficient and intelligent replacement equipment.
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New Technologies Fuel Equipment Upgrades as Electrification and Intelligence Accelerate
China’s construction machinery industry is undergoing a key phase of technological
innovation and market transition. Rapid advances in new energy and intelligent technologies
are driving the shift toward greater efficiency and sustainability, with the rising adoption of
electrified and smart equipment emerging as a major industry trend.
With changing market demand, electric construction machinery is being adopted in an
increasingly broad range of applications. Its low carbon emissions, high energy efficiency, and
strong stability enhance equipment economics and also promote industry development towards
sustainability.
Meanwhile, the accelerated deployment of smart technologies is reshaping how the
industry operates. The implementation of technologies such as intelligent driving, and remote
monitoring not only notably improves construction efficiency but also reduces human
dependence and enhances operation safety. The widespread application of these technologies
creates new growth space for the industry.
In addition, the integration of decarbonized environmentally friendly materials and new
energy technologies further extends equipment service lifespan and increases whole life cycle
value. As the industry moves towards sustainable development, energy-saving,
environmentally friendly, intelligent, and energy-efficient equipment is expected to become the
focus of market competition, prompting companies to continuously conduct technological
upgrades and product innovation. Global leaders capable of meeting market demand gradually
form brand premiums and product competitiveness, with growing advantages in market
competition, prompting the industry competition to shift from price to value.
In the future, China’s construction machinery market will continue to move towards
electrification and intelligent development paths under the dual drivers of market demand
growth and equipment renewal, bringing new opportunities and challenges to the industry.
CHINESE CONSTRUCTION MACHINERY COMPANIES ACCELERATING
OVERSEAS EXPANSION
In recent years, as domestic market growth has slowed, Chinese construction machinery
companies have accelerated their overseas expansion to capture greater growth potential.
Supported by high cost-effectiveness, strong manufacturing capabilities, localized business
operation strategies, and comprehensive after-sales systems, their global competitiveness has
continued to strengthen, particularly in emerging markets. Meanwhile, intensified global
market competition, trade barriers, geopolitical risks, technological standard differences, and
other factors also bring new challenges to Chinese companies’ overseas expansion. Against this
backdrop, accelerating technological advancement, enhancing localized service networks, and
amplifying brand influence are expected to become key strategies for Chinese companies in a
competitive global market.
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Overseas Markets Becoming Long-Term Growth Engines for Chinese Companies
The overseas expansion progress of Chinese industry leaders, represented by Sany Heavy
Industry, began in the 2000s, though meaningful global breakthroughs have only been realized
in recent years. In the early stages, companies mainly relied on export trade to enter overseas
markets, whereas nowadays, more and more Chinese companies are deeply positioning
themselves in overseas markets through localized production, international mergers and
acquisitions, dealer network expansion, and other methods, to enhance global competitiveness.
According to Frost & Sullivan, in 2024, the proportion of overseas revenue for leading
Chinese companies has risen notably from 9.6% in 2020 to 55.8%, with overseas markets
becoming these companies’ important growth engines for revenue.
With the continued growth of global infrastructure investment, in the next 10 years,
overseas markets will continue to be the key engine for Chinese companies’ business
expansion. In emerging markets, Chinese brands are expected to further increase their
proportion of market shares through price advantages, localized services, and financing
support.
Key Factors for Success in Overseas Markets
Against the backdrop of a continuously evolving global competitive landscape, to sustain
long-term competitiveness in overseas markets, companies must demonstrate excellence in
manufacturing cost efficiency, technological innovation, localized operations, and after-sales
service capabilities. These factors not only determine an company’s market share but also
affect its sustainable development capability in different regional markets.
Competitive Manufacturing Cost
Cost control is a core element of competitiveness in the global construction machinery
industry. Global leaders enhance market competitiveness by lowering production costs while
maintaining product quality through scaled production, intelligent manufacturing, and global
supply chain integration. Additionally, global leaders optimize supply chains through global
procurement and local manufacturing, such as establishing factories in Brazil, to reduce import
tariffs and logistics costs and enhance local market competitiveness.
Cost control advantages of Chinese construction machinery companies. Chinese
companies have more advantages in large scale production, supply chain integration, and
manufacturing costs, making their products more competitive in overseas markets.
Larger scale production capacity: Chinese companies produce over 500,000 units
annually, with a larger production scale than international peers and lower per-unit
manufacturing costs compared to European and American counterparts, achieving
economies of scale.
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Lower labor and manufacturing costs: Leveraging China’s comprehensive supply chain
ecosystem, Chinese companies benefit from lower labor costs than their European and
American counterparts, significantly driving down overall production expenses.
Stronger localized supply chain management: By setting up production facilities in target
markets, Chinese companies effectively lower logistics and raw material sourcing costs.
Through strong cost control capabilities, Chinese companies maintain price advantages in
emerging markets while penetrating high-end markets, engaging in competition with
international global leaders.
Localized Operation
Global leaders accelerate localization processes in manufacturing footprint, integrated
supply chains, and localized product offerings to adapt to different market demand and increase
market penetration. In localized manufacturing, supply chain management, and product
customization, global leaders establish factories overseas locally, shortening delivery cycles,
and reducing tariffs and logistics costs. They optimize local procurement and logistics, enhance
parts supply efficiency and service responsiveness, and introduce construction machinery
tailored to local needs — boosting equipment adaptability and market competitiveness.
Localized operation advantages of chinese construction machinery companies.
Chinese companies show greater flexibility in deploying production bases, managing
supply chains, and customizing for local markets, enabling stronger adaptability to
market shifts.
Localized manufacturing for faster response : Establishing factories in Europe, the
Americas, Southeast Asia, and Latin America helps reduce transportation costs and
accelerate market responsiveness.
Robust local supply chains : Local warehousing ensures timely parts delivery in key
markets, enhancing customer satisfaction and service reliability.
Deeply localized teams : Deploying local teams enables better understanding of cultural
nuances and regional demand, driving product iteration. These teams also provide fast
after-sales support, strengthening customer loyalty and boosting overseas market
penetration.
With quicker market response capabilities, better supply chain management, and more
precise product customization, Chinese companies’ competitiveness in localized operations
continues to improve.
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Technological Innovation Competitiveness
The global construction machinery industry is shifting toward greater efficiency,
sustainability, and intelligence, as industry leaders invest in new energy, smart equipment, and
productivity enhancements to stay ahead. For example, they have introduced electric
excavators and hybrid equipment to cut carbon emissions and reduce long-term fuel costs;
intelligent mining trucks enhance safety and efficiency in complex sites; and intelligent
construction systems minimize errors, improve precision, and lower overall costs.
Technological innovation advantages of Chinese construction machinery companies.
Chinese companies are making rapid breakthroughs in new energy, intelligence, and
construction efficiency optimization, achieving surpassing in some fields.
More cost-effective new energy equipment : Chinese-made electric excavators are more
affordable than their European and American counterparts and better aligned with
emerging market needs, accelerating new energy adoption.
Advanced intelligent construction solutions : Chinese companies’ 5G remote-control
technologies are widely applied in mining and infrastructure, boosting equipment
intelligence and operational efficiency.
Precise localized customization : By tailoring equipment to regional needs — such as
heat-resistant models for Africa, dust-proof versions for the Middle East, and
low-emission machines for Europe and North America — Chinese companies enhance
brand recognition and expand global market share.
Through breakthroughs in new energy, intelligent technology upgrades, and localized
adaptation, Chinese companies are gradually entering high-end markets and achieving
leadership in some fields.
After-Sales Service
Competition in the global construction machinery industry lies not only in product
performance and innovation, but also in after-sales service, a critical battleground. Global
leaders dominate the high-end market with extensive global service networks and advanced
intelligent operation and maintenance technologies. Their dense network of service points
ensures rapid response, while predictive maintenance tools reduce downtime and enhance
customer satisfaction.
In comparison, Chinese companies still face certain gaps in after-sales service: service
network coverage remains insufficient, particularly in high-end markets, while intelligence
levels require improvement, with greater precision needed in predictive maintenance and fault
diagnostics; and cost control pressure is relatively high, with higher costs of parts supply and
maintenance in high-end markets. Chinese construction machinery industry companies need to
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continuously improve in these aspects by expanding service networks, improving intelligence
levels, and optimizing cost control, to narrow the gaps with international global leaders and
enhance their competitiveness in global markets.
Amid Growing Global Challenges, Chinese Players Need to Bolster Their Competitive
Advantage
Chinese construction machinery companies are expanding globally with cost-effective
products, strong manufacturing, and localized strategies. To stay competitive amid rising
global pressure, they must further build brand strength and soft power.
Brand : Chinese brands still lag in global recognition. They need to enhance brand
influence and customer trust through participating in international exhibitions, sponsoring
large engineering events, and other methods, to gradually narrow the gap with global
leaders.
Deepened localized operations : Amid rising trade barriers and technological standards
(e.g., U.S. tariffs, EU CE marking, EPA emissions rules), companies must strengthen
local adaptation. Establishing overseas production and optimizing supply chains help cut
tariffs and logistics costs, boosting competitiveness.
Comprehensive service : A unified global after-sales platform, supported by digital tools,
enables faster response and tailored services, especially in high-end markets. Regular
customer feedback and data-driven process optimization improve satisfaction, loyalty,
and brand trust.
Operational resilience : To navigate global uncertainties, Chinese firms must invest in
R&D for intelligent and electric technologies, strengthen innovation, and diversify supply
chains to enhance product competitiveness and risk resistance.
In the future, with Chinese companies’ continuous improvement in localized operations,
services, brands, and operational resilience, their global competitiveness in construction
machinery is set to strengthen, with increasing potential to secure key positions in premium
market.
COMPETITIVE LANDSCAPE OF THE GLOBAL CONSTRUCTION MACHINERY
INDUSTRY
The global construction machinery industry is undergoing major shifts, with rising market
concentration, growing dominance of leading players, and faster industry consolidation.
Chinese companies are quickly closing the gap with global leaders and making breakthroughs
across segments. As competition intensifies, firms must strengthen their positions through
innovation, supply chain efficiency, global expansion, and brand development.
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In recent years, market concentration in the global construction machinery industry has
continuously increased, with a steadily rising market share of top companies. As industry
competition intensifies, small and medium-sized companies face notable financial,
technological, and market pressures with their room for growth narrows as market
concentration accelerates.
According to Frost & Sullivan, the market share of the five largest global construction
machinery manufacturers reached 45.7% in 2024, an increase of 3.7 percentage points
compared to 2020.
In the coming years, the concentration of the global market is expected to further
increase, with global leaders continuing to expand their market share. The trend towards
industry oligopoly is expected to become increasingly evident.
Rapid Rise of Chinese Companies in the Global Market
In various core construction machinery categories, Chinese companies are rapidly
enhancing their market competitiveness, with those in some segments already reaching global
leading positions.
Overall Revenue
From 2020 to 2024, in the cumulative revenue ranking of the six core global construction
machinery products (excavators, loaders, hoisting machinery, road machinery, concrete
machinery, and piling machinery), Company A ranked first globally with US$173.3 billion,
followed by Company B at US$113.6 billion. Sany Heavy Industry placed third with
cumulative revenue of US$56.5 billion, leading among Chinese firms and ahead of Company
C (US$53.5 billion) and Company D (US$52.2 billion). The ranking highlights a market still
dominated by global leaders, though Chinese companies are steadily closing the gap through
innovation and expansion. In terms of revenue from the six core categories of construction
machinery, the Company ranked third globally in 2020 and 2021, fourth in 2022, sixth in 2023
and fifth in 2024.
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Ranking of Construction Machinery Companies
by Cumulative Revenue of Six Core Construction
Machinery Categories, Global, 2020-2024*
Rank Company Name Country
Cumulative
Revenue
(USD Bn)
1 Company A The U.S. 173.3
2 Company B Japan 113.6
3S a n y China 56.5
4 Company C The U.S. 53.5
5 Company D China 52.2
* The ranking includes the revenue of six core categories of construction machinery (including excavators,
loaders, concrete machinery, hoisting machinery, piling machinery, and road machinery) for Chinese
companies, while including the whole construction machinery revenue for overseas companies due to data
availability.
Notes: Company A established in 1925 is a company listed on NYSE and headquartered in Illinois, The U.S., and
its main products include excavators, piling machinery, loaders, and off-highway trucks.
Company B established in 1921 is a company listed on TSE and headquartered in Tokyo, Japan, and its main
products include excavators, pavement machinery, and loaders.
Company C established in 1837 is a company listed on NYSE and headquartered in Illinois, The U.S., and
its main products include construction machinery and agricultural machinery.
Company D established in 1943 is a company listed on SZSE and headquartered in Jiangsu, China, and its
main products include excavators, concrete machinery, and hoisting machinery.
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
Position of Chinese Companies in Global Market Segments
From a segment perspective, Sany Heavy Industry is a global leader in excavators and
concrete machinery. Company H has a strong presence in hoisting machinery. Companies C
and J hold significant market share in road machinery, while Companies K and L are leading
suppliers in piling machinery.
Notes: Company H established in 1949 is a company headquartered in Fribourg, Switzerland, and its main products
include concrete machinery and hoisting machinery.
Company J established in 1957 is a company headquartered in Nouvelle-Aquitaine, France, and its main
products include road construction equipment, civil engineering services, and energy infrastructure solutions.
Company K established in 1790 is a company headquartered in Bavaria, Germany, and its main products
include foundation construction equipment, construction services, and groundwater management solutions.
Company L established in 1970 is a company listed on TSE and headquartered in Tokyo, Japan, and its main
products include hydraulic excavators, wheel loaders, and mining dump trucks.
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Excavator Market
Excavators represent one of the most competitive segments in the global construction
machinery industry, long dominated by international companies such as Company A and
Company E. However, in recent years, Chinese companies have continuously increased their
global market shares. From 2020 to 2024, the cumulative sales volume of the global excavator
market reached 3,299 thousand units, with Sany Heavy Industry ranking first globally with
380,000 units sold, accounting for 11.3% of the market, ahead of Company A (376,000 units,
11.2%) and Company E (270,000 units, 8.2%). Company D ranked fourth with cumulative sales
volume of 243,000 units and a 7.4% share. These figures reflect the growing global presence
and competitive position of Chinese brands. The five largest manufacturers together hold
45.4% of the market share, demonstrating the high concentration of global leaders in the
industry. In the future, with the growth of emerging market demand and the popularization of
intelligent technologies, the competitive landscape of the excavator market will further evolve.
In terms of excavator sales volume, the Company ranked first globally in 2020, 2021 and 2022,
and second in 2023 and 2024, with market shares of 13.0%, 13.3%, 11.2%, 8.8% and 9.2%,
respectively.
Rank Company Name Country
Sales
Cumulative
Volume
(thousand
units)
Market
Share
1S a n y China 380 11.3%
2 Company A The U.S. 376 11.2%
3 Company E Japan 270 8.2%
4 Company D China 243 7.4%
5 Company F Sweden 240 7.3%
Others 1,791 54.6%
Total 3,299 100.0%
Total = 3,299 thousand units
Market Share of Excavator Manufacturers
by Cumulative Sales Volume,
Global, 2020-2024
11.3%
11.2%
8.2%
7.4%
7.3%
54.6%
Ranking of Excavator Manufacturers
by Cumulative Sales Volume,
Global, 2020-2024
Sany
Company A
Company E
Company D
Company F
Others
Notes: Company E established in 1890 is a company listed on TSE and headquartered in Osaka, Japan, and its main
products include tractors, agricultural machinery, construction equipment, engines, and water treatment
systems.
Company F established in 1832 is a company headquartered in V astra Gotaland, Sweden, and its main
products include excavators, pavement machinery, and loaders.
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
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Concrete Machinery Market
The concrete machinery market presents a highly concentrated competition landscape,
with Chinese companies holding a dominant position. From 2020 to 2024, the cumulative
revenue of the global concrete machinery market reached US$40.4 billion, with Sany Heavy
Industry ranking first globally in concrete machinery with cumulative revenue of US$14.5
billion in revenue and a 35.9% market share. Company G followed with cumulative revenue
of US$8.9 billion (22.1%), and Company D ranked third with cumulative revenue of US$6.5
billion (16.0%). Together, the top three account for over 74.0% of the market, underscoring the
dominance of Chinese companies in this segment. Company H (Germany) and Company I
(China) ranked fourth and fifth, with 4.0% and 1.4% market share, respectively. This
concentration highlights the strong competitive position Chinese firms have established, one
that is increasingly difficult for international peers to challenge. Continued global
infrastructure and urbanization are expected to support further growth and consolidation. In
terms of revenue, the Company ranked as the world’s largest concrete machinery manufacturer
in 2020, 2021, 2022, 2023 and 2024, with market shares of 35.9%, 40.3%, 36.1%, 32.3% and
31.5%, respectively.
Rank Company Name Country Revenue
Cumulative
(USD Bn)
Market
Share
1S a n y China 14.5 35.9%
2 Company G China 8.9 22.1%
3 Company D China 6.5 16.0%
4 Company H Germany 1.6 4.0%
5 Company I China 0.6 1.4%
Others 8.3 20.6%
Total 40.4 100.0%
Total = USD40.4 billion
Market Share of Concrete Machinery
Manufacturers by Cumulative
Revenue, Global, 2020-2024
35.9%
22.1%
16.0%
4.0%
20.6%
1.4%
Ranking of Concrete Machinery
Manufacturers by Cumulative
Revenue,  Global, 2020-2024
Sany
Company G
Company D
Company H
Company I
Others
Notes: Company G established in 1992 is a company listed on SZSE and headquartered in Hunan, China, and its
main products include concrete machinery, hoisting machinery, road machinery, and agricultural equipment.
Company I established in 1958 is a company listed on SZSE and headquartered in Guangxi, China, and its
main products include wheel loaders, excavators, bulldozers, motor graders, and forklifts.
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
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Hoisting Machinery Market
The global hoisting machinery market is dominated by traditional overseas industrial
powerhouses, such as European countries and regions, with longstanding technological and
brand strength. Currently, leading overseas companies like Company H occupy a relatively
dominant position, with the five largest companies having a market concentration of 56.6%,
making the market relatively concentrated. However, with the development of Chinese hoisting
machinery manufacturers in the fields of globalization and electric technology innovation, it is
expected that the global hoisting machinery market will gradually improve its position. From
2020 to 2024, the cumulative revenue in the global hoisting machinery market reached
US$163.2 billion, with Sany Heavy Industry ranking eighth globally with US$11.7 billion in
revenue, accounting for 7.2% of the proportion of market share. In terms of hoisting machinery
revenue, the Company ranked sixth, fifth, eighth, ninth, and eighth in each year from 2020 to
2024, with market shares of 7.9%, 9.9%, 6.1%, 5.7%, and 6.0%, respectively.
Road Machinery Market
Global road machinery has seen significant consolidation through mergers and
acquisitions, resulting in a highly concentrated competitive landscape. The five largest
companies have a market concentration of 77.4%, with leading American and European
companies like Company C and Company J occupying a relatively dominant position. From
2020 to 2024, the cumulative revenue in the global road machinery market reached US$41.5
billion, with Sany Heavy Industry ranking seventh globally with US$2.1 billion in revenue,
accounting for 4.9% of the market share. However, with the innovation breakthroughs of
Chinese companies in the fields of electrification and intelligence in road machinery, as well
as the acceleration of globalization strategies, the global road machinery market landscape is
expected to be reshaped in the future. In terms of road machinery revenue, the Company ranked
sixth in 2020 and 2021, and seventh in 2022, 2023, and 2024 with market shares of 6.0%, 5.2%,
4.8%, 3.9% and 5.0%, respectively.
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Piling Machinery Market
The global piling machinery market features a diverse product range and a highly
concentrated competitive landscape, with the five largest companies having a market
concentration of 71.1%. Over the years, European, American, and Japanese players like
Company K and Company L have maintained a dominant presence in overseas markets, backed
by long-standing technological expertise, global reach, and strong brand influence. From 2020
to 2024, the global piling machinery market generated US$36.7 billion in revenue, with Sany
Heavy Industry ranking sixth globally with US$2.8 billion, representing an 7.7% market share.
Chinese companies are steadily gaining ground. As overseas expansion continues and
intelligent, low-carbon technologies advance, their global market share is expected to grow
further. In terms of piling machinery revenue, the Company ranked fifth in 2020 and 2021,
sixth in 2022 and seventh in 2023 and 2024, with market shares of 7.6%, 6.5%, 9.5%, 9.5%
and 8.5%, respectively.
HISTORICAL PRICE TRENDS OF MAJOR RA W MATERIALS
Steel is one of the core raw materials in the construction machinery industry, widely used
in the manufacturing of structural parts, load-bearing parts, and functional parts, including
chassis, frames, booms, body shells, buckets, crawler shoes, and other key items. Depending
on equipment types, steel costs generally account for 20%-30% of total manufacturing costs,
and can exceed 35% for the manufacture of some heavy equipment (such as mining trucks and
high-tonnage hoisting machinery), making it one of the key factors determining product cost
fluctuations and gross margin levels.
The main types of steel used in the construction machinery industry include:
Medium and thick plates : used for main structural components such as booms, chassis,
and supporting platforms, requiring high strength and good welding performance
Cold-rolled plates : mostly used for equipment enclosures and precision sheet metal parts
requiring dimensional accuracy and surface quality
High-strength steel and wear-resistant steel : widely used in heavy-load, high-wear
conditions, especially suitable for excavator buckets, mining equipment, etc.
Section steel, steel tubes, and other special steel : used for hydraulic system pipeline
brackets, construction vehicle frames, etc.
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In recent years, steel prices in the Chinese market have experienced significant volatility,
driven by global commodity cycles, raw material supply disruptions, and both domestic and
international macroeconomic policies. Data shows that in 2021, average market prices peaked
at elevated levels across various steel categories: medium and thick plates at RMB5,402/ton (a
38% jump from RMB 3,924/ton in 2020), cold-rolled thin plates at RMB6,126/ton, wear-
resistant steel at RMB7,060/ton, high-strength steel at RMB6,283/ton, H-section steel at
RMB5,286/ton and welded steel tube at RMB5,278/ton. By 2024, prices had declined
significantly: medium and thick plates to RMB3,793/ton, cold-rolled thin plates to
RMB4,353/ton (a 29% decrease), wear-resistant steel to RMB5,432/ton, high-strength steel to
RMB4,675/ton, H-section steel to RMB3,765/ton and welded steel tube to RMB4,234/ton.
Driven by increased global iron ore production, coupled with steel oversupply and sluggish
demand, China’s steel prices are projected to experience a sustained decline throughout 2025.
5,402
4,701
4,187
3,793 3,551
0
1,000
2,000
3,000
4,000
5,000
6,000
RMB/Ton
3,924
2020 2021 2022 2023 2024 2025E
6,126
5,071
4,701
4,353 4,276
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
RMB/Ton
4,519
2020 2021 2022 2023 2024 2025E
Average Market Price of Steel
Medium-Thick Plate, China, 2020-2025E
Average Market Price of Cold-Rolled
Thin Plate, China, 2020-2025E
6,283
5,643 5,182 4,675 4,350
0
2,000
4,000
6,000
8,000
RMB/Ton
4,995
2020 2021 2022 2023 2024 2025E
7,060 6,933
6,187
5,432 5,133
0
2,000
4,000
6,000
8,000
RMB/Ton
5,639
2020 2021 2022 2023 2024 2025E
Average Market Price of Wear-resistant
Steel, China, 2020-2025E
Average Market Price of High-strength
Steel, China, 2020-2025E
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5,278 4,944 4,503 4,234 3,919
0
1,000
2,000
3,000
4,000
5,000
6,000
RMB/Ton
4,248
2020 2021 2022 2023 2024 2025E
5,286
4,629
4,041 3,765 3,448
0
1,000
2,000
3,000
4,000
5,000
6,000
RMB/Ton
3,818
2020 2021 2022 2023 2024 2025E
Average Market Price of H-section
Steel, China, 2020-2025E
Average Market Price of Welded Steel
Tube, China, 2020-2025E
Source: Interviews with Industry Experts, Public Information, Frost & Sullivan
Steel price fluctuations directly impact the gross margins of construction machinery
manufacturers. Global leaders typically mitigate the impact of raw material cost fluctuations
through centralized procurement, material substitution, and futures hedging. Additionally,
some have begun promoting the use of domestically sourced alternatives and developing
high-performance materials — such as ultra-high-strength steel plates and composite panels —
to enhance equipment strength and durability. These efforts help reduce material consumption
per unit and increase the output value per unit.
Additionally, other raw materials such as hydraulic components, engines, electronic
control systems, and tire rubber also constitute a certain proportion of costs. However, the
technology and supply chain are relatively mature, the procurement model tends to be stable,
and the overall cost impact is relatively controllable.
In summary, steel prices, as a major upstream variable, have a notable impact on the
profitability of the construction machinery industry. Steel price movements will remain a
critical barometer for evaluating cost management and the profitability of the industry.
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PRC LA W AND REGULATIONS
We are required to comply with various Chinese laws, rules, and regulations in multiple
aspects. This section outlines the key Chinese laws, rules, and regulations relevant to us.
Regulations and Policies on Construction Machinery Industry
Regulations on Special Equipment Production
Pursuant to the Special Equipment Safety Law of the People’s Republic of China ( ʕ
) (the “ Special Equipment Safety Law ”) promulgated by the
Standing Committee of the National People’s Congress (the “ SCNPC ”) on June 29, 2013 and
implemented on January 1, 2014, and the Regulations on Safety Supervision of Special
Equipment ( त၇ண௪τΌ္࿀ૢԷ) promulgated by the State Council on March 11, 2003
and amended in January 2009, the State carries out classified and entire process safety
supervision and management for production, operation and use of special equipment.
The State implements licensing system for special equipment production in accordance
with classified supervision and management. Special equipment manufacturers shall comply
with the conditions prescribed by law and shall be subject to approval by the department in
charge of special equipment safety supervision and management prior to engaging in
production activities.
Special equipment production, operation, use, inspection and testing shall be in
conformity with relevant special equipment safety technical code and related standards.
Special equipment which is required for safety verification by model test in accordance with
the requirements of safety technical code shall get a model test by inspection institutions
approved by the department in charge of special equipment safety supervision and
management. For lifting appliances and products requiring a manufacturing license, the model
test shall be carried out after obtaining the corresponding production licenses and before the
products are put into use, and the production and sales shall be subject to the completion of
product model test certification.
Special Equipment Production License
Pursuant to the Special Equipment Safety Law and the Special Equipment Catalog ( त
၇ண௪ͦ፽), revised and issued by the General Administration of Quality Supervision,
Inspection and Quarantine on October 30, 2014 and came into effect on the same day, loaders
fall into the category of the special equipment.
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Pursuant to the Decision of the First Session of the 13th National People’s Congress on
the State Council Institutional Reform Plan issued by the National People’s Congress on March
17, 2018, the State Administration for Industry and Commerce, the General Administration of
Quality Supervision, Inspection and Quarantine, and the China Food and Drug Administration
were consolidated into the State Administration for Market Regulation (“ SAMR ”), a ministry
directly under the State Council.
Pursuant to the Regulation for Production and Filling Licensing of Special Equipment
issued by the SAMR on May 13, 2019, amended on December 8, 2021 with effect from June
1, 2022, and further amended on January 30, 2024 with effect from June 1, 2024, the SAMR
and its authorized provincial-level regulatory authorities for safety supervision are responsible
for issuing special equipment production and installation entities license. The license will
remain valid for four years; Licensed entities that intend to continue conducting relevant
activities after the expiration of their license must submit an application for license renewal to
the licensing authority no earlier than 12 months and no later than 6 months prior to the expiry
date of their licenses.
Special Equipment Model Test Certificate
Pursuant to the Special Equipment Catalog and the Regulations on Safety Supervision of
Special Equipment, special equipment which is required for safety verification by model test
in accordance with the requirements of safety technical norms shall get model test by
inspection institutions approved by the department in charge of the supervision and
administration of special equipment safety.
Pursuant to the Regulation on Safety Technology for Lifting Appliances (ዚ૛τ
ΌҦஔ஝೻) issued by the SAMR on May 23, 2023 and implemented on January 1, 2024, the
application procedures, review items and requirements for model test of lifting appliances are
systematically stipulated. The inspection institutions approved by the SAMR shall carry out the
model test for lifting appliances and products based on the specific types and varieties and
issue the Special Equipment Model Test Certificate ().
Regulations Relating to Production Access For Automobiles
Since January 1, 2001, the government authorities, from time to time, released the Public
Notice of Automobile V ehicle Manufacturer and Products (ʮѓ) (the
“Public Notice ”) to administer the new automobile vehicle products of manufacturers. The
inclusion on the Public Notice is a prerequisite for automobile manufacturers to be able to
manufacture automobiles, including assembling complete built-ups, and for customers to be
able to register their automobiles with the public security authorities. The Ministry of industry
and Information Technology (the “ MIIT ”) has been the authority in charge of the release of the
Public Notice since August 2008. The automobile manufacturers listed in the Public Notice
shall only manufacture and sell the vehicle models authorized by the Public Notice. Any
manufacturers that produce or sell automobile products or vehicles not included in the Public
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Notice shall be subject to penalties. The Policy provides that in order to be registered in the
Public Notice, the automobile products must pass compliance tests of various safety standards,
technical specifications and environmental protection requirements.
In order to optimize the administration on admission of the vehicle manufacturers and
products, the MIIT promulgated the Administrative Regulation on Admission of Road Motor
V ehicle Manufacturers and Products () (the
“New Admission Regulation ”) on November 27, 2018, which took effect on June 1, 2019. The
New Admission Regulation unifies various admission regulations for different types of road
vehicle manufacturers and products and simplifies the admission administrative procedures on
the vehicle manufacturing.
Regulations on Work Safety
Pursuant to Work Safety Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷τΌ
) promulgated by the SCNPC on June 29, 2002 and amended in August 2009, August
2014 and June 2021 respectively, and the Regulations on Work Safety Permits ( τΌ͛ପ஢
̙ᗇૢԷ) promulgated by the State Council on January 13, 2004 and last amended in July
2014, in order to strengthen the supervision and management of work safety, prevent and
reduce work safety accidents, protect the lives and properties of the people, and promote the
sustained and healthy economic and social development, the State has made systematic and
principled provisions on the rights and obligations of employees, supervision and management
of work safety, emergency rescue, investigation and treatment of work safety accidents, and
corresponding legal responsibilities.
Regulations on Products Quality and Liability
The principal legal provisions governing product liability are set out in the Product
Quality Law of the People’s Republic of China (2018 Amendment) (the “ Product Quality
Law”ج2018͍)), which was promulgated by the SCNPC on
February 22, 1993, became effective on September 1, 1993 and was last amended and became
effective on December 29, 2018. The Product Quality Law is applicable to all activities of
production and sale of any product within the territory of the PRC, and the manufacturers and
sellers shall be liable for product quality in accordance with the Product Quality Law. In the
event of a violation of any provisions of the Product Quality Law, manufacturers and sellers
may be fined, suspended of operation, confiscated of any products illegally manufactured or
sold and the proceeds gained therefrom, the business license shall be confiscated, and if the
circumstances are serious, criminal liability shall be pursued. Consumers or other victims
suffering personal injuries or property damage resulting from defects in commodities may
demand compensations either from the sellers or from the manufacturers. If the liability lies
with the manufacturers, the sellers shall have the right to recover the compensations from the
manufacturers after paying the compensations, or vice versa.
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The Civil Code of the People’s Republic of China (the “ Civil Code ” ʕശɛ͏΍ձ਷
Պ), which was adopted by NPC and promulgated accordingly by the President Order
No. 45 on May 28, 2020 and became effective on January 1, 2021, stipulates that the producers
and sellers are liable to the infringed for the personal injury or property damage caused by the
defects of the products in the production, sale and distribution of the products.
Industry Policy
According to the 14th Five-Y ear Development Plan for the Construction Machinery
Industry (஝ྌ), organized by the China Construction
Machinery Association under the commission of the MIIT Equipment Industry Division I and
released on July 8, 2021, a goal of an average annual growth of over 5% in the industry scale
during the “14th Five-Y ear Plan” period is set, with international revenue accounting for more
than 30% of total revenue. The plan aimed to advance the modernization of industrial
foundations and the modernization of industrial chains. Additionally, it highlighted the
implementation of six industrial innovation projects, including intelligent manufacturing,
reliability improvement, and the development of industrial internet platforms. These initiatives
focused on the domestic development of high-end components and breakthroughs in key core
technologies, aiming to drive the industry toward intelligent and green transformation, enhance
independent innovation capabilities, strengthen international competitiveness, and position
construction machinery as a core participant in the global industrial chain.
According to the Mechanical Industry Stable Growth Work Plan (2023-2024) ( ዚ૛Б
ࣩ2023-2024 ϋ)), released by the MIIT in August 2023, expanding
effective investment and consumer demand were emphasized, aiming for an average annual
growth of over 5% in production and sales in key areas such as construction machinery.
Enterprises are supported in expanding into international markets. The plan proposed to reduce
enterprise costs through policies such as tax incentives and interest subsides for special loans,
and encouraged collaborative innovation across the industrial chain, fostered the development
of “specialized, refined, distinctive, and innovative” enterprises, boosted industry confidence,
stabilized supply chains, and promoted the adoption of high-end and smart products. The plan
also aimed to lay a foundation for the long-term high-quality development of the industry.
Regulations on Mortgage and Financial Leasing
Regulations on Mortgage
Pursuant to the Civil Code, in the event that a debtor or a third party mortgage his
property to the creditor without assigning the possession of such property in order to ensure the
payment of debts, if the debtor fails to pay due debts or any circumstance as stipulated by the
parties for realizing the mortgage occurs, the creditor has the right to seek preferred payments
from such property. The mortgage of movable property shall be established from the effective
date of the mortgage contract; without registration, the parties shall not challenge any bona fide
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third party. A mortgage created over real estate such as buildings and construction land use
rights shall be created upon registration. Mortgaged property may be transferred during the
mortgage term unless otherwise agreed by the parties, and such transfer shall not affect the
validity of the mortgage.
Pursuant to the Interpretation of Supreme People’s Court on Application of the Security
System under the Civil Code of the PRC (ቇ͜ <Պ
>༆ᙑ) (the “ Interpretation of the Security System ”) promulgated by the
Supreme People’s Court on December 31, 2020 and taking effect on January 1, 2021, where no
registration of mortgage is made after a contract for mortgage of movables is concluded, the
validity of the right to mortgage the movables shall be respectively determined according to the
following circumstances: (i) where the mortgagor has transferred the mortgaged property, and
after the transferee has occupied the mortgaged property, the mortgagee requests the transferee
to exercise his mortgage right, the people’s court shall not support such request, unless the
mortgagee can provide evidence to prove that the transferee knows or should have known that
the mortgage contract has been concluded; (ii) where the mortgagor leases the mortgaged
property to another person and transfers the possession of the property, and the mortgagee
exercises his mortgage right, the leasehold relation shall not be affected, unless the mortgagee
can provide evidence to prove that the lessee knows or ought to know that the mortgage
contract has been concluded; (iii) where other creditors of the mortgagor apply to the people’s
court for preservation or enforcement of the mortgaged property, and the people’s court has
made a ruling on property preservation or taken enforcement measures, if the mortgagee claims
that he shall enjoy priority in payment with the mortgaged property, the people’s court shall not
support such claim; or (iv) where the mortgagor goes bankrupt, and the mortgagee claims that
he shall enjoy priority in payment with the mortgaged property, the people’s court shall not
support such claim. And the Interpretation of the Security System stipulates that the scope and
effectiveness of a “bona fide third party” in a contract for retention of ownership sale or
finance lease, etc., in which the ownership of the seller and the lessor cannot be challenged
without registration, shall be determined by reference to the provisions of article 54 of the
Interpretation of the Security System. Where a real estate mortgage contract takes effect but
registration procedures are not completed, the people’s court shall support the creditor’s claim
requiring the mortgagor to complete registration. In addition, where the entries in the real
estate register regarding mortgaged property or secured debt scope contradict the mortgage
contract, the people’s court shall determine such matters based on the register.
Pursuant to the Interim Regulations on Real Estate Registration ( ʔਗପ೮াᅲБૢ
Է) issued by the State Council on November 24, 2014, last amended on March 10, 2024 and
effective from May 1, 2024, the creation of a mortgage requires a joint application by both
parties to the registration authority, which shall complete the registration within 30 working
days from acceptance. Pursuant to the Implementing Rules for the Interim Regulations on Real
Estate Registration () promulgated by the Ministry of Land
and Resources on January 1, 2016, last amended by the Ministry of Natural Resources on May
21, 2024 and effective from the same date, mortgage registration may be applied for
construction land use rights, buildings, other fixtures on land, and buildings under
construction. Both parties shall jointly apply for mortgage registration by submitting necessary
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documents including real estate ownership certificates, mortgage contracts, and primary debt
contracts. Where changes occur in the type/amount of secured debts, scope of security, debt
performance period, or mortgage priority order, an application for modification of mortgage
registration shall be filed. Furthermore, the Interim Regulations on Real Estate Registration
stipulates that for multiple mortgages on the same property, the registration authority shall
process registrations sequentially based on acceptance time and record them in the real estate
register, unless the parties otherwise agree on the priority order.
Regulations on Financial Leasing
Pursuant to the Notice on Issues Relating to Undertaking Financial Leasing Business
() issued by MOFCOM and
SA T on October 22, 2004, the registered capital of domestic leasing enterprise established
before (including) August 31, 2001 shall be no less than RMB40.0 million; the registered
capital of domestic leasing enterprise established between September 1, 2001 and December
31, 2003 shall be no less than RMB170.0 million.
The Ministry of Commerce promulgated the Administrative Measures on Supervision of
Financial Leasing Enterprises () (the “ Financial Leasing
Enterprise Measures ”) on September 18, 2013, which took effect on October 1, 2013, to
strengthen the supervision of the financial leasing industry, regulate the operation behaviour of
finance leasing companies, prevent industry risks, and promote the healthy and orderly
development of the financial leasing industry. Pursuant to the Financial Leasing Enterprise
Measures, finance leasing companies may, by observing the requirements of relevant laws,
rules and regulations, carry out the financial leasing business in the forms of direct leasing,
subleasing, leaseback, leveraged leasing, entrusted leasing, and joint leasing. Financial leasing
companies shall establish and perfect their financial and internal risk control systems, and the
risk assets of financial leasing companies shall not exceed the total sum of net assets by
ten-fold. Risk assets usually refer to the total adjusted assets of financial leasing companies
excluding cash, bank deposits, sovereign bonds, and entrusted assets. Financial leasing
companies shall operate their financial leasing business with the leased property that has clear
indication of ownership, genuine existence and is capable of generating income. Financial
leasing companies are prohibited from engaging in financial businesses such as absorbing
deposits and providing loans or entrusted loans, and without the approval of relevant
authorities, shall not engage in inter-bank lending and other businesses. In addition, financial
leasing companies shall not carry out illegal fundraising activities in the name of financial
leasing.
The State Council issued the Guiding Opinions of the General Office of the State Council
on Accelerating Development of the Financial Leasing Industry (̋Ҟፄ
ኬจԈ) on August 31, 2015 (taking effect on the same date), to further
accelerate development of the financial leasing industry, and to better bring into play the role
of financial leasing in serving the development of the real economy and promoting the stable
growth, transformation and upgrading of the economy. The Guiding Opinions make it explicit
that it is necessary to move forward the streamlining of administration and decentralisation in
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the financial leasing industry, straighten out the industry management system and improve the
management system in related fields, and promote the innovative business model of integrating
financial leasing companies and the Internet. It is also necessary to further strengthen the
operational and post-operational oversight of financial leasing.
According to the Notice by the General Office of the Ministry of Commerce of Matters
concerning the Adjustments to the Duties of Administration of Financial Leasing Companies,
Commercial Factoring Companies and Pawnshops (ፄ༟ॡ༣ʮ̡eਠุ
) promulgated by the Ministry of
Commerce on May 8, 2018 (taking effect on the same date), the Ministry of Commerce has
transferred the duties of developing business operation and supervision rules for financial
leasing companies, commercial factoring companies and pawnshops to the China Bank and
Insurance Regulatory Commission (“ CBIRC ”), and, from April 20, 2018, the relevant duties
shall be performed by the CBIRC.
The CBIRC promulgated the Interim Measures for the Supervision and Administration of
Financial Leasing Companies () (the “ Interim Measures
for Financial Leasing ”) on May 26, 2020, for the purposes of directing financial leasing
companies’ business operation in compliance with laws and regulations and promoting the
regulated development of the financial leasing industry. For the purposes of the Interim
Measures for Financial Leasing, the financial leasing business means the transaction activity
in which a lessor purchases a leased property from a seller and provides it for a lessee who pays
rents according to the lessee’s selection of seller and leased property. A financial leasing
company shall not carry out any of the following business or activities: (i) illegally raising
funds, and absorbing deposits directly or in disguised form, (ii) granting loans directly or as
entrusted, (iii) lending funds to any other financial leasing company directly or in disguised
form, (iv) financing or transferring assets through an online loan information intermediary or
a privately offered investment fund, and (v) other business or activities prohibited by laws and
regulations, the CBIRC and the local financial regulatory departments of provinces,
autonomous regions and municipalities directly under the Central Government of the PRC. The
Interim Measures for Financial Leasing stipulate that the share of financial leasing and other
leasing assets of financial leasing companies shall not be less than 60% of total assets; the total
sum of risk assets of financial leasing companies shall not exceed net assets by eight times; the
fixed income securities investment operations of financial leasing companies shall not exceed
20% of net assets. Financial leasing companies should also strengthen the management of key
lessees, control the proportion of businesses with a single lessee and lessees that are related
parties to effectively prevent and diversify business risks. The Interim Measures for Financial
Leasing also stipulate that the provincial people’s government is responsible for formulating
policies and measures to boost the development of the financial leasing industry in the region,
supervising and managing financial leasing companies, and dealing with the risks faced by
financial leasing companies. The local financial regulatory departments at the Provincial Level
are specifically responsible for the supervision and management of financial leasing companies
in the region.
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Regulations on Company, Foreign Investment and Overseas Investment
Company Law of PRC
The Company Law of People’s Republic of China () (the
“Company Law ”) was promulgated by the SCNPC on December 29, 1993, last amended on
December 29, 2023 and came into effect on July 1, 2024. All companies established in the PRC
are subject to the Company Law. The Company Law regulates the establishment, operation,
corporate structure, management of corporate entities as well as qualifications and obligations
of directors, supervisors and senior managers, and classifies companies into limited liability
companies and limited companies by shares. The Company Law also applies to foreign-
invested companies. Where laws on foreign investment have other stipulations, such
stipulations shall prevail.
Regulations on Foreign-Invested Enterprises
Foreign Investment Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷̮ਠҳ༟
) was promulgated by the NPC on March 15, 2019 and became effective on January 1,
2020. On December 26, 2019, the State Council issued the Regulations on Implementing the
Foreign Investment Law of the People’s Republic of China (ྼ
ૢԷ), which came into effect on January 1, 2020. On December 30, 2019, the Ministry
of Commerce (“ MOFCOM ”) and SAMR issued the Measures for the Reporting of Foreign
Investment Information (), which came into effect on January 1,
2020. Since January 1, 2020, for foreign investors carrying out investment activities directly
or indirectly in PRC, the foreign investors or foreign-invested enterprises shall submit the
initial reports, change reports, annual reports and other investment information to the
commerce authorities pursuant to these measures.
Investment activities in the PRC by foreign investors and foreign-invested enterprises
shall comply with the Special Administrative Measures (Negative List) for Foreign
Investment Access (2024 version) (݄(૶ఊ)(2024و))
(the “ Negative List 2024 ”) which was promulgated by the NDRC and the MOFCOM on
September 6, 2024 and became effective on November 1, 2024, and the Catalog of Industries
for Encouraging Foreign Investment (2024 V ersion) ( ོᎸ̮ਠҳ༟ପุͦ፽(2022و))
(the “ Encouraging Catalog 2022 ”) which was promulgated by the NDRC and the MOFCOM
on October 26, 2022 and became effective on January 1, 2023. Pursuant to the Negative List
2024 and the Encouraging Catalog 2022, foreign-invested projects are categorized as
encouraged, restricted and prohibited. Foreign investments in areas not listed in the Negative
List 2024 are permitted foreign investments.
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Regulations on Overseas Investment
Pursuant to the Regulations on the Foreign Exchange Administration of the Overseas
Direct Investment of Domestic Institutions ()
promulgated by SAFE on July 2009 and become effective on August 1, 2009, enterprises in
mainland China should apply for foreign exchange registration for their overseas direct
investments after obtaining approval for such investments. The administrative approval of
foreign exchange registration under overseas direct investment has been abolished by the
Circular on Further Simplifying and Improving Foreign Exchange Administration Policies in
Respect of Direct Investment () and
banks are entitled to directly review and conduct foreign exchange registration under overseas
direct investment.
Pursuant to the Measures for the Administration of Overseas Investment ( ྤ̮ҳ༟၍
) which is promulgated by the MOFCOM on March 16, 2009, amended on September
6, 2014 and became effective on October 6, 2014, the MOFCOM and its provincial commercial
departments are responsible for the management and supervision of overseas investments.
Except for overseas investments involving sensitive countries and regions or sensitive
industries, overseas investments by enterprises in other cases are required to file with the
competent commercial department.
Pursuant to the Administrative Measures for Outbound Investment by Enterprises ( Ά
) promulgated by the NDRC which become effect on March 1, 2018,
investment entities carrying out overseas investment shall comply with the procedures of
approval or filing to the competed authorities. For non-sensitive outbound investment projects
which the amount of Chinese investment in the project is less than USD300 million and
directly carried out by a local enterprise in mainland China, the filing shall be conducted to the
provincial counterpart of the NDRC where the investment entity is registered. When an
enterprise invests in an offshore enterprise to carry out offshore reinvestment, the enterprise
should report to the competent commercial department after completing the offshore legal
formalities.
Regulations on Environmental Protection and Construction
Regulations on Environmental Impact Assessment
Pursuant to the Environmental Protection Law of the People’s Republic of China ( ʕ
), promulgated by the SCNPC on December 26, 1989, amended on
April 24, 2014 and became effective on January 1, 2015, effective measures shall be adopted
to prevent and control the pollution or public hazards. The design, construction and
commencement of operation of facilities for prevention and control of pollution shall be
conducted at the same time with that of the main body of the operating project that causes such
pollution. Facilities for the prevention and control of pollution shall conform to the
requirements of the approved document of environment impact assessment and shall not be
dismantled or left idle without permission.
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Pursuant to the Environmental Impact Assessment Law of the People’s Republic of China
(), promulgated on October 28, 2002 and last amended on
December 29, 2018, it is required that the environmental impact of any construction project be
assessed and classified based on the degree of environmental impact caused by the project. In
the event of significant environmental impact, an environmental impact report shall include a
comprehensive appraisal on the possible environmental impact; in the event of slight
environmental impact, an environmental impact form shall include a general analysis or
appraisal on the environmental impact; and in the event of minimal environmental impact so
that it is not necessary to conduct an environmental impact appraisal and an environmental
impact registration form shall be filed instead.
Pursuant to the Regulation on the Administration of Environmental Protection Measures
of Construction Projects (ᚐ၍ଣૢԷ), which was promulgated on
November 29, 1998 and amended on July 16, 2017 and became effective on October 1, 2017,
for any project for which an environmental impact report or an environmental impact form is
required to be prepared, the environmental impact report or environmental impact form shall
be submitted by the developer of the project to competent authorities for approval prior to the
commencement of the construction of the project. The construction of the project shall not start
before the environmental impact report or environmental impact form is approved. In addition,
construction projects can only be put into production or use after the completed supporting
environmental protection facilities have passed the acceptance inspection. Facilities that have
not been carried out or have not passed the acceptance examination shall not be put into
production or use. If the construction entity fails to complete the construction, acceptance
and/or fail to pass the acceptance inspection of the environmental protection facilities as
required before the construction project is put into production or use, the competent authority
may order the construction entity to rectify within a specified period and impose a fine on such
entity and directly responsible persons. If significant environmental pollution or ecological
damage is caused, the project shall be ordered to cease production or use, or be closed upon
approval by the competent authority.
Regulations on Pollution Prevention
Pursuant to the Law on Prevention and Control of Water Pollution of the People’s
Republic of China (), which was promulgated by the
SCNPC on May 11, 1984, and last amended on June 27, 2017, enterprises that discharge
industrial wastewater or medical sewage directly or indirectly into water bodies shall obtain a
pollutant discharging license.
Pursuant to the Law on Air Pollution Prevention and Control of the People’s Republic of
China (), which was promulgated by the SCNPC on
September 5, 1987, and last revised on October 26, 2018 with effect from the same day, the
environmental protection departments of local people’s governments at or above the county
level shall implement unified supervision and management of air pollution prevention and
control. Enterprises that discharge industrial waste gas shall obtain pollutant discharge licenses
and shall monitor the air pollutants emitted themselves in accordance with relevant provisions
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and monitoring norms of the State, and preserve the original monitory records. For enterprises
that fail to install or operate automatic monitoring equipment for atmospheric pollutant
emissions as required, or fail to connect such equipment with the monitoring system of the
competent ecological and environmental authority and ensure its normal operation, as well as
enterprises that emit atmospheric pollutants exceeding the emission standards or the total
volume control targets for key atmospheric pollutants, the competent ecological and
environmental authority of the people’s government at or above the county level shall order
them to rectify, restrict production, or suspend operations for remediation, and impose a fine.
In cases of severe violations, upon approval by the people’s government with the relevant
authority, they may be ordered to cease business operations or shut down.
Regulations on Pollutant Discharge Permit
Pursuant to the Regulation on the Administration of Permitting of Pollutant Discharges
(રϮ஢̙၍ଣૢԷ), promulgated by the State Council on December 9, 2020, and became
effective from March 1, 2021, enterprises, public institutions, and other producers or operators
subject to pollutant discharge permit management as required by law shall apply for pollutant
discharge permits. The competent authorities shall implement classified permit management
based on the levels of pollutant emissions. The municipal-level competent departments shall
issue pollutant discharge permits with a validity period of five years, which may be renewed
upon expiration.
For pollutant dischargers that fail to formulate self-monitoring plans or conduct
self-monitoring as required by the pollutant discharge permit, the competent department of
ecology and environment shall order them to rectify and impose a fine; if they refuse to rectify,
they shall be ordered to suspend operations for remediation. For pollutant dischargers that
exceed the permitted emission concentration or permitted emission volume, the competent
department of ecology and environment shall order them to rectify, restrict production, or
suspend operations for remediation, and impose a fine; in cases of severe violations, the
pollutant discharge permit shall be revoked, and upon approval by the people’s government
with the relevant authority, they may be ordered to cease business operations or shut down.
Construction Work Planning Permit
Pursuant to the Urban and Rural Planning Law of the People’s Republic of China ( ʕ
) promulgated by the SCNPC on October 28, 2007 and latest
amended on April 23, 2019, if the construction of buildings, structures, roads, pipelines and
other projects is carried out in the planned area of a city or a town, the construction entity or
individual shall apply to the competent authority of urban and rural planning of the people’s
government of the city or county or the people’s government of the town as determined by the
people’s government of the province for a construction project planning permit. If construction
proceeds without obtaining a construction project planning permit or not in accordance with
the stipulations of the planning permit, the urban and rural planning authorities of the local
People’s Government at the county level or above shall order the construction to halt. If it is
possible to take corrective measures to eliminate the impact on the planning implementation,
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these must be taken within a specified time, and a fine ranging from 5% to 10% of the
construction project cost may be imposed. If it is not possible to take corrective measures to
eliminate the impact, demolition must be carried out within a specified time. If demolition is
not feasible, the physical objects or illegal income shall be confiscated, and a fine of up to 10%
of the construction project cost may also be imposed.
Construction Permit
Pursuant to the Construction Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷
) promulgated by the SCNPC on November 1, 1997 and latest amended on April 23,
2019, prior to the commencement of construction work, the construction entity shall apply to
the competent construction administrative authority of the people’s government at or above the
county level where the project is located for a construction permit in accordance with the
relevant provisions of the State. Any construction commenced without obtaining a construction
permit shall be ordered to rectify; if the conditions for commencement are not met, the
construction shall be ordered to stop, and a fine may be imposed.
Fire Protection
Pursuant to the Fire Safety Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷ऊ
) promulgated by the SCNPC on April 29, 1998 and last amended on April 29, 2021, for
any construction project that is legally required to undergo fire acceptance inspection but is put
into use without passing such inspection or fails to meet acceptance standards, the department
of housing and urban-rural development and the fire rescue agency shall, in accordance with
their respective statutory authorities, order the suspension of construction, cessation of use, or
shutdown of operations, and impose a fine of not less than RMB30,000 but not more than
RMB300,000.
Completion Acceptance
Pursuant to the Regulation on the Quality Management of Construction Projects (ண
ʈ೻ሯඎ၍ଣૢԷ) promulgated by the State Council on January 30, 2000, and most
recently amended on April 23, 2019, a construction entity shall, within 15 days from the date
of passing the completion acceptance of a construction project, submit the construction project
completion acceptance report the competent construction administrative department or other
relevant authorities for record-filing. If a construction entity commits an act of putting a
project into use without organizing completion acceptance, it shall be ordered to rectify the
violation, fined 2% to 4% of the project contract value, and held liable for compensation for
any losses incurred in accordance with the law.
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Regulations on Real Property and Leasing
Pursuant to the Civil Code, an owner of immovable or movable property is entitled to
possession, use, earnings, and disposal of such property in accordance with the law. Subject to
the consent of the lessor, the lessee may sublease the leased premises to a third party. Where
a lessee subleases the premises, the lease contract between the lessee and the lessor remains
valid. The lessor is entitled to terminate the lease if the lessee subleases the premises without
the consent of the lessor. In addition, if the ownership of the leased premises changes during
the lessee’s possession in accordance with the terms of the lease contract, the validity of the
lease contract shall not be affected.
Pursuant to the Regulations on the Implementation of the People’s Republic of Company
Land Administration Law (ૢԷ) promulgated by the
State Council on December 27, 1998, last amended on July 2, 2021 and became effective on
September 1, 2021, in order to use state-owned land, the user should acquire the land in the
form of paid use, including transfer of state-owned land use right. On May 19, 1990, the State
Council promulgated the People’s Republic of China Interim Regulations on the Assignment
and Transfer of the State-owned Urban Land Use Rights (ᕄ਷ϞɺήԴ͜
ᛆ̈ᜫձᔷᜫᅲБૢԷ), which was amended and became effective on November 29, 2020.
These Interim Regulations stipulate that unless otherwise provided by law, companies,
enterprises, other organizations and individuals within or outside the territory of the PRC may
obtain from the State land use rights to the state-owned urban land for a term of certain years
by entering into land use right assignment agreements and paying assignment fees to the State,
and carry out land development, utilization and management.
On December 1, 2010, the Ministry of Housing and Urban-Rural Development
promulgated the Administrative Measures on Leasing of Commodity Housing (ॡ
), which became effective on February 1, 2011. According to these measures, the
lessor and the lessee are required to complete property leasing registration and filing
formalities within 30 days from execution of the property lease contract with the development
authorities or real estate authorities of the municipality or county where the leased property is
located. If a company fails to do as aforesaid, it may be ordered to rectify within a stipulated
period, and if such company fails to rectify, a fine ranging from RMB1,000 to RMB10,000 may
be imposed on each lease agreement.
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Regulations on Labor and Social Insurance
Labor Law of the People’s Republic of China
The Labor Law of the People’s Republic of China (), which
was promulgated by the SCNPC on July 5, 1994 and last amended on December 29, 2018,
provides that an employer shall develop and improve its rules and regulations to safeguard the
rights and interests of its employees. An employer shall develop and improve labor safety and
health procedures, comply with national protocols and standards on labor safety and health,
conduct labor safety and health education for its personnel, take measures to prevent labor
safety accidents and reduce occupational hazards.
Labor Contract Law of the People’s Republic of China and its Implementation Rules
The Labor Contract Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷௶ਗΥΝ
) (the “ Labor Contract Law ”), which was promulgated by the SCNPC on June 29, 2007
and amended on December 28, 2012 and the Implementation Rules for the Labor Contract Law
of the People’s Republic of China (ૢԷ) which was
promulgated and became effective on September 18, 2008 regulate parties to a labor contract,
namely the employer and the employee, and contain specific provisions involving the terms
and conditions of the labor contract. Pursuant to the Labor Contract Law and its
implementation rules, a labor contract must be made in writing.
Regulations on Social Insurance and Housing Provident Fund
Pursuant to the Social Insurance Law of the People’s Republic of China ( ʕശɛ͏΍
), promulgated by the SCNPC on October 28, 2010, and revised and
effective as of December 29, 2018, employers shall apply for social insurance registration with
the social insurance agency within 30 days of establishment, and shall contribute to multiple
social insurance funds for employees. If an employer fails to make full and timely social
insurance contributions, it may be ordered to pay the arrears within a specified period. Failure
to comply may result in penalties imposed by the relevant administrative authorities.
Pursuant to the Regulations on the Administration of Housing Provident Fund (ʮ
၍ଣૢԷ) which was promulgated by the State Council on April 3, 1999, and was latest
amended on March 24, 2019, with the latest revision effective on the same date, an employer
shall make registration of contribution to the housing provident fund with the housing
provident fund management center, and go through the formalities of opening housing
provident fund accounts on behalf of its employees. If an employer fails to undertake
contribution registration of housing provident fund or fails to go through the formalities of
opening housing provident fund accounts for its employees, the housing provident fund
management center shall order it to go through the formalities within a prescribed time limit;
where failing to do so at the expiration of the time limit, a fine may be imposed. If an employer
is overdue in the contribution of, or underpays, the housing provident fund, the housing
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provident fund management center shall order it to make the contribution within a prescribed
time limit; where the contribution has not been made after the expiration of the time limit, an
application may be made to a people’s court for compulsory enforcement.
The Interpretation (II) by the Supreme People’s Court of Issues Concerning the
Application of Law in the Trial of Labor Dispute Cases (ࣩ
༆ᙑ(ɚ))( “ Interpretation ”), promulgated by the Supreme People’s
Court of the PRC on July 31, 2025 and took effect on September 1, 2025, regulates issues
related to the responsibility of the employers, confirmation of labor relations, service period
and non-competition period, termination of labor contract performance and social security
payment, among others. It regulates disputes in the field of social insurance, stipulating that if
the employer and the employee agree or the employee promises to the employer that the
employer does not need to pay social insurance premiums, the court shall determine that the
relevant agreement or commitment is invalid. The employee has the right to terminate the labor
contract based on this Interpretation and request the employer to pay economic compensation,
and the court should support this in accordance with the relevant laws and regulations.
Interim Provisions on Labor Dispatch
Pursuant to the Interim Provisions on Labor Dispatch ()
promulgated on January 24, 2014 and effective as of March 1, 2014, employing entities may
only utilize dispatched workers for temporary, auxiliary or substitutable positions, and shall
strictly control the number of dispatched workers employed. The number of dispatched workers
utilized shall not exceed 10% of the employing entity’s total workforce. During the Track
Record Period, the Company and its Major Subsidiaries in the PRC utilized dispatched workers
to carry out workshop operations, including but not limited to debugging, welding, painting,
assembly and grinding. As advised by the Company’s PRC Legal Advisor, such employment
arrangements comply with applicable PRC laws and regulations on labor dispatch. Moreover,
during the Track Record Period, dispatched workers constituted no more than 10% of the total
workforce (including full-time employees and dispatched workers) at each of the Company and
its Major Subsidiaries. As advised by the Company’s PRC Legal Advisor, this proportion
adhered to the statutory limits under PRC laws and regulations.
Regulations on Intellectual Property Rights
Regulations on Copyright
Pursuant to the Copyright Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷ഹ
), promulgated by the SCNPC on September 7, 1990, with the latest amendments
adopted on November 11, 2020 and effective as of June 1, 2021, copyright includes moral
rights such as the right of publication and right of authorship, as well as property rights
including the right of reproduction and right of distribution. Protected works encompass
computer software, artistic works, engineering design drawings, product design drawings, and
other graphic works and model works.
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In accordance with the Regulations on the Protection of Computer Software (ၑዚழ
ᚐૢԷ) promulgated by the State Council on June 4, 1991, last revised on January 30,
2013, and came into effect on March 1, 2013, along with the Measures for the Registration of
Computer Software Copyright () issued on February 20, 2002
and last amended on June 18, 2024, the National Copyright Administration oversees the
registration administration of software copyright in China, with the China Copyright Protection
Center designated as the registration authority. The China Copyright Protection Center shall
issue registration certificates to computer software copyright applicants in accordance with
relevant provisions.
Regulations on Trademark
Pursuant to the Trademark Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷ਠ
), promulgated by the SCNPC on August 23, 1982, with the latest amendments adopted
on April 23, 2019 and effective from November 1, 2019, and the Implementing Regulations of
the Trademark Law (ૢԷ) issued on August 3, 2002 and revised
on April 29, 2014, the Trademark Office under the SAMR is responsible for trademark
registration. Trademark registrants enjoy exclusive rights to their registered trademarks, which
are protected by law. The validity period of a registered trademark is ten years from the date
of approval, and such period is renewable.
Regulations on Patent
Pursuant to the Patent Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷ਖ਼л
), promulgated by the SCNPC on March 12, 1984, with the latest amendments revised on
October 17, 2020 and effective from June 1, 2021, and the Implementing Regulations of the
Patent Law () last revised by the State Council on
December 11, 2023 with effect from January 20, 2024, the duration of invention patents is
twenty years, utility model patents ten years, and design patents fifteen years, all calculated
from the filing date.
Regulations on Domain Name
Pursuant to the Internet Domain Name Administration Rules (),
promulgated by MIIT on August 24, 2017 and effective from November 1, 2017, the MIIT is
responsible for supervising and administering domain name services nationwide, while
provincial communications administrations oversee domain name services within their
respective jurisdictions. The domain name registration principle follows “first-to-file” basis.
Domain name registration service providers shall require applicants to provide authentic,
accurate and complete identity information of domain name holders and other registration
details.
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Regulations on Securities and Overseas Listings
Securities Laws and Regulations
Pursuant to the Securities Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷ᗇ
) (the “ Securities Law ”), which was promulgated by the SCNPC on December 29, 1998
and was latest amended on December 28, 2019, and took effect on March 1, 2020, activities
in the PRC securities market are subject to comprehensive regulation, including issuance and
trading of securities, takeovers by listed companies, securities exchanges, securities companies
and the duties and responsibilities of securities regulatory authorities, etc. The Securities Law
further regulates that a domestic enterprise issuing securities overseas directly or indirectly or
listing their securities overseas shall comply with the relevant provisions of the State Council
and for subscription and trading of shares of domestic companies using foreign currencies,
detailed measures shall be stipulated by the State Council separately. The CSRC is the
securities regulatory body set up by the State Council to supervise and administer the securities
market according to law, maintain order in the market, and ensure the market operates in a
lawful manner.
Overseas Listings
On February 17, 2023, the CSRC released several regulations regarding the management
of filings for overseas offerings and listings by domestic companies, including the Trial
Measures for the Administration on Overseas Securities Offering and Listing by Domestic
Companies () together with five supporting
guidelines. PRC domestic companies that seek to offer and list securities in overseas markets,
either in direct or indirect means, are required to file the required documents with the CSRC
within three working days after its application for overseas listing is submitted.
On February 24, 2023, the CSRC and three other relevant government authorities jointly
promulgated the Provisions on Strengthening the Confidentiality and Archives Administration
Related to the Overseas Securities Offering and Listing by Domestic Enterprises (̋੶
). A domestic enterprise
provides or publicly discloses any document or material that involving state secrets and
working secrets of state agencies to the relevant securities companies, securities service
institutions, overseas regulatory authorities and other entities and individuals, it shall report to
the competent department with the examination and approval authority for approval in
accordance with the law, and submit to the secrecy administration department of the same level
for filing.
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Regulations relating to Foreign Currency Exchange
The Foreign Exchange Administration Regulation of the People’s Republic of China
(ʕശɛ͏΍ձ਷̮ි၍ଣૢԷ) (the “ Foreign Exchange Administration Regulation ”),
which was promulgated in 1996 and last amended in August 2008 is the principle regulation
on foreign currency exchange in China. According to the Foreign Exchange Administration
Regulations of the People’s Republic of China, Renminbi can be freely converted for the
purpose of paying for current account items without obtaining approval from the SAFE.
However, Capital items such as overseas direct investments, repatriation of investments,
investments in securities, derivative products or loans are not freely convertible unless prior
approval or registration is obtained from the SAFE.
Pursuant to the Notice of the SAFE on Reforming and Regulating Policies on the Control
over Foreign Exchange Settlement of Capital Account (̮ਠҳ༟Ά
) (the “ SAFE Circular 19 ”) which was latest amended in
March 2023, and the Notice of the SAFE on Reforming and Standardizing the Administrative
Provisions on Capital Account Foreign Exchange Settlement (ձ஝
) (the “ SAFE Circular 16 ”), which was further
promulgated and latest amended on December 4, 2023, issued by the SAFE, the flow and use
of the Renminbi capital converted from foreign currency denominated registered capital of a
foreign-invested company is regulated such that, unless otherwise permitted under its business
scope, Renminbi capital may not be used for business beyond its business scope or to provide
loans to persons other than affiliates.
In October 2019, SAFE issued the Circular of Further Facilitating Cross-border Trade and
Investment (), which was
amended on December 4, 2023 (“ SAFE Circular 28 ”), which cancels the restrictions on
domestic equity investments by capital fund of non-investment foreign invested enterprises and
allows non-investment foreign invested enterprises to use their capital funds to lawfully make
equity investments in China, provided that such investments do not violate the Negative List
and the target investment projects are genuine and in compliance with laws. According to the
Circular on Optimizing Administration of Foreign Exchange to Support the Development of
Foreign-related Business ()
(“SAFE Circular 8 ”), issued by SAFE in April 2020, under the prerequisite of ensuring true
and compliant use of funds and compliance with the prevailing administrative provisions on
use of income under the capital account, eligible enterprises are allowed to make domestic
payments by using their capital funds, foreign credits and the income under capital accounts
of overseas listing, without prior provision of the evidentiary materials concerning authenticity
to the bank for each transaction, while the handling banks shall conduct spot checks afterwards
in accordance with the relevant requirements.
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Regulations on Import and Export of Goods and Anti-Foreign Sanctions
Regulations on Foreign Trade
Pursuant to the Foreign Trade Law of the People’s Republic of China ( ʕശɛ͏΍ձ
) (the “ Foreign Trade Law ”) promulgated by the SCNPC on May 12, 1994,
and subsequently amended and became effective on December 30, 2022, foreign trade
operators have been exempted from the registration requirement as of the effective date. The
Foreign Trade Law grants the PRC government the authority to allow the free import and
export of commodities and technologies, except where specified otherwise by other laws and
administrative regulations.
Regulations on Customs Law
In addition, pursuant to the Customs Law of the People’s Republic of China ( ʕശɛ
) enacted by the SCNPC on January 22, 1987, and subsequently amended on
April 29, 2021, effective from the same date, the Customs is a governmental organization
responsible for supervision and control over all arrivals in and departures from the Customs
territory. Under the framework of pertinent laws and administrative regulations, the Customs
exercises its jurisdiction over various aspects, including the inspection and regulation of
vehicles, goods, luggage, postal articles, and other items entering and departing the country.
This mandate encompasses the assessment and collection of customs duties, taxes, and fees, as
well as the prevention and detection of smuggling activities, compilation of customs statistics,
and execution of related customs procedures.
Regulations on Anti-Monopoly Law and Anti-Unfair Competition Law
Regulations on Anti-Monopoly
The currently effective Anti-Monopoly Law of People’s Republic of China ( ʕശɛ͏
) (the “ Anti-Monopoly Law ”) was promulgated by SCNPC in 2007 and
latest amended in 2022. The Anti-Monopoly Law elaborates several circumstances that
undertakings might be prohibited from monopolistic conducts, including entering into
monopolistic agreements, abuse of dominant market position and concentration of
undertakings which has or may have an effect of eliminating or restricting competition.
On March 10, 2023, the SAMR promulgated the Provisions on Prohibition of Monopoly
Agreements (), the Provisions on Prohibiting Abuse of Dominant
Market Positions (), and the Provisions on the
Examination of Concentrations of Undertakings (). These provisions
further elaborate on some more detailed factors which shall be considered in assessing
monopoly agreements, abusive practices of dominant market positions and concentrations of
undertakings, based on the principles established by the Anti-monopoly Law.
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Regulations on Anti-Unfair Competition
Pursuant to the Anti-Unfair Competition Law of the People’s Republic of China ( ʕശ
) (the “ Anti-Unfair Competition Law ”), promulgated by the
SCNPC on September 2, 1993, amended on April 23, 2019 and became effective from the same
date, business operators shall abide by the principles of voluntariness, equality, fairness and
honesty, and abide by laws and business ethics in market transactions. The unfair competition
as referred to in the Anti-Unfair Competition Law refers to the acts of business operators that
violate the provisions of the Anti-Unfair Competition Law in their production and operation
activities, disturb the market competition order, and damage the legitimate rights and interests
of other business operators or consumers. Operators who violate the provisions of the
Anti-Unfair Competition Law shall bear civil liabilities, administrative liabilities and criminal
liabilities depending on the specific circumstances.
Regulations Relating to Tax
Enterprise Income Tax
Pursuant to the Enterprise Income Tax Law of the People’s Republic of China (the “ EIT
Law”) which was promulgated by the SCNPC on March 16, 2007, and was latest amended on
December 29, 2018, with the latest revision effective on the same date and the Implementation
Regulations for the Enterprise Income Tax Law of the People’s Republic of China ( ʕശɛ
ૢԷ) (the “ Implementation Regulations for the Enterprise
Income Tax Law ”) which was promulgated by the State Council on December 6, 2007, and
was latest amended on December 6, 2024, with the latest revision effective on January 20,
2025, a uniform income tax rate of 25% will be applied to resident enterprises and non-resident
enterprises that have established institutions and premises in China. Besides, enterprises
established within the PRC, enterprises established in accordance with the laws of other
judicial districts whose “de facto management bodies” are within the PRC are considered
“resident enterprises” and subject to the uniform 25% enterprise income tax rate for their
income derived from both inside and outside the PRC. Corporate income tax for key advanced
and new technology enterprises supported by PRC shall be at a reduced tax rate of 15%.
Pursuant to the Administrative Measures on Accreditation of High-tech Enterprises ( ৷
) which was promulgated by the Ministry of Science and
Technology, the MOF and the State Administration of Taxation on April 14, 2008 and amended
on January 29, 2016 and came into effect on January 1, 2016, high-tech enterprises which
accredited pursuant to these Measures may declare and claim tax incentives pursuant to the EIT
Law and its Implementation Regulations, the Administrative Law of the People’s Republic of
China on the Levying and Collection of Taxes, the Implementation Regulations for the Law of
the People’s Republic of China on Administration of Tax Collection ( ʕശɛ͏΍ձ਷೼ϗ
) etc. The qualifications of an accredited high-tech enterprise shall be
valid for three years from the date of issuance of the certificate.
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V alue-Added Tax
Pursuant to the Interim Regulations on V alue-Added Tax (the “ VAT”) of the People’s
Republic of China (೼ᅲБૢԷ), which was promulgated by the State
Council on December, 1993 and last amended on November, 2017, and the Implementation
Rules for the Interim Regulations on V alue-Added Tax of the People’s Republic of China ( ʕ
), which was promulgated by the MOF and STA on
December, 2008 and as amended on October 28, 2011, entities or individuals engaged in the
sale of goods, the provision of processing services, repair and replacement services, the sale
of services, intangible assets, immovable property or the import of goods in the within the PRC
shall pay value-added tax, or V A T. The rate of V A T is generally 17% on sales and 6% on the
services, and the V A T rate applicable to the small-scale taxpayers is 3%.
On April, 2018, the Ministry of Finance and the State Taxation Administration jointly
promulgated the Circular of the Ministry of Finance and the State Taxation Administration on
Adjustment of V alue-Added Tax Rates (ஷ
), according to which for taxable sales or imported goods originally subject to V A T rates
of 17% and 11%, respectively, such tax rates shall be adjusted to 16% and 10%, and shall be
further adjusted to 13% and 9% in accordance with the Announcement of the Ministry of
Finance, the State Taxation Administration and the General Administration of Customs on
Deepening the V alue-Added Tax Reform (೼ҷ
ʮѓ) that took effect on April 1, 2019.
Dividend Distributions
Pursuant to the Individual Income Tax Law of the People’s Republic of China ( ʕശɛ
), which was most recently amended on August 31, 2018, and the
Implementation Provisions of the Individual Income Tax Law of the People’s Republic of
China (ૢԷ), which was most recently amended on
December 18, 2018, dividends distributed by PRC enterprises are subject to individual income
tax levied at a flat rate of 20%. For a foreign individual who is not a resident of the PRC, the
receipt of dividends from an enterprise in the PRC is normally subject to individual income tax
of 20% unless specifically exempted by the tax authority of the State Council or reduced by
relevant tax treaty.
Pursuant to the EIT Law and the Regulation on the Implementation of the Enterprise
Income Tax Law of China provides that since January 1, 2008, an enterprise income tax rate
of 10% will normally be applicable to dividends declared to non-PRC resident investors which
do not have an establishment or place of business in the PRC, or which have such establishment
or place of business but the relevant income is not effectively connected with the establishment
or place of business, to the extent such dividends are derived from sources within the PRC,
unless any such non-PRC resident investors’ jurisdiction of incorporation has a tax treaty with
China that provides for a preferential withholding arrangement.
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GERMAN LA WS AND REGULATIONS
This section sets out a summary of certain aspects of laws and regulations of Germany
and/or the EU, which are relevant to the business and operations of Putzmeister Holding GmbH
and Putzmeister Concrete Pumps GmbH. It does not claim to provide a complete and
comprehensive presentation of all relevant legal regulations.
Purchase Law
The sale of goods constitutes a sales contract (Sec. 433 et seq. of the German Civil Code
(Bürgerliches Gesetzbuch ;“ BGB”).
In Germany, sales law is largely governed by the German Civil Code, Sec. 433 et seq.
BGB. Sales contracts concluded between two merchants (commercial transactions) are
complemented and partially modified by the provisions of the German Commercial Code
(Handelsgesetzbuch ;“ HGB”).
According to the German Civil Code (BGB), the seller is obliged to hand over the item
to the buyer and to procure ownership of it — free of material defects and defects of title, Sec.
433 (1) BGB. The buyer is therefore entitled to a fulfillment claim for the handover and
transfer of ownership of a defect-free item, Sec. 433 (2) BGB.
If the item is defective at the time of the transfer of risk (Sec. 446, Sec. 447 BGB), i.e.
usually at the time of handover, this gives rise to warranty rights for the buyer.
The item is free of material defects if it fulfils the so-called subjective requirements, the
objective requirements and the assembly requirements in the following sense at the time of
transfer of risk (Sec. 434 (1) BGB). The item fulfils the subjective requirements if it has the
agreed quality, is suitable for the use stipulated in the contract and is handed over with the
agreed accessories and the agreed instructions, including assembly and installation
instructions. This condition includes the type, quantity, quality, functionality, compatibility,
interoperability and other characteristics of the item for which the parties have agreed
requirements (Sec. 434 (2) BGB). Unless otherwise effectively agreed, the item meets the
objective requirements if it is suitable for normal use, has a quality that is customary for items
of the same type and that the buyer can expect, taking into account the type of item and the
public statements made by the seller, in particular in advertising or on the label, corresponds
to the quality of a sample or specimen that the seller has made available to the buyer before
the conclusion of the contract, and is handed over with the accessories, including packaging,
assembly or installation instructions and other instructions that the buyer can expect to receive.
This usual condition includes the quantity, quality and other characteristics of the item,
including its durability, functionality, compatibility and safety (Sec. 434 (3) BGB). If assembly
is to be carried out, the item meets the assembly requirements if the assembly has been carried
out properly or has been carried out improperly, but this is neither due to improper assembly
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by the seller nor to a defect in the instructions provided by the seller (Sec. 434 (4) BGB). If
the seller delivers an item other than the contractually owed item, this is equivalent to a
material defect, Sec. 434 (5) BGB.
The burden of proof that the goods were defective at the time of the transfer of risk
generally falls to the buyer, Sec. 363 BGB.
If the item is defective, the buyer is entitled to request subsequent fulfillment (at his
discretion, new delivery or rectification), to withdraw from the contract, to reduce the purchase
price or to demand compensation for damages or expenses, Sec. 437 BGB. However, the buyer
has to give the seller the opportunity for subsequent fulfillment and set a grace period for this
purpose before the buyer can demand compensation or withdraw from the purchase contract.
This grants the seller a second opportunity, Sec. 439 (1) BGB. As part of the subsequent
fulfillment, the buyer must also bear the necessary expenses (e.g. transport costs), Sec. 439 (2)
BGB.
According to Sec. 377 (1) HGB the buyer has to inspect and submit complaints upon
receipt of the goods in a timely manner. Otherwise, the goods are considered to have been
approved, unless the defect is one which was not apparent on inspection, Sec. 377 (2) HGB.
Warranty claims for movable goods generally expire within two years, beginning with the
handover of the purchased item, Sec. 438 (1) No. 3 BGB.
In addition to these warranty rights, the manufacturer or seller may grant the buyer
guarantee rights (guarantee), Sec. 443 (1) BGB. If such a guarantee of durability is given, it
is assumed by law that a defect occurring during the guarantee period constitutes the guarantee
rights.
The ownership of the sold goods does not pass to the buyer when the sale contract is
concluded or performed. In addition to the sale contract the parties have to agree on
transferring ownership to the buyer and the buyer must receive some form of possession over
the good, Sec. 929 et seq. BGB.
Product Liability and Consumer Protection
Manufacturers and sellers of machines and devices of all kinds, in particular concrete
pumps, mortar machines and other construction machines (including the respective spare
parts), who bring their products into the European or German market, must ensure that their
products are designed, manufactured and provided with appropriate user information so that
any hazardous situation in the course of product use can be avoided. Products that do not
comply with the regulations on product safety may not be placed on the market or made
available on the market in Germany or the EU. The most important legal framework relating
to product safety and compliance are currently the General Product Safety Regulation
(“GPSR ”) together with the German Product Safety Act ( Produktsicherheitsgesetz ;
“ProdSG ”), the German Product Liability Act ( Produkthaftungsgesetz ;“ ProdHaftG ”) and the
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BGB. These rules and regulations are compulsory and cannot be excluded nor modified by
contractual agreement. Other than that, a product could be subject to further legal requirements
imposing formal requirements on the economic operators.
Product Safety Law
The General Product Safety Regulation (EU) 2023/988 (“ GPSR ”), which has been
directly applicable since December 13, 2024, focuses on regulating the safety-related
requirements and obligations with regard to consumer products (B2C products) that are not
subject to specific product safety legislation. The aim of European product safety legislation
remains to ensure that only ‘safe’ products are placed or made available on the market. The aim
remains to improve the functioning of the internal market while ensuring a high level of
consumer protection. In order to achieve a high level of consumer protection, the GPSR is
particularly aimed at countering new product- and distribution-related hazards and closing
corresponding regulatory gaps in a digitalised and globalised product world. New technologies
and the digitalisation of products and distribution channels have been identified as the specific
challenges that have ultimately provided the impetus and legal policy background for the
revision of product safety law. The GPSR covers new product phenomena that are not
separately regulated on the basis of a risk-based concept that is open to technology, thereby
acting as a catch-all. The stated aim was therefore to optimize the interaction of GPSR as a
general part of European product safety law with the specific (sectoral) product safety
regulations. In doing so, the declared aim was to achieve improved coherence, particularly with
regard to European harmonisation legislation and the so-called EU Market Surveillance
Regulation (EU) 2019/1020.
The requirements specified in the respective directives and regulations must be met to
ensure the safety and health of persons are not endangered when the product is used as intended
or in a foreseeable manner.
The so-called Machinery Directive (2006/42/EC) is particularly relevant in this case. This
applies to machines (and incomplete machines) that are brought into circulation in the EU.
According to this, a “machine” is to be regarded as a whole of interconnected parts or devices,
of which at least one is movable and which are joined together for a specific application. A
drive system must be present (or the machine must be designed for it), except for human or
animal power. An exception applies to products used for lifting: here, human power can also
be the only source of power for forming a machine. In addition to these machines “in the strict
sense”, interchangeable equipment, safety components, load-handling equipment, chains, ropes
and belts, as well as detachable cardan shafts, also fall within the scope of the directive as
‘machinery’. So-called “incomplete machines” also fall under the Machinery Directive. These
are products that almost constitute a machine but cannot fulfill a specific function on their own.
An incomplete machine is only intended to be installed in another machine and, together with
other incomplete machines, to constitute a machine system. From January 20, 2027 on, the
Machinery Directive will be replaced by the new European Machinery Regulation (EU)
2023/1230 in order to meet current and future requirements regarding the safety of machinery.
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For the products in question, the following selection of further rules and regulations shall
be observed as a matter of priority, depending on the product:
 Radio Equipment Directive (2014/53/EU)
The directive establishes a regulatory framework for the provision on the market and
the commissioning of radio systems. According to Art. 2 (1) No. 1 of the directive an
electrical or electronic product intended for the purpose of radio communication and/or
radio location that emits and/or receives radio waves, or an electrical or electronic
product that requires accessories, such as an antenna, in order to emit and/or receive radio
waves for the purpose of radio communication and/or radio location.
 Electromagnetic Compatibility Directive (2014/30/EU)
In accordance with Art. 1 of the directive, the directive addresses the
electromagnetic compatibility of equipment and is intended to ensure the functioning of
the internal market for equipment by setting an appropriate level of electromagnetic
compatibility. With a few exceptions, the directive applies to any apparatus or fixed
installation intended for the end user that is capable of causing electromagnetic
disturbance, or the performance of which is capable of being affected by such
disturbance.
 Pressure Equipment Directive (2014/68/EU)
The Pressure Equipment Directive applies to the design, manufacture and
conformity assessment of pressure equipment and assemblies with a maximum allowable
pressure greater than 0.5 bar, Art. 1. According to Art. 2 No. 1 of the directive means
vessels, piping, safety accessories and pressure accessories, including, where appropriate,
the elements attached to the pressure-bearing parts, such as flanges, nozzles, couplings,
supports and lifting lugs.
In addition, the so-called technical law must be observed, e.g. DIN EN 12001 for concrete
pumps, DIN EN 13000 for cranes and DIN EN 12609 for truck mixers.
In other words, the existing EU regulations for harmonised products will remain in force
(see Art. 2 of the GPSR: “Scope”). The GPSR is therefore aimed primarily at “non-harmonised
products” intended for consumers or — and this could be important with regard to (mini)
excavators, for example — used by them and for which there are no special requirements in
separate legal acts — such as the Machinery Directive. However, there are also individual new
provisions that apply to harmonised products (which are already subject to special regulations),
such as the provisions on the right to information and to remedy (see Chapter VIII GPSR).
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It should be noted that large parts of the national ProdSG will become obsolete as a result
of the European regulation, and that the member states’ scope for decision-making will thus be
considerably reduced in the future. In the future, it will mainly contain the implementing
provisions for the GPSR and the rules on fines in the event of non-compliance. In this context,
it should be noted that a legislative draft of the Federal Government to amend the Product
Safety Act and other product safety regulations dated September 4, 2024 is already available
(BT-Drs. 20/12716). This draft aims to amend the Product Safety Act in line with Regulation
(EU) 2023/988. The amendments are intended to transpose the provisions of the regulation into
national law.
Product Liability Law
According to the ProdHaftG, either the seller or the producer, or both jointly, can be held
liable if the products turn out to be defective. The harmed person may raise claims arising from
product liability, producer liability, and warranty for defects. In the event a product has caused
damage to persons or items (other than the defective product), the producer is strictly liable
pursuant to the ProdHaftG. Liability under the ProdHaftG can neither be restricted nor
excluded in advance. The ProdHaftG applies, if the harmed person has its habitual residence
in Germany and the defective product was placed on the German market or if the defective
product was bought in Germany and was placed on the German market or if the harm arose in
Germany and the defective product was placed on the German market. It is sufficient that the
producer could reasonably foresee that a product might be placed on the German market by
another market participant, e.g. one of its customers, to be liable under the ProdHaftG. Thus,
it is not necessary that the defective product was imported to Germany by the producer.
Comparable regulations also apply in the other member States of the EU.
On December 8, 2024, the new EU Product Liability Directive (2024/2853) came into
force. It will replace the almost 40-year-old Product Liability Directive (85/374/EEC), on
which the current ProdHaftG is also based. The new Product Liability Directive aims to
modernize the European product liability regime to adapt it to advancing technologies and the
globalization of supply chains. It also seeks to remove obstacles for consumers in claiming
damages for defective products. The new Product Liability Directive therefore significantly
changes the current liability landscape for economic operators who manufacture or distribute
products in the EU. This new Product Liability Directive must be implemented in the member
states by December 9, 2026. The old Product Liability Directive 85/237/EEC will continue to
apply even after that date to products that have already been placed on the market.
Alongside the German law recognizes an additional manufacturer liability under tort
(so-called manufacturer’s liability under Sec. 823 (1) BGB ( Produzentenhaftung )).
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Data protection law
Data protection is fundamentally regulated in the provisions of the EU General Data
Protection Regulation (EU) 2016/679 (“ GDPR ”, in German Datenschutz-Grundverordnung ;
“DSGVO ”) and the German Federal Data Protection Act ( Bundesdatenschutzgesetz ;“ BDSG ”).
In addition, the Telecommunication and Telemedia Data Protection Act ( Telekommunikation-
Digitale-Dienste-Datenschutz-Gesetz ;“ TDDDG ”) does apply and deal with the data protection
for the Online Business. According to the so-called market place principle in Art. 3 (2) of the
GDPR, the GDPR also applies to foreign companies for the processing of personal data of
persons located in the EU, insofar as the processing is related to the offer of goods and services
or the observation of the data subjects. The relevant connecting factor is the targeting of certain
sales and advertising measures to persons located in the EU. The GDPR generally addresses the
controller of the data processing regarding the obligations and duties in relation to the
processed data, as the data controller is the main legally responsible entity in the context of the
GDPR. In the case of an e-commerce platform where a platform operator offers on his platform
to sellers and providers of goods and services the possibility to sell, platform operator and
sellers usually are either independent controllers (each responsible for their own processing of
data) or so-called joint controllers (together responsible for the data processing). Either way —
joint or independent controller — the controller must in particular adhere to the GDPR
principles for data processing and must ensure the existence of adequate legal bases for data
processing as well as the availability of transparent information on the data processing from the
customer’s/user’s point of view. Additional obligations and data protection relationships may
exist depending on the individual case, for example data processing agreements may exist with
payment service providers involved on behalf and according to the data processing directions
by any one controller.
GDPR principles
The GDPR provides various principles that also run through the national regulations and
must therefore always be observed. If these principles/requirements are not met and unlawful
processing takes place, data subjects can assert their rights under the GDPR and sue for
damages. There may also be a threat of proceedings by the supervisory authorities.
Some of the most relevant principles of the GDPR are regulated in Art. 5 GDPR. Any
personal data must always be processed on a legal basis (Art. 5 (1) lit. a) GDPR), in a
transparent manner (Art. 5 (1) lit. a), Art. 13 GDPR) and with the usage of such data limited
to a specific, explicit purpose (Art. 5 (1) lit. b) GDPR). The personal data that is stored must
be kept to a minimum (Art. 5 (1) lit. c) GDPR) and up-to-date (Art. 5 (1) lit. d) GDPR), and
must be deleted as soon as it is no longer needed for the specified purpose (Art. 5 (1) lit. e)
GDPR). The processing of personal data with/between several parties must be regulated by
corresponding data processing agreements like a data processing agreement (Art. 28 GDPR) or
a joint controller agreement (Art. 26 GDPR). This also applies for data processing between
group companies and affiliates.
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The transfer of personal data outside the EU/EEA must meet special requirements. There
must either be an adequacy decision by the EU Commission for the country in which the
recipient is located or additional guarantees in accordance with Art. 46 GDPR. This also
applies for data transfers between group companies and affiliates. If data of European citizens
will be stored on the servers in Hong Kong, appropriate guarantees (Art. 46 GDPR) must be
in place.
Legal consequences of violations of the GDPR
Any person who has suffered material or non-material damage as a result of an
infringement of this Regulation shall have the right to obtain compensation from the controller
or processor for the damage suffered. The data subjects may therefore bring an action for
damages before the civil courts. In May 2023, the European Court of Justice ruled that no
materiality threshold is to be observed and thus also allows for “trivial cases.” In addition to
legal action in the civil courts, administrative proceedings can also be brought before the
supervisory authorities. These can either carry out an inspection of the company on their own
initiative or because someone, e.g. a data subject, has issued a notification. Infringements of
the provisions of the GDPR can lead to fines of up to EUR 20,000,000 or up to 4% if the total
worldwide annual turnover of the preceding financial year, whichever is higher. Strictly
adhering to the GDPR is therefore important for any company operating within it’s framework.
Each supervisory authority has the corrective powers to impose a temporary or definitive
limitation including a ban on processing. In this case, the data processing that is not lawful in
the opinion of the supervisory authority must be stopped accordingly. Depending on the
circumstances, this can cause the entire operation of a company to come to a standstill.
Labor and Employment Laws
In Germany, the employment law is not completely codified. Basically, the employment
relationships are governed by German Civil Code with employment specifications. Rather, the
German employment law is to the extent that is governed by written legal norms and different
specific laws with regard to termination protection, working hours, minimum wages, employee
protects and etc. also governed and formed by judicial cases and development. It should also
be noted that the employment disputes are jurisdiction of a specific court, namely the labor
court.
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The most important specific laws regarding the German employment relationships are,
among others, the following:
German Protection Against Unfair Dismissal Act
An employer’s ability to (unilaterally) terminate an employment relationship is
substantially restricted by the German Protection Against Unfair Dismissal Act
(Kündigungsschutzgesetz ;“ KSchG ”). The KSchG is applicable if the operation has more than
10 employees and the employee to be dismissed has been employed for more than 6 months.
Under the KSchG, an ordinary dismissal (i.e. with notice) will only be effective if based on one
of the three reasons for termination explicitly permitted by the KSchG. These are conduct-
related dismissal, dismissal for reasons connected with the individual employee and dismissal
for operational reasons.
Federal V acation Act
The Federal V acation Act ( Bundesurlaubsgesetz ;“ BUrlG ”) sets forth the rules regarding
the minimum vacation entitlement of employees, the granting of vacation as well as the expiry
of the vacation entitlement.
German Part-Time and Limited Term Employment Act
The German Part-Time and Limited Term Employment Act ( Teilzeit- und
Befristungsgesetz ;“ TzBfG ”) sets forth rules to promote part-time work, to define the
requirements for the permissibility of employment agreements for limited terms and to prevent
discrimination against part-time and limited term employees.
German Works Constitution Act
The German Works Constitution Act ( Betriebsverfassungsgesetz ;“ BetrVG ”) stipulates
employee code-termination within an establishment. The most important code-termining body
under the BetrVG is the works council, an elected employee representative body which has
rights of its own vis-à-vis the employer. It exercises most of the code-termination rights
governed by the BetrVG.
German Collective Bargaining Agreements Act
The German Collective Bargaining Agreements Act ( Tarifvertragsgesetz ;“ TVG”)
regulates the right to and content of collective bargaining agreements. Collective bargaining
agreement, inter alia, set forth a minimum standard for working conditions, such as
remuneration, working hours and holiday entitlement.
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Tax Laws
The German tax system comprises two basic categories, namely direct and indirect taxes.
For direct taxes, the taxable entities bear the ultimate tax burden, e.g. income tax, corporation
tax and trade tax. For indirect taxes, the tax debtor transfers the tax burden to another party.
Direct tax
The taxation of German companies depends on the entity’s legal form. Corporations are
treated as nontransparent for tax purposes, i.e. that the taxable profit is subject to taxation at
the level of the corporation itself. Profits of corporations are subject to corporation tax
(Körperschaftssteuergesetz ;“ KStG ”), solidarity surcharge and trade tax
(Gewerbesteuergesetz ;“ GewStG ”).
Corporation Tax Act (KStG)
Corporation tax is the income tax for corporations such as a liability limited company
(Gesellschaft mit beschränkter Haftung ;“ GmbH ”) or a stock corporation ( Aktiengesellschaft ,
“AG”). The basis of taxation is the income earned during the calendar year. Corporation tax
is levied at the rate of 15% on the taxable profits. An additional solidarity surcharge of 5.5%
of the tax amount is levied on corporation tax so that the total tax rate (corporate tax and
solidarity surcharge) currently amounts to 15.825%.
Trade Tax Act (GewStG)
All commercial businesses that operate in Germany are liable for trade tax
(Gewerbesteuer ). Businesses are deemed to operate in Germany if they have a permanent
establishment, i.e. a place of business, in the country. The activities of a corporation such as
a GmbH are always deemed commercial business operations. Trade tax is collected by the
relevant local authority who also determines its rate of tax. Therefore, the rates differ in
accordance with the city in which the business is located. Current effective rates range from
around 13 % to 18 % of business income, whereby smaller towns are on the lower, larger towns
on the higher end.
Indirect tax
The most important indirect tax is the value added tax ( Umsatzsteuer ;“ VAT”).
V alue Added Tax Act (UStG)
Principally, V A T is chargeable on all public and private consumption (i.e. goods and
service purchased by final consumers). The main tax rates under the V alue Added Tax Act
(Umsatzsteuergesetz ;“ UStG ”) are 19%, the general rate and 7%, the reduced rate. The tax base
is the consideration for the goods or services provided. If certain requirements are met, goods
are exempt from V A T if they are delivered to another EU Member State (intra-Community
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deliveries of goods), as are goods delivered to a non-EU country (export deliveries). Also
exempt are certain activities as medical treatments and the granting and brokering of loans.
Land rentals are also exempt from value-added tax, although in some cases one may opt to be
subject to V A T.
Regulations on the Importation and Distribution of the Company’s Products in Germany
In accordance with Foreign Trade and Payment Act ( Außenwirtschaftsgesetz ;“ AW G”), as
part of import clearance, checks will be made to ensure that all legal provisions regulating the
import of the goods in question have been observed. There are a large number of regulations
governing imports into the EU and to Germany. Besides customs regulations and foreign trade
regulations, attention must also be paid to prohibitions and restrictions, most of which serve
non-commercial interests such as protecting human health interests or environmental
protection.
In Germany, in accordance with AWG, in principle, goods, services, capital, payments
and other business transactions with foreign countries as well as foreign assets and gold within
member countries (external trade transactions) may be transported freely. Import restrictions
are dictated by European Community Law and the German Foreign Trade Ordinance from
August 2, 2013 ( Außenwirtschaftsverordnung ;“ AV V”). In principle, quantitative restrictions
on imports are no longer imposed. However, for particular goods originating from particular
countries, import permits are needed, and quantitative restrictions can on occasion be imposed.
Approval must be obtained from the Federal Office of Economics and Export Control
(Bundesamt für Wirtschaft und Ausfuhrkontrolle ;“ BAFA“) (for commercial products).
Customs Law
In principal, Germany’s Constitution grants exclusive authority to legislate customs
duties to domestic federal competence. The core regulation is the Customs Administration Act
and the Customs Regulation. However, as a member of the EU, Germany has transferred this
authority to the European Union to a vast extent. The legal foundation for the levying of
customs duties arises on the one hand from Community customs law, in particular the Union
Customs Code.
The responsibility for legislative measures and the entitlement to this revenue lies with
the federal government. Customs duties (import or export duties) are therefore administered by
the Federal Finance Administration. As a result of developments in Community customs law,
legislative and revenue competence has been transferred almost entirely to the European Union
as the legal successor to the European Community.
EU Sanctions Laws and Regulations
Set out below is a summary of the sanctions regimes imposed by the EU. This summary
has not and is not intended to set out all relevant laws and regulations relating to the sanctions
regimes of the EU in their entirety.
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EU Sanctions Regimes
The EU implements all sanctions adopted by the UNSC and strengthens UN sanctions
through additional measures and/or sanctions on its own initiative. The EUEU does not
generally ban dealing with a counterparty in or with a jurisdiction targeted by sanctions
measures, provided that the counterparty is not a person or an entity listed on OFAC’s SDN List
or other restricted parties lists maintained by the UN, U.S., EU, U.K. or Australia or not
engaged in prohibited activities, such as, directly or indirectly, exporting, selling, transferring
or making certain controlled or restricted products available to, or for use in a jurisdiction
subject to sanctions measures.
All EU sanctions apply: (1) within the EU (including its airspace); (2) on board any
aircraft or vessel under the jurisdiction of any EU Member State; (3) to any EU nationals,
regardless of their residency or location; (4) to any legal person, entity or body incorporated
or constituted under the laws of any EU Member State; and (5) to any legal person, entity or
body in respect of any business done in the EU, EU sanctions are directly applicable in any EU
Member State without national legislation. However, penalties for breaches of EU sanctions
depend on national legislation in each EU Member State.
KEY LA WS AND REGULATIONS IN INDIA
The description hereunder is an indicative summary of key laws and regulations in India,
which are applicable to Sany Heavy Industry India Private Limited, a company incorporated
under the laws of India (the “ Relevant Company ”). The laws and regulations set out below are
not exhaustive, are only intended to provide general information and are not intended to be a
substitute for professional legal advice. The indicative summaries are based on current
provisions of the applicable law, which may be amended by the Government of India from time
to time.
Law Relating to Employment and Labor in India:
1. The Factories Act, 1948 (“Factories Act”): The Factories Act consolidates law
regulating factories including provisions for the health, safety, welfare and service
conditions of workers working in factories. It contains provisions for registration
and issue of license, working hours of adults, leaves, overtime, etc.
2. The Payment of Bonus Act, 1965 (“Bonus Act”): The Bonus Act provides for the
payment of bonus to persons employed in certain establishments in India and is
applicable to all employees drawing a remuneration of less than or equal to Rs.
21,000/- per month in a factory and every establishment in which twenty or more
persons are employed. The Bonus Act provides for the payment of bonus between
8.33% (minimum) to 20% (maximum) of the salary or wage earned by the employee
during the accounting year.
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3. The Employees’ State Insurance Act, 1948 (“ESI Act”): The ESI Act is a social
welfare legislation, which applies to providing benefits to employees in case of
sickness, maternity and employment injury. It is applicable to all factories and
establishment employing 10 or more persons with respect to the employees drawing
wages less than Rs. 21,000/- per month. The existing total employee state insurance
contribution is 4% of wages, where the employer contribution is 3.25% and
employees’ contribution is 0.75% of wages.
4. The Employees’ Provident Funds and Miscellaneous Provisions Act, 1952 (“EPF
Act”): The EPF Act provides for the creation of provident funds, pension funds, and
deposit linked insurance funds for the benefit of employees. It applies to all factories
and establishments employing 20 or more persons or class of persons. At present, an
employee contributes 12% of the basic wages, dearness allowance and retaining.
The employer also pays 12% of pay out of which 8.33% of pay is diverted to pension
fund and the rest 3.67% is diverted to provident fund.
5. Payment of Gratuity Act, 1972 (“Gratuity Act”): This Gratuity Act is applicable
to all the factories. An employee needs to provide continuous service of 5 years to
be eligible to receive gratuity. Gratuity becomes payable to an employee on
retirement, resignation or termination of employment due to death/disablement on
account of accident/disease, at the rate of 15 days wages based on the wages last
drawn, for every year of completed service or part thereof in excess of six months,
subject to an aggregate amount of Rs. 2,000,000.
6. Contract Labor (Regulation and Abolition) Act, 1970 (“CLRA”): CLRA
regulates working conditions of contract laborers. CLRA applies to every
establishment or contractor wherein/with whom 20 or more workmen are employed
or were employed on any day of the preceding 12 months as contract labor. CLRA
provides that no contractor shall undertake any work through contract labor, except
with a license issued under the Act.
7. The Maternity Benefit Act, 1961 (“Maternity Benefit Act”): The Maternity
Benefit Act regulates the employment of women in establishments and provides for
maternity benefits, and certain other benefits including maternity leave, wages,
bonus, nursing breaks, leave on account of miscarriage and medical termination of
pregnancy, etc.
8. Shops and establishments legislations: The various states in India have their
respective Shops and Establishment Acts. The said Acts inter alia, regulate working
and employment conditions of the employees working there, provides for matters
relating to fixation of working hours, rest intervals, overtime, holidays, leave,
termination of service and other rights and obligations of the employers and
employees.
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9. The Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 (“POSH Act”): The POSH Act provides for protection against
sexual harassment of women at workplace and redressal of complaints connected
therewith. The POSH Act mandates organization to: (a) frame an anti-sexual
harassment policy; (b) constitute an Internal Complaints Committee to entertain
complaints that may be made by an aggrieved woman; and (c) file annual return
regarding sexual harassment and related matters dealt with in a year.
10. The New Labor Law Codes in India : Government of India to foster a conducive
labor environment amalgamated twenty-nine existing labor laws into four codes,
namely, the Code on Wages, 2019, the Industrial Relations Code, 2020, the
Occupational Safety, Health and Working Conditions Code, 2020 and the Code of
Social Security, 2020 (collectively referred to as the “ Codes ”). These four Codes
together consolidate laws relating to: (i) wages; (ii) safety, working conditions and
welfare; (iii) industrial relations; and (iv) social security. President of India has
accorded its consent to the Codes, they will however, be brought into force only
once the appointed date for their implementation is notified by the Central
Government, which is still awaited. Accordingly, till date the earlier labor laws are
in force and governing conditions of employment in India.
Industry Specific Laws in India:
1. The Bureau of Indian Standards Act, 2016 (“BIS Act”): BIS Act and Bureau of
Indian Standards are responsible for standardization, conformity assessment, and
quality assurance of goods, articles, etc in India. The BIS Act read in conjunction
with the Machinery and Electrical Equipment Safety (Omnibus Technical
Regulation) Order, 2024, mandates the Relevant Company, that its products conform
to the labeling and marking requirements specified in Scheme X of the Bureau of
Indian Standards (Conformity Assessment) Regulations, 2018, and comply with any
required safety instructions or symbols.
2. Maharashtra Industrial Development Act, 1961 (“MIDC Act”): MIDC Act was
established for securing and assisting in establishment and organization of industries
in industrial areas in the State of Maharashtra and setting up of Maharashtra
Industrial Development Corporation (“ MIDC ”). Relevant Company’s plant/factory
land located at Chakan, Pune, Maharashtra is governed by MIDC Act and regulated
under the norms prescribed by MIDC.
3. Fire Prevention Laws: Maharashtra Fire Prevention and Life Safety Measures Act,
2006 is applicable to the factory of the Relevant Company at Pune, and inter alia
provides for fire prevention and safety measures to be adopted by the Relevant
Company.
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4. The Legal Metrology Act, 2009 (“Legal Metrology Act”): The Legal Metrology
Act and rules thereunder inter alia establishes and enforces standards of weights and
measures, regulates trade and commerce in weights, measures and other goods
which are sold or distributed by weight, measure or number, regulates labeling and
packaging of commodities, verification of weights and measures used, amongst
other things.
Environmental Laws in India:
1. The Environment (Protection) Act, 1986 (“Environment Act”): The Environment
Act regulates protection and improvement of the environment in India. The Central
Pollution Control Board has been given the power to take all such measures for
protecting and improving the quality of the environment, to prevent environmental
pollution and give directions to any person or officer or any authority for any of the
purposes of the Act, such as closure, prohibition or regulation of any industry,
operation or process.
2. The Water (Prevention and Control of Pollution) Act, 1974 (“Water Act”): The
Water Act prohibits the use of any stream or well for the disposal of polluting matter,
in violation of the standards set down by the State Pollution Control Board (“ State
PCB”) and consent mechanism for establishment and operation of an entity.
3. The Air (Prevention and Control of Pollution) Act, 1981 (“Air Act”): The Air Act
requires that any individual, industry or institution responsible for emitting smoke
or gases must apply in a prescribed form and obtain consent from the State PCB
prior to commencing any activity.
4. Regulations governing Import and Export of Goods : In India, the import and
export of goods is governed by the Foreign Trade (Development & Regulation) Act,
1992 and India’s Export Import (EXIM) Policy. India’s Directorate General of
Foreign Trade is the nodal authority to regulate all matters related to EXIM Policy.
Importers are required to register and obtain an Importer Exporter Code Number for
undertaking import activities.
Intellectual Property Laws in India:
In relation to the intellectual property laws in India, patents are governed by the Patents
Act, 1970, copyrights are governed by way of the Copyrights Act, 1957, trademarks are
governed by the Trademarks Act, 1999, designs are governed by the Designs Act, 2000, just to
name a few.
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Foreign Exchange Laws in India:
1. Foreign Exchange Management Act, 1999 (“FEMA”): The foreign exchange
control regime in India is regulated by FEMA and the rules, regulations and
notifications thereunder, as issued by the Reserve Bank of India (“ RBI”) from time
to time, read with the Foreign Direct Investment Policy of India.
2. Foreign Direct Investment (“FDI”) Policy of Government of India and Foreign
Exchange Management (Non-Debt Instruments) Rules, 2019 (“NDI Rules”):
FDI is freely permitted in almost all sectors in India and no prior approval of
Government of India is necessary, subject to entry routes and sectoral caps
prescribed. However, certain sectors are regulated and any investment in such
sectors (including FDI beyond prescribed thresholds) may necessitate prior approval
of Government of India. Since the Relevant Company is engaged in the
‘manufacturing’ sector, 100% FDI is allowed under automatic route, subject to the
provisions of the FEMA and NDI Rules. Department of Promotion of Industry and
Internal Trade, Ministry of Commerce and Industry on April 17, 2020 issued Press
Note 3 which inter alia provides that an entity of a country, which shares land border
with India or where the beneficial owner of an investment into India is situated in/or
is a citizen of any such country, can invest only after seeking prior approval of the
Government of India.
3. Overseas Investment Regime: In keeping with the spirit of liberalisation and to
promote ease of doing business, the Central Government and the Reserve Bank of
India enacted Foreign Exchange Management (Overseas Investment) Rules, 2022,
Foreign Exchange Management (Overseas Investment) Regulations, 2022, and
Foreign Exchange Management (Overseas Investment) Directions, 2022. The
overseas investment regime simplifies the existing framework for overseas
investment by ‘persons resident in India to cover wider economic activity and
significantly reduces the need for seeking specific approvals and accordingly
reduces compliance burden and associated compliance costs.
Law Relating to Taxation in India:
1. Direct Taxation: Under the Indian Income Tax Act, 1961, domestic companies are
taxed on global income and foreign companies on income sourced from India.
Corporate tax for companies is 30%, with a concessional 22% rate available subject
to conditions. Additional surcharge and 4% health and education cess apply.
Dividends are taxable in the hands of shareholders from FY 2020-21 onward,
replacing the earlier Dividend Distribution Tax. Capital gains from sale of unlisted
shares are subject to short or long-term capital gains tax, depending on the holding
period. Transfer pricing, withholding tax, and tax treaty benefits under DTAA are
applicable to cross-border transactions. All companies earning income in India must
file annual tax returns by the prescribed due dates.
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2. Indirect Taxation: Goods and Services Act, 2017 (“ GST Act ”) is applicable on
supplying of goods and services by business enterprises in India. An Indian company
must register for GST in each state where it operates. The registration is based on
the Permanent Account Number and is state-specific. An Indian Company, having
turnover more than Rs. 50 million, is required to generate electronic invoices for its
business-to-business (B2B) transactions, which are authenticated by a government
portal.
Other Miscellaneous Laws:
In addition to the aforementioned material legislations, various laws and regulations
including the Companies Act, 2013, Indian Contract Act, 1872, Information Technology Act,
2000, Digital Personal Data Protection Act, 2023, Industrial Disputes Act, 1947, Payment of
Wages Act, 1936, Minimum Wages Act, 1948, Industrial Employment (Standing Orders) Act,
1946, Negotiable Instruments Act, 1881, Stamp Act, 1899, State-specific legislations in
relation to professional tax labor welfare fund, municipal laws, etc. are also applicable to the
operations of the Relevant Company.
INTERNATIONAL SANCTIONS LA WS AND REGULATIONS
Our International Sanctions Legal Advisor has provided the following summary of the
sanctions and export controls regimes imposed by the jurisdictions below. This summary does
not intend to set out the laws and regulations relating to Relevant Jurisdictions in their entirety.
United States
U.S. deploys a wide range of restrictive measures including sanctions and export controls
against various targeted countries, groups and individuals. The U.S. sanctions include both
“primary” and “secondary” sanctions, as well as non-blocking “list-based” sanctions. OFAC
administers and enforces the majority of U.S. sanctions programs.
The U.S. primary sanctions generally apply to U.S. persons, including any U.S. citizen,
permanent resident alien, entity organized under the laws of the U.S. or any jurisdiction within
the U.S. (including foreign branches), or any person in the U.S..
Primary sanctions may be “country based” or “list based.” Comprehensive country-based
sanctions programs generally prohibit U.S. persons from dealing with sanctioned countries and
their governments. Currently, the U.S. maintains comprehensive sanctions against: Cuba, Iran,
North Korea, Syria, the Crimea region of Ukraine, the self-proclaimed Luhansk People’s
Republic, the self-proclaimed Donetsk People’s Republic and the Zaporizhzhia and Kherson
territories of Ukraine occupied by Russia. There are also sectoral sanctions restricting U.S.
persons from engaging in certain types of transactions — typically financing and investments
— with certain economic sectors of Belarus, China, Russia and V enezuela. On the other hand,
REGULATORY OVERVIEW
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list-based sanctions prohibit U.S. persons from dealing with or facilitating dealings with
individuals, entities and organizations that have been designated as SDNs by OFAC. Violations
of primary sanctions can result in “strict” civil or even criminal liability.
The U.S. has also enacted secondary sanctions targeting non-U.S. persons engaged in
prohibited transactions (e.g., significant transactions with parties blocked under U.S.
sanctions). The detailed rules of such secondary sanctions differ by sanctions programs.
Non-U.S. persons found to be in breach of secondary sanctions may be denied access to the
U.S. economic system, including being designated as SDNs themselves.
Unlike U.S. economic sanctions that apply based on the persons involved, U.S. export
controls apply based on the products involved. Any item that is sent from the U.S. to a foreign
destination is an export. “Items” include commodities, software or technology, circuit boards,
blueprints, design plans, retail software packages, and technical information.
The Bureau of Industry and Security of the U.S. Department of Commerce regulates
exports of commercial and dual-use products, and software and technology. These controls are
authorized by the Export Administration Act of 1979, as amended and extended, and
implemented by the Export Administration Regulations (“ EAR,” 15 C.F.R. Parts 730-774).
The EAR applies to exports of commodities, software and technical data from the U.S. to
foreign countries, and to re-exports from one foreign country to another. In addition, the EAR
applies to shipments from one foreign country to another of foreign-made products that
incorporate more than a de minimis amount of U.S.-controlled parts, components, or materials,
as well as foreign-made products that are direct products of certain controlled U.S. software or
technology.
United Nations
The UN can take action to maintain or restore international peace and security under
Chapter VII of the UN Charter. It does this by way of resolutions passed by the UN Security
Council. UN Security Council sanctions have taken a number of different forms and have
measures have ranged from comprehensive economic and trade sanctions to more targeted
measures such as arms embargoes, travel bans, and financial or commodity restrictions.
European Union
The EU has over 40 different sanctions regimes in place. EU sanctions apply to
individuals and entities nationalized or incorporated within the EU; located on board an aircraft
or vessel subject to EU jurisdiction; while in the territory or airspace of the EU, and with
respect to business done in the EU.
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Regulation (EU) No 2021/821 controls the export of EU dual-use goods. In particular,
Regulation 2021/821 controls the export of controlled dual-use products and technology from
the EU to a non-EU country; the provision of technical assistance relating to controlled items;
and the brokering of transactions involving the transfer of controlled goods, restricted products
and certain non-controlled products.
Unlike U.S. export controls, EU export controls typically do not apply to re-exports or
transfers outside of the EU.
United Kingdom
The UK now operates its own sanctions regime. UK sanctions apply: (a) within the
territory and territorial waters of the UK and to all UK Persons, wherever they are in the world;
(b) to all individuals and legal entities who are within or undertake activities within the UK’s
territory; and/or (c) to all UK nationals and UK legal entities established under UK law,
including their non-UK branches (but not separately incorporated non-UK subsidiaries),
irrespective of where their activities take place.
The UK Office of Financial Sanctions Implementation (“ OFSI ”), which is part of HM
Treasury, maintains two lists of those subject to financial sanctions: (a) the “consolidated list”
includes all designated persons subject to financial sanctions under EU and UK legislation, as
well as those subject to UN sanctions which are implemented through EU regulations; and (b)
a separate list of entities subject to specific capital market restrictions. OFSI also has the power
to impose financial penalties on a party which breaches financial sanctions.
Australia
Australia has a dual sanctions regime consisting of sanctions measures imposed by the
UN, together with Australian autonomous sanctions imposed by the Australian Government as
a matter of its foreign policy. The Australian restrictions and prohibitions arising from the
sanctions laws apply broadly to: (i) any person in Australia; (ii) any Australian anywhere in the
world; (iii) activities in Australia; (iv) companies incorporated overseas that are owned or
controlled by Australians or persons in Australia; and/or (v) any person using an Australian flag
vessel or aircraft to transport goods or transact services subject to UN sanctions.
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Canada
Canada maintains a dual sanctions regime consisting of UN sanctions which are enacted
into domestic regulations via Canada’s United Nations Act, and autonomous sanctions.
Canadian autonomous sanctions prohibit persons located in Canada and Canadians outside of
the country from various activities involving a designated foreign state, including the
acquisition of goods from the designated foreign state; the provision of data to the foreign
state; and the exportation, sale, supply or shipment of goods to the foreign state. Other
Canadian autonomous sanctions target persons who may have been involved in a particular
event or circumstance related to human rights abuses and corruption. Persons in Canada and
Canadians outside of Canada are prohibited from dealing in the property of the entities and
individuals designated under Canadian autonomous sanctions.
International Sanctions Targeting Relevant Countries
The Relevant Countries are subject to certain sanctions imposed by the Relevant
Jurisdictions. Specifically, the U.S., UK, EU, Australia and Canada have all imposed sanctions
on Russia, targeting Russian individuals, entities, vessels and specified economic sectors of its
economy. U.S. sanctions targeting Russia have both primary and secondary effects. On the
other hand, the other Relevant Countries are subject to a lesser extent of international
sanctions, mainly consisting of sanctions designations of certain individuals and entities
located in these countries on one or more of the sanctions lists administered by the Relevant
Jurisdictions.
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OVERVIEW
Our history can be traced back to 1989 when Mr. Liang Wengen, our founder, established
Lian Y uan City Welding Materials Factory (ᅀ)( “ Lianyuan Factory ”), our
predecessor, together with Mr. Tang Xiuguo, Mr. Mao Zhongwu and Mr. Y uan Jinhua. Mr.
Liang Wengen, Mr. Tang Xiuguo, Mr. Mao Zhongwu and Mr. Y uan Jinhua are members of our
Controlling Shareholder Group. In 1994, our Company split from its predecessor and was
restructured into a limited liability company in the PRC focusing on the construction
machinery manufacturing business. In 2000, Mr. Liang Wengen and other initial shareholders
jointly established SANY Group with their equity interests in our Company and other assets,
and our Company became controlled by SANY Group.
Over the three decades, we have become an innovation-driven global leader in the
construction machinery industry. We are dedicated to the R&D, manufacturing, sales and
servicing of an extensive portfolio of construction machinery. We are the world’s third largest
and China’s largest construction machinery company by core construction machinery’s
cumulative revenue from 2020 to 2024.
In December 2000, our Company was converted into a joint stock limited company from
a limited liability company. In July 2003, our A Shares were listed on the main board of the
Shanghai Stock Exchange (stock code: 600031). As of the Latest Practicable Date, our total
issued share capital was RMB8,474,390,037, comprising 8,474,390,037 A Shares, of which
approximately 33.73% in aggregate was held by our Controlling Shareholder Group, including
SANY Group, Mr. Liang Wengen, Mr. Tang Xiuguo, Mr. Xiang Wenbo, Mr. Mao Zhongwu, Mr.
Y uan Jinhua, Mr. Yi Xiaogang, Mr. Zhou Fugui and Beijing Sany Heavy Machinery. See
“Relationship with our Controlling Shareholders” for further details.
KEY CORPORATE AND BUSINESS DEVELOPMENT MILESTONES
The following is a summary of our Group’s key business development milestones:
Y ear Milestone
1989 /H1118/H1118/H1118/H1118Mr. Liang Wengen co-founded Lian Y uan City Welding Materials Factory,
the predecessor of our Company.
1994 /H1118/H1118/H1118/H1118Our Company was established in Hunan Province, the PRC.
1995 –
1998 /H1118/H1118
We successfully developed and launched trailer pumps and truck-mounted
concrete pump for sale.
2003 /H1118/H1118/H1118/H1118Our Company was listed on the Shanghai Stock Exchange (stock code:
600031).
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Y ear Milestone
2005 /H1118/H1118/H1118/H1118We were among the first to implement a share reform, and since then, the
Non-tradable Shares of our Company became converted, listed and traded as
A Shares.
2007 /H1118/H1118/H1118/H1118Our product offerings expanded to piling machinery.
2009 /H1118/H1118/H1118/H1118Our Indian Industrial Park commenced production.
2010 /H1118/H1118/H1118/H1118Our product portfolio further expanded to excavating machinery, hoisting
machinery and concrete machinery.
2011 /H1118/H1118/H1118/H1118Our U.S. and German Industrial Parks commenced production.
2012 /H1118/H1118/H1118/H1118We acquired 90% equity interest in Putzmeister, which was at that time the
world’s largest concrete machinery manufacturer outside China.
2013 /H1118/H1118/H1118/H1118Our overseas revenue exceeded RMB10 billion.
2021 /H1118/H1118/H1118/H1118Our Beijing Piling Machinery Plant was recognized by the World Economic
Forum as the first “Lighthouse Factory” in the global construction
machinery industry.
We ranked among the Forbes Global 500 for the first time.
2022 /H1118/H1118/H1118/H1118Our Indonesian Industrial Park commenced production.
Our Changsha No. 18 Plant was recognized by the World Economic Forum
as the second “Lighthouse Factory” in the global construction machinery
industry.
2023 /H1118/H1118/H1118/H1118Our overseas revenue exceeded 50% of our total revenue for the first time.
HISTORY, DEVELOPMENT AND CORPORATE STRUCTURE
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OUR MAJOR SUBSIDIARIES
As of the Latest Practicable Date, the following entities were our Major Subsidiaries
which had made a material contribution to our results of operation during the Track Record
Period:
Name of subsidiary
Place of
incorporation
Date of
incorporation
Principal business
activities
SANY Heavy Machinery Co., Ltd.
(ʮ̡)
(“SANY Heavy Machinery ”) /H1118/H1118
PRC April 4, 2001 Manufacturing
and sales of
excavating
machinery
SANY Automobile Manufacturing
Co., Ltd. (ʮ
̡)( “ SANY Automobile
Manufacturing ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC April 28, 2003 Manufacturing
and sales of
truck-mounted
concrete pump
and truck mixer
Zhejiang SANY Equipment
Co., Ltd. (ʮ
̡)( “ SANY Equipment ”) /H1118/H1118/H1118/H1118
PRC July 15, 2008 Manufacturing
and sales of
crawler crane
STE Transmission Equipment Co.,
Ltd. (ʮ̡)
(“STE Transmission ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC October 8,
2008
Manufacturing
and sales of
transmission
equipment
SANY Automobile Hoisting
Machinery Co., Ltd.
(ʮ̡)
(“SANY Automobile Hoisting
Machinery ”)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC December 11,
2008
Manufacturing
and sales of
truck crane
Shanghai SANY Heavy
Machinery Co., Ltd.
(ʮ̡)
(“Shanghai SANY Heavy
Machinery ”)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC October 20,
2009
Manufacturing
and sales of
medium
excavators
SANY Auto Finance Co., Ltd.
(ʮ̡)
(“SANY Auto Finance ”) /H1118/H1118/H1118/H1118/H1118
PRC November 15,
2010
Financial service
Shanghai Huaxing Digital
Technology Co., Ltd.
(ʮ̡)
(“Shanghai Huaxing ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC June 17, 2011 Software
technology
service
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Name of subsidiary
Place of
incorporation
Date of
incorporation
Principal business
activities
Beijing SANY Intelligent
Technology Co., Ltd.
(ʮ̡)
(“SANY Intelligent ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC June 17, 2015 Manufacturing
and sales of
pile driver
Hunan SANY Medium Hoisting
Machinery Co., Ltd. (ɧɓ
ʮ̡)
(“SANY Medium Hoisting
Machinery ”)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC March 26,
2020
Manufacturing
and sales of
medium truck
crane
SANY Heavy Machinery
(Chongqing) Co., Ltd.
(ዚ(ᅅ)ʮ̡)
(“SANY Heavy Machinery
Chongqing ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC September 30,
2020
Manufacturing
and sales of
excavating
machinery
SANY Financial Leasing Co., Ltd.
(ʮ̡)
(“SANY Financial Leasing ”) /H1118/H1118
PRC October 27,
2016
Finance lease
service
Putzmeister Holding GmbH
(“Putzmeister ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Germany August 20,
1998
Manufacturing
and sales of
concrete
machinery
SANY Heavy Industry India
Private Limited (“ SANY
India ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
India December 2,
2002
Manufacturing
and sales of
construction
machinery in
India
SANY International Development
Limited (ʮ
̡)( “ SANY International
Development ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Hong Kong June 20, 2007 Sales of
construction
machinery
MAJOR SHAREHOLDING CHANGES IN OUR COMPANY
(1) Early Development of our Company
In June 1989, Mr. Liang Wengen co-founded Lianyuan Factory, the predecessor of our
Company, together with Mr. Tang Xiuguo, Mr. Mao Zhongwu and Mr. Y uan Jinhua, the
founding management team of our Group. In November 1994, our Company split from
Lianyuan Factory and was restructured into a limited liability company established in the PRC.
In October 2000, Mr. Liang Wengen and other initial shareholders jointly established SANY
Group by consolidating their equity interests in our Company along with other assets, and our
Company became controlled by SANY Group.
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(2) Conversion into Joint Stock Limited Company and Listing on the Shanghai Stock
Exchange
In December 2000, our Company was converted from a limited liability company to a
joint stock limited company, and our name was changed to SANY Heavy Industry Co., Ltd. ( ɧ
ʮ̡).
In July 2003, our A Shares were listed on the main board of the Shanghai Stock Exchange
(stock code: 600031) (the “ A-Share Listing ”). We offered a total of 60,000,000 A Shares in
the A-Share Listing, accounting for 25% of our Company’s then enlarged share capital. Upon
completion of the A-Share Listing, the total share capital of our Company amounted to
240,000,000 Shares, comprising 180,000,000 non-tradable Shares (the “ Non-tradable
Shares ”) and 60,000,000 A Shares, and our Company became owned as to approximately
72.42% by SANY Group and 27.58% by other Shareholders.
(3) Share Reform
In June 2005, in accordance with applicable PRC laws and regulations, our Company
conducted a share reform proposed by the holders of Non-tradable Shares for the conversion
of the 180,000,000 Non-tradable Shares into A Shares (the “ Share Reform ”). Pursuant to the
Share Reform, the holders of Non-tradable Shares offered 3.5 Shares and RMB8 in cash to each
A Shareholders for every 10 A Shares held by such A Shareholders as consideration, which was
determined with reference to the appraised value of the respective trading rights of the A
Shareholders. Upon completion, the total share capital of our Company remained unchanged
as 240,000,000 Shares, with all Non-tradable Shares became converted, listed and traded as A
Shares.
(4) Subsequent Shareholding Changes
Since our A-Share Listing in 2003, there have been several instances of share capital
changes of our Company. For details of changes in share capital of our Company within the two
years immediately preceding the date of this prospectus, see “Statutory and General
Information — 1. Further Information about our Group — B. Changes in Share Capital of Our
Company” in Appendix VI to this prospectus. As of the Latest Practicable Date, the total issued
share capital of our Company was 8,474,390,037 A Shares.
EMPLOYEE INCENTIVE SCHEME
In order to incentivize our employees, we adopted the Employee Incentive Schemes. See
“Statutory and General Information — 3. Further Information about our Directors and
Supervisors — 4. Our Incentive Schemes” in Appendix VI to this prospectus for details.
HISTORY, DEVELOPMENT AND CORPORATE STRUCTURE
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MAJOR ACQUISITIONS, DISPOSALS AND MERGERS
We did not carry out any major acquisitions, disposals or mergers during the Track Record
Period and up to the Latest Practicable Date.
OUR LISTING ON THE SHANGHAI STOCK EXCHANGE AND REASONS FOR THE
LISTING ON THE STOCK EXCHANGE
Our Directors confirmed that, as of the Latest Practicable Date, we had no instance of
material non-compliance with the rules of the Shanghai Stock Exchange and other applicable
securities laws and regulations of the PRC, and, to the best knowledge of our Directors having
made all reasonable enquiries, there was no material matter that should be brought to the
investors’ attention in relation to our compliance record on the Shanghai Stock Exchange. Our
PRC Legal Advisor advised us that during the Track Record Period and up to the Latest
Practicable Date, we have not been subject to any material administrative penalties or material
regulatory measures imposed by PRC securities regulatory authorities, and we have complied
with the relevant laws and regulations on A share listings applicable to us in all material
respects.
Our Company seeks to be listed on the Hong Kong Stock Exchange in order to promote
our globalization strategy, gain enhanced access to the capital markets and further improve our
operational transparency and corporate governance. See “Business — Our Strategies” and
“Future Plans and Use of Proceeds” for more details.
Previous Listing Attempts
As approved by the Board on April 26, 2010 and by the shareholders of the Company on
May 20, 2010, we submitted our listing application for the proposed listing of our H Shares on
the Main Board of the Stock Exchange (the “ Previous H Share Listing Attempt ”). The
Previous H Share Listing Attempt was then approved by the CSRC on August 22, 2011 and
passed the hearing by the Listing Committee of the Stock Exchange on September 1, 2011.
Nevertheless, given the changes in the then market conditions, we decided to refocus and
prioritize the time and resources to our business development and terminated the Previous H
Share Listing Attempt.
In March 2022, our Company announced its intention to offer and list global depositary
receipts (“ GDR”) on the SIX Swiss Exchange. In view of our digitalization strategy and our
established presence in Germany, we decided to change the GDR listing venue to Frankfurt
Stock Exchange. As approved by the Board on December 22, 2022 and by the shareholders of
the Company on February 27, 2023, we proposed to offer and list GDRs of the Company on
the Frankfurt Stock Exchange (the “ Proposed GDR Application ”, together with the Previous
H Share Listing Attempt, the “ Previous Listing Attempts ”). The listing application was
submitted to the Frankfurt Stock Exchange in March 2023. However, considering the changes
HISTORY, DEVELOPMENT AND CORPORATE STRUCTURE
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in the then market conditions and having reviewed the capital needs of the Company, our Board
resolved to terminate the Proposed GDR Application in April 2024. There is no material
outstanding comments in relation to the Proposed GDR Application prior to such termination.
To the best of our Directors’ knowledge, our Directors are not aware of (1) any other
matters relating to the Previous Listing Attempts that are relevant to the Listing and should be
reasonably highlighted in this prospectus for investors to form an informed assessment of our
Company; (2) any enquiries from the CSRC, the Stock Exchange, the SFC, the Shanghai Stock
Exchange or the Frankfurt Stock Exchange relating to the Previous Listing Attempts that would
affect our Company’s suitability for the Listing; (3) any other matters relating to the Previous
Listing Attempts that may have implications on our Company’s suitability for Listing on the
Stock Exchange or on the truthfulness, accuracy or completeness of information disclosed in
this prospectus; (4) any disagreement or dispute between us and the professional parties
involving in the Previous Listing Attempts; or (5) any other matters that need to be brought to
the attention of the Stock Exchange and investors in Hong Kong in relation to the Previous
Listing Attempts. Based on the independent due diligence performed by the Sole Sponsor as
well as the information, representation and confirmation provided by the Company, nothing has
come to the attention of the Sole Sponsor that would cause it to reasonably cast doubt on the
Directors’ view in relation to the Previous Listing Attempts above.
THE CONTROLLING SHAREHOLDER GROUP
SANY Group (directly and indirectly through the Asset Management Plans
Note ), Mr.
Liang Wengen, Mr. Tang Xiuguo, Mr. Xiang Wenbo, Mr. Mao Zhongwu, Mr. Y uan Jinhua, Mr.
Yi Xiaogang, Mr. Zhou Fugui and Beijing Sany Heavy Machinery (the “ Concert Parties ”)
have been parties acting in concert (as defined in the applicable PRC securities regulations) in
exercising their respective voting rights in the Company. Each of the Concert Parties has
confirmed and acknowledged that they have been and will be acting in concert with each other
by aligning their votes at the shareholders’ meetings of our Company in accordance with the
consensus achieved among them until the relevant Concert Parties cease to hold any interests
in our Company, and shall vote in accordance with the view and decision of SANY Group in
the event that they are unable to reach consensus on any matter presented.
Among the Concert Parties, (i) Mr. Liang Wengen, Mr. Tang Xiuguo, Mr. Xiang Wenbo,
Mr. Mao Zhongwu, Mr. Y uan Jinhua, Mr. Yi Xiaogang and Mr. Zhou Fugui are shareholders
and directors of SANY Group, (ii) Beijing Sany Heavy Machinery is a subsidiary of SANY
Group, and (iii) the Asset Management Plans were established by SANY Group to hold
interests in our Company in the name of such financial products for and on behalf of SANY
Group.
Note: See note (4) to the corporate structure chart immediately prior to the completion of the Global Offering as set
out below for details of the Asset Management Plans. The Asset Management Plans are not separate legal
entities, and are financial products managed by independent professional asset managers. The relevant Shares
of our Company, being the assets under management, are registered in the name of the Asset Management
Plans and held for and on behalf of SANY Group. As such, the Asset Management Plans are not treated as close
associates or associates of our Controlling Shareholders for purpose of the Hong Kong Listing Rules.
HISTORY, DEVELOPMENT AND CORPORATE STRUCTURE
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For purpose of the Hong Kong Listing Rules, SANY Group, Mr. Liang Wengen, Mr. Tang
Xiuguo, Mr. Xiang Wenbo, Mr. Mao Zhongwu, Mr. Y uan Jinhua, Mr. Yi Xiaogang, Mr. Zhou
Fugui and Beijing Sany Heavy Machinery constitute a group of our Controlling Shareholders.
See “Relationship with our Controlling Shareholders” for further details. As of the Latest
Practicable Date, our Controlling Shareholders held in aggregate approximately 33.73% of the
total issued Shares of our Company.
PUBLIC FLOAT AND FREE FLOAT
Satisfaction of the Public Float Requirement
Our A Shares are listed on the Shanghai Stock Exchange. Immediately following the
completion of the Global Offering, the total market value of the H Shares to be held by the
public is expected to be above HK$11,783 million, calculated on the low-end of an indicative
Offer Price range between HK$20.30 to HK$21.30, which is higher than the prescribed
expected market value of H Shares required to be held in public hands of not less than
HK$3,000,000,000 under Rule 19A.13A(2)(b) of the Listing Rules, thereby satisfying Rule
19A.13A of the Listing Rules. Based on an Offer Price of HK$20.30, HK$20.80 and HK$21.30
per H Share, being the low-end, mid-point and high-end of the Offer Price range respectively,
the minimum prescribed public float percentage under Rule 19A.13A(2)(b) of the Listing Rules
would be approximately 1.34%, 1.34% or 1.34%, being the percentage derived by dividing
HK$3,000,000,000 by the total market value of the Company’s total issued shares at the time
of Listing. The total number of the H Shares to be issued pursuant to the Global Offering
represents approximately 6.44% of the total issued share capital of our Company (excluding
42,987,413 A Shares repurchased by our Company as treasury shares as of the Latest
Practicable Date and assuming the Over-allotment Option and the Offer Size Adjustment
Option are not exercised), which is higher than the minimum prescribed public float percentage
under Rule 19A.13A(2)(b) of the Listing Rules.
Satisfaction of the Free Float Requirement
Based on an Offer Price of HK$20.30 per H Share, being the low-end of an indicative
Offer Price range, the Company will satisfy the free float requirement under Rule 19A.13C of
the Listing Rules.
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OUR SHAREHOLDING AND CORPORATE STRUCTURE
Shareholding and Corporate structure immediately before the Global Offering
The following chart sets forth a simplified shareholding and beneficial ownership structure of our Group immediately prior to the completion
of the Global Offering (assuming that no changes are made to the issued share capital of our Company between the Latest Practicable Date and
Listing): 86.94% 100% 100%
98.80% 100%
95.77% 94.86% 100%
SANY Heavy
Machinery(5)
(PRC)
SANY Heavy
Machinery
Chongqing
(PRC)
SANY
Automobile
Manufacturing
(PRC)
SANY Medium
Hoisting
Machinery
(PRC)
100%
Shanghai SANY
Heavy
Machinery(11)
(PRC)
34.83%63.34%
STE
Transmission(12)
Shanghai Huaxing
(PRC)
SANY Automobile
Hoisting Machinery(10)
(PRC)
92.5%
SANY Equipment
(PRC)
100%
SANY Intelligent(8)
(PRC)
100%
SANY Auto
Finance(6)
(PRC)
SANY Financial
Leasing(7)
(PRC)
SANY
International
Development
(Hong Kong)
Putzmeister(8)
(Germany)
100%
SANY India(8)(9)
(India)
99.99%
Other subsidiaries of
our Company(13)
Mr. Liang Wengen(1)
SANY Group(1)(2)(3)(4)
(PRC)
Our Company
(PRC)
56.74%
29.46%1.49% 2.78%
Other Controlling
Shareholders(1) Other A Shareholders(3)
66.27%
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Notes:
(1) Other Controlling Shareholders include Mr. Tang Xiuguo (0.35%), Mr. Xiang Wenbo (0.32%), Mr. Mao Zhongwu (0.26%), Mr. Y uan Jinhua (0.20%), Mr. Yi Xiaogang (0.03%),
Mr. Zhou Fugui (0.03%) and Beijing Sany Heavy Machinery (0.31%), all of whom, together with SANY Group and Mr. Liang Wengen are a group of Controlling Sh areholders
of our Company. See “Relationship with our Controlling Shareholders” for further details.
(2) As of the Latest Practicable Date, SANY Group was held as to (i) 92.74% by members of our Controlling Shareholder Group, including 56.74%, 8.75%, 8% , 8%, 4.75%, 3.50%
and 3%, by Mr. Liang Wengen (our non-executive Director), Mr. Tang Xiuguo, Mr. Xiang Wenbo (our executive Director), Mr. Mao Zhongwu, Mr. Y uan Jinhua, Mr. Zhou Fugui
(a director of SANY Group and the chairman of the board of Sany Renewable Energy Co., Ltd.) and Mr. Yi Xiaogang (our executive president), respectively ; (ii) 0.50% by
Mr. Liang Linhe (ئ؍nephew of Mr. Liang Wengen; and (iii) 3%, 1%, 1%, 0.69%, 0.60%, 0.40% and 0.08% by Ms. Wang Haiyan ( ˮऎዲ), Mr. Zhao Xiangzhang ( Ⴛ
ซ௝) (director of SANY Group), Mr. Wang Zuochun (݆director of SANY Group), Mr. Duan Dawei (މMr. Zhai Xian ( ၱኮ), Ms. Zhai Chun ( ၱॱ) (an employee
of our Company) and Mr. Huang Jianlong (our senior vice president), respectively. Each of Ms. Wang Haiyan, Mr. Zhao Xiangzhang, Mr. Wang Zuochun, Mr. D uan Dawei,
Mr. Zhai Xian and Ms. Zhai Chun is an Independent Third Party.
(3) As of the Latest Practicable Date, 422,627,942 A Shares held by SANY Group in our Company were under pledge as security in favor of the holders of the 2 020 SANY Group
Exchangeable Bonds. For details, see “Substantial Shareholders.”
(4) The 29.46% shareholding interest held by SANY Group in our Company comprised of (i) 29.26% shareholding interest directly held by SANY Group and (i i) 0.20% shareholding
interest indirectly held by SANY Group through two asset management plans established by SANY Group, including Guosen Securities Directed Asset Man agement Plan
Chaoyang No. 5 (ྌಃජ5໮) and Fortune Asset Weixin No. 1 Mixed Asset Management Plan (ڦ1ྌ) (the “ Asset
Management Plans ”), which hold interests in our Company in the name of such financial products for and on behalf of SANY Group. The Asset Management Plans are financial
products structured to invest in A Shares of our Company, and are managed by independent professional asset managers subject to customary management fees. The Asset
Management Plans made on-market purchases of such A Shares in 2015, which were fully funded by SANY Group for its investment in our Company through a leg al and effective
channel, in recognition of its confidence in our future prospects.
(5) SANY Heavy Machinery is a wholly-owned subsidiary of our Company. As of the Latest Practicable Date, the remaining shareholding interest of SANY H eavy Machinery was
owned by SANY Heaving Machinery (China) Limited and SANY Chuangzhi (Kunshan) Investment Co., Ltd. ( ɧɓ௴౽(ʆ)ʮ̡) as to 12.03% and 1.02%, each a
subsidiary of our Company.
(6) As of the Latest Practicable Date, the remaining 4.23% shareholding interest of SANY Auto Finance was owned by Hunan Caixin Trust Co., Ltd. (ப΂ʮ
̡) and Hunan Steel Group Co., Ltd. (ʮ̡) as to 3.75% and 0.48%, each an Independent Third Party.
(7) As of the Latest Practicable Date, the remaining 5.14% shareholding interests of SANY Financial Leasing was held by Tenancy Co., Limited, a compan y wholly owned by SANY
Group.
(8) Each of our Company and SANY Financial Leasing indirectly holds the interests in Putzmeister and SANY India, and SANY Intelligent, respectively.
(9) As of the Latest Practicable Date, the remaining 0.01% interest of SANY India was held by China Wealth (Asia) Machine Limited, a subsidiary of SANY G roup.
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(10) SANY Automobile Hoisting Machinery is a wholly-owned subsidiary of our Company. As of the Latest Practicable Date, the remaining 7.5% interest o f SANY Automobile
Hoisting Machinery was held by SANY Europe Gmbh, a subsidiary of our Company.
(11) Shanghai SANY Heavy Machinery is a wholly-owned subsidiary of our Company. As of the Latest Practicable Date, the remaining 1.20% shareholding i nterest of Shanghai
SANY Heavy Machinery was held by Kunshan SANY Machinery Co., Ltd. (ʮ̡), a subsidiary of our Company.
(12) As of the Latest Practicable Date, the remaining 1.83% shareholding interest of STE Transmission was held by Kunshan SANY Investment Co., Ltd. (ʮ̡),
a subsidiary of our Company.
(13) Other subsidiaries include, in aggregate, over 200 subsidiaries established in various jurisdictions.
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The following chart sets forth the shareholding and beneficial ownership structure of our Group immediately following the completion of the
Global Offering, assuming that the Offer Size Adjustment Option and the Over-allotment Option are not exercised and that no changes are made
to the issued share capital of the Company between the Latest Practicable Date and Listing:
86.94% 100% 100% 100% 94.86% 100%
SANY Heavy
Machinery(5)
(PRC)
SANY Heavy
Machinery
Chongqing
(PRC)
SANY
Automobile
Manufacturing
(PRC)
SANY Medium
Hoisting
Machinery
(PRC)
100%
Shanghai SANY
Heavy
Machinery(11)
(PRC)
Shanghai Huaxing
(PRC)
SANY Automobile
Hoisting Machinery(9)
(PRC)
92.5%
SANY Equipment
(PRC)
100%
SANY Intelligent(8)
(PRC)
100%
SANY Auto
Finance(6)
(PRC)
SANY Financial
Leasing(7)
(PRC)
SANY
International
Development
(Hong Kong)
Putzmeister(8)
(Germany)
100%
SANY India(8)(9)
(India)
99.99%
Other subsidiaries of
our Company(13)
98.80% 100%
Mr. Liang Wengen(1)
SANY Group(1)(2)(4)
(PRC)
Our Company
(PRC)
Other A Shareholders(3)
56.74%
27.57%1.39% 2.60% 62.03%
Other Controlling
Shareholders(1) H Shareholders
6.41%
34.83%63.34%
STE
Transmission(12)
Notes:
(1)-(13) See the respective notes to the corporate structure chart immediately prior to the completion of the Global Offering as set out above.
HISTORY, DEVELOPMENT AND CORPORATE STRUCTURE
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OVERVIEW
Founded in 1994, we have established ourselves as an innovation-driven global leader in
the construction machinery industry. We are dedicated to the R&D, manufacturing, sales and
servicing of an extensive portfolio of construction machinery, including excavating machinery,
concrete machinery, hoisting machinery, piling machinery and road machinery. We are the
world’s third largest and China’s largest construction machinery company in terms of core
construction machinery’s cumulative revenue from 2020 to 2024. During the Track Record
Period, our products have reached customers in over 150 countries and regions globally. In the
four months ended April 30, 2025, our revenue from overseas markets accounted for 57.4% of
our total revenue. Our products are highly recognized by global customers due to their
advanced technological advantages and performance, and have been used in numerous
landmark construction projects globally, such as the Hong Kong-Zhuhai-Macao Bridge,
London Olympic stadiums, Burj Khalifa and Beijing Olympic stadiums.
Since our inception, our continuous efforts have earned us extensive recognition from
customers worldwide and high acclaim in the market, leading to the following achievements:
No. 3 Globally
Construction Machinery
Company(1)
No. 1 Globally
Excavator(2)
No. 1 Globally
Concrete Machinery(3)
150+
Countries and Regions(4)
9,100+
No. of Patents Worldwide(5)
62.3%
Overseas Revenue
Contribution in 2024
15.2%
Overseas Revenue
2022-2024 CAGR
7.8%
R&D Expenses as a % of
Revenue
2022-2024 Average
World’s Only Two
Lighthouse Factories
in Construction
Machinery Industry(5)(6)
(1) In terms of core construction machinery’s cumulative revenue from 2020 to 2024.
(2) In terms of cumulative sales volume from 2020 to 2024.
(3) In terms of cumulative revenue from 2020 to 2024.
(4) The number of countries and regions in which our products have reached customers during the Track Record
Period.
(5) As of April 30, 2025.
(6) Lighthouse Factories recognized by the World Economic Forum.
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Our Key Milestones
Since our inception, through organic growth, strategic acquisitions and partnerships, we
have evolved from a single-country business with a modest product portfolio into a global
leader in the construction machinery industry with diversified product offerings and global
operations.
Product Portfolio
Expansion
/H185461995: Successfully developed and launched the sale of
trailer pumps
/H185461998: Expanded our product portfolio to include truck-
mounted concrete pumps
/H185461999: Expanded our product portfolio to include road
machinery
/H185462007: Expanded our product portfolio to include piling
machinery
/H185462010: Expanded our product portfolio to include
excavating machinery, hoisting machinery and truck
mixers
Globalization /H185462002: Successfully commenced overseas exports,
becoming one of the pioneering Chinese construction
machinery companies to enter the global market
/H185462010: Indian Industrial Park commenced production
/H185462011: German and U.S. Industrial Parks commenced
production
/H185462012: Acquired a 90% equity interest in Putzmeister, a
German company that, at the time, was the world’s largest
concrete machinery manufacturing company outside
China
/H185462013: Overseas revenue exceeded RMB10 billion
/H185462022: Indonesian Industrial Park commenced production
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Industry Leadership (1) /H185462000: Ranked first in China in terms of market share for
both the trailer pumps and truck-mounted concrete pumps
/H185462011: Ranked first in China in terms of excavators’ annual
sales volume for the first time; Ranked first globally in
terms of concrete machinery’s annual sales revenue for
the first time
/H185462019: Ranked among the top three construction machinery
companies globally in terms of annual revenue
/H185462020: Ranked first globally in terms of excavator’s annual
sales volume for the first time
/H185462021: Beijing Piling Machinery Plant was recognized by
the World Economic Forum as the first “Lighthouse
Factory” in the global construction machinery industry
/H185462021: Debuted on the Forbes Global 500 list
/H185462022: Changsha No. 18 Plant was recognized by the
World Economic Forum as the second “Lighthouse
Factory” in the global construction machinery industry
/H185462024: Our overseas revenue exceeded 60% of our total
revenue, significantly surpassing domestic peers
(1) According to Frost & Sullivan.
Our Products
Our industry-leading diversified product portfolio caters to the varied needs of our
customers in construction projects. We primarily provide excavating machinery, concrete
machinery, hoisting machinery, piling machinery and road machinery, along with other
rapidly-growing products, such as dump trucks and fire trucks. We deliver customized products
and solutions for various scenarios spanning earthworks, public construction, road and bridge
construction, airport runway construction, building construction, mining operation, energy
development, ports and logistics, among others. This diversified presence across multiple
sectors strengthens our business resilience throughout economic cycles.
As a pioneer in the digitalization and decarbonization transformation of construction
machinery, we continuously drive innovation to meet evolving customer demand and capitalize
on market growth opportunities. In 2024, we successfully launched more than 40 new energy
products, including excavators, loaders, truck-mounted concrete pumps, truck mixers and
cranes. For product categories that we cover, the variety of our new energy products surpasses
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that of our competitors. We have continuously achieved breakthroughs in digitalization,
launching the world’s first 5G remote-controlled excavator, as well as other smart products
such as smart cranes, smart road rollers and smart loaders.
Leveraging years of technological expertise and product innovation, we have developed
integrated solutions for multiple scenarios, such as the digital solution for open-pit mining,
comprehensive truck-mounted concrete pump solution, crane smart operation solution, smart
tunnel construction solution and smart paving and rolling fleet, among others.
The following table sets forth our major products and representative solutions as of April
30, 2025:
Trailer Pump
/g132Municipal construction,
road and bridge
construction, airport
runway and tunnel
construction
/g132Earthworks, mining
operation, public
construction, road and
bridge construction
/g132Building
construction,
port terminals,
warehousing
logistics and
new energy
industries, such
as wind turbine
installation
/g132Foundation
construction,
deep foundation
pit support and
tunnel
excavation
/g132Construction and
maintenance of
road, bridge and
airport runway
/g132Municipal
construction and
transportation
Application
Scenarios
Key
Product
Offerings
Excavators
(mini, small, medium & large)
Wheel Excavator
Loader
New Energy Products
Electric
Loader
Electric
Excavator
Rotary Drilling Rig
Diaphragm Wall Grab
Double-wheel
Trench Cutter
Roller
Paver
Milling Machine
Asphalt Batching Plant
Motor Grader
New Energy Products
Dump Truck
Fire Truck
Digital Solution
for Open-pit
Mining
Comprehensive
Truck-mounted
Concrete Pump
Solution
Crane
Smart
Operation
Solution
Smart
Tunnel
Construction
Solution
Smart Paving
and Rolling
Fleet
SolutionsConcrete MachineryExcavating Machinery Hoisting Machinery Piling Machinery Road Machinery
Other Key
Categories
Putzmeister Products
New Energy Products
Electric Line
Pump
Truck-mounted
concrete pump
Truck Mixer
Line Pump
Batching Plant
Trailer Pump
Truck-mounted
concrete pump
Electric Dump Truck
Hydrogen Fuel
Dump Truck
Electric Truck
Mixer
…
New Energy Products
Truck Crane
All-terrain Crane
Electric Crane
Tower Crane
Crawler Crane
New Energy Products
Electric Rotary
Drilling Rig
Our Market Opportunities
As a cornerstone of the global economic development, the construction machinery
industry is experiencing robust expansion and offers promising long-term growth potential.
The size of the global construction machinery market was US$213.5 billion in 2024, and is
expected to reach US$296.1 billion by 2030, with a CAGR of 5.6% from 2024 to 2030.
Geographically, the established overseas markets, namely Europe and North America,
hold the largest market shares. The market size of these regions was US$114.2 billion in
aggregate in 2024, accounting for 53.5% of the global construction machinery market. This
figure is expected to reach US$139.6 billion by 2030, with a CAGR of 3.4% from 2024 to
2030. The size of emerging overseas markets is expected to increase from US$75.9 billion in
2024 to US$99.4 billion in 2030, with a CAGR of 4.6% from 2024 to 2030. This expected
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increase is attributable to factors such as accelerating infrastructure development, urbanization
and industrialization. Additionally, the size of the construction machinery market in China was
US$23.4 billion in 2024. Benefiting from factors such as policy support, accelerating
infrastructure development, urban renewal, increasing mineral investment, equipment upgrades
and decarbonization efforts, it is expected to increase to US$57.0 billion by 2030, with a
CAGR of 16.0% from 2024 to 2030.
By product category, excavators and loaders represent the majority of the construction
machinery market, supported by their broad application scenarios and sustained demand.
Excavators and loaders in aggregate represented a global market size of US$102.2 billion in
2024, which is expected to increase to US$141.2 billion by 2030, with a CAGR of 5.5% from
2024 to 2030.
Our Global Footprint
As one of the pioneering Chinese construction machinery companies to enter the global
market, we prioritize globalization as one of our key development strategies and have
consistently implemented this strategy throughout our development. Since our first product
export in 2002, we have been dedicated to transforming ourselves into a global company,
continuously expanding our global footprint and establishing an integrated ecosystem spanning
operations, products, services, R&D and manufacturing. During the Track Record Period, our
products have reached customers in over 150 countries and regions globally, including
Germany, the United Kingdom, France, Indonesia, India, Saudi Arabia, the U.S. and Brazil. In
2024, our revenue from overseas markets accounted for 62.3% of our total revenue, with a
CAGR of 15.2% from 2022 to 2024. Both the contribution and the growth rate of our overseas
revenue continue to outpace the industry average in China, according to Frost & Sullivan.
We had established eight overseas region-level and 31 country-level business divisions
globally as of April 30, 2025, which serve as platforms for comprehensive strategic planning
at their respective levels. We actively recruit front-line employees with deep insights into local
markets, enabling us to better understand local customer demand and effectively adapt to the
local operating environment. As of April 30, 2025, we had 6,784 overseas employees and had
achieved localized operations in all our major overseas markets. In terms of R&D, we have
established overseas R&D centers, where we conduct R&D targeting regional market demand,
effectively accelerating the local market penetration of our products. In terms of
manufacturing, we have built over 30 domestic manufacturing bases and 16 overseas
manufacturing bases in Germany, Indonesia, India and the U.S., among others. Our Indonesian
manufacturing base stands out as the first overseas smart factory built by a Chinese
construction machinery company that was benchmarked against the “Lighthouse Factory”
standards. In terms of sales network, as of April 30, 2025, we had built a network of
approximately 1,900 outlets globally for the sale of our products and/or the provision of
services. In addition, as of April 30, 2025, we had 425 distributors globally across
approximately 100 countries and regions. By leveraging a comprehensive global sales network,
we are able to swiftly respond to local customer demand, achieving product distribution in over
150 countries and regions during the Track Record Period.
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The following table sets forth our global industrial bases as of April 30, 2025:
…
China
Representing the nine factories owned by Putzmeister worldwide, located in Germany, France, Spain, Slovenia, Turkey, India, Brazil, Chile and the U.S.
Germany Industrial Park
Bedburg, North Rhine-Westphalia
US Industrial Park
Peachtree City, Georgia
India Industrial Park
Pune, Maharashtra
Indonesia Industrial Park
Special Capital Region of Jakarta
Kunshan Industrial Park
Small excavator
Shanghai Lingang
Industrial Park
Medium & large excavator
Hunan Industrial Park
Concrete machinery, road
machinery, crane machinery
and dump truck
Beijing Industrial Park
Piling machinery
Huzhou Industrial Park
Loader
Chongqing Industrial Park
Excavator
Our Sales and Services Network
Our distribution network provides us with channels to establish connections with global
customers, enabling us to effectively diversify our customer base. As of April 30, 2025, we had
99 distributors in China and 326 distributors across approximately 100 countries and regions
overseas. The extensive local reach of our distributors allows us to provide efficient and
high-quality services to support our customers. Furthermore, their first-hand customer insights
keep us closely attuned to evolving market dynamics, offering critical feedback that informs
our strategic decisions and business development, and ultimately reinforcing a sustainable
virtuous cycle of growth. We have also established direct sales outlets in overseas markets to
directly reach end customers and provide individualized services, as well as enhance the global
presence of the “SANY” brand. As of April 30, 2025, we had over 240 direct sales outlets
globally.
We are dedicated to delivering high-quality and efficient services to our global customers,
strengthening our overall competitiveness and enhancing customer loyalty. We actively
allocate dedicated teams and resources to project sites, providing comprehensive services that
include consultation, planning, implementation, operation and maintenance. As of April 30,
2025, we had approximately 2,700 service engineers and a network of approximately 1,900
outlets globally for the sale of our products and/or the provision of services. We have launched
our MySANY application, to provide services such as real-time display of machinery status,
service outlet coordination, online customer service support and 24/7 spare parts purchase. We
have achieved online management of equipment through our IoT technology, which facilitates
early fault warnings and enables remote diagnostics, ensuring the proper functioning of
equipment.
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Our R&D Capabilities
We are committed to continuously developing advanced technologies and products to
solidify our competitive edge. Through years of investments, we have established robust R&D
mechanisms that enable us to launch products that match market demand in a timely manner.
Our core R&D mechanisms consist of: (i) first-hand market demand insights, which identify
customer pain points and industry trends; (ii) efficient development processes, which leverage
mature technologies and modular systems, and conduct virtual trials through digital simulation
and digital twin technologies to ensure both speed and quality in product development; (iii)
technology pre-research efforts, which maintain product innovation continuity through the
“three generations” R&D model, namely “the first generation for sales, the second generation
for development and the third generation for reservation (೯ɓ˾eᎷ௪ɓ˾).”
Our R&D mechanisms empower us to quickly optimize products based on customer feedback,
ensuring alignment with market demand and efficient commercialization.
We have consistently invested substantial resources in R&D. As of April 30, 2025, we had
21 R&D centers globally, including 17 domestic R&D centers and four overseas R&D centers
in Germany, India, Brazil and the U.S.. During the Track Record Period, our cumulative
research and development expenses amounted to RMB19,590.0 million. The research and
development expenses as a percentage of our revenue surpassed the average level of our global
peers during the same period, according to Frost & Sullivan. As of April 30, 2025, we had
4,852 R&D employees, representing 18.7% of our total workforce, with 39.8% of them holding
a master’s degree or above. As of April 30, 2025, we had over 9,100 patents, including over
3,000 invention patents, making our patent portfolio one of the largest in China’s construction
machinery industry. Our technological innovation capabilities have earned us the “Prize of the
National Award for Science and Technology Progress” four times and the highest honor in
China’s industrial sector, the “China Grand Award for Industry.”
Our Intelligent Manufacturing Capabilities
We strive to pioneer global intelligent manufacturing and forge industry-leading
production capabilities by building smart factories empowered by digitalization. As of April
30, 2025, we owned the world’s only two Lighthouse Factories recognized by the World
Economic Forum in the construction machinery industry, namely Beijing Piling Machinery
Plant and Changsha No. 18 Plant. As of April 30, 2025, we had built over 30 domestic
manufacturing bases and 16 overseas manufacturing bases in Germany, Indonesia, India and
the U.S., with 35 smart factories worldwide. We have been systematically upgrading all of our
factories to meet “Lighthouse Factory” standards by incorporating advanced intelligent and
digital technologies. Our plants have extensively adopted automation, smart planning, machine
vision, process simulation, and other advanced technologies. We have implemented digital
control and monitoring throughout the entire process, from orders to delivery, using our
proprietary plant management software, which includes the Manufacturing Operating
Management platform, the Warehouse Management System, and the Production and
Scheduling System. Additionally, our industrial IoT platform integrates with manufacturing
equipment and monitors the manufacturing process and key metrics such as energy
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consumption, continuously collecting and analyzing data. By utilizing modeling to create
digital twin and simulate operations, we enable the pre-verification of production plans and
process optimization, thereby consistently enhancing product quality, reducing costs and
increasing efficiency.
As of April 30, 2025, our manufacturing bases included over 30 domestic manufacturing
bases located in Jiangsu, Shanghai, Hunan, Beijing, Zhejiang and Chongqing, as well as 16
overseas manufacturing bases located in Germany, Indonesia, India and the U.S., among
others. In 2024, the designed production capacity of our excavating machinery, concrete
machinery and hoisting machinery reached 150,000, 49,000 and 29,400 units, respectively. See
“— Manufacturing and Quality Control — Manufacturing Bases.”
Our Supply Chain
We have built a self-sufficient and resilient supply chain through a combination of
in-house R&D and strategic partnerships. As of April 30, 2025, we had established more than
ten subsidiaries dedicated to developing and manufacturing parts and components. These
subsidiaries have successfully developed various core parts and components, such as engines,
controllers, hydraulic cylinders, pumps, valves, motors, reducers, slewing bearings, tracks,
wheels, axles, transmissions and electric motors for our products. In the four months ended
April 30, 2025, our overall self-supply rate for parts and components reached approximately
60%. Specifically, we have achieved a self-supply rate of over 90% for certain excavator
components, including drive wheels, guide wheels, carrier rollers, track rollers and track
chains. Enhancing the self-supply rate helps minimize supply chain disruption risk and ensures
the timely delivery of customer orders. It also significantly reduces the cost of spare parts,
enabling us to maintain an industry-leading level of gross margin during the Track Record
Period. Moreover, it allows us to flexibly adjust the pace of production and procurement,
enhancing the efficiency of inventory management. In addition to in-house development, we
have maintained long-term strategic partnerships with key suppliers, securing a stable supply
of core parts and components through exclusive or priority supply mechanisms. Our stable
supply chain enhances our after-sales services by ensuring the timely delivery of spare parts,
effectively reducing losses from machine downtime and thus strengthening customer trust.
Our Financial Performance
During the Track Record Period, our financial performance exhibited robust resilience.
Our revenue, profitability and operational quality have consistently maintained a leading
position in the industry, continuously creating value for our shareholders.
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With continuous overseas expansion, our total revenue has stabilized and recovered with
the contribution of our overseas revenue continuously increasing during the Track Record
Period. Our revenue increased by 18.4% from RMB24,844.8 million in the four months ended
April 30, 2024 to RMB29,426.0 million in the four months ended April 30, 2025, of which
overseas revenue was RMB16,883.70 million, representing 57.4% of our total revenue in the
four months ended April 30, 2025. Both the contribution and the growth rate of our overseas
revenue continue to outpace the industry average in China, according to Frost & Sullivan. We
have achieved sizable revenue in established overseas markets. For example, European markets
contributed 22.9% of our total overseas revenue in the four months ended April 30, 2025. In
addition, we have achieved rapid growth in emerging overseas markets. For example, our
revenue from the African market increased by 62.9% from RMB1,322.8 million in the four
months ended April 30, 2024 to RMB2,155.3 million in the four months ended April 30, 2025.
We have strengthened our product price bargaining position through technological
innovation, product performance enhancement and expansion into overseas markets. In
addition, we have optimized our cost structure with our self-sufficient and resilient supply
chain and robust manufacturing capabilities. Our gross profit margin increased from 22.6% in
2022 to 26.4% in 2023, and further increased to 26.7% in 2024. Our gross profit margin
increased from 26.8% in the four months ended April 30, 2024 to 27.1% in the four months
ended April 30, 2025. We have continuously optimized our operating expenses through our cost
control capability. Our net profit margin increased from 5.5% in 2022 to 6.2% in 2023, and
further increased to 7.8% in 2024. Our net profit margin increased from 9.1% in the four
months ended April 30, 2024 to 11.8% in the four months ended April 30, 2025.
We emphasize on cash flow risk management and operational efficiency optimization. By
focusing on high-value sales, optimizing inventory management and maintaining strict control
over down payment percentages, along with customer qualification reviews, standardized
contractual provisions, receivables tracking and a dynamically optimized production-to-sales
ratio, our core financial indicators consistently outperform the industry average. This is
evidenced by our operating cash flow, payment collection ratio and inventory turnover.
We are committed to creating and delivering value to our shareholders. Since our listing
on the Shanghai Stock Exchange in 2003, we have declared cash dividends of approximately
RMB29.3 billion in aggregate. The cash dividends that we declared in 2022, 2023 and 2024
represented 31.4%, 41.1% and 50.7% of the net profit attributable to the shareholders of the
parent company in the same years.
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OUR STRENGTHS
We believe the following competitive strengths position us well to capitalize on future
opportunities and deliver continued growth:
A key global player in the construction machinery industry through over three decades of
development
Founded in 1994, we have established ourselves as a key innovation-driven global player
in the construction machinery industry. We have been dedicated to creating value for our
customers during the past three decades, with our products distributed in over 150 countries
and regions globally during the Track Record Period. We are the world’s third largest and
China’s largest construction machinery company in terms of core construction machinery’s
cumulative revenue from 2020 to 2024.
Through our continuous independent R&D and technological breakthroughs, we have
achieved industry-leading positions across multiple product categories:
 Excavating Machinery . We are a key global player in excavating machinery.
According to Frost & Sullivan, (i) in terms of cumulative sales volume of excavators
from 2020 to 2024, our global market share was 11.3%, ranking us first globally;
and (ii) in terms of sales volume of excavators in 2024, our market share in China
was 24.5%, ranking us first in China since 2011 for 14 consecutive years.
 Concrete Machinery . We are a key global player in concrete machinery. According
to Frost & Sullivan, (i) in terms of cumulative sales revenue of concrete machinery
from 2020 to 2024, our global market share was 35.9%, ranking us first globally;
and (ii) in terms of the annual sales revenue of concrete machinery, we have been
ranking first globally since 2011 for 14 consecutive years.
 Hoisting Machinery . According to Frost & Sullivan, (i) in terms of cumulative sales
revenue of hoisting machinery from 2020 to 2024, our global market share was
7.2%, ranking us among the top eight globally; (ii) in terms of the sales revenue of
hoisting machinery in 2024, our global market share was 6.0%; and (iii) in terms of
the sales volume in 2024, the market share of our crawler cranes in China exceeded
40%, ranking us first in China.
 Globalization . According to Frost & Sullivan, among Chinese construction
machinery companies, we have achieved the highest level of globalization in terms
of overseas revenue contribution. During the Track Record Period, our products
have reached customers in over 150 countries and regions globally, including
Germany, the United Kingdom, France, Indonesia, India, Saudi Arabia, the U.S. and
Brazil. In the four months ended April 30, 2025, our revenue from overseas markets
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accounted for 57.4% of our total revenue. We have achieved sizable revenue in
established overseas markets. For example, European markets contributed 25.4% of
our total overseas revenue in 2024.
 Decarbonization . According to Frost & Sullivan, based on the revenue contribution
of new energy products in 2024, we ranked among one of the world’s most advanced
players in decarbonization in the construction machinery industry. In 2024, the
revenue from our new energy construction machinery products was approximately
RMB4,025.0 million, with the revenue contribution ratio significantly exceeding the
global industry average, according to Frost & Sullivan. In terms of sales volume in
2024, we ranked first in China for various new energy products, including electric
excavators, electric truck mixers and electric dump trucks, according to Frost &
Sullivan.
Leveraging our advanced products, we have built the industry-recognized “SANY” brand,
honored with prestigious awards, such as Forbes Global 500. Our products have been used in
numerous global landmark projects, such as NEOM New City in Saudi Arabia, the Hong
Kong-Zhuhai-Macao Bridge, Shanghai Tower, the Brazil World Cup venues, London Olympics
stadiums, Burj Khalifa, the Hong Kong International Commerce Center and Beijing Olympic
stadiums. Our products contributed to the successful completion of these projects,
demonstrating the advanced technical capabilities and world-class performance standards of
our products.
We believe that our market-leading position, first-mover advantages, widely recognized
brand reputation and advanced core technologies will help us capture market growth
opportunities, continuously enhance our competitive advantages and achieve long-term
sustainable growth. These strengths will further solidify our position as a key global player in
the construction machinery industry.
Well-established global ecosystem fueling remarkable growth in international business
and enhancing global competitive advantages
As one of the pioneering Chinese construction machinery companies to enter the global
market, we prioritize globalization as one of our key development strategies and have
consistently implemented this strategy throughout our development. Expanding into global
markets not only allows us to capture more growth and profitability opportunities, but also
hedges against fluctuations in any individual market, thereby strengthening our business
resilience throughout economic cycles. The market size of the overseas construction machinery
industry is expected to reach US$239.0 billion in 2030, with a CAGR of 3.9% from 2024 to
2030, and the combined size of established overseas markets, namely Europe and North
America, is expected to reach US$139.6 billion in 2030. During the Track Record Period, our
products have reached customers in over 150 countries and regions globally, including
Germany, the United Kingdom, France, Indonesia, India, Saudi Arabia, the U.S. and Brazil.
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 Our overseas revenue increased from RMB36,788.7 million in 2022 to
RMB48,861.7 million in 2024, representing a CAGR of 15.2% from 2022 to 2024.
Our overseas revenue also increased from RMB14,682.80 million in the four months
ended April 30, 2024 to RMB16,883.70 million in the four months ended April 30,
2025. In the four months ended April 30, 2025, our revenue from overseas markets
accounted for 57.4% of our total revenue. Both the contribution and the growth rate
of our overseas revenue continue to outpace the industry average in China,
according to Frost & Sullivan. We have achieved significant success in multiple
overseas markets. We have recorded sizable revenue in established overseas
markets. For example, European markets contributed 25.4% and 22.9% of our total
overseas revenue in 2024 and the four months ended April 30, 2025. In emerging
overseas markets, we have made rapid progress, with the revenue from African
markets, for example, increasing by 44.1% from 2023 to 2024 and by 62.9% from
the four months ended April 30, 2024 to the four months ended April 30, 2025. The
gross profit margin of our overseas business has continuously increased from 25.9%
in 2022 to 29.6% in 2023, and further to 29.8% in 2024. The gross profit margin of
our overseas business increased from 30.12% in the four months ended April 30,
2024 to 30.84% in the four months ended April 30, 2025.
 Our products are rapidly penetrating global markets, with multiple flagship products
achieving a leading market share overseas. According to Frost & Sullivan, in terms
of the sales volume in 2024, the market share of our excavators in the overseas
markets was 5.9%, ranking us among the five largest globally; in terms of sales
revenue of hoisting machinery, our overseas markets share increased from 3.0% in
2022 to 5.0% in 2024.
Since we began exporting our products in 2002, we have been proactively developing
overseas manufacturing capabilities and expanding global market access by continuously
broadening overseas sales channels. We are committed to addressing global demand, steadily
enhancing our international presence and advancing globalization through effective and
efficient global operations. We have built a globalized full-value-chain layout, achieving deep
localization across business operations, products, services, manufacturing and sales.
 Operation Globalization . Localized teams are fundamental to localized operations.
We are continuously promoting the localization across the management team,
culture and mechanism. As of April 30, 2025, we had established eight overseas
region-level and 31 country-level business divisions globally. We have also
established direct sales outlets in overseas markets to directly reach end customers
and provide individualized services, as well as enhance the global presence of the
“SANY” brand. As of April 30, 2025, we had over 240 direct sales outlets globally.
We actively recruit front-line employees with deep insights into their local markets,
enabling us to better adapt to local operating environments, regulatory developments
and market opportunities. We have one of the largest international workforces
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among construction machinery industry in China, according to Frost & Sullivan. As
of April 30, 2025, we had 6,784 overseas employees and have achieved localization
in all our major overseas markets.
 Product Globalization . As of April 30, 2025, we had 21 R&D centers globally,
including 17 domestic R&D centers and four overseas R&D centers in Germany,
India, Brazil and the U.S.. We have been undertaking tailored R&D for established
overseas markets, such as Europe, to develop products that comply with local
technical specifications, safety standards and environmental regulations. For
example, our excavators were the first in China to comply with Euro 5 emission
standards and obtain the EU CE certificate, while our electric truck mixer was
China’s first electric construction vehicle to obtain the EU WVTA certification and
secure access to the European market. Based on insights into customer needs in
different regions, we have made targeted innovations and improvements to our
construction machinery, promoting the local market penetration of our products. For
example, for the European markets, we launched five new models of small
excavators with upgraded functionality, enhanced performance, improved mobility
and operational safety.
 Service Globalization . We actively allocate personnel and resources, deploying our
professional teams to provide a full suite of services, encompassing consultation,
planning, implementation and maintenance at project sites. For example, in 2023,
we were involved in the construction of Saudi Arabia’s NEOM New City project. To
address the project’s complex technical requirements, we assembled an on-site
service team of more than 50 engineers and deployed over 2,000 units of equipment
to ensure the project’s smooth progression. As of April 30, 2025, we had
approximately 2,700 service engineers, approximately 1,900 outlets and over 140
warehouses globally. Through 24/7 channels such as hotlines and our MySANY
application, we deliver high-standard after-sales service to global customers.
 Manufacturing Globalization . We have been expanding our global manufacturing
footprint since 2006, setting up manufacturing bases in countries such as Germany,
Indonesia, India and the U.S. We had 35 smart factories worldwide as of April 30,
2025, and are advancing the “Lighthouse Factories” recognition for more factories.
Our overseas manufacturing bases are empowered by our world-class manufacturing
capabilities and strategically coordinated and managed by our domestic global
production control center, significantly enhancing our product quality and overall
operational efficiency.
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 Sales Network Globalization . We have successfully established one of the most
extensive overseas sales network among the construction machinery companies in
China. As of April 30, 2025, we had built a network of approximately 1,900 outlets
globally for the sale of our products and/or the provision of services. In addition, as
of April 30, 2025, we had 425 distributors globally across approximately 100
countries and regions. Leveraging a robust sales network, we have been able to
swiftly respond to local customer demand, achieving product distribution in over
150 countries and regions during the Track Record Period.
A diversified product portfolio, advancing customer experience through digitalization and
decarbonization
We started with concrete machinery products and have rapidly established industry
influence and earned a trusted global brand reputation. Leveraging our experience and industry
position in the concrete machinery sector, we have continuously expanded our product
portfolio and secured a leading position across various core categories of construction
machinery, such as excavating machinery and hoisting machinery, thereby achieving rapid
business growth. Our industry-leading diversified product portfolio caters to the varied needs
of our customers in construction sector. It primarily includes excavating machinery, concrete
machinery, hoisting machinery, piling machinery and road machinery, along with other
fast-growing products, including dump trucks and fire trucks. We deliver customized products
and solutions for various scenarios spanning earthworks, public construction, road and bridge
construction, airport runway construction, building construction, mining operation, energy
development, ports and logistics, among others. This diversified presence across multiple
sectors strengthens our business resilience throughout economic cycles.
We place enduring emphasis on technological excellence and product quality, continually
striving to deliver maximum value to our customers. Through innovation and technological
breakthroughs, our products have repeatedly set industry records. For example, we successfully
developed a truck-mounted concrete pump with the world’s longest boom of 86 meters, and our
trailer pump achieved a super high-rise concrete pumping height of 632 meters. In January
2022, we launched the world’s first 300-ton fully electric-controlled super-large excavator. In
August 2022, we introduced the world’s first mass-produced low-carbon smart micro-hybrid
electric truck-mounted concrete pump. In August 2024, we unveiled the world’s largest 240-ton
mobile crane. In September 2024, we launched the world’s first 4,000-ton all-terrain crane,
which is the only crane in the industry capable of handling wind power fan installations at a
height of 185 meters. In December 2024, we launched our first 400-ton front shovel hydraulic
mining excavator, which demonstrates robust performance in core metrics such as power
systems and control precision, achieving breakthroughs in 13 key industry technologies. While
continuously driving product innovation, we maintain effective quality control, establishing an
industry benchmark for product reliability and durability. Taking our excavators as an example,
they integrate high-efficiency power systems and intelligent control systems to significantly
enhance operational efficiency. Additionally, the use of high-strength materials and testing
protocols ensures long-term durability of our products. See “— Manufacturing and Quality
Control — Quality Control.”
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As a pioneer in the digital transformation in the construction machinery industry, we
integrate intelligent technologies into construction machinery products. This integration offers
various benefits to customers, including enhanced efficiency, lowered costs and innovative
experiences, thereby significantly improving our product competitiveness. Through continuous
innovation, we have expanded our product portfolio with the launch of advanced smart
construction machinery, including remote-controlled excavators and smart cranes. In terms of
construction process, we actively implement integrated connectivity and intelligent
technologies throughout the entire process and have pioneered the industry with features
including the visualization of construction projects, coordinated multi-vehicle operations,
intelligent transportation coordination, system operation coordination, equipment online
management and remote vehicle control. For example, we have developed the world’s first 5G
remote excavator, allowing operators to control mining excavators from remote locations,
thereby allowing operators to stay away from hazards such as dust and landslides. This product
has been commercialized and delivered at scale.
We have proactively developed new energy construction machinery solutions to deliver
cost-effective and eco-friendly options for our customers. Our new energy products
significantly reduce the total cost of ownership for our customers through substantial fuel and
maintenance expense savings, enabling the faster recovery of initial equipment investment
costs and empowering customers to achieve both economic and environmental benefits. Our
new energy products fully align with global ESG regulatory frameworks. For example, in the
EU market, our products assist our customers in meeting carbon emission targets and ESG
rating requirements. Based on the revenue contribution of new energy products in 2024, we
were one of the world’s advanced players in decarbonization in the construction machinery
industry, according to Frost & Sullivan. In 2024, we successfully launched over 40 new energy
products, including excavators, loaders, truck-mounted concrete pumps, truck mixers and
cranes. Notably, in specific product categories such as dump trucks and loaders, the proportion
of new energy product types has exceeded 50%. Our forward-looking decarbonization strategy
has not only helped us capture market growth opportunities, but also enabled us to achieve
higher value-adds delivered by products and build technological barriers. In terms of sales
revenue in 2024, the global penetration rates for new energy excavators, new energy loaders
and new energy concrete machinery were 0.3%, 3.4% and 9.3%, respectively, and are expected
to increase to 17.8%, 8.5% and 23.3% by 2030, respectively.
We have further developed integrated solutions for various scenarios, leveraging years of
technological expertise and product innovation. For example, our digital solution for open-pit
mining encompasses smart products such as remote-controlled excavators and mining loaders,
keeping operators away from the frontline of operations and safeguarding production safety.
Additionally, digital and automated mining management systems allow for optimal resource
allocation, path planning and dynamic task scheduling, thereby enhancing overall operational
efficiency. Such refined management capability also enables energy conservation and emission
reduction, significantly reducing the pollution caused by traditional mining and thereby,
empowering the industry to achieve sustainable development.
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Comprehensive services, backed by an extensive global network, consistently delivering
value to our customers
We place emphasis on customer experience, committing to delivering industry-leading
service efficiency and quality that continuously create value for customers and therefore
establishing “SANY” as the preferred brand.
We provide customers with comprehensive services, from equipment procurement to
operation and maintenance. We provide tailored product design, functional customizations and
hardware/software solutions tailored to customers’ specific needs, such as special operating
conditions or environmental requirements. Additionally, we provide tailored financing
solutions based on our customers’ profiles, supported by digital systems that enable end-to-end
online management of contract signing, order tracking and risk control, ensuring customers’
access to flexible and efficient financial services. During product usage, we offer customers
comprehensive digital services that encompass equipment utilization, maintenance and
management through online equipment management system, continuously creating value for
our customers. Based on customer requirements, we offer tailored performance optimization
solutions for aging construction machinery, including energy efficiency enhancement,
intelligent and digital upgrades and other retrofitting services to extend their operational
lifecycle. Regarding the after-sales services for global customers, we have launched our
MySANY application, providing 24/7 spare parts purchase and after-sales services. As of April
30, 2025, we had approximately 2,700 service engineers and approximately 1,900 outlets
globally, committed to achieving industry-leading service quality and efficiency. In Indonesia,
for example, we have set up nearly 80 service outlets over the past decade. As of April 30,
2025, we operated a multi-tiered parts warehousing system comprising 140 warehouses,
including two regional central warehouses and 35 national warehouses. In the four months
ended April 30, 2025, we achieved an in-stock rate of more than 90% for our global spare parts
offerings, ensuring timely parts supply to minimize customer downtime.
We effectively reach global customers and offer efficient service support through our
directly operated outlets and distributor networks. As of April 30, 2025, we had over 240 direct
sales outlets globally. In addition, as of April 30, 2025, we had 425 distributors globally across
approximately 100 countries and regions. Meanwhile, the customer insights gained during the
service process help us refine our business layout and strategies, enabling us to stay attuned to
market trends and launch more attractive products, thereby creating a sustainable virtuous
cycle.
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Robust R&D capabilities continuously powering technological innovation leveraging deep
insights into market demand
We are committed to continuously developing advanced technologies and products to
solidify our competitive edge. Through an agile response mechanism, continuous R&D
investments and deep technological reserves, we have established industry’s development
direction with rapid rollout of products addressing market demand. Our continuous product
iterations and technological advancements are empowered by continuous investments in R&D.
We implement industry-leading innovation incentive systems to fully stimulate the enthusiasm
of our R&D team and continuously attract top-tier industry talent. During the Track Record
Period, our cumulative research and development expenses amounted to RMB19,590.0 million.
The research and development expenses as the percentage of the revenue surpasses the average
of our global peers. As of April 30, 2025, we had 4,852 R&D employees, representing 18.7%
of our total workforce, with 39.8% of them holding a master’s degree or above.
Our R&D mechanism is market-oriented based on customer pain points and industry
trends. Through real-time demand analysis, we deliver tailored solutions that build customer
trust, thereby encouraging proactive user feedback. The real-time inputs fuel rapid product
optimization, driving us to quickly respond to the customer demand and forming a virtuous
cycle of continuous improvement. For example, in response to the increasing demand for
zero-emission construction machinery in Europe, we launched our first 20-ton electric
excavator in 2024. Equipped with advanced technologies such as high-power motors and
efficient thermal management battery systems, this model effectively addresses European
customers’ demand, including noise reduction, product durability and cost efficiency. This
model has been widely recognized in the European market with promising orders.
We have focused on investments in software and hardware infrastructure for R&D in
order to optimize efficiency. Leveraging technologies such as digital simulation, we have
established virtual test fields to simulate and test the performance of construction machinery
in a virtual environment, significantly reducing testing cycles and costs while enhancing
product competitiveness and reliability. Additionally, we have developed in-house digital R&D
Planning and Management Systems to ensure standardized R&D project execution and efficient
delivery. As a result, we have significantly reduced our product prototyping and testing cycles
during the Track Record Period, demonstrating substantial improvements in our operational
efficiency. In terms of hardware infrastructure, we have established global-leading
development and testing facilities, including four advanced field test sites and eight
prototyping centers, covering 90% of testing scenarios. For example, we are among the few in
the world to possess joint test sites for excavators and loaders, as well as outdoor test sites in
various climate zones and complex natural conditions, providing desired environments for
product validation.
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Our R&D resources are strategically allocated to pioneer industry transformation, with
foresighted deployment in core technological domains.
 Globalization . We conduct targeted R&D for global markets, focusing on
compliance with stringent technical, safety and environmental standards. We have
successfully obtained key international certificates, including the EU CE certificate
and the North America ASME certificate.
 Digitalization . We prioritize R&D investments in the Industrial IoT platform,
automation and big data technologies across manufacturing and product applications
and have achieved functions such as intelligent planning, intelligent operations and
remote scheduling, thereby enhancing the efficiency and safety of our products and
manufacturing processes.
 Decarbonization . We are advancing three technological approaches, including pure
electrical, hybrid and hydrogen, developing new energy products as well as critical
components and technologies. Our integrated e-axle technology addresses
inefficiencies in traditional mechanical transmissions and has been deployed in
products such as truck mixers, significantly improving motion response times and
reducing energy consumption. Our semi-distributed vehicle control units,
integrating electric drive, energy management and adaptive mechanism,
dynamically optimizing energy consumption. This technology is now applied to all
of our electric excavators, achieving substantial energy savings.
Manufacturing, operations and services empowered by digitalization, driving
enhancements in quality and breakthroughs in efficiency
We focus on advanced manufacturing technologies and conduct digital and intelligent
upgrades of factories to establish global leading manufacturing competitiveness. As of April
30, 2025, we were the only company in the construction machinery industry that had obtained
“Lighthouse Factory” certifications from the World Economic Forum for two factories, namely,
the Beijing Piling Machinery Plant and Changsha No. 18 Plant, providing exemplary
digitalization pathways for global manufacturing companies.
Leveraging our hardware and software capabilities, we are empowering factories with
digitalization through data collection and intelligent analytics systems, and have built
industry-leading smart factories.
 In terms of hardware, we have introduced smart machines to shift production modes
from “machines assisting humans” to “humans assisting machines,” significantly
enhancing operational efficiency. For example, our industry-first automated material
cutting and forming production line enables automated processing from steel plates
to components, achieving 10% material savings. We have introduced lattice-type
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dual-machine collaborative system and heavy-duty system in welding, coating and
other processes, achieving welding accuracy of 0.02 mm and 100% automation in
part of the production line of coating workshops.
 We have developed in-house our software system that covers the entire
manufacturing process. Our “Smart Factory Brain” centers around a manufacturing
operations management platform, integrating multiple systems such as the workshop
logistics management system and production planning system, creating a fully
digital and smart production process.
 Our Industrial IoT platform is able to collect and analyze real-time manufacturing
data to optimize the manufacturing process. For example, data analysis enables us
to adjust production line parameters in real time, reduce waste in raw materials and
lower the defect rate. Additionally, quality data analysis enables rapid identification
of issues, improving product quality and reducing repair costs.
Our digitalization capabilities have empowered multiple dimensions of our operations,
driving substantial operation efficiency enhancement:
 Supply Chain Transparency and Collaboration . We have established an intelligent
procurement system. The integration of supply chain data enables us to better
coordinate inventory, manufacturing and transportation, reducing overstocking or
supply shortages and lowering logistics costs while improving response speed and
customer satisfaction.
 Sales and Market Forecasting . By analyzing sales data, market trends and customer
needs, we can predict market demand, optimize production plans, improve inventory
management and enhance the effectiveness of product positioning and marketing
strategies.
 Energy Efficiency Management . By monitoring and analyzing energy consumption,
we have implemented energy-saving measures to reduce energy costs. For example,
we have developed in-house a smart dispatch system for peak, off-peak and flat
periods to analyze the energy consumption for our production equipment,
optimizing production scheduling to prioritize energy-intensive operations during
off-peak hours. From 2022 to 2024, our energy-saving projects had cumulatively
saved approximately RMB200 million in energy costs.
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Our Industrial IoT platform provides us with multi-dimensional intelligent analysis and
service support. This includes early warning of potential faults and proactive solution
development, substantially mitigating losses caused by unexpected downtime. We have also
adopted remote online management and diagnostic technologies to accelerate issue resolution,
reducing service costs and enhancing customer experience. Additionally, we deliver
comprehensive digital solutions to our customers, such as online management systems for the
crane industry, enabling customers to track equipment distribution, operation progress and
business indicators in real time.
Visionary and experienced management team guides us through economic cycles and
towards global influence
Both Mr. Liang Wengen, our founder, and Mr. Xiang Wenbo, our Chairman, each have
more than three decades of experience in the construction machinery industry. Since our
inception, they have exercised strategic foresight in aligning corporate vision with market
dynamics, guiding us through economic cycles and establishing our global influence in the
industry. We have a deep bench of top technical talent in the industry, such as Mr. Yi Xiaogang,
who has driven the breakthroughs in our pumping technologies, and Mr. Y u Hongfu, who has
enhanced the global competitiveness of our excavating machinery. Under the leadership of our
management team and as a result of more than three decades of efforts, we have accomplished
iterations and upgrades across various products, broadening our product portfolio from
concrete machinery to a wide spectrum of construction machinery. Furthermore, we have
successfully elevated the “SANY” brand to the global stage.
Our corporate culture is the fundamental driving force for our long-term development. We
foster a continuous learning culture to drive both individual development and corporate
advancement. In 2024, we conducted 485 training sessions, recording 27,658 attendances, with
an employee training participation rate of 93% and an average training duration of
approximately 120 hours per employee.
Despite volatile market conditions, we are committed to building sustainable global
operating capabilities. We drive profitability by enhancing product competitiveness and
improve cash flow by strengthening inventory management and improving receivable
collections. We adhere to a value-based sales policy, ensuring stringent deal terms with a high
collection rate, thereby strengthening risk control. Our key financial metrics continue to lead
the industry, with operating cash flow, sales collection ratio and inventory turnover ratio
significantly outperforming industry peers.
We uphold the core value of prioritizing employees, emphasize employee incentive
policies and strive to share business results with our workforce. We have established a fair and
competitive compensation and benefits incentive system, which includes annual performance
bonuses, medium- and long-term equity incentive plans, profit-sharing plans, extraordinary
target rewards, special bonuses and annual salary increases, in addition to base salaries. This
creates a floating compensation system that covers all employees. In 2024, we implemented a
long-term employee stock ownership plan covering 6,241 employees, representing 24.6% of
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our total workforce. The plan totaled RMB570 million, with RMB550 million allocated to
middle-level managers, key personnel, and core business and technical staff. Additionally, we
implemented employee stock ownership plans valued at RMB466 million in 2022 and RMB591
million in 2023.
The expertise and foresight of our management team are pivotal to our success and will
continue to drive our future growth. Under their leadership, coupled with our market influence
and multidimensional competitive advantages, we are confident in maintaining our market
leader position while actively exploring new growth opportunities.
OUR STRATEGIES
We adhere to our strategy of “globalization, digitalization and decarbonization” to
enhance our brand influence and competitiveness. We believe the following strategies will
further solidify our position as the global leader in the construction machinery industry.
Committed to our globalization strategy to better serve customers worldwide
Globalization is one of the prioritized development strategies that we have been
consistently pursuing. We plan to continue to increase our share in overseas markets and
enhance the global presence of the “SANY” brand, thereby capturing global growth
opportunities.
 Operation Globalization . We will continue to recruit local talent, improve our
overseas operating model, proactively engage with and expand our overseas
high-value customer base and capture growth opportunities in overseas markets. We
also plan to strengthen our overseas marketing channels. For example, in established
markets such as Europe, we plan to leverage our cost-effective products to increase
brand recognition and market penetration, deepening relationships with our local
distributors. We plan to strengthen partnerships with financial institutions to provide
overseas customers with cost-effective financing solutions and expand the
geographic coverage of financing products, thereby providing efficient and
individualized services.
 Product Globalization . We will leverage enhanced marketing channels to deepen
our insights into the localized needs of overseas customers. By utilizing our global
R&D, manufacturing and service resources, we plan to develop customized products
aligned with local customers’ preferences and adapt to local operating conditions,
thereby creating value for customers.
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 Service Globalization . We will leverage our global service network to further
strengthen customer coverage and promote our digital service portal, as well as our
intelligent dispatching system, to more countries and regions. Additionally, we plan
to reinforce our allocation of overseas resources and expand the coverage of local
service outlets and warehouse networks, further reducing the lead times for overseas
parts delivery. Through these efforts, we aim to enhance overseas customers’
satisfaction with after-sales service experiences and to enhance customer loyalty.
 R&D Globalization . We will continue to enhance our global R&D system to develop
products closer to markets and customers. By recruiting top R&D talent worldwide,
we aim to gain greater insights into local market demand and dynamics and to
deliver a localized product portfolio. As of April 30, 2025, we had established
overseas R&D centers and formed an overseas R&D team of approximately 300
members. Going forward, we plan to enhance R&D capabilities in more regions to
better meet the needs of global customers.
 Manufacturing Globalization . We will strengthen our overseas manufacturing
capabilities and establish “Global Manufacturing” as a core competitive advantage
by leveraging domestic smart manufacturing expertise in overseas plants. As of
April 30, 2025, we had successfully established overseas over 30 domestic
manufacturing bases and 16 manufacturing bases located in Germany, Indonesia,
India and the U.S. We plan to continue to enhance the production capacity of
existing overseas manufacturing bases and accelerate the development of new
overseas manufacturing bases to better serve local market demand and streamline
supply chain cycles.
Advancing our digital transformation to comprehensively enhance our competitiveness
We will further integrate digitalization into our products, manufacturing, operation and
service to actively drive our digital transformation and enhance our competitiveness.
 Smart Products . We will enhance the digitalization of products by leveraging
advanced technologies. In addition to developing single-category products, we plan
to continue to develop solutions for customers. For example, we have been able to
provide one-stop intelligent solutions comprising pavers, rollers, motor graders,
milling machines and asphalt batching plants in the road machinery sector. We plan
to extend our intelligent solutions to broader application scenarios, delivering
greater value to customers.
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 Intelligent Manufacturing . We will improve intelligent and flexible manufacturing
capabilities, as well as promote “Lighthouse Factory” practices worldwide to meet
delivery requirements more efficiently. In terms of hardware, we plan to continue to
increase the proportion of automated operations, optimize per employee operational
efficiency and further lower the labor cost per unit produced. In terms of software,
we plan to upgrade our Manufacturing Operating Management Platform and
optimize the Process Management Systems to iterate and improve the production
and manufacturing capabilities of our smart factories.
 Intelligent Operations . We are dedicated to leveraging advanced technologies such
as big data analysis and machine decision-making to reduce costs and enhance
efficiency by streamlining processes across marketing, customer acquisition,
contract approval and product delivery. We have built up a “smart brain” for factory
production and manufacturing, gradually achieving full-process digitalization.
Going forward, we plan to pursue comprehensive data utilization, realize data value,
enhance operational efficiency and achieve whole-process digital transformation.
 Intelligent Services . Based on intelligent hardware, and by utilizing machine
decision-making technology, we provide data intelligence and value analysis for
customers, creating a smart operating ecosystem covering various scenarios and
delivering a one-stop and full lifecycle service model. Going forward, we plan to
leverage deep insights into user behavior and application use cases to develop
individualized service solutions that meet end customers’ needs, enabling a more
efficient response to customer demand.
Continuously implementing our decarbonization strategy in pursuit of a more sustainable
future
We remain steadfast in driving the green and decarbonization transition and enhancing
sustainable development capabilities, creating long-term value for global customers and
society.
 Capturing opportunities in new energy products . Amidst the growing global
demand for new energy products, we have successfully introduced a series of
innovative solutions that have enabled numerous customers to significantly reduce
operating costs while meeting their requirements for green and low-carbon
transformation. These solutions address environmental challenges and other ESG
concerns. For instance, we offer green technologies for sustainable mining
operations, covering extraction, loading and transportation. Going forward, we will
further enrich our green and decarbonization innovative solutions. Furthermore, we
will expand our new energy product category, enhance and upgrade product
performance, and strengthen key technologies and components to address critical
issues. This will enable us to better seize global opportunities in green and
low-carbon development. Going forward, we will introduce more new energy
products, such as applying electric technology across all excavation models.
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 Decarbonization across operations and the supply chain . We are dedicated to
reducing the carbon emission intensity across the entire industry chain through
technological innovation. While promoting the transformation of products towards
decarbonization, we have achieved significant progress by reducing carbon
emissions throughout the entire production and operation process, via smart energy
systems, energy data management and the construction of sustainable industrial
parks. In addition, we will continue to decarbonize our supply chain to reduce
product carbon footprint from the source. Going forward, we will continue to
implement a green and sustainable development model, establishing a full-process
green production chain that focuses on carbon reduction from the beginning of the
process to the end, thereby supporting the achievement of decarbonization in each
application scenario.
OUR BUSINESS
Founded in 1994, we have established ourselves as an innovation-driven global leader in
the construction machinery industry. We are dedicated to the R&D, manufacturing, sales and
servicing of an extensive portfolio of construction machinery, including excavating machinery,
concrete machinery, hoisting machinery, piling machinery and road machinery. We are the
world’s third largest and China’s largest construction machinery company in terms of core
construction machinery’s cumulative revenue from 2020 to 2024.
Our industry-leading diversified product portfolio caters to the varied needs of our
customers. The following table sets forth a breakdown of our revenue by business line for the
periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Excavating machinery /H1118/H111835,755,616 44.2 27,635,692 37.3 30,373,600 38.8 9,817,141 39.5 11,696,247 39.7
Concrete machinery /H1118/H1118/H111815,080,363 18.7 15,314,574 20.7 14,368,034 18.3 4,309,057 17.3 5,043,427 17.1
Hoisting machinery /H1118/H1118/H111812,669,948 15.7 12,999,205 17.6 13,115,027 16.7 4,395,126 17.7 4,933,714 16.8
Piling machinery /H1118/H1118/H1118/H11183,065,233 3.8 2,085,179 2.8 2,076,069 2.6 813,084 3.3 1,033,915 3.5
Road machinery /H1118/H1118/H1118/H11183,080,834 3.8 2,485,494 3.4 3,001,227 3.8 945,428 3.8 1,394,573 4.7
Others (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,186,536 13.8 13,498,792 18.2 15,449,422 19.8 4,564,934 18.4 5,324,158 18.1
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
Note:
(1) Others mainly included revenue from sales of other machinery, such as sales of dump trucks and
overseas resales of port machinery and mining trucks.
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The following table sets forth a breakdown of the sales volume by business line for the
periods indicated:
Y ear ended December 31,
Four months
ended
April 30,
2022 2023 2024 2025
(unit)
Excavating machinery (1) /H1118/H1118/H1118/H111883,341 49,243 59,802 23,401
Concrete machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,480 18,990 18,216 5,351
Hoisting machinery (2) /H1118/H1118/H1118/H1118/H1118/H111811,096 9,125 8,121 4,833
Piling machinery (3) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,145 840 797 371
Road machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,115 4,174 4,415 2,109
Others (4) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,926 10,405 6,335 2,153
Total/H1127/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118120,103 92,777 97,686 38,218
Note:
(1) The sales volume of excavating machinery decreased from 83,341 units in 2022 to 49,243 units in 2023,
primarily due to decreased domestic sales as a result of a slowdown in China’s real estate and infrastructure
sectors. The sales volume of excavating machinery subsequently increased to 59,802 units in 2024, primarily
due to (i) continued growth in overseas sales of large and medium-sized excavators and (ii) a rebound in
domestic demand for small excavators driven by the gradual recovery in China’s excavator market.
(2) The sales volume of hoisting machinery decreased from 11,096 units in 2022 to 9,125 units in 2023, and further
decreased to 8,121 units in 2024, primarily due to decreased domestic sales resulting from reduced domestic
demand affected by a slowdown in China’s real estate sectors.
(3) The sales volume of piling machinery decreased from 1,145 units in 2022 to 840 units in 2023, and further
decreased to 797 units in 2024, primarily due to decreased domestic sales resulting from reduced domestic
demand affected by a slowdown in China’s real estate sectors.
(4) Others mainly included other machinery, such as dump trucks, port machinery and mining trucks.
We are one of the pioneering Chinese construction machinery companies to enter the
global market. We have consistently implemented the globalization strategy throughout our
development. We have developed a global business with strong regional connections,
leveraging our R&D capabilities, manufacturing capacity, sales and service network and brand
recognition. During the Track Record Period, our products have reached customers in over 150
countries and regions globally. In the four months ended April 30, 2025, our revenue from
overseas markets accounted for 57.4% of our total revenue.
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The following table sets forth a breakdown of our revenue by geographical region for the
periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Mainland China /H1118/H1118/H111844,049,835 54.5 30,454,900 41.1 29,521,685 37.7 10,161,976 40.9 12,542,300 42.6
Overseas /H1118/H1118/H1118/H1118/H1118/H111836,788,695 45.5 43,564,036 58.9 48,861,694 62.3 14,682,794 59.1 16,883,734 57.4
– Asia-Oceania /H1118/H1118/H1118/H111816,675,634 20.6 18,047,152 24.5 20,813,283 26.6 6,280,729 25.3 7,482,593 25.5
– Europe /H1118/H1118/H1118/H1118/H1118/H1118/H11188,230,375 10.2 12,159,677 16.4 12,411,995 15.8 3,945,750 15.9 3,858,126 13.1
– Americas /H1118/H1118/H1118/H1118/H1118/H11188,874,196 11.0 9,642,670 13.0 10,285,295 13.1 3,133,510 12.6 3,387,697 11.5
– Africa /H1118/H1118/H1118/H1118/H1118/H1118/H11183,008,490 3.7 3,714,537 5.0 5,351,121 6.8 1,322,805 5.3 2,155,318 7.3
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
The following table sets forth a breakdown of the sales volume by geographical region for
the periods indicated:
Y ear ended December 31,
Four months
ended
April 30,
2022 2023 2024 2025
(unit)
Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111870,580 40,744 41,835 19,165
Overseas /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111849,523 52,033 55,851 19,053
– Asia-Oceania /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,409 10,732 13,233 5,536
– Europe /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,777 5,631 5,156 1,702
– Americas /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,313 7,746 7,695 2,420
– Africa /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,340 2,327 4,154 1,547
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118120,103 92,777 97,686 38,218
OUR PRODUCTS
Our diversified product portfolio primarily includes excavating machinery, concrete
machinery, hoisting machinery, piling machinery and road machinery. In addition, we develop
and offer a range of other construction machinery products, such as dump trucks and fire
trucks. Our broad product offering is widely applied across diverse application scenarios
spanning earthworks, public construction, road and bridge construction, airport runway
construction, building construction, mining operations, energy development, ports and logistics
and other downstream industries. Our diversified offerings across multiple product categories
and industry sectors strengthen our business resilience throughout economic cycles.
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Our products have significant competitive advantages in design, performance, quality,
and user experience. In terms of design, we prioritize durability, operational efficiency and
cost-effectiveness. Regarding performance and quality, we emphasize the performance, quality
and integrated operation of key components, such as engines and hydraulic and electrical
systems. Our products are renowned for their high performance, reliability and intelligent
features. Our construction machinery employs advanced technologies and quality materials to
ensure efficient operation, low failure rates and long service life, maintaining a leading
position in the industry. Additionally, we prioritize user experience to ensure that our products
are safe, highly functional and ergonomically designed. We emphasize quality, reliability and
durability in the design and manufacturing of our products to minimize maintenance costs for
our customers. Leveraging our advanced R&D capabilities and insights into customer needs in
different regions, we have made targeted innovations and improvements to our equipment,
promoting the penetration into local markets. For example, our electric truck mixer was
China’s first electric construction vehicle to obtain the EU WVTA certification and secure
access to the European market. Our products have also obtained certificates for various
countries and regions, such as China’s CCC certificate, the EU CE certificate and the North
America ASME certificate. Our products have been used in numerous global landmark
projects, such as NEOM New City in Saudi Arabia, the Hong Kong-Zhuhai-Macao Bridge,
Shanghai Tower, Brazil World Cup venues, the North American Niagara Tunnel Project,
London Olympics stadiums, the Burj Khalifa, the Hong Kong International Commerce Center
and Beijing Olympic stadiums.
Excavating Machinery
Our excavating machinery mainly includes crawler excavators and wheeled excavators.
The crawler excavators are further categorized into mini, small, medium and large models.
Such excavators are mainly used in various application scenarios, such as earthworks, mining
operation, public construction and road and bridge construction, demonstrating their
adaptability, stability and operational efficiency in diverse environments. We also offer loaders
under this product category, which are commonly used in conjunction with excavators.
We are a global leader in excavating machinery. According to Frost & Sullivan, (i) in
terms of cumulative sales volume of excavators from 2020 to 2024, our global market share
was 11.3%, ranking us first globally; and (ii) in terms of sales volume of excavators in 2024,
our market share in China was 24.5%, ranking us first in China for 14 consecutive years since
2011.
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The following table sets forth the main types of our excavating machinery:
Product types Mini excavator (1) Small excavator (1) Medium excavator (1) Large excavator (1) Wheel excavator Loader (1)
Application
scenarios
 Farmland
transformation
 Landscaping
 Municipal utilities
 Farmland
transformation
 Landscaping
 Building
construction
 Municipal utilities
 Rock engineering
 Mining
 Railway/tunnel
construction
 Landscaping
 Building
construction
 Municipal utilities
 Rock engineering
 Mining
 Railway/tunnel
construction
 Building
construction
 Landscaping
 Municipal utilities
 Rock engineering
 Port and waterway
 Mining
 Waste disposal
 Quarrying operation
 Municipal utilities
Key specifications
of representative
models
 Bucket capacity:
0.04 – 0.12 m
3
 Engine power:
1 4 . 6–2 2 . 2k W
 Overall weight:
2.0 – 3.8 tons
 Bucket capacity:
0.25 – 0.60 m 3
 Engine power:
36.0 – 95.0 kW
 Overall weight:
6.0 – 13.5 tons
 Bucket capacity:
0.2 – 2.0 m 3
 Engine power: 114.0
– 212.0 kW
 Overall weight:
21.5 – 35.0 tons
 Bucket capacity:
1.9 – 22.0 m 3
 Engine power:
210.0 – 1,620.0 kW
 Overall weight:
36.8 – 400.0 tons
 Bucket capacity:
0.2 – 1.0 m 3
 Engine power:
36.0 – 128.4 kW
 Overall weight:
6.0 - 21.5 tons
 Bucket capacity:
0.5 – 5.0 m 3
 Rated load:
1.3 – 5.8 tons
 Overall weight:
1 7 . 0–1 9 . 0t o n s
Note:
(1) New energy models are available.
Our excavating machinery has become an industry benchmark due to its performance and
reliable quality. Our excavators integrate high-efficiency power systems and intelligent control
systems to enhance operational efficiency. Furthermore, the maintenance-friendly design and
global service network contribute to high equipment uptime, while durable construction and
high residual value reduce customers’ total cost of ownership. From mines to municipal
projects, our excavators have earned the trust of global customers with their stable, efficient
and durable performance, continuing to lead in technological innovation and market expansion.
During the Track Record Period, the price range of representative models of excavating
machinery was generally between RMB0.1 million and RMB40.0 million.
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The following table sets forth key features and specifications of our selected excavating
machinery models.
Products Key Features and Specifications
SY19E Electric mini
excavator
(1) It is our first electric mini excavator, delivering zero-
emission operation in confined spaces.
(2) It features fast charging of generally less than 1.5 hours,
for operational duration of up to six hours after a full
charge.
(3) It is equipped with a high-torque permanent magnet
synchronous motor, achieving a pure electric output
efficiency of 95%.
(4) It is equipped with electric drive and hydraulic systems
that work in coordination, offering rapid response and
high-precision operational capabilities.
(5) It offers various charging modes compatible with
residential electricity, industrial electricity and DC
charging stations.
(6) It features a battery with a water-cooling system,
enabling the equipment to function effectively even at
high temperatures.
SY75C Small excavator
(1) It employs high-pressure common-rail technology,
offering high fuel efficiency.
(2) It is equipped with a load-sensing system, enhancing
both work efficiency and control performance.
(3) It utilizes a high-power engine combined with an
intelligent control program delivering strong
performance.
(4) It is equipped with a 7-inch smart touch screen, providing
an intelligent control experience.
(5) It features a reinforced, integrated welded X-shaped
undercarriage, providing enhanced safety and reliability
over the H-shaped design, thus extending its service life.
(6) It is designed with a sound-proof steel-structure cab and
an adjustable tilting seat with an adjustable armrest to
enhance driving experience.
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Products Key Features and Specifications
SY215C Medium
excavator
(1) It is an excavator designed for rocky conditions.
(2) It uses advanced all-electric control technology to
enhance handling performance.
(3) It features an optimized shape of the bucket to enhance
digging force and improve operational efficiency.
(4) It is equipped with a large-capacity multi-stage filter
system designed for various oil products.
(5) Attachments such as grapplers, demolition tools and
extension arms can be equipped to meet specialized
application scenarios.
(6) It features an optimized valve core structure designed to
minimize pressure loss and enhance operational
coordination.
SY4000H Large
excavator
(1) It is our first 400-ton mining face shovel hydraulic
super-large excavator.
(2) It features a rapid refueling system, reducing service
downtime.
(3) It features an independent hydraulic circulation cooling
system, enabling more precise temperature control.
(4) It is equipped with a multi-pump, multi-valve fully
electronic control hydraulic system, to enhance
operational efficiency and reduce throttling losses.
(5) It includes a dual-power hydraulic cross-control system,
enabling independent control by a single engine in
emergency mode, improving operational efficiency.
(6) It utilizes digital twin models for verification, shortening
the testing cycle and conducting full-process digital
simulation of structural components.
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Products Key Features and Specifications
SY155W Wheel
excavator
(1) It employs a hydraulic brake circuit system, ensuring that
if one circuit loses its braking capability, the performance
of the other circuit remains unaffected, thereby
enhancing safety during driving.
(2) Its hydraulic system and power system are designed to
work seamlessly to reduce fuel consumption during
operation.
(3) It utilizes a high-power engine and intelligent control
program to achieve efficient matching of the engine,
pump and valve, thereby enhancing efficiency.
(4) It features a high-strength structural design, stable and
durable performance, thereby reducing the failure rate.
(5) It features rapid movement speed and swift
maneuverability.
(6) It is equipped with a 7-inch touchscreen and suspension
seat, providing an intuitive and comfortable driving
experience.
SW956E Electric
loader
(1) It reduces the operating costs compared to fuel-powered
loaders, thereby lowering total cost of ownership.
(2) It utilizes energy recovery technology to improve
efficiency.
(3) It utilizes silicone oil suspension technology to enhance
vibration isolation performance of the cab.
(4) It is equipped with a high-power air conditioning system
that fully meets heating and cooling requirements in
environmental temperatures ranging from -30°C to 50°C.
(5) It utilizes intelligent start-stop technology to
automatically shut down the motor when the loader is not
in operation, thereby reducing energy consumption.
(6) It utilizes advanced liquid cooling technology to cool the
battery pack, improving energy efficiency.
Concrete Machinery
Our concrete machinery mainly includes truck-mounted concrete pumps, truck mixers,
batching plants and line pumps. Such concrete machinery products are mainly used in
municipal construction, road and bridge construction, airport runways and tunnel construction.
In 2012, we strategically acquired Putzmeister, a globally renowned concrete machinery
manufacturer headquartered in Germany, further expanded our global sales and service
network and strengthened our leadership in the concrete machinery sector. Putzmeister also
offers various concrete machinery products, such as truck-mounted concrete pumps, truck
mixers and line pumps.
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We are a global leader in concrete machinery. According to Frost & Sullivan, (i) in terms
of cumulative sales revenue of concrete machinery from 2020 to 2024, our global market share
was 35.9%, ranking us first globally; and (ii) in terms of the annual sales revenue of concrete
machinery, we have been ranking first globally for 14 consecutive years since 2011.
The following table sets forth the main types of our concrete machinery:
Product types Truck-mounted
concrete pump (1)
Truck mixer (1) Batching plant Line pump (1)
Application
scenarios
 Energy facility
construction
 Railway/tunnel
construction
 Building construction
 Municipal utilities
 Water conservancy
and hydropower
 Landscape
architecture
 Highways
 Railway/tunnel
construction
 Building construction
 Bridges
 Highways
 Building construction
 Energy facility
construction
 Railway/tunnel
construction
 Building construction
 Municipal utilities
 Water conservancy
and hydropower
Key specifications
of representative
models
 V ertical reach: 32.2 –
70.2 m
 Number of bridges:
2–5
 Mix capacity:
8.0 – 12.0 m
3
 Theoretical
productivity:
180.0 – 240.0 m
3/h
 Pressure:
20.0 – 30.0 MPa
Note:
(1) New energy models are available.
Our concrete machinery is known for its optimal balance between high pumping
efficiency and energy savings. Our concrete machinery adopts intelligent hydraulic systems
and high-efficiency power matching technology to increase pumping speed, while reducing
energy consumption through adaptive power adjustment. Core components, such as wear-
resistant transportation components, undergo special treatment processes, resulting in extended
operational lifespans and ensuring stable output even under high-intensity conditions. With
sophisticated electronic control technology and optimized design, our concrete machinery is
widely recognized in various applications, such as high-rise buildings and large-scale
infrastructure projects, delivering high efficiency, low energy consumption and long service
life. During the Track Record Period, the price range of our representative models of concrete
machinery was generally between RMB0.2 million and RMB8.6 million.
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The following table sets forth key features and specifications of our selected concrete
machinery models:
Products Key Features and Specifications
SYM5210THBF 330C-10
Truck-mounted concrete
pump
(1) It features a fuel-efficient engine to lower pumping
cost per cubic meter.
(2) It is equipped with a 42 MPa oil pump, offering an
increase in pump pressure and displacement.
(3) It has a small turning diameter and low overall
vehicle height, offering greater flexibility in tight
spaces.
(4) Its loading height is reduced by 100 mm, making it
compatible with small tankers.
(5) It has a low boom deployment height, suitable for
operations in confined areas.
SYM5318GJB1BEV
Electric truck mixer
(1) It reduces the costs of use compared to fuel-powered
truck mixer, thereby significantly reducing customer
operating expenses.
(2) It utilizes energy recovery technology to improve the
energy recovery rate.
(3) It includes a remote diagnostic platform supporting
fault diagnosis.
(4) It features a power system equipped with IP68-rated
waterproof protection, ensuring it remains resistant to
short-circuiting and electrical leakage, even under
waterlogged road conditions.
(5) It is equipped with a 12.1-inch smart touch screen,
providing an intelligent control experience.
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Products Key Features and Specifications
HZS180C10H
Batching plant
(1) It features high production efficiency and automated
operation.
(2) It features a streamlined mixing arm design to reduce
peak load and decrease energy consumption.
(3) It utilizes code-free calibration technology,
eliminating the need for weight calibration and
reducing workload.
(4) It employs dual-speed isolated water discharge
technology, ensuring isolated water discharge to
prevent admixtures from being deducted with water,
thereby preserving concrete quality.
(5) It adopts adaptive measurement technology, which
requires no manual intervention for measurement
parameters, offering self-adjustment capabilities that
enhance precision and lower the skill level required
for operation.
SY5143THBF-10023
Line pump
(1) It features high pressure and large displacement of
concrete, making it suitable for pumping in high-rise
buildings.
(2) It offers reduced fuel consumption for greater cost
efficiency.
(3) It features improved material suction efficiency,
increasing overall productivity.
(4) It features an optimized design of the subframe and
outrigger structure to enhance the overall pumping
stability.
(5) It is equipped with a high-definition screen,
providing real-time display of key operational
parameters and fault warnings.
Hoisting Machinery
Our hoisting machinery mainly includes truck cranes, all-terrain cranes, crawler cranes
and tower cranes. Such hoisting machinery products are mainly used in building construction,
port terminals, warehousing logistics and new energy industries, such as wind turbine
installation.
According to Frost & Sullivan, (i) in terms of cumulative sales revenue of hoisting
machinery from 2020 to 2024, our global market share was 7.2%, ranking us among the top
eight globally; (ii) in terms of sales revenue of hoisting machinery in 2024, our global market
share was 6.0%; and (iii) in terms of the sales volume in 2024, the market share of our crawler
cranes in China exceeded 40%, ranking us first in China.
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The following table sets forth the main types of our hoisting machinery:
Product types Truck crane (1) All-terrain crane (1) Crawler crane Tower crane
Application
scenarios
 Building
construction
 Railway/tunnel
construction
 Municipal utilities
 Energy facility
construction
 Petrochemicals
 Municipal utilities
 Petrochemicals
 Energy facility
construction
 Bridges
 Railway/tunnel
construction
 Building
construction
 Energy facility
construction
 Railway/tunnel
construction
 Building
construction
 Landscape
architecture
 Municipal utilities
 Water conservancy
and hydropower
 Bridges
Key specifications of
representative
models
 Maximum lifting
capacity:
50.0 – 100.0 tons
 Maximum lifting
torque:
2,009.0 – 3,557.0
kNm
 Maximum lifting
height:
62.5 – 87.0 m
 Maximum lifting
capacity:
160.0 – 4,000.0 tons
 Maximum lifting
torque:
5,200.0 – 78,400.0
kNm
 Maximum lifting
capacity:
150.0 – 2,200.0 tons
 Maximum lifting
torque:
8,643.0 – 372,400.0
kNm
 Maximum lifting
height:
98.0 – 205.0 m
 Boom length:
20.0 – 65.0 m
 Full boom length
tip rated lifting
capacity:
1.8 tons
 Maximum rated
load capacity:
10.0 tons
Note:
(1) New energy models are available.
Our hoisting machinery is widely recognized for its industry-leading performance and
operational stability. Our hoisting machinery adopts high-torque lifting systems and intelligent
balance control technology, offering enhanced lifting capacity and anti-tilt performance. Even
under complex working conditions, our hoisting machinery can achieve millimeter-level
precision control. With intelligent torque-limiting systems and adaptive energy-saving modes,
our hoisting machinery provides efficient operation while reducing energy consumption,
combining intelligent features with optimized efficiency. From building construction to wind
power equipment installation, our hoisting machinery gains trust from global customers due to
its high reliability, intelligent features and extended service life. During the Track Record
Period, the price range of our representative models of hoisting machinery was generally
between RMB0.7 million and RMB50.0 million.
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The following table sets forth key features and specifications of our selected hoisting
machinery models:
Products Key Features and Specifications
STC900T5 Truck crane
 (1) It is a versatile truck crane combining long boom reach
with competitive load capacity.
(2) It is equipped with load-sensitive electronic power
control technology to improve operational efficiency.
(3) It is equipped with H-shaped movable outriggers and a
high-strength rectangular section frame, enhancing the
truck crane’s torsional and bending resistance when
lifting loads.
(4) It has the capacity to carry 20.7 tons of balance weight,
making it suitable for low-speed, short-distance travel.
(5) It utilizes an intelligent controller to effectively pinpoint
fault locations, facilitating easier maintenance.
SAC40000T All-terrain
crane
(1) It is equipped with intelligent recognition and active
control technology for boom posture, enhancing the
safety of telescoping ultra-long booms.
(2) It features a low-temperature hydraulic system
preheating technology, improving operational efficiency.
(3) It is equipped with a multifunctional steering system,
dual-circuit hydraulic cylinders and an emergency
steering pump.
(4) It is equipped with an all-round monitoring system for
real-time blind spot detection.
(5) It is equipped with an intelligent steering system that
enhances steering precision.
SCC22000A Crawler
crane
(1) It features a maximum lifting capacity of 2,200 tons and
a lifting torque of 372,400.0 kNm.
(2) Its fixed boom with extension length ranges from 54 to
120 meters.
(3) It utilizes a modular design with each unit independently
crafted.
(4) It features data storage capability, providing customers
with equipment performance analysis and fault analysis.
(5) It adopts advanced technologies, such as a dual-screen
monitoring system and a self-diagnosis system to
enhance work safety.
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Products Key Features and Specifications
SFT165 (T6518-10H)
Tower crane
(1) It achieves an independent height of 51.5 meters,
allowing for construction up to 15 stories without the
need for any attachment.
(2) It is equipped with a foldable guardrail system and
harness integration technology, enhancing installation
efficiency.
(3) The intelligent cab features an extra-large driver’s cabin
and an ergonomic seat, extending the operational space
and comfort.
(4) Its sliding cabin reduces the transport vehicle width,
balancing the driver’s cabin view while meeting the
requirements for maneuvering in narrow areas.
(5) It is equipped with an intelligent control system
providing various operating condition information and an
alarm diagnostic system, enhancing fault handling
efficiency.
Piling Machinery
Our piling machinery mainly includes rotary drilling rigs, diaphragm wall grabs and
double-wheel trench cutters. Such piling machinery products are mainly used in foundation
construction, deep foundation pit support and tunnel excavation. In terms of cumulative sales
revenue of piling machinery from 2020 to 2024, our global market share was 7.7%, ranking us
among the top six globally, and in terms of sales volume in 2024, we ranked among the top
three in China, according to Frost & Sullivan. We are one of the market leaders for rotary
drilling rig products. Our rotary drilling rigs have consistently led the Chinese market in sales
volume, maintaining a market share of over 20% since 2011.
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The following table sets forth the main types of our piling machinery:
Product types Rotary drilling rig (1) Diaphragm wall grab Double-wheel trench cutter
Application scenarios  Building construction
 Municipal utilities
 Bridges
 Foundation excavation
 Building construction
 Municipal utilities
 Water conservancy and
hydropower
 Bridges
 Foundation excavation
 Railway/tunnel
construction
 Municipal utilities
 Pipeline construction
 Transportation
Key specifications of
representative models
 Pile diameter:
1,300.0 – 2,200.0 mm
 Pile depth:
36.0 – 73.0 m
 Rated output torque:
130.0 – 275.0 kNm
 Groove width: 600.0 –
1,500.0 mm
 Groove depth: 85.0 m
 Operating weight:
130.0 tons
 Grooving depth: 120.0 m
 Grooving thickness:
800.0 – 1,800.0 mm
 Milling wheel gearbox
torque: 2*120 kNm
Note:
(1) New energy models are available.
Our piling machinery is at the forefront of the industry with high performance and
operational efficiency. Equipped with high-torque hydraulic systems and intelligent power
adjustment technology, it effectively handles complex geological conditions such as hard rock
layers and gravel layers. The modular design of our piling machinery enables the machinery
to quickly adapt to various construction methods, including rotary drilling and long spiral
drilling. This adaptability, combined with an intelligent control system, leads to high
construction precision. We have strengthened the structural parts and incorporated a durable
hydraulic system, enhancing the stability and reliability of the equipment under extreme
working conditions, making it the preferred piling machinery product for major infrastructure
projects such as high-speed railways and cross-sea bridges. During the Track Record Period,
the price range of our representative models of piling machinery was generally between
RMB1.4 million and RMB21.0 million.
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The following table sets forth key features and specifications of our selected piling
machinery models:
Products Key Features and Specifications
SR285M Rotary
drilling rig
(1) It is designed for multiple purposes, with intelligent and
efficient construction capabilities.
(2) It features real-time power output allocation and
adjustment based on load requirements, thereby
enhancing drilling efficiency.
(3) It drills quickly in soil layers while utilizing high torque
and pressure for efficient rock layer cutting, resulting in
high overall construction efficiency.
(4) It is equipped with an automatic centralized lubrication
system, requiring less downtime for maintenance, thus
saving labor and time.
(5) It is equipped with an intelligent management system,
allowing for remote monitoring of equipment status.
SH750 Diaphragm wall
grab
(1) It is specialized equipment for large underground
continuous wall trenching.
(2) It features quick response with real-time power output
adjustment based on load requirements, thereby
enhancing energy efficiency.
(3) It utilizes an optimized hydraulic control system to
enhance work efficiency.
(4) Its grab has a strong closing force and can excavate
diverse types of hard soil conditions.
(5) It provides high trenching precision and provides a
real-time display of the trenching progress.
(6) It adopts a modular design that can accommodate various
trench widths and specifications.
SDC120 Double-wheel
trench cutter
(1) It is our wall-forming equipment for underground space
construction.
(2) It can automatically adjust power to enhance power
utilization efficiency in varying geology.
(3) Its powerful engine enhances rock-breaking efficiency.
(4) It features adaptive adjustment of milling wheel speed
and torque to enhance construction efficiency.
(5) The flexible design of the mast cylinder effectively
prevents the transmission of vibrations from the working
device to the cab, thereby ensuring a smooth operating
experience.
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Road Machinery
Our road machinery mainly includes rollers, pavers, motor graders, asphalt batching
plants and milling machines. Such road machinery products are mainly used in construction
and maintenance of roads, bridges, airport runways as well as municipal utilities.
According to Frost & Sullivan, (i) in terms of cumulative sales revenue of road machinery
from 2020 to 2024, our global market share was 4.9%, ranking us among the top seven
globally, (ii) in terms of sales volume of road machinery in 2024, we ranked among the top
three in China, (iii) in terms of the sales volume of asphalt batching plants in 2024, we ranked
first in China, and (iv) in terms of the sales volume of pavers in 2024, we ranked second in
China.
The following table sets forth the main types of our road machinery:
Product types Roller Paver Motor grader Asphalt batching plant Milling machine
Application scenarios  Highways
construction
 Municipal utilities
 Railway/tunnel
construction
 Highways
construction
 Municipal utilities
 Mining
 Rock engineering
 Rock engineering
 Highways
construction
 Municipal utilities
 Bridges
 Municipal utilities
 Highways
construction
 Pavement and
bedrock breaking
Key specifications of
representative
models
 Operating weight:
12.0 – 22.0 tons
 Rated power:
93.0 – 155.0 kW
 Paving capacity:
320.0 – 900.0 t/h
 Maximum paving
width: 4.5 – 9.2 m
 Rated power:
110.0 – 200.0 kW
 Operating weight:
12.9 – 26.4 tons
 Rated productivity:
80.0 – 360.0 t/h
 Milling width: 500.0
– 2,000.0 mm
Our road machinery is renowned for its high quality construction work and advanced
intelligent technology, covering all scenarios in road construction. Our road machinery adopts
high-power, low-consumption engines and intelligent hydraulic systems to reduce fuel
consumption while ensuring strong traction and high operating efficiency. Utilizing an
intelligent leveling system and multistage vibration control technology, we have achieved
millimeter-level paving accuracy and advanced compactness. Additionally, monitoring and
one-click self-diagnosis functions have significantly enhanced operational convenience. With
extended service life and low maintenance costs, our road machinery has been widely used in
diverse projects such as high-grade highways and airport runways, continuing to lead the
industry towards intelligent and energy-efficient development. During the Track Record
Period, the price range of our representative models of road machinery was generally between
RMB0.2 million and RMB11.8 million.
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The following table sets forth key features and specifications of our selected road
machinery models:
Products Key Features and Specifications
SSR120C-10S Roller
 (1) It is easy to operate, highly reliable, and offers high
performance with a comfortable driving experience.
(2) Its high excitation force improves compaction efficiency.
(3) It is equipped with a high-mounted dual air filter,
providing protection for the engine.
(4) It features a planetary reducer with independent
lubrication, ensuring durability for more than 5,000
hours.
(5) It features a cabin suspension system and a temperature
control system, enhancing the driving experience.
SAP90C-10A Paver
(1) It is equipped with an advanced controller to enhance
processing speed and improve responsiveness.
(2) It is equipped with an assisted driving system to reduce
operator fatigue.
(3) It is able to automatically recognize road conditions,
achieving automatic curb tracking with an accuracy of
less than or equal to three centimeters.
(4) It offers rapid heating and simultaneous paving and
heating functions.
(5) It utilizes flexible start-stop control technology to reduce
starting impact and ensure smooth speed transitions.
(6) It is equipped with a high-definition touch display screen
for better data presentation.
STG230C-10 Motor
grader
(1) It offers effective control and high efficiency with energy
savings, driving comfort, reliability and durability.
(2) It is equipped with intelligent variable power control and
gear linkage technology, delivering power as needed and
reducing fuel consumption.
(3) It is equipped with a high-performance power
transmission system, improving operational efficiency.
(4) It features a load-sensitive system and a lightweight
steering system, enhancing the operational experience.
(5) It is equipped with a control handle that provides light,
nimble steering, delivering precise control and
comfortable operation.
(6) It is equipped with a blade featuring a floating design,
allowing for one-touch control and easy operation.
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Products Key Features and Specifications
SLZ4000Pro Asphalt
batching plant
(1) It features a low fuel consumption rate.
(2) It adopts various emissions treatment technologies to
reduce pollution and comply with environmental
protection requirements.
(3) It can automatically control the feeding speed, enhancing
production efficiency.
(4) It uses multi-stage jet combustion technology to reduce
fuel consumption.
(5) It enhances the wear resistance of structures such as
mixing blades and is equipped with predictive
maintenance technology.
SCM2000C-10A
Milling machine
(1) It features a low fuel consumption rate.
(2) It provides asphalt milling efficiency of up to 219.6 m
3/h.
(3) It features a reinforced structural component design
extending the operational lifespan.
(4) It is equipped with dual smart screens enabling one-touch
milling and an assisted driving system.
(5) It reduces operating noise and features an efficient dust
removal system to improve construction work
environment.
(6) It features fast material transfer speed and a large throw
coverage radius.
Others
We also offer a range of machinery, including dump trucks, fire trucks and aerial work
platforms. These products are extensively used in municipal construction and transportation,
among others. For example, our new energy dump truck offers key advantages, including high
reliability, enhanced safety, substantial load capacity, robust power and low energy
consumption. It is well-suited for diverse operational scenarios, such as urban construction
waste management, mining, steel mill and port operations. Both the chassis and upper structure
are developed in-house, providing significant benefits in integrated design and development.
The vehicle features a more compact layout, a low center of gravity and high stability against
rollovers. Given our technological advantages in the sector of truck-mounted concrete pumps,
our fire trucks can achieve high-rise buildings fire suppression from a distance which is the
first of its kind in the industry. In addition, we manufacture and sell construction machinery-
related parts, and we also engage in the resale of port machinery and mining trucks.
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Our Solutions
As a leader in the digital transformation of the construction machinery industry, we are
integrating intelligent technologies into our construction machinery products. This integration
provides various advantages for customers, including increased operational efficiency, cost
optimization and innovative user experiences, thereby increasing the competitiveness of our
products. Furthermore, with our extensive experience across multiple core product lines, years
of technical expertise and our digitalization and decarbonization capabilities, we have
developed a range of integrated solutions for diverse scenarios by providing a combination of
our various products.
Case Study: Digital Solution for Open-Pit Mining
Our digital solution for open-pit mining enables effective integration of data, equipment
and management platforms. This solution connects digital terminals, sensor networks, and data
acquisition modules with various equipment such as excavators and loaders. We possess the
capability to increase the level of digitalization of excavation and transportation, offering our
customers continuous access to a comprehensive array of statistical reports. This approach
minimizes human error through automated measurements. Our sophisticated system captures
equipment data and analyzes critical metrics such as cost, fuel consumption and efficiency,
thereby providing data support for optimizing operational strategies. Our intelligent system
monitors real-time conditions at the construction sites, facilitating prompt management and
optimization of project timelines.
Case Study: Crane Smart Operation Solution
Our crane smart operation solution is leading the digital transformation of the hoisting
machinery sector, providing digital management capabilities. Leveraging advanced technology,
the solution achieves visualization of equipment operation processes as well as real-time early
warning and alerts for safety risks. Based on an in-depth analysis of equipment operating data,
the solution optimizes business management processes, helping companies to significantly
reduce safety accident risks and improve equipment utilization efficiency. We have also
developed tailored solutions for wind power and petrochemical equipment lifting scenarios.
For example, in the field of wind power equipment lifting, our solution enables visualized
management of all work procedures. Additionally, our crane smart operation solution provides
a digital management solution for the scheduling and order dispatching operations of truck
cranes, enhancing the enterprise’s operational efficiency.
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As of April 30, 2025, our crane smart operation solution had served more than 800
customers and successfully established multiple industry benchmark projects. For example, in
an ethylene project spanning 907 days, our crane smart operation solution detected more than
5,000 potential risk events, thereby significantly reducing the likelihood of safety-related
accidents. In a digital management project, our solution saved the customer more than RMB3
million annually in lifting costs. In a leasing management project, our solution improved
equipment scheduling efficiency by 60%. These successful cases demonstrate the advanced
performance of our crane smart operation solution in enhancing business management
efficiency and operational safety.
Case Study: Smart Tunnel Construction Solution
Tunnel construction requires the coordination of various types of equipment. Our smart
tunnel construction solution includes construction machinery such as electric excavators,
electric dump trucks, electric truck mixers and electric trailer pumps/truck-mounted concrete
pumps. Our equipment collaborates intelligently to improve working efficiency. For example,
after the electric excavator completes digging and loading, the electric dump truck can quickly
transport materials, while the electric truck mixer forms a closed loop of concrete pumping.
Additionally, the power distribution to all equipment is optimized via a centralized energy
management system.
During tunnel construction, our solution addresses common challenges. For example, the
narrow tunnel space makes it difficult to operate traditional machinery, but our new energy
equipment is designed compactly to adapt to such confined spaces. To address concerns about
inadequate ventilation and dust, we reduce reliance on fuel-powered equipment, thereby
reducing the emission of harmful gases. In humid and high-temperature low-oxygen
conditions, our electric equipment demonstrates strong environmental adaptability and stable
performance. To tackle the issue of insufficient battery life, we employ large-capacity batteries
and energy recovery technology.
Our smart tunnel construction solution has been applied in several landmark projects. For
example, in the Sichuan Zizhong Water Conservancy Tunnel, Y a’an Erlangshan Pilot Tunnel,
Heijing Tunnel and Y unnan Airport Tunnel, our equipment has demonstrated strong
performance and technological advantages, providing intelligent solutions for tunnel
construction.
OUR SERVICES
Customer satisfaction is crucial to our success. Our products and solutions are provided,
along with responsive customer services.
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Service Resources and Capabilities
We have a robust global service team and service infrastructure, delivering localized,
scaled and specialized services for our customers globally, which enhances our overall
competitiveness and customer loyalty. As of April 30, 2025, we had approximately 2,700
service engineers and approximately 1,900 outlets globally. Our service engineers possess
extensive expertise in our products and solutions, enabling them to effectively communicate
the value of our offerings, as well as efficiently handle various customer needs. In addition, as
of April 30, 2025, we had established a multi-tiered parts warehousing system globally,
comprising 140 warehouses, including two regional central warehouses and 35 national
warehouses. Using our Warehouse Management System, we monitor our inventory in real time
to ensure the timely supply of spare parts. In the four months ended April 30, 2025, we
achieved an in-stock rate of more than 90% for our global spare parts offerings, ensuring timely
supply to minimize customer downtime.
We integrate our digitalization capabilities with our service capabilities. We offer digital
services covering equipment use, maintenance and management. Our MySANY application
provides customers with services such as outlet coordination, online customer service support
and 24/7 spare parts purchasing. Through MySANY application, customers can manage their
equipment via a centralized platform. If a customer needs to locate one of our distributors,
central warehouses or outlets, our MySANY application helps identify the nearest option. We
have implemented an online service request feature in MySANY application, allowing
customers to submit service requests online and track service progress in real time. Upon
completion of the service, customers can rate the service, help maintaining consistent service
quality. In addition, customers can order parts through our MySANY application for the
ongoing maintenance of their equipment operations.
Comprehensive Services
Through our efforts in areas such as quality assurance, customer satisfaction and service
branding, we have developed distinctive service processes and principles. These enable us to
build a systematic service framework covering the entire product lifecycle, offering
comprehensive and individualized services. By extending our service system and integrating
digitalization capabilities, we have enhanced the economic benefits delivered by equipment to
customers.
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 Pre-sales consulting services. We offer consulting services to potential and existing
customers through our sales staff and distributors, including introducing and
recommending suitable products based on their specific needs, organizing site visits
to our facilities and providing technical advisory services. We also provide pre-sales
product demonstration and training services tailored to their needs.
 Customized services. We provide individualized product design, functional
customizations and hardware or software solutions tailored to customers’ specific
needs, such as special operating conditions or environmental requirements. For
example, to address challenges such as elevated temperatures and frequent dust
exposure in African mining regions, we have optimized the cooling system and
improved the dust-proof sealing of our large excavator SY375H, enabling operation
in high-temperature environments.
 Training services. We offer our customers systematic training courses covering
equipment operations, safety regulations and maintenance skills, among others.
Additionally, we provide technical documents, case libraries and fault simulation
drills for our customers’ operation and maintenance teams, enhancing their
self-management capabilities.
 Onsite services. Upon customer requests, we can deploy professional teams to
provide a diverse range of services, from consultation, planning, implementation to
maintenance at project sites. For example, in 2023, we were involved in the
construction of Saudi Arabia’s NEOM New City project. To address the project’s
complex technical requirements, we assembled an on-site service team of more than
50 engineers and deployed over 2,000 units of equipment to ensure the project’s
progression.
 Equipment upgrade and retrofitting services. Based on customer requirements, we
offer tailored performance optimization solutions for aging construction machinery,
including energy efficiency enhancements, intelligent upgrades and other
retrofitting services designed to extend the operational lifecycle.
 Customer communication. We regularly organize customer events to introduce our
new products and solutions, creating a communication platform that fosters
experience sharing and business collaborations. We regularly host various events,
including the Heavy Machinery Customer Festival, the Global Crane Key Customer
Summit, the African Region Key Customer Summit and the Intelligent
Manufacturing Customer Festival, which facilitate relationship building and
industry collaboration.
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 Equipment maintenance and service. Our after-sales team provides prompt after-
sales services to maintain customer satisfaction and improve our products. Our
professional after-sales team has developed a multi-level service system, and
implemented early fault warning and remote diagnosis, to ensure that we offer our
customers a 24/7 service. We provide our customers with various after-sales
services, including equipment repair, regular maintenance, technical consultation
and operation training. For example, when a customer’s equipment requires
maintenance, we provide a service radius of up to 300 miles and dispatch a team of
well-trained technicians to address the issue, restoring the equipment to normal
operation in a timely manner.
 Warranty. Our warranty period varies based on the product type and local regulatory
requirements. During this warranty period, customers may request our technicians to
replace or repair defective components at no cost. If a product exhibits a material
structural or mechanical defect, as examined and confirmed by our technicians, we
will replace the product or its components upon the end customer’s request. During
the repair period, we provide alternative products tailored to customer needs to
minimize disruption during repairs. Our warranty policy is applicable to all products
sold worldwide.
Finance Lease Arrangements and Mortgage Loans
We provide our customers with various payment options. See “— Payment.” When
purchasing products, customers may choose a suitable financing arrangement, which is either
a finance lease arrangement or mortgage loan based on their capital position and development
needs. Finance lease arrangement effectively alleviates capital pressure, preserves cash flow,
meets the need for rapid equipment upgrades and provides tax benefits through deductible lease
payments. Mortgage loans, on the other hand, are better suited for customers seeking long-term
asset ownership, enabling them to ultimately acquire equipment through installment payments
while reducing overall acquisition costs and achieving asset appreciation.
We offer finance lease and mortgage loan as payment options to customers who are
willing to purchase our products but require financing options. The finance lease arrangement,
the mortgage loan arrangement and the product sales are not inter-connected or inter-
conditional. Our customers generally conduct comprehensive evaluations of their cash flow
position, financial standing and business growth strategies to independently determine and
select the most suitable financing solutions. According to Frost & Sullivan, it is not uncommon
for construction machinery companies in China to provide finance lease and mortgage loan as
payment options to customers/buyers, mainly attributable to advantages in industry expertise
as well as their capability to manage risk.
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Finance lease arrangements
Under finance lease arrangements, we typically enter into a sales agreement with our
customer or the financial institution. When we enter into a sales agreement with our customer
directly, the customer purchases the products from us and makes an initial down payment. The
remaining balance is paid directly to us by a financial institution designated by the customer.
The customer then sells the product to the financial institution and leases it back by making
periodical lease payments.
The following diagram illustrates the transaction flow among us, our customers and the
financial institution when we enter into a sales agreement with our customer:
Financial Institution
(Lessor)(1)
Customer
(Lessee)
Our Company
(Product Seller)
(5)
(3) Sale of product
(6) Lease payment
(7) Providing repurchase
guarantee
(1) Sale and delivery
of product
(4) Final payment for product (2) Initial down payment
Lease back of product
Note:
(1) Our subsidiaries, SANY Auto Finance and SANY Financial Leasing, cooperate with certain of our
subsidiaries or their distributors, to provide finance lease and mortgage loan for their customers. We
have also established finance lease sales cooperation with Kangfu and Hunan Zhonghong. We enter into
bank-enterprise cooperation agreements for finance lease with Kangfu, Hunan Zhonghong and relevant
financial institutions. Pursuant to the agreements, Kangfu and Hunan Zhonghong provide finance lease
for our end customers, transferring their receivables from finance leases to financial institutions. For
more details, see note 45 of the Accountants’ Report in Appendix I to this Prospectus. Since 2022,
Kangfu and Hunan Zhonghong have not entered into new agreements for finance lease arrangement or
mortgage loan arrangement.
When we enter into a sales agreement with the financial institution, the financial
institution purchases the products from us and pays the purchase price. The customer then
typically enters into a finance lease agreement with the financial institution, leases these
products from the financial institution under such finance lease agreement and makes
periodical installment payments.
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The following diagram illustrates the transaction flow among us, our customer and the
financial institution when we enter into a sales agreement with the financial institution:
Customer
(Lessee)
Our Company
(Product Seller)
(2) Payment for product
(5) Providing repurchase
guarantee
Financial
Institution
(Lessor)
(3) Lease of product
(4) Lease payment
(1) Sale of product
according to customer’s
specifications
In both scenarios described above, the ownership of the product will be registered under
the customer’s name, and the customer is required to pledge the product as collateral to the
financial institution. The financial institution only demands additional asset collateral as
security when the customer’s creditworthiness or anticipated operational performance fails to
meet its policy standards. Only in the event of a deterioration in the customer’s
creditworthiness, anticipated operational condition will the financial institution demand
additional asset collateral as security. From time to time, we provide a repurchase guarantee to
the financial institution. Under such arrangements, we, as a guarantor, are obliged to repay the
outstanding balances to the finance lease provider upon default by the customer. Under the
arrangements, we act as a guarantor to be jointly and severally liable to repay the outstanding
rent when the lessee (i.e., the customer/buyer) fails to pay.
The salient terms of the finance lease agreement and repurchase guarantee agreement are
as follows:
 Ownership of the leased asset : Ownership of the leased asset remains with the
financial institution until the customer has fully repaid all debts under the lease
agreement. The financial institution has the sole right to dispose of the leased asset.
 Repurchase guarantee : If the customer defaults on payment obligations or
breaches the lease agreement, we are obligated to repurchase the products from the
financial institution.
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Mortgage Loan
Under a mortgage loan arrangement, we typically enter into a sales agreement with our
customer, pursuant to which the customer purchases the product directly from us. The customer
then enters into a mortgage loan agreement with a financial institution, pursuant to which the
financial institution makes payments to us on behalf of the customer and the customer repays
the financial institution in accordance with the mortgage loan terms. The customer is required
to pledge the product in use as collateral to the financial institution. Only in the event of a
deterioration in the customer’s creditworthiness or operational condition will the financial
institution demand additional asset collateral as security. From time to time, we provide a
repurchase guarantee to the financial institution under this arrangement. Under such
arrangements, we act as a guarantor to be jointly and severally liable to repay the outstanding
loan when the buyer/customer fails to repay the loan.
The following diagram illustrates the transaction flow among us, our customer and the
financial institution under a mortgage loan arrangement:
Financial Institution
(Mortgagee)
Customer
(Mortgagor)
(2) Payment for product
(4) Providing repurchase
guarantee (1)
Our Company
(Product Seller)
(3) Repaying mortgage loan
Sale and delivery
of product
The salient terms of the mortgage loan agreement and repurchase guarantee agreement
under the mortgage loans arrangement are as follows:
 Repayment of the mortgage loan : The mortgagee shall disburse the loan to the
mortgagor upon fulfillment of the stipulated conditions. The mortgagor is obligated
to repay both principal and interest in accordance with the contractual provisions.
 Repurchase guarantee : If the customer defaults on payment obligations or
breaches the mortgage loan agreement, we are obligated to repurchase the products
from the financial institution. Under the mortgage arrangement, we usually require
the customers to provide a counter guarantee such that the customers agree to be
responsible for the outstanding principal, interest, penalties, legal expenses etc.,
should the customers default on payments and if the sales proceeds of repossessed
machinery under the repurchase guarantee are insufficient to cover the guarantee
payments.
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Management of Financing Arrangements
Under the finance lease and mortgage loan arrangements, the total principal amount of
repurchase guarantees assumed by our Group was RMB24,946.3 million, RMB18,952.5
million, RMB13,900.3 million and RMB13,181.8 million as of December 31, 2022, 2023 and
2024 and April 30, 2025, respectively. The total receivables under the finance lease and
mortgage loan arrangements, which represent the outstanding mortgage loans and financial
leases provided, as well as advances we made to customers/buyers who temporarily failed to
make timely repayments, was RMB23,068.7 million, RMB27,530.8 million, RMB27,101.8
million and RMB24,194.9 million as of December 31, 2022, 2023 and 2024 and April 30, 2025,
respectively. Our distributors and we may jointly provide guarantees for end customers’
repayment obligations to financial institutions when they choose to use mortgage loans or
finance leases to finance their purchases of our products through our distributors. In the event
that the end customer fails to make the repayment and the distributor fails to fully fulfill its
guarantee obligation, we will facilitate the fulfillment of the guarantee obligations.
By offering varying payment options, we are exposed to business and credit risks
including default risks. The default rates of these arrangements in aggregate in 2022, 2023,
2024 and the four months ended April 30, 2025 was 0.718%, 1.700%, 1.999%, 0.881%,
respectively. The default rates was calculated as the increase in receivables in relation to
overdue payments for the end customers to financial institution in the period divided by the
total principal amount of repurchase guarantees plus the total receivables under the finance
lease and mortgage loan arrangements. The default rates increased from 0.718% in 2022 to
1.700% in 2023 and 1.999% in 2024 primarily driven by financial challenges among certain
customers in 2023 and 2024 due to lingering effects of the COVID-19 pandemic from 2022 and
the slowdown of the Chinese real estate market. The default rates decreased from 1.999% in
2024 to 0.881% in the four months ended April 30, 2025, primarily because we enhanced
scrutiny in financing approvals and strengthened efforts in receivable collection. The amount
of provisions for these arrangements for 2022, 2023, 2024 and the four months ended April 30,
2025 was RMB1,745.1 million, RMB1,556.8 million, RMB1,767.6 million and RMB1,836.3
million, respectively. We primarily use the amounts of provisions to monitor our risk exposure,
with reference to the changes in default rates.
During the Track Record Period, the relevant entities, including Sany Financial Leasing,
Sany Auto Finance, Kangfu and Hunan Zhonghong, provided finance lease and mortgage loan
arrangements for our end customers and purchasers of equipment from our distributors. Given
that (i) these entities have obtained all necessary licenses and regulatory approvals required for
conducting finance lease and mortgage loan businesses, and (ii) during the Track Record
Period and up to the Latest Practicable Date, we had not been involved in any material lawsuits,
arbitrations and penalties regarding the finance lease and mortgage loan arrangements, our
PRC Legal Advisor is of the view that all finance arrangements implemented during the Track
Record Period were in compliance with applicable PRC laws and regulations in material
respects as of the Latest Practicable Date. See “Regulatory Overview — Regulations on
Mortgage and Financial Leasing.”
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The customers/buyers have the option to choose from a wider variety of financial
institutions, and they usually consider factors including industry expertise, costs of services,
quality of services, convenience, the comprehensiveness of services provided and industry
reputation. Therefore, the Directors are of the view that the finance lease arrangement and
mortgage loan arrangement made through third-party financial institutions or through our own
financial institutions, are based on normal commercial terms, with the latter conducted through
arm’s lengths transactions. Based on the above legal advice of the PRC Legal Advisor,
discussion with Frost & Sullivan as to industry practice and review of relevant documents and
information provided by the Company, the Sole Sponsor is not aware of any material matter
that would cause it to cast reasonable doubt on the view of the Directors.
OUR RESEARCH AND DEVELOPMENT AND TECHNOLOGY
We are committed to continuously developing advanced technologies and products to
strengthen our competitive edge. Since our inception, we have accumulated extensive R&D
experience, established an advanced global R&D system and built an experienced team. Our
R&D capabilities enable us to lead the industry, understand customer needs more effectively,
seize market opportunities more swiftly and deliver products and technologies that meet our
customers’ requirements.
We place great importance on R&D investment. During the Track Record Period, our
cumulative research and development expenses amounted to RMB19,590.0 million. We ranked
313th among the 2,000 companies that invested the most in R&D globally in the 2024 EU
Industrial R&D Investment Scoreboard released by the European Commission, ranking highest
within China’s construction machinery industry.
Our R&D capabilities are recognized both domestically and internationally. As of April
30, 2025, we had over 9,100 patents, including over 3,000 invention patents. Our technological
innovation capabilities have earned us the “Prize of the National Award for Science and
Technology Progress” four times and the highest honor in China’s industrial sector, the “China
Grand Award for Industry.”
R&D Capabilities
We have an experienced and highly professional team. As of April 30, 2025, we had 4,852
R&D employees, representing 18.7% of our total workforce, with 39.8% of them holding a
master’s degree or above. As of April 30, 2025, we had 36 senior engineers, including
professorate senior engineers, a number that leads the industry.
We have established a global R&D layout to enhance our ability to adapt to various
regional markets. As of April 30, 2025, we had 21 R&D centers globally, including 17 domestic
R&D centers and four overseas R&D centers in Germany, India, Brazil and the U.S., focusing
on product R&D tailored to local markets with the support of multiple R&D bases in China.
This model allows us to respond to changes in different markets and introduce new products
that meet local needs.
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Our core R&D mechanisms consist of: (i) frontline demand insights, which identify
customer pain points and industry trends; (ii) efficient development processes, which leverage
mature technologies and modular systems, and conduct virtual trials through digital simulation
and digital twin technologies to ensure efficient product development; (iii) technology
pre-research efforts, which maintain product innovation continuity through the “three
generations” R&D model, namely “the first generation for sales, the second generation under
development and the third generation for reservation (೯ɓ˾eᎷ௪ɓ˾).” Our
R&D mechanisms enable us to quickly optimize products based on customer feedback,
improving alignment with market demand and efficient commercialization.
In addition, we place great emphasis on R&D incentives, providing special rewards for
R&D teams and individuals who achieve significant technological breakthroughs or receive
important awards. Furthermore, we have established an incentive mechanism linked to the
outcome of R&D projects, distributing rewards according to employee contributions to
encourage ongoing innovation.
We have implemented a R&D Planning System developed in-house alongside an R&D
Project Management System to manage and standardized end-to-end R&D processes, from
concept to product, thereby significantly reducing the R&D cycle. For example, our Trial
Production Management System and Test Online System, have significantly shortened product
prototyping and testing cycles during the Track Record Period, improving operational
efficiency through efficient material tracking and systematic issue management analysis, to
support continuous product iteration. Our Integrated Product Development System has
leveraged digital simulation and digital twin technology to enhance design efficiency. In 2024,
we were honored with the “Digital Twin Innovation Award” at the Fourth Digital Twin
International Conference as the only representative from the construction machinery industry.
We have established world-class development and testing facilities, including four field
test sites and eight prototyping centers, covering 90% of testing scenarios. For example, we are
among the few in the world to possess joint test sites for excavators and loaders, as well as
outdoor test sites in various climate zones and complex natural conditions, high- and
low-temperature testing chambers, salt spray test chambers, light aging test chambers, rain test
chambers, integrated thermal management test benches, vibration fatigue test benches,
undulating runways and fish-scale runways, providing suitable environments for product
testing and validation.
Building on our advanced R&D capability, we have forged strategic partnerships with
reputable customers and suppliers to develop innovative products. These partnerships provide
early access to emerging customer needs and market trends, giving us a first-mover advantages.
By remaining responsive to customer needs, we are well positioned to optimize our products
and strengthen our competitive edge.
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R&D Focus
Our R&D resources are strategically allocated to three key areas.
Globalization: We are expanding our global presence. Through overseas R&D centers
and manufacturing bases, we have localized our products for the global market, from concept,
design and development to production, to address market demands and comply with regulatory
requirements in various regions. We conduct targeted R&D for established markets such as
Europe, focusing on compliance with technical, safety and environmental standards. In the four
months ended April 30, 2025, our overseas R&D centers helped test 37 products overseas,
defined 13 products locally and improved hundreds of products, promoting our global R&D
synergy. We have implemented targeted innovations and improvements to our products,
enhancing product penetration in local markets. For example, our electric truck mixer was
China’s first electric construction vehicle to obtain the EU WVTA certification and secure
access to the European market. Our products have also obtained certificates for various
countries and regions, including China’s CCC certification, the EU CE certificate and the
North America ASME certificate.
Digitalization: We value R&D in the Industrial IoT platform, automation and big data
technologies across manufacturing and product applications, and have enabled functions such
as intelligent planning, intelligent operations and remote scheduling, which improve efficiency
and safety of our products and manufacturing processes. For example, we have developed
intelligent dump trucks with capabilities including automatic unloading and parking, obstacle
avoidance and V2X vehicle-excavator coordination, making them suitable for operation in
confined environments including mines and ports. Our 5G remote operated excavators,
equipped with perception sensors and intelligent dispatch systems, can perform autonomous
excavation and remote-control operations, and have been used in scenarios such as mining and
emergency rescue. Additionally, certain equipment, such as our excavating machinery, truck
mixers and hoisting machinery, are equipped with large display screens that provide real-time
updates on equipment status, to enhance operational convenience. Some of our products, such
as the SY412C-8 truck mixer, features a remote diagnostic platform that supports partial OTA
upgrades and fault prediction. We have developed an intelligent operation ecosystem covering
major construction scenarios to provide one-stop construction services. By adopting
technologies such as the industrial IoT, we have established a digital and intelligent
construction machinery manufacturing system that enhances human-machine collaboration and
production efficiency while reducing manufacturing costs.
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Decarbonization: We focus on decarbonization, committed to promoting green and
sustainable development of the construction machinery industry. Our R&D capabilities have
positioned us as one of the leading global brands in construction equipment decarbonization.
In 2024, we successfully launched more than 40 new energy products. In terms of sales volume
in 2024, both of our electric mixers and electric dump trucks held the largest market share in
China, according to Frost & Sullivan. We have also developed the world’s first fully
electric-controlled rotary drilling rig and China’s first hydrogen-powered truck mixer equipped
with a self-developed fuel cell system. Our integrated electronic axle technology addresses
inefficiencies in traditional mechanical transmissions and has been deployed in products such
as truck mixers, significantly improving response time and reducing energy consumption. In
2024, the sales volume of our electric truck mixers exceeded 2,300 units, representing a 27%
year-on-year increase and securing the largest market share in China for three consecutive
years. In addition, our electric dump trucks are equipped with high-density lithium iron
phosphate batteries, achieving zero direct emission. The energy conversion efficiency of the
electric system exceeds 90%, and the energy cost per kilometer is 30% lower than comparative
diesel vehicles. The vehicles’ regenerative braking system can extend the operational range by
10% to 15%.
Key R&D Achievements and Advanced Core Technologies
We have achieved technological breakthroughs recognized by prestigious awards. For
example, our “Technology and Application of Ultra-long Boom of Truck-mounted Concrete
Pump” won the Second Prize for the State Technological Invention Research Award granted by
the State Council, “Key Technology R&D and Application of Concrete Pumps” and “Key
Technologies in the Construction of Shanghai Tower” won the Second Prize for National
Science and Technology Progress Award granted by the State Council, “Research and
Application of Key Technologies for a New Generation of Intelligent Truck-mounted Concrete
Pump” won the Third Prize for the Technological Invention Award granted by the China
Machinery Industry Federation, and “An Energy-conservation Control Method for Concrete
Delivery Pumps” and “Methods and Devices for Suppressing Boom Vibration in Truck-
mounted Concrete Pump” won the Patent Gold Award granted by the National Intellectual
Property Administration. As of April 30, 2025, we had 11 technological projects honored with
the Science and Technology Progress Award of China’s Machinery Industry, and more than 58
provincial/municipal science and technology awards.
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Through continuous R&D efforts, we have enhanced our in-house capabilities in product
design and production. We have built a self-sufficient and resilient supply chain through a
combination of in-house R&D and strategic partnerships. As of April 30, 2025, we had
established more than ten subsidiaries dedicated to developing and manufacturing parts and
components. These subsidiaries have successfully developed core parts and components, such
as engines, controllers, hydraulic cylinders, pumps, valves, motors, reducers, slewing bearings,
tracks, wheels, axles, transmissions and electric motors for our products. Notably, our
self-developed oil cylinders have reached internationally leading standards in cushioning
technology and wear resistance. Our electric loaders utilize our integrated thermal management
technology, significantly reducing their energy consumption. In the four months ended April
30, 2025, our overall self-supply rate for parts and components reached approximately 60%.
Specifically, we have achieved a self-supply rate of over 90% for certain excavator
components, including drive wheels, guide wheels, carrier rollers, track rollers and track
chains. This mitigates the risk of supply chain disruptions and ensures the timely delivery of
our products. For example, in 2020, when a public health event disrupted the supply of
overseas chassis, our self-produced chassis were swiftly delivered. Consequently, the
proportion of self-produced chassis used on our truck-mounted concrete pumps rapidly
increased from less than 30% to 55%.
Our products consistently achieve notable technical milestones. For example, we
successfully developed a truck-mounted concrete pump with the world’s longest boom of 86
meters, and our trailer pump achieved a super high-rise concrete pumping height of 632 meters.
In January 2022, we launched the world’s first 300-ton fully electric-controlled super-large
excavator. In August 2022, we introduced the world’s first mass-produced low-carbon
intelligent micro-hybrid electric truck-mounted concrete pump. In August 2024, we unveiled
the world’s largest 240-ton mobile crane. In September 2024, we launched the world’s first
4,000-ton all-terrain crane, which is the only crane in the industry capable of handling wind
power fan installations at a height of 185 meters. In December 2024, we launched our first
400-ton front shovel hydraulic mining excavator, which demonstrates robust performance in
core metrics such as power systems and control precision, achieving breakthroughs in 13 key
industry technologies.
Our R&D efforts have continuously reduced product design and production costs. We
apply modular design to improve our production efficiency and optimize our product quality.
For example, our SY75 small excavator and SCC98000TM crawler crane adopt a modular
design, making the entire machine easy to disassemble and replace parts, thereby reducing
production time and costs. Through the application of modular design principles, we have
standardized product lines, improved manufacturing efficiency and reduced inventory
obsolescence. Furthermore, we are dedicated to continuously reducing costs and enhancing
efficiency through various strategies, including R&D collaboration, innovation in new
materials and structures and lightweight design. By employing topology optimization and
composite materials, we have achieved lightweight designs, reducing the weight of key
structural components by 30%. This approach not only reduces the external procurement
demand but also ensures supply chain stability and control, resulting in a decrease in material
costs.
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Our continuous R&D efforts have enhanced the economic efficiency of our products. For
example, our patent “Outrigger Plate and Construction Machinery” employs a flexible friction
slider and recessed design, which effectively disperses horizontal force, reduces stress-induced
damage to structural components, and significantly improves the stability of our construction
machinery under off-center loading or vibrating conditions, thus prolonging the service life of
key parts. Our patent, “Pipeline and Wiring Harness Fixing Assembly and Excavator,” features
a dynamically adjustable structure that minimizes wear and tear on pipelines during operation,
extending the service life of the pipeline and wiring harness system in excavating machinery
and reduces the failure rate.
SALES AND MARKETING
We sell our products primarily through direct sales and distributorship both in China and
overseas. We undertake a comprehensive evaluation when deciding whether to adopt a direct
sales or distribution model, considering factors such as the characteristics of different product
lines, the competitive landscape in the local market, customer size and sales costs. We are
dedicated to enhancing the service quality of our sales personnel and distributors to improve
customer experience. By actively managing our sales network, we effectively penetrate global
markets and capture sales opportunities. In 2022, 2023, 2024 and the four months ended April
30, 2025, we exported construction equipment of 46,479 units, 31,710 units, 43,690 units and
16,265 units, respectively.
The following table sets forth a breakdown of our revenue by sales channel in absolute
amounts and as percentages of our total revenue for the periods indicated:
Y ear ended December 31,
Four months
ended April 30,
2022 2023 2024 2025
Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
Direct sales /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,723,017 43.0 41,039,535 55.4 48,584,674 62.0 19,220,663 65.3
Distributorship /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111846,115,513 57.0 32,979,401 44.6 29,798,705 38.0 10,205,371 34.7
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 29,426,034 100.0
During the Track Record Period, the increase in the proportion of our direct sales was
primarily due to our efforts in strengthening direct sales channels to more effectively engage
with end customers. This strategy enabled us to gain deeper insights into end customers’ needs
and preferences, allowing us to tailor our products and services accordingly and to respond
more swiftly to market fluctuations.
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Direct Sales
We adopt a direct sales model to reach end customers. For regions with high demand and
for major customers, we primarily utilize this approach to gain better understanding of their
business needs and deliver individualized services, thereby enhancing customer loyalty.
Revenue from direct sales was RMB34,723.0 million, RMB41,039.5 million, RMB48,584.7
million and RMB19,220.7 million in 2022, 2023, 2024 and the four months ended April 30,
2024 and 2025, respectively, representing 43.0%, 55.4%, 62.0% and 65.3% of our revenue for
the same respective years. Our sales and marketing team possesses extensive professional
expertise in our products and effectively communicates product features and performance to
customers. They also play a vital role in delivering comprehensive customer service.
The typical salient terms of the sales agreements with our direct sales customers during
the Track Record Period are set out below:
Specifications . We specify the product name, specifications, model, quantity and price in
the agreement.
Price . The prices of the equipment are typically specified in each sales agreement.
Payment . The agreement specifies the payment method, which can be full payment,
credit/installment payment or financing payment, and provides the corresponding payment
schedule and amount.
Delivery . We typically deliver the products to the customer’s designated location after
receiving the down payment. The transportation costs are determined through negotiation and
may be borne by either the customer or us.
Risk transfer . The risk is transferred to the customer upon acceptance of the products.
Warranty period . The warranty period for our products varies with the product type and
model.
During the Track Record Period and up to the Latest Practicable Date, we did not
experience any material breach of the agreements with our customers.
Distributorship
We maintain an extensive distributor network, which enables us to efficiently reach and
support global customers with our service, enhancing our market expansion capabilities. As of
April 30, 2025, we had 99 distributors in China and 326 overseas distributors. As of December
31, 2022, 2023 and 2024 and April 30, 2025, we had 428, 443, 430 and 425 distributors
globally. In 2022, 2023, 2024 and the four months ended April 30, 2024 and 2025, the revenue
from our distributors was RMB46,115.5 million, RMB32,979.4 million, RMB29,798.7 million
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and RMB10,205.4 million, respectively, representing 57.0%, 44.6%, 38.0% and 34.7% of our
total revenue for the same respective periods. Our distributors are also our customers, and we
maintain buyer-seller relationships with them.
Distributor Selection
We have established criteria when selecting new distributors. We prioritize distributors
with proven track records, strong operational credentials and a high level of market recognition
and influence. Furthermore, we assess the distributor’s reputation, alignment with our
corporate culture, the scale of their distribution network and service teams and their capability
to establish relationships with potential local end customers.
Distributor Management
We manage distributors across multiple dimensions, including marketing, after-sales
service and compliance with policies and regulations, by establishing core indicators for
distributor management and operations. This approach enables us to establish a robust
distributor performance management system. We place great importance on the maintenance
and management of our distribution network. Our sales personnel visit distributors to provide
support, assess sales performance and understand business needs. We evaluate and categorize
distributors and implement corresponding management measures based on their ratings. We
have established compliance requirements and oversight measures as part of our distributor
management.
We support our distributors’ development through various measures, including: (i)
providing support for distributors in their development of downstream customers by
participating in exhibitions and organizing marketing activities; (ii) conducting training
sessions on products and sales skills for distributors from time to time; and (iii) sharing the
proven experiences of outstanding distributors among our distributors, to enhance their
performance.
Our distributors and we may jointly provide guarantees for end customers’ repayment
obligations to financial institutions when they choose to use mortgage loans or finance leases
to finance their purchases of our products through our distributors. In the event that the
end-customer fails to make the repayment and the distributor fails to fully fulfill its guarantee
obligation, we may advance funds for certain distributors to enable the distributors to satisfy
their guarantee obligations as the primary guarantors. According to Frost & Sullivan, it is not
uncommon for businesses using distribution models in China to jointly provide guarantees with
distributors for end customers’ repayment obligations to financial institutions.
With respect to risk management, we have implemented a robust risk management
system: (i) there is a multi-tiered end customer credit management mechanism. Financial
institutions verify the qualifications and conduct assessments of end customers, and we require
distributors to perform proper due diligence and credit assessments on the end customers; and
(ii) we adhere to internal control standards and continuously monitor the likelihood of defaults
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by end customers, as well as key financial indicators of distributors, including profitability,
solvency, and cash flow status. In the event of end customers’ failure to make the repayments,
we analyze the causes together with the distributors and develop improvement strategies.
To enhance collaboration with our distributors and maintain stability of our distribution
network, we typically hold minority equity interests in most of our distributors in China. We
believe that, as a minority shareholder, we are able to (i) increase the availability of
information within our distribution network by regularly obtaining updates on their financial
and operational data, (ii) effectively monitor and analyze their operational and financial risks;
and (iii) gain real-time insights into market conditions and end-customer demand through our
distributor network. According to Frost & Sullivan, it is not uncommon for businesses using
distribution models in China to hold minority equity interests in distributors. As a minority
shareholder, we do not participate in the day-to-day operations of these distributors.
During the Track Record Period, a small number of our distributors were our joint venture
entities. We entered into joint venture arrangements with these companies due to their
extensive experience in overseas markets. These strategic collaborations aim to penetrate
overseas markets and leverage both parties’ comparative advantages, enabling us to promote
our products effectively. During the Track Record Period, some distributors were controlled by
our former employees. To the best of our knowledge, the majority of these former employees
have been our distributors since 2011. They leveraged their industry experience and familiarity
with our products, customers and standards, as well as trustworthy relationships with us to
become our distributors. During the Track Record Period, a small number of our distributors
were controlled by Connected Persons.
The following table sets forth the revenue contribution of the distributors that are our
joint venture entities or controlled by our former employees for the periods indicated:
Y ear ended December 31,
Four months
ended April 30,
2022 2023 2024 2025
(RMB’000)
Distributors that are our
joint venture entities /H1118/H1118/H1118/H1118527,823 1,109,865 1,911,699 760,846
Distributors that are
controlled by our former
employees
(1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,181,633 9,413,743 5,362,012 1,482,256
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,709,456 10,523,608 7,273,711 2,243,102
Note:
(1) The revenue from sales to the distributors that are our controlled by our former employees decreased
throughout the Track Record Period, primarily because we optimized our distribution network by
terminating certain underperforming distributors that are controlled by our former employees.
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In 2022, 2023, 2024 and the four months ended April 30, 2025, the revenue from the
distributors that are our joint venture entities or controlled by our former employees was
RMB13,709.5 million, RMB10,523.6 million, RMB7,273.7 million and RMB2,243.1 million,
respectively, representing 17.0%, 14.2%, 9.3% and 7.6% of our total revenue in the same
periods.
Nevertheless, we evaluate and select potential distributors based on their track record,
qualifications and resources according to standardized selection criteria. In addition, we deal
with all of our distributors at arm’s length. For instance, we negotiate and arrange pricing,
credit terms and marketing and promotion activities based solely on commercial
considerations, without taking into account our equity interests or other connections with them.
The transaction terms with distributors in which we hold an equity interest or have other
connections are comparable to those with Independent Third Party distributors. We use the
same templates for and apply the same pricing, payment method, credit and distributor
management policies to both Independent Third Party distributors and distributors in which we
hold an equity interest or have other connections. These agreements are on normal commercial
terms, negotiated on an arm’s length basis and there are no material differences between the
salient terms of these agreements.
Low Risk of Channel Stuffing
We believe that our sales reflect actual demand from our end customers, thereby
minimizing the risk of channel stuffing and inventory backlog within the distribution network,
because: (i) we generally do not allow product returns from distributors, except for limited
circumstances such as product defects; (ii) many of our construction machinery products
require significant storage space, and some are customized according to customer needs,
making it difficult to maintain excess inventory; (iii) we typically require our distributors to
place orders cautiously and align their purchases with specific market demand; and (iv) we
believe we can effectively monitor our distributors through our equity interests in them. We
believe such arrangements encourage distributors to order products based on actual market
demand.
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Number of Distributors and Movement
The following table sets forth the movement of the number of our distributors in China
for the years/periods indicated:
Y ear ended December 31,
Four months
ended April 30,
2022 2023 2024 2025
Number at the beginning
of the year/period /H1118/H1118/H1118/H1118/H1118/H1118114 121 111 101
Number of distributors
newly engaged /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 934 –
Number of distributors
terminated /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822 13 14 2
Number at the end of the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118121 111 101 99
During the Track Record Period, the number of our distributors in China decreased from
121 as of December 31, 2022 to 111 as of December 31, 2023, and further decreased to 101
as of December 31, 2024 and 99 as of April 30, 2025, primarily because (i) we optimized our
strategy to prioritize direct sales, and (ii) we refined our distributor network to phase out
certain underperforming distributors.
The following table sets forth the movement of the number of our overseas distributors
for the years/periods indicated:
Y ear ended December 31,
Four months
ended April 30,
2022 2023 2024 2025
Number at the beginning
of the year/period /H1118/H1118/H1118/H1118/H1118/H1118287 307 322 329
Number of distributors
newly engaged /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827 22 23 5
Number of distributors
terminated /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111877 1 6 8
Number at the end of the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118307 322 329 326
During the Track Record Period, the number of our overseas distributors increased from
307 as of December 31, 2022 to 322 as of December 31, 2023, and further slightly increased
to 329 as of December 31, 2024 and remained relatively stable at 326 as of April 30, 2025,
primarily due to our continuous expansion of our overseas operations.
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In 2022, 2023, 2024 and the four months ended April 30, 2025, we terminated the
cooperations with 22, 13, 14 and two domestic distributors and seven, seven, 16 and eight
overseas distributors, primarily because we continued to optimize our distribution network by
terminating underperforming distributors. During the Track Record Period, we did not rely on
any single distributor or a small number of distributors.
Standard Terms with Distributors
We typically enter into standard distribution agreements with our distributors. Revenue is
recognized when the control of the products is transferred. We believe that our standard
distribution agreement adequately incentivizes our distributors to actively promote and sell our
products, while also providing us with proper control over the distribution network.
Standard Terms with Domestic Distributors
The following sets forth a summary of the key commercial terms and arrangements that
we typically enter into with our domestic distributors:
Terms. The term of the distribution agreements is generally one year.
Designated Distribution Area . We normally designate geographic distribution regions for
each distributor for their sales activities.
Scope of Distribution Rights . Distributors are prohibited from directly or indirectly
purchasing or selling any third-party products that compete with our products. Failure to
comply will result in the distributors being required to pay damages for breach of agreement.
Sales Performance . Annual forecasts and performance indicators are typically set in the
agreement.
Pricing . Unless otherwise agreed by all parties, pricing shall be based on the rates most
recently communicated by us at the time of signing the individual sales contract.
Inventory . The distributors shall maintain an adequate inventory of the equipment.
Return or Exchange of Equipment . We typically do not allow distributors to return
products. Exchanges are permitted only for products with significant quality issues, as verified
by us in writing.
Termination . Upon occurrence of certain customary termination events, such as, material
misconduct or a significant breach by distributors, we may unilaterally terminate the
distributorship agreement.
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Standard Terms with Overseas Distributors
The following sets forth a summary of the key commercial terms and arrangements that
we typically enter into with our overseas distributors:
Terms. The term of the distribution agreements is generally three years.
Scope of Authorization . The distributor is authorized to distribute, maintain and repair the
relevant products within a specified territory, which may encompass an entire country or a
specific region.
Sales and Marketing . The distributor is required to actively promote the products,
establish showrooms or participate in exhibitions, utilize consistent branding and advertising
materials, and regularly report market developments to us.
Market Performance . Annual forecasts and performance indicators are usually negotiated
each year.
After-Sales Service . Our overseas distributors are required to maintain a spare parts
warehouse and possess requisite technical expertise to ensure proper maintenance and
servicing using high-quality parts.
Sub-Distributor . The distributor is generally required to obtain our approval before
appointing any sub-distributor, which is only granted in limited circumstances.
Termination . Either party may terminate the agreement with prior written notice;
however, a material breach by the distributor may lead to immediate termination by us.
While we incorporate annual forecasts and performance indicators into our distribution
agreements, we generally do not set mandatory sales targets. However, we do consider these
benchmarks when evaluating distributor performance. Consistent failure to meet agreed-upon
annual forecasts and performance indicators over consecutive years may result in termination
of the distribution agreement.
Marketing Activities
We are committed to maintaining and enhancing our brand reputation through marketing
activities to systematically showcase our product portfolio. Our marketing and promotion
strategies are dynamic and focus on communication and collaboration with industry partners.
We actively participate in industry forums, technical conferences and exhibitions, and use these
platforms to present our latest products. In addition, we work closely with industry media to
release information on technological innovations, product upgrades and application
developments, ensuring continuous exposure and effective communication of our brand
information.
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Benefitting from our brand reputation and marketing efforts, we continuously receive
customer orders. As of the Latest Practicable Date, our order backlog had a total contract value
of RMB16.0 billion, among which, RMB11.1 billion is expected to be recognized since the
Latest Practicable Date to December 31, 2025, with the remaining RMB4.9 billion expected to
be recognized in 2026.
Pricing
We are committed to providing competitive prices and continuously optimizing our cost
structure by adopting more efficient technical designs and leveraging our supply chain
resources. We formulate and adjust the prices of our products based on product specifications,
production costs, product branding, market positioning, supply and demand dynamics,
competition and technological improvements. Our prices vary across Chinese and overseas
markets, as we take into consideration the local pricing conditions and the characteristics of
product localization in respective markets. During the Track Record Period, our products had
a relatively wide price range primarily because we offered a wide range of products with
varying categories, models, specifications and customer requirements.
We engage in communication with our customers concerning fluctuations in raw material
prices, logistics costs and exchange rates, as these factors directly impact the cost of our
products. Through such communication, both parties can negotiate price adjustments to reflect
these factors.
Payment
We offer a variety of payment methods to our customers based on their needs and our
assessment of their credit risks. We believe that offering diversified payment options provides
customers with greater flexibility.
Typically, we offer our customers three main payment methods: full payment,
credit/installment payment and financing payment.
 Full payment . Customers normally pay the majority of the purchase price before
product delivery, with the remaining amount held as a warranty deposit.
 Credit/Installment payment . We generally provide customers who choose
credit/installment payment with a payment term ranging from three to 24 months.
Shipment is typically arranged after the customer pays a fixed percentage of the
product price as a down payment.
 Financing payment . Our end customers have the option to finance their purchase
through mortgage loans or finance lease arrangements with financial institutions,
which may require a certain amount of down payment prior to shipment.
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Additionally, for overseas customers, we accept payment by letter of credit. Shipment is
typically arranged after we receive the letter of credit issued by the customer’s bank, and we
collect the payment upon maturity of the letter of credit.
We mitigate credit risks by implementing risk control measures. For example, we conduct
credit risk assessments for all customers requesting credits exceeding certain threshold based
on their chosen payment methods. Such assessments focus on the customer’s background,
operating scale, financial condition, payment record and current repayment ability. For
overseas customers, we also consider the economic condition of the customer’s location into
consideration. For example, we usually require customers with less favorable credit ratings to
provide qualified guarantors or acceptable collaterals. Furthermore, we purchase export credit
insurance for the sale of some products to overseas markets.
OUR CUSTOMERS
Our end customers primarily include equipment contractors, construction companies,
mining operators, infrastructure developers and industrial enterprises, which operate in the
power, steel, bridge construction, shipbuilding and petrochemical industries, among others.
Our customers also include distributors. Our global and diverse customer base strengthens our
resilience throughout economic cycles.
We serve both large and small to medium-sized customers to adapt to changing market
conditions. For large-scale customers, we have established close relationships with leading
companies in large projects through a direct sales model, such as infrastructure companies,
mining and energy companies and real estate developers. Additionally, we serve large
international customers through our global presence. For small and medium-sized customers,
we primarily leverage our distributors to reach downstream markets through an extensive
distribution network. Moreover, we address our customers’ environmental and efficiency needs
by providing intelligent and electric products, thereby further expanding our customer base.
Revenue from our five largest customers during the Track Record Period amounted to
RMB7,354.3 million, RMB4,645.6 million, RMB5,937.4 million and RMB2,355.9 million in
2022, 2023, 2024 and the four months ended April 30, 2025, respectively, representing 9.1%,
6.3%, 7.6% and 8.0% of our total revenue for the same respective periods. Revenue from our
largest customer amounted to RMB1,868.2 million, RMB1,337.8 million, RMB1,956.9 million
and RMB595.80 million in 2022, 2023, 2024 and the four months ended April 30, 2025,
respectively, representing 2.3%, 1.8%, 2.5% and 2.0% of our total revenue for the same
respective periods. As of the Latest Practicable Date, except for Sany Heavy Equipment
International Holdings Company Limited (“ Sany International ”), none of our Directors,
Supervisors or their respective close associates or any of our shareholders (who, to the
knowledge of our Directors, owned more than 5% of our issued share capital) had any interest
in any of our five largest customers in each year/period during the Track Record Period.
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SUPPLIERS AND SUPPLY CHAIN MANAGEMENT
Raw Materials and Components
Our raw materials and components mainly comprise steel, automobile chassis, engines,
hydraulic pumps, main oil pumps, transfer cases, various hydraulic valves and slewing
bearings. We procure a number of raw materials and components from domestic and overseas
suppliers. Meanwhile, through long-term investments, we have successfully developed certain
core parts and components, such as engines, controllers, cylinders, pumps, valves, motors,
speed reducers, slewing bearings, tracks, wheels, axles, transmissions and electric motors for
our products, ensuring the self-sufficiency and resilience of our core parts and components
supply.
Our Suppliers
Our suppliers primarily include raw material and component suppliers. Purchases from
our five largest suppliers during the Track Record Period amounted to RMB9,568.7 million,
RMB7,825.1 million, RMB8,168.0 million and RMB3,305.2 million in 2022, 2023, 2024 and
the four months ended April 30, 2025, respectively, representing 21.1%, 22.0%, 21.2% and
21.3% of our total purchases for the same respective periods. Our purchases from the largest
supplier amounted to RMB3,262.5 million, RMB3,369.4 million, RMB2,651.0 million and
RMB1,045.60 million in 2022, 2023, 2024 and the four months ended April 30, 2025,
respectively, accounting for 7.2%, 9.5%, 6.9% and 6.8% of our total purchase amounts for the
same respective periods.
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The tables below set forth the basic information of our five largest suppliers for each
year/period during the Track Record Period:
Y ear ended December 31, 2022
Supplier Background Products purchased
Purchase
amount
% of total
purchases
Length of
business
relationship
(RMB’000) %
Sany International (1) /H1118/H1118/H1118/H1118A public company located in
Liaoning, China, and listed on the
Hong Kong Stock Exchange,
primarily engaging in the
production and sale of mining
equipment, logistics equipment, oil
and gas equipment, and emerging
industries covering solar modules,
hydrogen production equipment,
power battery modules and energy
storage systems.
Mining equipment and logistics
equipment, among others
3,262,485 7.2 More than ten
years
Supplier A
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A state-owned company located in
Hunan, China, primarily engaging
in the development and processing
of steel.
Steel plates, steel pipes and steel
sections
1,992,071 4.4 More than ten
years
Supplier B
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A limited liability company located in
Hong Kong, primarily engaging in
production, R&D and sales of
engines.
Engines and exhaust systems 1,585,379 3.5 More than ten
years
Supplier C
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A public company located in Jiangsu,
China and listed on the Shanghai
Stock Exchange, primarily
engaging in R&D and
manufacturing of electric cylinders,
ball screws and linear guide rails.
Oil cylinders, hydraulic valves,
hydraulic pumps and hydraulic
reducers, among others
1,567,412 3.4 More than ten
years
Supplier D
(2)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A state-owned public company
located in Shandong, China and
listed on the Hong Kong Stock
Exchange, primarily engaging in
powertrain systems, commercial
vehicles, agricultural equipment
and smart logistics.
Engines, axles, hydraulic motors and
hydraulic pumps, among others
1,161,374 2.6 More than ten
years
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 9,568,721 21.1
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Y ear ended December 31, 2023
Supplier Background Products purchased
Purchase
amount
% of total
purchases
Length of
business
relationship
(RMB’000) %
Sany International (1) /H1118/H1118/H1118/H1118A public company located in
Liaoning, China, and listed on the
Hong Kong Stock Exchange,
primarily engaging in the
production and sale of mining
equipment, logistics equipment, oil
and gas equipment, and emerging
industries covering solar modules,
hydrogen production equipment,
power battery modules and energy
storage systems.
Mining equipment and logistics
equipment, among others
3,369,370 9.5 More than ten
years
Supplier A
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A state-owned company located in
Hunan, China, primarily engaging
in the development and processing
of steel.
Steel plates, steel pipes and steel
sections
1,662,506 4.7 More than ten
years
Supplier B
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A limited liability company located in
Hong Kong, primarily engaging in
production, R&D and sales of
engines.
Engines, exhaust systems 1,005,265 2.8 More than ten
years
Supplier C
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A public company located in Jiangsu,
China and listed on the Shanghai
Stock Exchange, primarily
engaging in R&D and
manufacturing of electric cylinders,
ball screws and linear guide rails.
Oil cylinders, hydraulic valves,
hydraulic pumps and hydraulic
reducers, among others
923,340 2.6 More than ten
years
Supplier D
(2)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A state-owned public company
located in Shandong, China and
listed on the Hong Kong Stock
Exchange, primarily engaging in
powertrain systems, commercial
vehicles, agricultural equipment
and smart logistics.
Engines, axles, hydraulic motors and
hydraulic pumps, among others
864,662 2.4 Since 2021
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 7,825,143 22.0
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Y ear ended December 31, 2024
Supplier Background Products purchased
Purchase
amount
% of total
purchases
Length of
business
relationship
(RMB’000) %
Sany International (1) /H1118/H1118/H1118/H1118A public company located in
Liaoning, China, and listed on the
Hong Kong Stock Exchange,
primarily engaging in the
production and sale of mining
equipment, logistics equipment, oil
and gas equipment, and emerging
industries covering solar modules,
hydrogen production equipment,
power battery modules and energy
storage systems.
Mining equipment, logistics
equipment and battery packs,
among others
2,650,975 6.9 More than ten
years
Sany Group Co., Ltd.
(2) /H1118/H1118A limited liability company located in
Hunan, China, primarily engaging
in R&D, manufacture and sales of
construction machinery.
Steel plates, steel pipes, structural
steel and hydraulic pumps, among
others
1,747,952 4.5 More than ten
years
Supplier B
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A limited liability company located in
Hong Kong, primarily engaging in
production, R&D and sales of
engines.
Engines, exhaust systems 1,363,324 3.5 More than ten
years
Supplier C
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A public company located in Jiangsu,
China and listed on the Shanghai
Stock Exchange, primarily
engaging in R&D and
manufacturing of electric cylinders,
ball screws and linear guide rails.
Oil cylinders, hydraulic valves,
hydraulic pumps and hydraulic
reducers, among others
1,222,182 3.2 More than ten
years
Supplier A
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A state-owned company located in
Hunan, China, primarily engaging
in the development and processing
of steel
Steel plates, steel pipes and steel
sections
1,183,543 3.1 More than ten
years
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 8,167,976 21.2
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Four months ended April 30, 2025
Supplier Background Products purchased
Purchase
amount
% of total
purchases
Length of
business
relationship
(RMB’000) %
Sany International (1) /H1118/H1118/H1118/H1118A public company located in
Liaoning, China, and listed on the
Hong Kong Stock Exchange,
primarily engaging in the
production and sale of mining
equipment, logistics equipment, oil
and gas equipment, and emerging
industries covering solar modules,
hydrogen production equipment,
power battery modules and energy
storage systems.
Mining equipment, logistics
equipment and battery packs,
among others
1,045,558 6.8 More than ten
years
Sany Group Co., Ltd.
(2) /H1118/H1118/H1118A limited liability company located in
Hunan, China, primarily engaging
in R&D, manufacture and sales of
construction machinery.
Steel plates, steel pipes, structural
steel and hydraulic pumps, among
others
823,683 5.3 More than ten
years
Supplier A
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A state-owned company located in
Hunan, China, primarily engaging
in the development and processing
of steel.
Steel plates, steel pipes and steel
sections
485,533 3.1 More than ten
years
Supplier B
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A limited liability company located in
Hong Kong, primarily engaging in
production, R&D and sales of
engines.
Engines, exhaust systems 485,365 3.1 More than ten
years
Supplier C
(2) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A public company located in Jiangsu,
China and listed on the Shanghai
Stock Exchange, primarily
engaging in R&D and
manufacturing of electric cylinders,
ball screws and linear guide rails.
Oil cylinders, hydraulic valves,
hydraulic pumps and hydraulic
reducers, among others
465,048 3.0 More than ten
years
3,305,187 21.3
Notes:
(1) The purchase amounts included amounts from the entities it controls.
(2) To the best knowledge of our Company and having made all reasonable enquiries, the purchase amounts
included amounts from the entities it controls.
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As of the Latest Practicable Date, except for Sany International and Sany Group Co., Ltd.,
none of our Directors, Supervisors or their respective close associates or any of our
shareholders (who, to the knowledge of the Directors, owned more than 5% of our issued share
capital) had any interest in any of our five largest suppliers in each year/period during the
Track Record Period.
During the Track Record Period, Sany International was both one of our top customers
and five largest suppliers in each period. See “Connected Transactions.”
During the Track Record Period, Sany Group Co., Ltd. was one of our five largest
suppliers in 2024 and the four months ended April 30, 2025 and our customer in 2022, 2023,
2024 and the four months ended April 30, 2025. In 2022, 2023, 2024 and the four months ended
April 30, 2025, we primarily purchased steel plates, steel pipes, structural steel and hydraulic
pumps, among others from Sany Group Co., Ltd. with the purchase amount of RMB1,880.6
million, RMB1,154.1 million, RMB1,748.0 million and RMB823.7 million, respectively,
representing 4.1%, 3.3%, 4.5% and 5.3% of our total purchase amount in the same periods. In
separate transactions, we provided hydraulic cylinders and undercarriage components for Sany
Group Co., Ltd. with the revenue of RMB146.9 million, RMB67.1 million, RMB130.8 million
and RMB35.2 million in 2022, 2023, 2024 and the four months ended April 30, 2025,
respectively, which was insignificant compared to our total revenue in the same periods.
Negotiations of the terms of sales to the companies mentioned above and purchases from
them were conducted separately, and the sales and purchases were neither connected nor
conditional upon each other. Our Directors are of the view that such arrangements are mutually
beneficial, given that we negotiated with such companies on an arm’s-length basis. In addition,
the terms of transactions with the companies mentioned above are in line with market practice
and similar to those with our other customers and suppliers. Save as disclosed, to the best of
our knowledge, none of our major customers during each year/period of the Track Record
Period was a supplier of ours and vice versa.
Supplier Selection and Management
When selecting suppliers, we take into account a number of factors, including the
supplier’s duration of operation, compliance with onboarding standards, validity of
qualification certificates, environmental qualifications, tax payment records and integrity in
business operations. We have implemented a systematic supplier management system that
governs the onboarding of suppliers, management of qualified suppliers and termination of
unqualified suppliers to ensure the efficiency of our supplier management processes.
We carry out performance assessments of our suppliers on a regular basis to ensure the
quality of their products and services, and inform them of our assessment results and
rectification requirements. In addition, we examine the raw materials and components we
receive to ensure the consistent quality of our products.
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We also collaborate with multiple suppliers for core raw materials and components to
ensure a stable supply. We generally do not enter into long-term supply agreements with fixed
price arrangements, which is in line with industry norms. We typically enter into supply
agreements with our suppliers, the salient terms of which are set forth below:
Product specifications . We typically specify the name, specification, price, quantity and
other detailed items of the products and services, in each purchase agreement.
Price . The suppliers are generally required to provide us with competitive prices for the
products and services we purchase.
Payment . We are responsible for making the payments to the suppliers and the suppliers
shall provide us with the corresponding invoice.
During the Track Record Period and up to the Latest Practicable Date, we did not
experience any material breach of the agreements with our suppliers.
Our Supply Chain Management
We have built a self-sufficient and resilient supply chain through a combination of
in-house R&D and strategic partnerships. As of April 30, 2025, we had established more than
ten subsidiaries dedicated to developing and manufacturing parts and components. These
subsidiaries have successfully developed core parts and components for our products.
Furthermore, we maintain strategic partnerships with key suppliers, securing a stable supply of
core parts and components through exclusive or priority supply mechanisms.
We focus on the integration of supply chain data. Integrating supply chain data enables
us to better coordinate suppliers, inventory, production and transportation, reducing the risks
of excess inventory and supply shortages, and lowering logistics costs, while improving
response speed and customer satisfaction. For example, based on our Manufacturing Operating
Management Platform, complemented by multiple digital systems such as Warehouse
Management System, advanced Production and Scheduling System and digital twin, we have
formed an “intelligent brain” for factory production and manufacturing, which has allowed us
to achieve online, real-time and intelligent R&D and production management, contributing to
optimal resource allocation, and science-based decision-making.
We prioritize compliance management of partners in the global supply chain, ensuring
that all stages of the supply chain comply with relevant laws and regulations in their respective
operating locations. To ensure integrity and transparency in our cooperation relationships, we
enter into integrity cooperation agreements with our suppliers as a code of ethical conduct for
both parties. During the Track Record Period, 100% of our suppliers signed the integrity
cooperation agreements/commitments.
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Procurement
We have established a global supplier network and maintained a global procurement
system. We typically have multiple suppliers of raw materials and components in each location
where we operate, to minimize any potential disruption to our operations, maintain
procurement stability and secure competitive prices from suppliers. During the Track Record
Period, we sourced raw materials and components from more than 30 countries and regions,
with key suppliers located in, among others, Indonesia, Thailand, the United Kingdom, Japan,
Germany and France. We manage procurement costs through various arrangements such as
centralized procurement, competitive bidding processes and continuously developing new
suppliers. To ensure a stable supply of raw materials and components, we have implemented
several measures, such as avoiding exclusive supply, developing alternative sources and
strengthening our supplier admission standards. For certain key raw materials and components
that are with limited supply sources or manufactured specifically for a specific product type,
we enter into strategic framework agreements to ensure supply security. During the Track
Record Period and up to the Latest Practicable Date, we did not experience quality issues or
shortages with our raw materials and components that materially affected our operations.
Logistics
Our manufacturing bases are well positioned and easily accessible, allowing us to deliver
our products to our customers on a timely basis and lower the transportation costs. Our
products are delivered mainly by trucks to Chinese customers, and our export products are
shipped mainly by ocean. We select experienced and capable logistics service providers to
deliver our large and heavy products to our customers on time and in good condition. Our
contracts with third-party logistics service providers contain specific standards for the
transportation of our products. We periodically evaluate their compliance and performance to
ensure smooth delivery. Additionally, we are committed to deepening our cooperation with our
overseas logistics service providers to enhance our overseas logistics efficiency.
Inventory Management
Our inventories consist of raw materials, work-in-progress and finished goods. As of
December 31, 2022, 2023 and 2024 and April 30, 2025, our inventories were RMB19,738.4
million, RMB19,767.8 million, RMB19,948.0 million and RMB20,507.5 million, respectively.
We actively manage our inventory by adjusting our production, sales and inventory plans for
the next six months on a monthly basis. This process is based on market demand forecasts and
factors such as price fluctuations of raw materials and components. Through our sales and
operations planning system and taking into consideration the procurement cycle, we place
orders for raw materials and components, maintaining sufficient supply of general consumable
parts. To minimize the risk of inventory impairment and ensure timely supply, we encourage
suppliers to store frequently used raw materials and components in their warehouses, allowing
for a swift response to our production needs. Our strategic inventory items primarily consist
of engines, hydraulic components, axles and transmissions, and we maintain appropriate levels
of stock to mitigate supply chain disruption risk.
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The Impact of Changes in Tariffs by the U.S. and Other Major Overseas Markets
The top three overseas countries in terms of revenue generated during the Track Record
Period were Indonesia, India and the U.S.. The U.S. tariff policies experienced significant
fluctuations during 2025. See “Risk Factors – Risks Related to Our Business and The Industry
In which We Operate – Changes in international trade policies and tariffs may adversely impact
our business and operating results.” Our products exported to the U.S. during the Track Record
Period were mainly produced from our operations in China, Germany and Turkey.
As of the Latest Practicable Date, the tariff rates imposed on our construction machinery
products exported to these markets were as follows:
Jurisdiction Details of tariffs
Indonesia /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Indonesia imposed tariffs ranging from 0% to 29.3% on
construction machinery imported from China. The tariff policies of
Indonesia have remained relatively stable since 2024.
India /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118India imposed tariffs ranging from 8.25% to 40% on construction
machinery imported from China. The tariff policies of India have
remained relatively stable since 2024.
The U.S /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118The U.S. started to apply tariffs of 10% on construction machinery
imported from Germany and Turkey, respectively, since April
2025; previously, no tariffs were imposed on construction
machinery imports from these two countries. Additional tariffs on
goods exported from China to the U.S. peaked at 145% through a
series of tariff changes from February 2025 to April 2025. On May
12, 2025, the U.S. and China agreed to cancel certain tariffs
altogether and suspend others for 90 days from May 14, 2025. As
a result, starting on May 14, 2025, during the 90-day pause, the
total additional tariff rates on goods exported from China to the
U.S. became 30%, which would be applied in addition to the tariffs
originally applicable to our products. On July 7, 2025, the U.S.
administration issued an executive order to continue the
suspension of the individualized higher tariff rates until 12:01 a.m.
Eastern Daylight Time on August 1, 2025. Pursuant to this
executive order, the global 10% baseline tariff continues to remain
effect until that date.
While U.S. tariff policies have experienced significant changes
during this period, the impact on the Group’s operations remained
limited given the relatively small contribution of the U.S. market
to the Group’s overall sales.
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On the other hand, the tariffs imposed by Chinese authorities on our machinery products
exports were immaterial during the Track Record Period.
Our total imported raw materials and components to China amounted to RMB3,816.7
million, RMB3,277.2 million, RMB3,518.2 million and RMB1,551.1 million in 2022, 2023,
2024 and the four months ended April 30, 2025, respectively, representing 8.4%, 9.2%, 9.1%
and 10.1% of our total purchase amount in the same periods. The limited portion of imported
raw materials and components reflects our strengths in domestic supply chains. The sources of
these raw materials and components are diversified. Among our five largest suppliers during
each period of the Track Record Period, there was only one supplier outside Mainland China,
which is based in Hong Kong, from which the Group procured certain raw materials and
components. As of the Latest Practicable Date, raw materials and components that we imported
from Hong Kong to mainland China, such as engines, were subject to tariff rates of 5.0% or
8.0% depending on the power output levels.
Our revenue in the four months ended April 30, 2025 increased as compared to the same
period in 2024, while maintaining a stable gross profit margin, despite the volatile international
environment, including the increased tariffs in the U.S. Our business strategy has focused on
enhancing the localization of our overseas operations including improving our production
capability and local raw material supply, which allows us to better navigate and mitigate
geographical tensions as they intensify.
Our global presence affords us the flexibility to adjust our global production capabilities
and enables us to effectively manage our overall tariff costs. Our global operational experience
enables us to make precise commercial judgements and informed decisions, as well as to adapt
our strategies as necessary. We continue to monitor changes in global tariff policies and
leverage our domestic and international production capacities to reduce their impact on our
operations. Based on the above, we believe that the additional U.S. tariffs, and the changes in
tariffs related to other major overseas markets as of the Latest Practicable Date will not have
a material adverse effect on our business operations, financial performance and expansion
plans.
MANUFACTURING AND QUALITY CONTROL
Our manufacturing process is designed to maintain efficiency and flexibility, and achieve
high performance and reliability based on our robust manufacturing capabilities and effective
quality control measures.
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Manufacturing Bases
We have established manufacturing bases in strategic locations in China and overseas to
better serve our major markets and target customers. As of April 30, 2025, our manufacturing
bases included over 30 domestic manufacturing bases located in Jiangsu, Shanghai, Hunan,
Beijing, Zhejiang and Chongqing, as well as 16 overseas manufacturing bases located in
Germany, Indonesia, India, the U.S., among others. As of April 30, 2025, we had built 35 smart
factories worldwide, and had been systematically advancing intelligent upgrades in alignment
with the Lighthouse Factory standards. As of April 30, 2025, we were the only company in the
construction machinery industry that had obtained the “Lighthouse Factory” certifications from
the World Economic Forum for two factories, namely the Beijing Piling Machinery Plant and
Changsha No. 18 Plant. According to Frost & Sullivan, the criteria and requirements to become
a “Lighthouse Factory” are comprehensive, which include integrating advanced industry 4.0
technologies, high operational efficiency and lean manufacturing, ESG-driven sustainability
practices and talent development to address workforce challenges. Our Lighthouse Factories
represent the internationally leading standards of intelligence and innovation. Our plants have
extensively adopted automation, digitalization, smart planning, machine vision, process
simulation and other advanced technologies.
The table below sets forth the production capacity, production volume and utilization rate
for our main product lines during the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2025
Designed
production
capacity (1)
Actual
production
volume (2)
Utilization
rate (3)
Designed
production
capacity
Actual
production
volume (2)
Utilization
rate (3)
Designed
production
capacity
Actual
production
volume (2)
Utilization
rate (3)
Designed
production
capacity
Actual
production
volume (2)
Utilization
rate (3)
(unit) (unit) (%) (unit) (unit) (%) (unit) (unit) (%) (unit) (unit) (%)
Excavating Machinery /H1118/H1118112,000 84,435 75.4 125,000 44,589 35.7 150,000 62,517 41.7 50,000 25,347 50.7
Concrete Machinery /H1118/H1118/H111844,000 24,373 55.4 45,000 21,691 48.2 49,000 17,563 35.8 16,333 6,509 39.9
Hoisting Machinery /H1118/H1118/H111826,400 9,985 37.8 29,400 9,341 31.8 29,400 7,647 26.0 9,800 3,016 30.8
Piling Machinery /H1118/H1118/H1118/H11183,000 1,003 33.4 3,000 538 17.9 3,000 719 24.0 1,000 214 21.4
Road Machinery /H1118/H1118/H1118/H11188,400 4,767 56.8 8,400 4,173 49.7 8,400 3,786 45.1 2,800 1,520 54.3
Total/Overall /H1118/H1118/H1118/H1118/H1118193,800 124,563 64.3 210,800 80,332 38.1 239,800 92,232 38.5 79,933 36,606 45.8
Notes :
(1) The designed production capacity for the year/period is calculated based on the following assumptions: (i) all
the production lines are operating at full capacity; (ii) our production facilities operate for 260 days on an
annual basis; and (iii) our production facilities operate for eight hours on a daily basis.
(2) The actual production volume of the year/period represents the total quantity of products produced during that
year/period.
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(3) The utilization rate for the year/period is calculated by dividing the actual production volume by the designed
production capacity for the same year/period. The utilization rate was generally low during the Track Record
Period primarily because (i) the construction machinery industry exhibits distinct cyclical characteristics and
we maintain appropriate production capacity reserves to flexibly respond to fluctuations in infrastructure
investment and major project demands, and (ii) we are advancing intelligent production line upgrades and
optimizing our product mix, such as increasing the proportion of electrified equipment, to capitalize on
industry transformation and upgrading opportunities, which have temporarily impacted the traditional
utilization rate. According to Frost & Sullivan, our utilization rate during the Track Record Period was
relatively higher than the industry average.
During the Track Record Period, our designed production capacity, particularly for
excavating machinery, gradually increased. This was primarily due to our strategic expansion
of production capacity across different product lines within this category, as well as the
expansion of overseas production capacity. Our total production volume fluctuated during the
Track Record Period, generally in line with the industry trend. As a result of the foregoing, our
overall production capacity utilization rate declined from 2022 to 2023, remained relatively
stable between 2023 and 2024, and subsequently increased in the four months ended April 30,
2025.
Manufacturing and Assembly Process
Our manufacturing and assembly operations involve the procurement of raw materials and
components, processing, assembly, coating, commissioning, testing and the warehousing and
logistics of the final products.
Generally, our manufacturing and assembly process can be categorized into the following
steps:
 Procurement of raw materials and components : We procure a number of raw
materials and components from qualified suppliers. In addition, through long-term
investments, we have successfully developed certain core parts and components for
our products.
 Processing of raw materials and components : Through cutting, drilling, welding,
bending, abrasive blasting, polishing, pre-coating, machining and heat treatment, we
process raw materials and components according to the necessary technical
specifications to produce the required components. Although we purchase some
components processed by third parties, the processing of raw materials and
components is typically either carried out by us or is outsourced to external third
parties who conduct the processing according to our designs and technical
specifications.
 Assembly of components into semi-finished products : Through processes such as
welding and drilling, the raw materials and components are further processed to
form semi-finished products ready for final assembly.
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 Assembly and integration of semi-finished products : All semi-finished components
are assembled and integrated to form the finished products.
 Coating : Finished products undergo a coating process in our coating workshops.
 Commissioning : Finished products are sent for commissioning and further fine
tuning before being dispatched to the manufacturing sites for testing and quality
inspection.
 Logistics : The final products are delivered to our warehouses for storage,
dispatching and delivery to our customers.
As for hardware, we have implemented intelligent manufacturing equipment to assist in
production. For example, we have introduced smart equipment in welding, coating and other
processes, improving the operational precision and safety. As for software, we have developed
the intelligent Manufacturing Operating Management Platform based on data analysis,
completed the construction of the Manufacturing Practice Platform and used the Industrial IoT
platform as the “industrial brain” to develop systems such as Warehouse Management System
and Production and Scheduling System, laying down an intelligent foundation for the
manufacturing system. Taking Changsha Plant No. 18 as an example, we leveraged IoT
equipment for data analysis, Manufacturing Operating Management Platform for unified
splitting, design and scheduling of the manufacturing process, Warehouse Management System
for automated sorting of raw materials, remotely guided vehicle for intelligent delivery and
production line control system for the scheduling of production task execution. Our digitalized
management and production systems have achieved full-process intelligent manufacturing,
including smart cutting, automatic beveling, automatic welding and final quality inspection of
finished products using the Quality Information System. Through these processes, we have
achieved digital, transparent, automated and intelligent manufacturing processes, and further
improved the manufacturing techniques, enhancing product quality, reducing errors caused by
manual operation, increasing product consistency and improving production efficiency. In
addition, we constantly upgrade our equipment to improve our operational efficiency. We also
perform routine and preventative maintenance to ensure that our equipment function properly
at all times and comply with relevant laws and regulations.
Production Equipment
We utilize diverse equipment, specifically tailored to accommodate our various product
types. In addition to sourcing equipment from third-party suppliers, we possess the capability
to develop in-house certain manufacturing equipment.
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We regularly maintain our production facilities. Each major piece of production
equipment undergoes scheduled servicing and maintenance according to established schedules.
We have established, and continue to update, internal procedures for each piece of production
equipment. During the Track Record Period and up to the Latest Practicable Date, we had not
experienced any prolonged suspension of the production process or significant interruption in
our business operations due to production equipment failures or breakdowns.
Quality Control
We have established quality control standards and methods aligned with construction
machinery industry’s requirements, overseeing the entire process from raw materials to
finished products to ensure that our products meet international quality standards and customer
needs. By establishing a quality information system, we can collect and analyze data
throughout the R&D, procurement, production and testing processes, allowing for refined
monitoring and management of every stage of the project. We have developed a quality control
map to identify and manage quality risk control points. Furthermore we have obtained a series
of quality system certifications, such as IA TF16949, ISO14001, ISO45001 and ISO9001.
We attach great importance to quality control during the product development and design
process, and have formulated specific development guidelines for R&D projects in order to
clarify the development process for new products and the specific responsibilities of
developers. Our product development and design procedures begin with the issuance of a
project planning document, followed by technical demonstrations and design activities, leading
to a technical solution. In this process, we conduct thorough evaluations and reviews of
technical trends, market competitiveness, technical implementation costs, technical parameters
and feasibility. Our goal is to ensure the highest quality standards in every aspect of product
development and design, to meet market demands and customer expectations.
We have established policies and detailed procedures to ensure the quality of the
components and raw materials sourced from suppliers. For example, we screen new suppliers
before cooperation and regularly evaluate their performance and the quality of the goods they
provide. When selecting suppliers, we take into account a number of factors, including the
supplier’s years in operation, compliance with admission review standards, validity of quality
certificates, environmental qualifications, tax payment records and integrity in business
operations. We require all of our suppliers to comply with our internal supply management
policies. We conduct regular or irregular on-site inspections of suppliers, and require suppliers
to promptly rectify quality issues upon notice. Upon receiving materials and products from
suppliers, we retain the right to reject or return them based on our inspection and examination
results, and suppliers are generally liable to us and our customers for any product quality issues
of our products caused by them. During the Track Record Period and up to the Latest
Practicable Date, we did not experience any material product quality issues with the products
supplied by the suppliers that adversely affected our business.
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We carry out small-scale production based on the reviewed design plan, and these
products undergo verification. The verification process consists of two stages: testing
verification and market validation. We have established a testing management system for the
testing verification stage. Professional testing personnel verify the overall functions,
performance and reliability of the product, as well as its systems and components. They are
also responsible for analyzing and eliminating potential faults, thereby supporting activities
such as technical research, product development, fault analysis and product inspections. For
example, for certain models of our truck mixers and dump trucks, we simulate more stringent
water immersion scenarios beyond normal usage conditions by performing water pool
verification. During the market validation stage, we further optimize the product design and
production processes based on customer feedback on their usage experience, to ensure the
product’s consistent performance and customer satisfaction in applications. If issues are found
during the validation process, we will optimize from the perspectives of design and
development, as well as raw material procurement. For example, we have established the
industry’s largest testing base in a real mine environment, covering 12 common types of
construction machinery. Particularly for multi-condition equipment and new energy equipment,
we have developed seven specialized testing solutions. Through on-site validation by more
than 400 customers, we have improved approximately 2,000 detailed issues, effectively
addressing the challenges of complex construction environments. Only after our validation can
our products enter the mass-production stage.
We have developed and implemented a set of monitoring and measurement control
procedures covering products and processes. These procedures include quality testing of raw
materials and components, and cover all stages of work in process and finished products,
ensuring that all products comply with the established inspection standards or testing
specifications. For example, to ensure the high quality of cranes, we adopt multiple testing
measures during the manufacturing process. Certain models of our cranes undergo a one-meter
deep immersion test and a 30-minute water spray test to ensure their waterproof performance
reaches IP67 waterproof protection rating. We also conduct operational validation of several
cranes models in a high-temperature environment of 105°C and perform a 2,000 kilometer
driving test on bumpy roads. We have invested substantial resources and funds to establish a
quality control system that includes production process and technical control, production
equipment inspection, testing method evaluation, and clean production environment
inspection.
If our products involve any quality defects that lead to personal injury or property
damage, we may be liable for product liability. If such a claim arises from product defects in
raw materials or components purchased from a supplier, we may have the right to require the
supplier to assume the corresponding product liability. According to our sales agreement, we
generally do not allow customers to return products after receipt, except for a few reasons such
as product defects. During the Track Record Period and up to the Latest Practicable Date: (i)
we have not received any significant administrative or other penalties from any governmental
authority regarding product quality; (ii) we have not been ordered to conduct any mandatory
product recalls that could have a material adverse impact on our business, financial condition
and operating results; (iii) we have not encountered any incidents related to significant product
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liability risks; and (iv) we have not received any significant complaints from customers
regarding product quality. However, we are faced with risks related to product quality. See
“Risk Factors — Risks Related to Our Business and the Industry in Which We Operate — Our
products may have defects, fail to meet performance standards or cause product liability
incidents during use, which could affect our reputation and customer relationships.”
ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG)
We have integrated ESG considerations into our strategy and day-to-day operations
management, ensuring that our business operations and commercial activities contribute
positively to society and the environment while strengthening the global competitiveness of
our products and services.
To strengthen our ESG management, we plan to establish a three-tier ESG governance
structure comprising the “Governance Layer — Management Layer — Execution Layer.” The
Board of Directors serves as the highest governing body for ESG matters, responsible for
reviewing our ESG risks, opportunities and materiality issues, evaluating ESG strategies and
goals, regularly supervising and reviewing our ESG-related policies, management,
performance and progress towards goals, and reviewing the public disclosure of our
ESG-related matters. At the management layer, the Sustainability Committee is tasked with
identifying, defining, managing and overseeing significant ESG risks we face. It assists the
Board of Directors in risk analysis and decision-making, organizes and coordinates the
supervision and inspection of our ESG-related policies, management, performance and
progress towards our goals, and reviews and submits ESG-related reports to the Board of
Directors. At the execution layer, the ESG Working Group is responsible for implementing
various ESG initiatives, including formulating policies and action plans aligned with our
strategies and ESG goals.
We have developed a set of internal policies addressing environmental, social and
governance issues. Regarding environmental issues, we adopt policies and procedures related
to (i) resource and energy conservation, (ii) climate change adaptation and (iii) waste gas,
wastewater and solid waste treatment, among other aspects. For social matters, we employ
policies and procedures concerning (i) supplier management, (ii) product liability, (iii)
occupational safety and health, and (iv) customer complaints and handling, among other
aspects. As for governance matters, we adopt policies on various aspects such as conflict of
interest and anti-corruption, and regularly organize compliance training for employees to
strengthen internal regulatory compliance and business ethics practices. We conduct regular
audits to oversee our adherence to these policies and procedures.
To proactively manage ESG-related risks, we continuously identify and control risks that
may significantly impact us, and identify applicable laws, regulations and industry standards
covering environmental protection of products, employee rights protection, safety, community
support and business ethics, among others. We have also formulated various mitigation
methods and measures to prevent these risks from affecting our business.
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Indicators and Goals
We expect to continually explore measures to reduce our carbon footprint by using clean
energy, improving our energy efficiency and monitoring our GHG emissions. We collect and
analyze quantitative information as part of our review of ESG-related risks. In 2024, our Scope
1 GHG emissions generated from the usage of petrol, diesel and refrigerants and Scope 2 GHG
emissions generated from the usage of purchased electricity amounted to 69,757.6 tons and
254,371.9 tons of CO
2 equivalent, respectively, with the GHG emissions intensity of 4.2 tons
of CO 2 equivalent per million in revenue (in RMB).
We have always attached importance to the management of energy use. To achieve this,
we implement various measures, such as enhancing electricity and water efficiency and
actively promoting employee awareness on resource management. For example, our water
consumption per million in revenue (in RMB) decreased from 65.8 tons in 2022 to 39.9 tons
in 2024.
The following table sets forth the GHG emission, energy consumption and waste
discharge during the Track Record Period:
December 31,
Four months
ended
April 30,
2022 2023 2024 2025
GHG emissions
Scope 1 GHG emission (ton) /H1118 71,904 84,120 69,758 27,691
Scope 2 GHG emission (ton) /H1118 295,112 129,709 254,372 99,461
Scop e 3 – Category 3 Fuel
and energy-related
activities (ton) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118119,686 97,388 110,660 43,392
Scop e 3 – Category 6
Business travel (ton) /H1118/H1118/H1118/H1118/H11184,989 7,314 5,708 559
Energy consumption
Water consumption (ton) /H1118/H1118/H1118/H11185,318,637 2,895,168 3,103,037 1,134,259
Purchased electricity (kWh) /H1118/H1118517,468,827 426,142,502 474,043,761 185,354,130
Purchased natural gas (cubic
meters) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,968,641 24,508,850 31,045,971 12,356,792
Gasoline (Liters) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,291 13,648 3,450 1,292
Diesel (Liters) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,536,666 907,595 998,699 375,462
Clean Energy (kWh) /H1118/H1118/H1118/H1118/H1118/H1118/H111816,013,026 44,815,945 76,072,306 28,018,127
Waste discharge
Waste water (ton) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118469,425 397,090 405,179 139,295
Waste gas (million tons) /H1118/H1118/H1118/H111813,813 12,130 14,045 4,982
Hazardous waste (ton) /H1118/H1118/H1118/H1118/H1118/H11184,947 4,845 5,123 1,728
Non-hazardous waste (ton) /H1118/H1118194,814 160,942 156,955 55,319
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We have set quantitative targets to reduce GHG emissions and energy consumption. For
example, we plan to reduce our GHG emissions per unit product by 35.1% by 2030 compared
with 2021. In addition, we plan to improve our energy use efficiency to reduce the
comprehensive energy consumption per million of output value (in RMB) by 22.5% by 2030
compared with 2022.
Environment
Low-carbon Product Design
We uphold the concept of green design and promote green design practices to reduce the
use and consumption of traditional energy sources, achieving full coverage of clean energy
product lines and efficient energy utilization. Our low-carbon development strategies primarily
include: (i) advancing the electrification of major products across battery, hybrid and hydrogen
fuel to reduce reliance on traditional energy; (ii) increasing investments in clean technology
R&D, production facility upgrades and market expansion to achieve full coverage of clean
energy product lines and efficient energy utilization; and (iii) independently developing
zero-emission technologies to reduce greenhouse gas emissions during product use. Our new
energy electric products, such as electric excavators and electric truck mixers, present potential
environmental pollution, compliance and supply chain risks if their end-of-life batteries are
improperly disposed of. Since 2022, we have established a strategic partnership with a leading
domestic power battery recycling company to collaborate on battery management and power
battery recycling. Moving forward, we will continue to leverage strategic cooperation and full
life-cycle management approaches to achieve resource complementarity. We will vigorously
promote collaborative efforts across the industrial chain to build recycling channels, thereby
advancing the application of retired power batteries in energy storage, charging/swapping
stations and other related fields.
Sustainable Supply Chain
We have developed internal regulations such as the Supplier Evaluation Process and
Supplier Management System, which clearly define requirements for tiered supplier
management and sustainability performance review management. We fully integrate ESG
strategies into supply chain management, implementing measures such as qualification reviews
and regular evaluations and audits of suppliers. For example, energy consumption is included
as a criterion in product procurement assessments to promote green procurement. In the
supplier evaluation form, key clauses related to social responsibility and a sustainability
module are added to comprehensively assess suppliers’ actual performance in various aspects,
including labor management, human rights protection, corporate culture development and
overall employee satisfaction, thereby promoting and enhancing suppliers’ sustainability
performance.
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Environmental Protection and Emissions Reduction
We strictly adhere to emissions management laws and regulations issued by authorities in
our operational locations. We endeavor to manage our waste gas emissions, wastewater and
waste through various practical initiatives, including continuous environmental technology
upgrades, solid waste disposal and waste recycling, ensuring that our production complies with
emission standards.
 Waste gas. We enforce stringent internal emission control standards, treating
atmospheric pollutants such as dust and particulates using electric dust removal
methods, and removing volatile organic compounds from waste gas through
regenerative thermal oxidizers to reduce emissions and mitigate their impact on the
surrounding atmospheric environment.
 Wastewater. We classify and treat various types of wastewater based on quality,
specifying requirements such as discharge limits for chemical oxygen demand and
ammonia nitrogen to ensure they meet emission standards. We conduct online
pollutant monitoring to strictly control the treatment and discharge of industrial
wastewater. Additionally, we continuously optimize treatment processes and
enhance our management capabilities for comprehensive wastewater utilization.
 Solid waste. We implement targeted treatment measures for different types of waste,
adhering to the principles of “harmless disposal, resource recovery and quantity
reduction” to minimize impacts on surrounding areas. For general waste, we
promote comprehensive utilization and recycling. Hazardous waste is disposed of
strictly in accordance with national laws and regulations to ensure safety and
compliance.
Our water conservation measures include optimizing production processes. In 2024, we
upgraded our painting process by adopting dry paint mist removal technology instead of the
wet paint mist removal process in coating work, reducing water consumption by directly
capturing paint mist using high-efficiency filter materials.
Climate Change
As global climate change intensifies and extreme weather events become more frequent,
we face growing impacts and challenges. To proactively address this global issue, we will
extensively refer to advanced international and domestic climate change mitigation guidelines
and policies. We will establish a climate change governance structure and actively engage in
identifying and managing the risks and opportunities associated with climate change.
Additionally, we will assess the financial impacts related to climate change and enhance our
adaptability and response capabilities.
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Social Responsibility
Employees
We are committed to complying with labor laws and regulations, safeguarding employees’
rights and interests, and standardizing salaries, working hours, leave policies, overtime pay,
social insurance and benefits. In our recruitment and employment practices, we prioritize
equality and diversity, and strictly prohibit child labor, forced labor and employment
discrimination, fostering an inclusive and non-discriminatory workplace. We place great
importance on talent development and have formulated regulations such as the Training
Management System to establish a talent training system, providing systematic training and
career advancement pathways.
We place great importance on the health and safety of employees, suppliers and other
stakeholders. We strictly comply with safety-related laws, regulations and conventions, and
have developed regulations such as Occupational Disease Prevention and Control Management
System to establish a health and safety management system.
To mitigate negative impacts on occupational health and safety, we actively implement
safeguard measures, including: (i) defining safety risk classification standards and
management measures, and systematically conducting safety risk identification, assessment,
and control; (ii) establishing a safety training system to enhance employees’ safety awareness
and skills through assessment and incentive mechanisms; (iii) developing targeted emergency
response plans and measures tailored to different accident types and specific sites to ensure a
science-based and efficient emergency response; and (iv) providing occupational health checks
and mental health care services for employees. In 2024, we organized specialized training on
topics such as special equipment safety and fire prevention, with more than 176,000
attendances in health and safety training, accumulating more than 187,000 training hours.
Product Liability
We are dedicated to providing society with safe and reliable products through
standardized production systems and quality management systems. To effectively address
emergencies such as product safety incidents, we have established the Major Quality
Accountability Management System to ensure prompt follow-up and appropriate handling of
any product safety incidents that occur during production. Our quality headquarters and the
board of director office will receive relevant feedback within 24 hours of an incident and
manage it strictly according to the regulations. Additionally, we have developed a digital
quality information system and created a quality control map to identify potential quality issues
throughout the operational process. See “Manufacturing and Quality Control — Quality
Control.”
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Social Welfare Contribution
Through the Sany Foundation, we have sustained our commitment to public welfare, rural
revitalization and social rescue initiatives. In 2022, 2023, 2024 and the four months ended
April 30, 2025, we engaged in approximately 700 hours, 2,300 hours, 2,700 hours and 466
hours of charitable activities, respectively.
Corporate Governance
Business Ethics
We have developed internal management regulations, such as the Employee Code of
Ethics and Business Conduct and the Anti-Commercial Bribery Policy. A business ethics
management structure, led by the Board of Directors, has been established to continuously
enhance the systematic framework for anti-corruption and integrity. We have organized an
anti-commercial bribery working group to implement business ethics management.
We actively implement various business ethics control and capacity-building initiatives,
including but not limited to: (i) continuously optimizing the intelligent supervision and audit
system, conducting regular business ethics audits from the “pre-event, in-process, and
post-event” perspectives to assess our business ethics risks; (ii) providing integrity training for
all employees and directors, which includes education on significant fraud cases, distributing
integrity posters and organizing training seminars; (iii) formulating the Whistleblowing and
Complaint Management System, standardizing the whistleblowing management process,
establishing a whistleblowing department and appointing dedicated personnel to handle
whistleblowing and complaints; (iv) establishing multiple reporting channels and encouraging
whistleblowers to submit reports through various means such as the internal smart supervision
platform, corporate website and dedicated email; and (v) emphasizing whistleblower
protection, implementing a recusal system and prohibiting the unauthorized disclosure of
whistleblower identity information and report content without their explicit consent.
INTELLECTUAL PROPERTY
We rely on a combination of patent, trademark, copyright and other intellectual property
laws in the jurisdictions in which we operate, fair trade practices, contractual arrangements and
confidentiality procedures to establish and protect our proprietary technologies. As of April 30,
2025, we held a robust portfolio of intellectual property worldwide, and had over 9,100 patents
including over 3,000 invention patents. As of April 30, 2025, we had filed more than 14,400
patent applications in China and more than 1,000 patent applications in overseas jurisdictions.
As of April 30, 2025, we owned more than 1,100 software copyrights. See “Appendix VI —
Statutory and General Information — 2. Further Information About Our Business — B. Our
Material Intellectual Property Rights.”
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We take a proactive approach to managing our intellectual property portfolio. We have
established a series of processes regarding the application, analysis, invalidation, operation,
purchase and asset evaluation of patents. These processes help us manage our intellectual
property operations throughout their life cycle. Our legal department performs regular
monitoring of our intellectual property rights. We take actions when we become aware of a
potential infringement of our intellectual property rights. We also conduct various professional
training programs and awareness campaigns for our employees to enhance the protection of our
intellectual properties, standardize the intellectual property protection work processes and
improve the awareness of intellectual property protection among our employees.
Despite our precautions, we may be subject to risks associated with alleged infringement
of third parties’ intellectual property rights, or infringement of our intellectual property rights
by third parties. See “Risk Factors — Risks Related to Our Business and the Industry in Which
We Operate — We may infringe intellectual property rights of third parties, which can lead to
time-consuming and costly intellectual property infringement claims” and “Risk Factors —
Risks Related to Our Business and the Industry in Which We Operate — We may not be able
to protect our intellectual property rights, and our ability to compete could be harmed if our
intellectual property rights are infringed by third parties.” During the Track Record Period and
up to the Latest Practicable Date, we had not been subject to any material infringement of our
intellectual property rights or allegations of infringement by third parties.
SEASONALITY
Our construction machinery sales generally experience seasonal fluctuations. Sales in
winter tend to be lower, mainly due to the impact of cold weather and the Spring Festival
holidays, when construction activities decrease. During this period, many projects were
suspended or slowed down, leading to a decrease in demand for construction machinery.
However, with the arrival of spring and the rise in temperature, construction activities
gradually increased, and many projects were either restarted or accelerated, typically resulting
in an increase in sales. Furthermore, spring is also the season for the commencement of many
new projects, further driving the demand for and sales growth of construction machinery.
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COMPETITION
We primarily compete with a number of domestic and international construction
machinery companies. See “Risk Factors — Risks Related to Our Business and the Industry in
Which We Operate — The construction machinery industry is highly competitive and we may
not be able to respond successfully to changes in the global and regional competitive
landscape.” The current global construction machinery industry is highly competitive and
concentrated. We are the world’s third largest and China’s largest construction machinery
company in terms of core construction machinery’s cumulative revenue from 2020 to 2024.
With leading positions in the industry, deep industry experience, strong R&D and
manufacturing capabilities, broad product portfolios and large and stable customer base, we
believe that we are well positioned to excel in the competition in our industry. See “— Our
Strengths” and “Industry Overview.”
IMPACT OF THE COVID-19 PANDEMIC
On January 30, 2020, the International Health Regulations Emergency Committee of the
World Health Organization declared the novel coronavirus disease 2019 (the “ COVID-19 ”)
outbreak a public health emergency of international concern, and on March 11, 2020, the World
Health Organization declared the global COVID-19 outbreak a pandemic. The COVID-19 virus
continued to spread rapidly worldwide in 2022, including where we had business operations
and where our customers, suppliers and business partners were located. To contain the virus
spread within our office premises and protect the well-being of our employees, we adopted
various mitigation measures, such as remote working, social distancing and mask wearing, and
other site-specific precautionary measures. For example, in 2022, our manufacturing base in
Shanghai experienced a temporary approximately two-week shutdown due to COVID-19
pandemic. Nevertheless, the COVID-19 pandemic did not impose material adverse impact on
our overall operations and financial performance during the Track Record Period and up to the
Latest Practicable Date, primarily taking into consideration that (i) we had not experienced any
difficulty in securing sufficient and prompt supplies, (ii) we had not experienced significant
increase in our cost of sales due to the shortage of raw materials and supplies, (iii) there was
no material suspension to our manufacturing bases due to the COVID-19 pandemic, and (iv)
we had not experienced any material labor shortage as a result of the COVID-19 pandemic. As
the COVID-19 pandemic has since subsided, our Directors do not anticipate any further
material impact from COVID-19.
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EMPLOYEES
We believe that our professional workforce is the driving force of our long-term growth.
As of April 30, 2025, we had 26,023 full-time employees globally. As of April 30, 2025, we
had 19,239 domestic employees and 6,784 overseas employees. The table below sets forth a
breakdown of our employees by function as of April 30, 2025.
Employee function
Number of
employees
Percentage of
employees
(%)
Manufacturing /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,185 35.3
Sales and marketing /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,263 27.9
R&D /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,852 18.6
Management /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,570 13.7
Finance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118624 2.4
Administration /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118529 2.0
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,023 100.0
Our workforce consists of skilled workers and professionals with extensive industry
experience. We place significant emphasis on investing in our employees and have established
a well-rounded talent development system. Our training programs are categorized into
company-level, department-level and function-level training. Prior to commencing their roles,
new employees are required to complete relevant training and pass examinations. We offer a
wide range of specialized training aimed at enhancing the professional skills of our employees.
In addition, we have developed a number of internal training courses and created a series of
targeted professional courses to implement our talent development strategy, foster the growth
of key talents and enhance the managerial proficiency of our team.
We uphold the core value of prioritizing employees, emphasize employee incentive
policies and strive to share business results with our workforce. We have established a fair, just
and competitive compensation and benefits incentive system, which includes annual
performance bonuses, medium and long-term equity incentive plans, profit-sharing plans,
extraordinary performance rewards, special bonuses and mid-year (annual) salary increases, in
addition to basic salaries. This creates a flexible compensation system that covers all
employees. Meanwhile, we provide various benefits for our employees, such as annual physical
examinations and annual vacation. We believe our remuneration and benefits system motivates
our employees’ creativity, initiative and enthusiasm, helping us achieve our business goals.
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We have established labor unions that protect employees’ rights, encourage employee
participation in management decisions and assist in mediating disputes between us and union
members. During the Track Record Period and up to the Latest Practicable Date, we had
maintained a good relationship with our employees and did not have any material labor dispute.
INSURANCE
We maintain property insurance for our manufacturing facilities, including those located
in China and overseas. We have taken limited product liability insurance and transportation
insurance for our products, such as export credit insurance. We have taken overseas investment
insurance for our overseas investment to address the risk of business interruption caused by
overseas expropriation, customer default, war and political unrest. We believe that these
insurance policies cover the major risks in our day-to-day operations. In accordance with
general market practices, we have not purchased some types of insurance that are not available
or generally not required by laws in the locations where we operate. Please refer to “Risk
Factors — Risks Related to Our Business and the Industry in Which We Operate — The
insurance coverage we have may not adequately protect us against all operating risks.” We will
continue to review and assess our risk portfolio and make necessary and appropriate
adjustments to our insurance program to align with our needs and industry practices. According
to Frost & Sullivan, our insurance coverage during the Track Record Period and up to the
Latest Practicable Date was in line with industry practices. We did not make any significant
insurance claims related to our business during the Track Record Period and up to the Latest
Practicable Date.
PROPERTY
Our headquarters office is located in Beijing. We own and lease properties in China and
overseas. As of the Latest Practicable Date, none of the properties held or leased by us had a
carrying amount of 15% or more of our consolidated total assets. According to section 6(2) of
the Companies Ordinance (Exemption of Companies and Prospectuses from Compliance with
Provisions) Notice, this prospectus is exempt from the requirements of section 342(1)(b) of the
Companies (Winding up and Miscellaneous Provisions) Ordinance to include all interests in
land or buildings in a valuation report as described under paragraph 34(2) of the Third
Schedule to the Companies (Winding up and Miscellaneous Provisions) Ordinance.
As of April 30, 2025, our Company and Major Subsidiaries in the PRC owned the land
use rights of 30 parcels in China which are designated for production and operations, with an
aggregate site area of approximately 5,922.3 thousand sq.m.. All of these 30 land parcels have
been granted land use right certificates. As of April 30, 2025, our Company and Major
Subsidiaries in the PRC owned 32 properties in China which are designated for production and
operations, with an aggregate GFA of approximately 2,359.1 thousand sq.m., and had obtained
the real estate certificates for such 32 properties.
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As of April 30, 2025, our Company and Major Subsidiaries in the PRC had not obtained
real estate certificates for certain owned properties, including five industrial plants (four were
used as warehouses and one was designated for production of hoisting machinery with the
production volume of approximately 450 units, 630 units, 650 units and 360 units in 2022,
2023, 2024 and the four months ended April 30, 2025, respectively, which is insignificant
compared to the total production volume in the same periods), along with other five properties,
each with GFA exceeding 5,000 sq.m. (with an aggregate GFA of approximately 143.0
thousand sq.m., mainly used for canteens, warehouses and dormitories). Among these ten
properties, we have not secured the real estate certificates for a canteen and a warehouse due
to the lack of construction planning and commencement permits. Without such permits, we
cannot obtain their real estate certificates. For the remaining eight properties, one property
used as a canteen has not secured its real estate certificate because it was put into operation
before completing the mandatory fire acceptance inspection and completion acceptance
inspection. The other seven properties are pending certification due to the absence of the
construction planning and commencement permits for the canteen located on the same land. We
expect to secure the real estate certificates for these eight properties by the end of 2026. In the
unlikely event that we are required to relocate due to such title defects, we believe we will be
able to find alternative properties. We estimate that the total relocation cost for these properties
will be approximately RMB200.0 million, which is insignificant compared to our total assets
as of April 30, 2025, and the relocation is estimated to take three to 12 months for each
property. See “Risk Factors — Risks Related to Our Business and the Industry in Which We
Operate — Failure to comply with PRC property-related laws and regulations regarding certain
of our owned properties.” As of April 30, 2025, none of our Company or Major Subsidiaries
in the PRC leased any property which is designated for production and operations.
LICENSES, APPROV AL AND PERMITS
Our Directors are of the view that, we had obtained all necessary licenses, approvals and
permits from the relevant authorities that are material for our operations in jurisdictions where
we operate during the Track Record Period and up to the Latest Practicable Date, and such
licenses, approvals and permits are valid and subsisting. During the Track Record Period and
up to the Latest Practicable Date, our material licenses, approvals and permits primarily
included market access qualification for road motor vehicle manufacturers and products ( ༸༩
ɝ༟ሯ), the consignee or consigner for import or export
goods (ϗ೯஬ɛ), the special equipment manufacturing license ( त၇ண௪͛ପ஢̙
ᗇ), the financial licenses (ፄ஢̙ᗇ) and the pollutant discharge permit ( રϮ஢̙ᗇ).
RISK MANAGEMENT AND INTERNAL CONTROL
Risk management is important to us. We have established and are currently implementing
risk management and internal control systems, and established a three-line defense risk control
system comprising relevant business departments, headquarters for specific functions and the
audit and supervision headquarters, integrating various risk management requirements into
corporate management and business processes, building a risk prevention and control system.
We are committed to continuously improving these regulations systems. In 2023, we utilized
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digitalized methods to develop risk assessment models to carry out dynamic risk assessments.
We focused on key business scenarios in the four major areas of finance, business, marketing
and overseas operation, achieving operating risk insight and identification, and providing
real-time alerts for abnormal events. Additionally, we conduct risk prevention and control
training sessions on a regular basis for employees to strengthen their risk prevention and
control capabilities. We have adopted and implemented risk management policies in all
material aspects of our business operations.
Legal and Compliance Risk Management
We have set up internal legal positions and engaged external legal advisors to supervise
and manage our legal and compliance matters. This includes overseeing routine business
operations, providing legal guidance and reviewing the legality of contracts.
To maintain our reputation and integrity, we aim to ensure compliance with applicable
laws and regulations. We have formulated anti-bribery and anti-corruption policies, requiring
our employees, distributors, suppliers and other business partners to conduct business activities
in a legal and ethical manner. We require suppliers to commit in writing not to engage in
non-compliant or bribery activities. Our anti-bribery and anti-corruption policies also provide
reporting contact information, including hotlines and email addresses. The information of
whistleblowers is strictly kept confidential. We have also established an anti-money laundering
internal control system designed to detect and evaluate anti-money laundering risks. For
example, our legal compliance department is responsible for anti-money laundering efforts
across our group, and each department has designated one staff member for anti-money
laundering duties.
Financial Reporting Risk Management
Our finance department manages our financial operations. It is primarily responsible for
formulating our financial strategies, budgets, fund management and financial reports. We have
established a series of systems (such as accounting management system, key accounting
policies, accounting estimates management system and group financial report disclosure
management system) to standardize accountant management, processes, internal control and
audit, accounting policies and accounting estimates. We have also developed various
procedures to standardize the preparation, approval, submission and disclosure of financial
statements and reports.
Internal Control
We have established an internal audit management system that defines the scope of
internal control review and evaluation, the content and process of internal control evaluation
reports and supervision and management. We have set up an audit department under the audit
committee to fulfill internal audit and investigation functions, assessing our internal controls,
including those related to IT systems. The audit department is also responsible for the
compliance, audit and supervision of economic activities conducted by us and various
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departments to prevent operational risks and protect the safety and integrity of our assets. In
addition, the audit department conducts audits of each subsidiary on an annual basis, focusing
on aspects such as contracts, guarantees, funds and procurement.
LEGAL PROCEEDINGS AND COMPLIANCE
We may from time to time be subject to various legal or administrative proceedings
arising from the ordinary course of business. Litigation or any other legal or administrative
proceeding, regardless of the outcome, is likely to result in substantial cost and diversion of our
resources, including our management’s time and attention.
During the Track Record Period and up to the Latest Practicable Date, we had not been
and were not a party to any material legal, arbitral or administrative proceedings and we were
not aware of any pending or threatened legal, arbitral or administrative proceedings against us
or our Directors that could, individually or in the aggregate, have a material adverse effect on
our business, financial condition and results of operations.
During the Track Record Period and up to the Latest Practicable Date, we had not been
and were not involved in any non-compliance incidents that led to fines, enforcement actions
or other penalties that could, individually or in aggregate, have a material adverse effect on our
business, financial condition or results of operations. Our Directors are of the view that we had
complied, in all material respects, with all relevant laws and regulations in the jurisdictions
where we operate during the Track Record Period and up to the Latest Practicable Date.
TRANSFER PRICING ARRANGEMENTS
Our Company, our controlled affiliates and subsidiaries carry out intra-company
transactions in accordance with our Group’s transfer pricing policy. Such policy adheres to the
arm’s-length principle.
During the Track Record Period and up to the Latest Practicable Date, our Company, our
controlled affiliates and subsidiaries had been engaged in certain material intra-company
transactions involving the buy-sell transactions of tangible goods, provision of services and
leasing arrangements. The major types of our intra-company transactions are as follows:
 Buy-sell Transactions of Tangible Goods . Our Group’s manufacturers (acting as
principal) sell self-developed and self-produced products to our Group’s domestic
and overseas distribution entities, which then further sell the products to third-party
customers.
 Provision of Services and Leasing . In support of product sales, entities within our
Group are engaged in the provision of marketing support services, after-sales
services, administrative services, among others, to related parties. Our Group’s
entities are also engaged in property leasing to related parties.
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The Organization for Economic Co-operation and Development (“ OECD ”), an
international organization fostering cross-border cooperation, issued the Transfer Pricing
Guidelines for Multinational Enterprises and Tax Administrations (the “ OECD Transfer
Pricing Guidelines ”). These guidelines are widely adopted by tax authorities worldwide in
evaluating related-party transactions. In accordance with the OECD Transfer Pricing
Guidelines, transactions within our Group’s entities should be carried out in commensurate
with the arm’s length principle.
We have appointed Ernst & Y oung (China) Advisory Limited, an international
professional accounting firm as our transfer pricing consultant (the “ Transfer Pricing
Consultant ”) to review our transfer pricing arrangements. The Transfer Pricing Consultant has
reviewed the related-party transactions under concern (“ Covered Transactions ”) to determine
whether the profit levels achieved by our subsidiaries involved in these transactions have
achieved an arm’s-length level of profits. This analysis was conducted in accordance with the
OECD Transfer Pricing Guidelines released in 2022. The transfer pricing regulations in PRC
and other relevant tax jurisdictions are consistent with the approach outlined in the OECD
Transfer Pricing Guidelines.
The Transfer Pricing Consultant selected Transactional Net Margin Method (“ TNMM ”)
and Resales Price Methodology (“ RPM”) as appropriate transfer pricing method to assess
whether the Covered Transactions are carried out in commensurate with the arm’s length
principle. The TNMM compares the net profit margin of the tested party engaged in the
Covered Transactions with the net profit margins of independent companies engaged in
comparable transactions. The RPM compares the gross profit margin of the tested party in the
Covered Transactions with the gross profit margins of independent companies engaged in
comparable transactions.
Based on the Transfer Pricing Consultant’s assessment of the Covered Transactions and
the transfer pricing benchmarking analysis, which involved screening and evaluating
comparable companies, the net profit margin and gross profit margin levels of the relevant
entities are reasonable and commensurate with their respective functions and risks. Therefore,
the profit levels of the reviewed entities comply with the arm’s length principle. The Transfer
Pricing Consultant is of the view that the risk of potential transfer pricing adjustment is remote.
Our Directors confirm that during the Track Record Period and up to the Latest
Practicable Date, we were not aware of any outstanding enquiries, audit, investigation or
challenge by any tax authorities in the PRC and other relevant tax jurisdictions in relation to
our intra-group transactions and transfer pricing arrangements.
We have been and will continue to closely monitor our Group’s transfer pricing
arrangements, including periodically reviewing the reasonableness of intra-group transaction
pricing policies. However, we cannot guarantee that our transfer pricing arrangements will not
be reviewed or challenged by tax authorities in the future. We have reasonable grounds to
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defend ourselves against potential challenges. See “Risk Factors — Risks Relating to Our
Business and the Industry in Which We Operate — Our transfer pricing arrangements may be
subject to scrutiny by the relevant tax authorities in the countries and regions where we
operate.”
Transfer Pricing Compliance
Our Transfer Pricing Consultant is of the view that our Group has been in compliance
with the relevant transfer pricing laws and regulations during the Track Record Period and up
to the Latest Practicable Date.
We have adopted and will continue to adopt the following measures to ensure continuous
compliance with relevant transfer pricing laws and regulations in the PRC and the OECD
Transfer Pricing Guidelines:
i. We shall continue to engage an external tax consultant to advise us on transfer
pricing matters annually. We will continue to follow the advice from the tax
consultants on the application of transfer pricing methodology and evaluations.
ii. We will formulate our transfer pricing policies and budgeting plans based on the
transfer pricing advice of our tax consultant.
iii. We will conduct trainings for our senior management personnel on updates in
transfer pricing laws and regulations in the relevant jurisdictions.
iv. Our Directors and chief financial officer shall review all reporting forms related to
transfer pricing before submitting them to the relevant tax authority;
v. Our Directors and chief financial officer will ensure that the transfer pricing policies
adopted are in line with the value contributions of each entity.
vi. Our Directors will review the terms of the material inter-company transactions and
monitor, on a regular basis, our transfer pricing policy to ensure that the transactions
are carried out at arm’s length; and
vii. Our chief financial officer will document and file relevant supporting documents on
value contribution of each party for risk management purposes. The documents will,
include but not limited to, those related to function and risk profiles,
correspondences, etc.
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DATA PRIV ACY AND INFORMATION SECURITY RISK MANAGEMENT
We are committed to ensuring data privacy and information security. In our business
operations, we primarily collect personal data related to employee information, customer
information, construction machinery data and other data essential for operation and
management. We ensure that we obtain proper authorization and consent from our employees
and customers for the collection and processing of their personal information. We adhere to the
principle of data minimization regarding storage duration, setting appropriate retention periods
based on actual business needs. Data exceeding these storage periods is either deleted or
anonymized. Directly identifiable personal information is encrypted or desensitized, while
other data undergoes database-level encryption. In addition, we enforce access controls for
database queries.
We have implemented robust protective measures for the data we collect. These measures
include: (i) we have formulated relevant management systems on data collection, storage, use,
processing, transmission, provision, disclosure, deletion and destruction, such as the Data
Compliance Management Red Lines and Guidance Manual (ኬ˓̅)
and the Regulations on Overseas Data Compliance (جii) we regularly
provide data security education and training through online and offline sessions, led by internal
and external experts; and (iii) we have developed a data classification and tiered protection
system, established an inventory of important and core data and submitted this information to
the relevant authorities for filing.
During the Track Record Period and up to the Latest Practicable Date, we had not
experienced any incidents of theft, leakage, damage, illegal use or illegal export of core data,
important data or a large amount of personal information; we had not received any
investigations, inquiries, rectification orders or penalties from relevant government
departments related to network security, data protection or any network security review; we
had not been involved in any material lawsuits, arbitrations, penalties or potential disputes or
controversies regarding network security and data protection. As advised by our PRC Legal
Advisor, we have established internal control management systems for network security, data
security and personal information protection, and have taken corresponding compliance
measures. As advised by our PRC Legal Advisor, we had complied with applicable PRC laws
and regulations with respect to data security and data protection in all material aspects during
the Track Record Period and up to the Latest Practicable Date.
RELEV ANT ACTIVITIES IN RESPECT OF THE RELEV ANT JURISDICTIONS WITH
INTERNATIONAL SANCTIONS EXPOSURE
During the Track Record Period, we sold certain construction machinery and equipment
to non-sanctioned customers located in the Relevant Countries. Certain countries or
organizations, including the Relevant Jurisdictions, maintain economic sanctions and trade
restrictions targeting certain countries, individuals, entities as well as industries or sectors
within countries/regions subject to International Sanctions. None of the Relevant Countries is
subject to comprehensive sanctions.
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U.S. Sanctions
Russia is subject to extensive international sanctions with both primary and secondary
effects, and including both blocking sanctions and non-blocking sectoral sanctions. The other
Relevant Countries are subject to a lesser extent of international sanctions, mainly with certain
individuals and entities located in these Relevant Countries being added to one of the sanctions
lists.
Primary Sanctions
Some of our sales to the Relevant Countries were conducted in USD and thus subjected
these transactions to the jurisdiction of U.S. primary sanctions. That said, our International
Sanctions Legal Advisor is of the view that our activities in the Relevant Countries did not
represent Primary Sanctioned Activity or a violation of the U.S. primary sanctions because
none of the Relevant Countries is subject to comprehensive sanctions, and the Group’s
USD-denominated transactions did not involve any Sanctioned Targets.
Secondary Sanctions
The U.S. have also implemented secondary sanctions under various sanctions programs
targeting some of the Relevant Countries. These secondary sanctions generally threaten
sanctions on non-U.S. persons who conduct certain transactions for, on behalf of or benefiting
any SDN. With respect to our business activities involving the Relevant Countries (other than
Russia), the revenue from sales to such regions accounted for a negligible percentage of our
total revenue in 2022, 2023, 2024 and the four months ended April 30, 2025. Our International
Sanctions Legal Advisor is of the view that there is no identified secondary sanctions risk in
relation to our business activities involving the Relevant Countries (other than Russia) because
none of the Group’s customers in the Relevant Countries were SDNs or appear to be owned
50% or more by SDNs. Moreover, the Group used both Chinese banks and local banks (only
in Russia and the UAE) for settling transactions in the Relevant Countries. As advised by the
International Sanctions Advisor, the Group did not transact with any sanctioned local banks in
violation of International Sanctions and such transactions therefore would not give rise to any
secondary sanctions risks.
With respect to our business activities involving Russia, the Group’s sales to Russia
during the Track Record Period were settled in Russian Ruble only, and the revenue from sales
to Russia accounted for less than 7.0% of our total revenue in 2022, 2023, 2024 and the four
months ended April 30, 2025. None of our Russian customers and business partners were SDNs
or appeared to be owned 50% or more by SDNs. Our Russian customers and business partners
as well as the Group’s sales in Russia settled in Russian Ruble would therefore not expose us
to U.S. secondary sanctions. On the other hand, the U.S., through Executive Order (“ EO”)
14024, provided grounds for agencies, including OFAC, to designate entities viewed to be
“operating in” certain sectors of the Russian economy, including the “construction” sector. The
Group and/or our Russian subsidiary may be deemed to be operating in the construction sector
of the Russian economy by virtue of our sales of construction machinery and equipment to
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Russian customers. That said, our International Sanctions Legal Advisor is of the view that the
risk that OFAC would impose sanctions on the Group for operating in the construction sector
of the Russian economy is remote, mainly because:
(1) we do not engage in local manufacturing but simply conduct sales into Russia,
which reduces our exposure to sanctioned Russian economy. Compared to
businesses operating local manufacturing facilities in Russia, companies that simply
sell products to Russian customers (such as the Group) have reduced touchpoints
with the local economy (i.e., less contact with local suppliers, logistics providers,
banks, insurance companies, government agencies and other business service
providers) and therefore reduced possibility of inadvertently transacting with SDNs.
(2) we appreciate the sanctions risks of conducting business with Russian entities, and
have therefore implemented various sanctions compliance measures to avoid
transacting with Sanctioned Targets, including those listed below.
(3) our International Sanctions Legal Advisor is not aware of any non-Russian-
controlled companies being designated as SDNs for operating in the construction
sector of the Russian economy under Executive Order 14024. As advised by the
International Sanctions Legal Advisor, OFAC’s past enforcement actions mainly
targeted Russian-owned construction and engineering companies participating in
and significantly contributing to energy, infrastructure and industrial construction
projects in Russia. The Group and its Russian subsidiaries are not Russian local
construction companies falling into such category.
Other International Sanctions
As advised by our International Sanctions Legal Advisor, our business activities during
the Track Record Period (“ Relevant Activities ”) did not implicate restrictive measures adopted
by the UN, EU, UK, Australia or Canada, primarily because:
 the Group’s business activities Relevant Activities did not give rise to sufficient
nexus with the UK, Australia or Canada to trigger the application of their sanctions;
 the Relevant Activities in the EU which had EU nexus did not involve any
Sanctioned Target; and
 the Group did not sell any products subject to UN export controls and did not engage
in any business activities with any party targeted by UN sanctions.
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Our Internal Control Measures to Minimize Sanctions Risk
We appreciate the sanctions risks of conducting business with Russian entities and have
therefore implemented various sanctions compliance measures to avoid transacting with
Sanctioned Targets, including those outlined below:
 our sanctions and export control-related policies (the “ Policies ”) imposes an
obligation on all Group entities to comply with applicable sanctions and export
control laws and regulations, including those of the U.S., UK, EU, and UN.
Moreover, as required by the Policies, we conduct risk-based sanctions screening of
counterparties before entering into new business or purchase orders, as well as
ongoing screening and monitoring of counterparties for changes in sanctions status;
 our overseas sales contracts include standard sanctions and export control
compliance clauses, which we will continuously enforce and enhance;
 all customers, distributors and suppliers are required to sign a letter of commitment
regarding sanctions and export controls compliance. The letter from
customers/distributors includes an undertaking to not knowingly sell, supply, or ship
any SANY products to restricted countries/regions, industries, projects, or parties.
The letter from suppliers includes an undertaking to cooperate with the Group’s
export control compliance efforts and to provide to the Group accurate export
control information in relation to items supplied to the Group;
 the compliance staff responsible for implementing the Policies has authority to
reject transactions involving potential sanctions concerns;
 we have designated a compliance officer with relevant experience overseeing
sanctions and export controls compliance in charge of sanction risks management;
 the Policies provide that our internal audit department shall conduct periodic
compliance inspections and audits of the implementation of compliance measures in
various departments. We are in the process of refining the scope of such audits to
cover our overseas subsidiaries and distributors as well to assess whether our
sanctions compliance policies and compliance-related contractual obligations
imposed on distributors have been adequately followed; and
 we continuously engage in communications with relevant parties such as
government, industry associations, and legal advisers to support the implementation
and further enhancement of our International Sanctions-related internal control
policies.
BUSINESS
– 303 –


--- page 314 ---
Prior to the Listing, we will further monitor our sanctions risk and implement additional
measures to minimize sanctions risks, including:
 establishing and maintaining separate bank accounts solely for the purpose of
storing and allocating funds raised from the Global Offering, as well as any other
funds raised through the Stock Exchange;
 implementing ongoing sanctions screening and monitoring on a monthly basis of all
counterparties, especially in relation to high-risk jurisdictions such as the Relevant
Countries. Such measures primarily include (i) business teams collecting, recording
and reporting business information, and conducting an initial assessment based on
the counterparties’ potential involvement in high-risk jurisdictions; (ii) business
teams conducting sanctions screening of the counterparties using third-party service
providers such as Dow Jones; (iii) the legal department undertaking risk-based
checks and reviews to assess compliance risks in business activities; and (iv) the
Board and other supervisory functional departments fostering a culture of
compliance awareness and overseeing the implementation and effectiveness of
compliance efforts;
 continuously enhancing and enforcing the current comprehensive sanctions
compliance-related contractual obligations imposed on customers, suppliers, and
distributors;
 incorporating and implementing sanctions compliance-focused audits into the
Group’s periodic internal audits of its global operations. Such audits would cover
the Group’s overseas subsidiaries and distributors as well to assess whether the
Group’s sanctions compliance policies and compliance-related contractual
obligations imposed on distributors have been adequately followed; and
 strengthening communication with relevant parties such as government, industry
associations, and legal advisers to support the implementation and further
enhancement of our International Sanctions-related internal control policies.
Our internal control consultant conducted follow-up reviews on our enhanced internal
control measures in respect of our exposure to sanction risks that may arise from our business
dealings with counterparties in overseas countries. The internal control consultant is not aware
of any material deficiencies in the design and implementation of the enhanced internal control
measures in respect of our exposure to sanction risks, and the Internal Control Consultant did
not have any further recommendation in the internal control review.
BUSINESS
– 304 –


--- page 315 ---
Our International Sanctions Legal Advisor has reviewed and evaluated these internal
control measures and is of the view that these measures, insofar as they can be strictly
implemented by our Group, would be adequate and effective for our Group to comply with the
applicable International Sanctions Laws.
Having taken the above advice of our International Sanctions Legal Advisor into account,
our Directors are of the view that the above measures will provide a reasonably adequate and
effective framework to assist us in identifying and monitoring any material risks relating to
international sanctions.
We do not intend to proactively develop our business presence in the Relevant Countries
as of the date of the Prospectus, and may adjust our business operations and sales to the
Relevant Countries as regulatory developments continue to evolve. We will closely monitor
regulatory developments related to Russia and other Relevant Countries and will consider
adjusting our business commitments in these regions if sanctions risks escalate. We are
expected to further diversify our international presence to mitigate the risk of concentration in
any single jurisdiction, including in Relevant Countries. For example, we plan to use a portion
of the net proceeds from the Global Offering to expand our sales network in global markets,
such as Germany, France and the United Kingdom in Europe, Vietnam, Thailand, Australia and
Saudi Arabia in Asia-Pacific, and South Africa in Africa. We plan to establish more direct sales
outlets and partner with additional distributors in overseas markets to expand our market
presence. We will continue to enhance our global R&D system by recruiting top R&D talent
and establishing overseas R&D centers worldwide to enhance R&D capabilities in more
regions to better meet the needs of global customers. As we have successfully established
overseas manufacturing bases located in Germany, Indonesia, India and the U.S., we also plan
to continue to accelerate the development of new overseas manufacturing bases.
BUSINESS
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--- page 316 ---
A W ARDS AND RECOGNITIONS
We received awards and recognitions for our products, technologies and innovations
during the Track Record Period. The following table lists the major awards and recognitions
we received during the Track Record Period and up to the Latest Practicable Date:
Y ear Award or Recognition Awarding Institution
2024 /H1118/H1118/H1118/H1118Second Prize of the National Award for
Science and Technology Progress ( ਷
ኪҦஔආӉᆤɚഃᆤ)
Ministry of Science and Technology of
the PRC
2024 /H1118/H1118/H1118/H1118Forbes China Top 30 Overseas Brands
(೐30੶)
Forbes China
2024 /H1118/H1118/H1118/H11182024 China Industrial Data Governance
“Leader” (2024ଣ“ჯ
٫)”
China Federation of Industrial
Economics ( ʕ਷ʈุ຾᏶ᑌΥึ)
2024 /H1118/H1118/H1118/H1118Digital Twin Innovation Award the Fourth Digital Twin International
Conference
2023 /H1118/H1118/H1118/H1118Green Supply Chain Management
Enterprise ( ၠЍԶᏐᗡ၍ଣΆุ)
Ministry of Industry and Information
Technology of the PRC
2022 /H1118/H1118/H1118/H1118National Enterprise Technology Center
(ΆุҦஔʕː)
NDRC, Ministry of Science and
Technology of the PRC, Ministry of
Finance of the PRC, General
Administration of Customs of the
PRC, and State Taxation
Administration of the PRC
2022 /H1118/H1118/H1118/H1118Second Prize of Science and
Technology Progress Award of
China’s Machinery Industry
(ኪҦஔᆤɚഃᆤ)
China Machinery Industry Federation &
Chinese Mechanical Engineering
Society ( ʕ਷ዚ૛ʈุᑌΥึ&ʕ਷
ዚ૛ʈ೻ኪึ)
2022 /H1118/H1118/H1118/H1118China Patent Silver Award ( ʕ਷ਖ਼лვ
ᆤ)
China National Intellectual Property
Administration
BUSINESS
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--- page 317 ---
OVERVIEW
We have, in our ordinary and usual course of business, entered into certain transactions
with entities that will become our connected persons (as defined under Chapter 14A of the
Listing Rules) upon Listing. Such transactions will continue after the Listing and will therefore
constitute our continuing connected transactions under the Listing Rules.
CONNECTED PERSONS
The following entities will become our connected persons (as defined under Chapter 14A
of the Listing Rules) upon Listing and have entered into certain transactions with us which will
constitute continuing connected transactions under Chapter 14A of the Listing Rules:
Connected Persons Connected Relationship
Mr. Liang Wengen and his associates,
including SANY Group and its associates
and excluding Sany International Group,
Sany RE Group and Liang Zaizhong
Connected Persons (each as defined
below), collectively referred to as the
“Liang Wengen Connected Persons ”)
For details of the businesses of SANY
Group, see “Relationship with our
Controlling Shareholders” /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Mr. Liang Wengen is the founder, a non-
executive Director and one of our
Controlling Shareholders
Mr. Liang Zaizhong and his associates
(including Rootcloud Technology Co.,
Ltd. (ʮ̡), a
company principally engaged in the
operation of industrial Internet cloud
platform, and its subsidiaries and
Guangzhou Ygp Industrial Trading Co.,
Ltd. (ʮ̡), a
company principally engaged in the
environmental industry “ Liang
Zaizhong Connected Persons ”) /H1118/H1118/H1118/H1118/H1118/H1118
Mr. Liang Zaizhong is a non-executive
Director and the son of Mr. Liang
Wengen
Sany Renewable Energy Co., Ltd. (ࠠ
ʮ̡)( “ Sany Renewable
Energy ”, together with its subsidiaries,
“Sany RE Group ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A company listed on the Shanghai Stock
Exchange (stock code: 688349) and
owned by Mr. Liang Wengen as to
approximately 45.73%
CONNECTED TRANSACTIONS
– 307 –


--- page 318 ---
Connected Persons Connected Relationship
Sany Heavy Equipment International
Holdings Company Limited (“ Sany
International ”, together with its
subsidiaries, “ Sany International
Group ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A company listed on the Stock Exchange
(stock code: 00631) and owned by
Mr. Liang Wengen as to approximately
80.79%
Loudi Zhongxing Hydraulic Components
Co., Ltd. (ʮ̡),
Loudi Zhongyuan New Materials Co.,
Ltd. (ʮ̡),
Hunan SANY Road Machinery Co., Ltd.
(ʮ̡) and SANY
Hongxiang Battery Co., Ltd. (൥
ʮ̡) (collectively, the
“Connected Subsidiaries ”)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Each of the Connected Subsidiaries is a
non-wholly owned subsidiary of our
Company and is owned as to more than
10% by SANY Group and/or its
associates, and therefore constitutes a
connected subsidiary of our Company
under Rule 14A.16 of the Listing Rules
Hunan Zhongwang Construction
Machinery Equipment Co., Ltd. (ʕ
ʮ̡) and Xiangtan
Zhongwang Construction Machinery
Equipment Co., Ltd. (ʈ೻ዚ૛
ʮ̡) (each of which is
principally engaged in the sales and
distribution of engineering machinery,
collectively with their respective
subsidiaries, the “ Zhongwang
Construction Machineries ”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Each of Hunan Zhongwang Construction
Machinery Equipment Co., Ltd. and
Xiangtan Zhongwang Construction
Machinery Equipment Co., Ltd. is owned
as to over 50% by Mr. Zhong Wenming
(׼the brother-in-law of Mr. Zhou
Fugui ( մ၅൮), one of our Controlling
Shareholders, and therefore constitutes a
deemed connected person of our
Company under Rule 14A.21 of the
Listing Rules
CONNECTED TRANSACTIONS
– 308 –


--- page 319 ---
SUMMARY OF OUR CONTINUING CONNECTED TRANSACTIONS
Nature of transactions Counterparties
Applicable Listing
Rules Waiver Sought
Fully exempt continuing connected transactions
1. IP licensing /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118SANY Group 14A.76(1)(a) N/A
2. Procurement of materials /H1118/H1118Sany RE Group 14A.76(1)(a) N/A
3. Sharing of utilities and
supporting services /H1118/H1118/H1118/H1118/H1118
Sany RE Group
Sany International Group
Liang Wengen Connected
Persons
Liang Zaizhong Connected
Persons
Connected Subsidiaries
14A.76(1)(a) N/A
4. Lease of properties and/or
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Sany RE Group
Sany International Group
Liang Wengen Connected
Persons
Liang Zaizhong Connected
Persons
Connected Subsidiaries
14A.76(1)(a) N/A
5. Provision of guarantees /H1118/H1118/H1118Liang Wengen Connected
Persons
Sany International Group
Liang Zaizhong Connected
Persons
Sany RE Group
Connected Subsidiaries
14A.76(1)(a) N/A
6. Provision of financial
services /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Liang Wengen Connected
Persons
Sany International Group
Liang Zaizhong Connected
Persons
Sany RE Group
Connected Subsidiaries
14A.76(1)(a) N/A
7. Procurement of products
and services /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Zhongwang Construction
Machineries
14A.76(1)(a) N/A
CONNECTED TRANSACTIONS
– 309 –


--- page 320 ---
Nature of transactions Counterparties
Applicable Listing
Rules Waiver Sought
Non-exempt continuing connected transactions
1. Procurement of products /H1118/H1118Liang Wengen Connected
Persons
14A.34 to
14A.36,
14A.46,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement,
circular, and
independent
Shareholders’
approval
requirements
2. Procurement of products
and electricity /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Sany International Group 14A.34 to
14A.36,
14A.46,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement,
circular, and
independent
Shareholders’
approval
requirements
3. Provision of products and
materials and logistics
services /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Connected Subsidiaries 14A.34 to
14A.36,
14A.46,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement,
circular, and
independent
Shareholders’
approval
requirements
4. Guarantee and equipment
sales under the finance
lease and mortgage loan /H1118/H1118
Sany International Group
Liang Wengen Connected
Persons
14A.34 to
14A.36,
14A.46,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement,
circular, and
independent
Shareholders’
approval
requirements
5. Guarantee and equipment
sales under the finance
lease and mortgage loan /H1118/H1118
Liang Zaizhong Connected
Persons
Zhongwang Construction
Machineries
Connected Subsidiaries
14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
6. Provision of guarantees in
favor of the Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Connected Subsidiaries 14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
7. Provision of products and
operational services /H1118/H1118/H1118/H1118
Liang Wengen Connected
Persons
14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
8. Procurement of supporting
services /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Liang Wengen Connected
Persons
14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
CONNECTED TRANSACTIONS
– 310 –


--- page 321 ---
Nature of transactions Counterparties
Applicable Listing
Rules Waiver Sought
9. Procurement of materials
and cloud services /H1118/H1118/H1118/H1118/H1118/H1118
Liang Zaizhong Connected
Persons
14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
10. Provision of products /H1118/H1118/H1118Liang Zaizhong Connected
Persons
14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
11. Provision of supporting
services /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Sany International Group 14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
12. Provision of products and
operational services /H1118/H1118/H1118/H1118/H1118
Sany International Group 14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
13. Procurement of materials
and after-sales services /H1118/H1118/H1118
Connected Subsidiaries 14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
14. Provision of products and
operational services /H1118/H1118/H1118/H1118/H1118
Sany RE Group 14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
15. Provision of products and
services /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Zhongwang Construction
Machineries
14A.34, 14A.35,
14A.49, 14A.51
to 14A.59 and
14A.71
Announcement
requirement
CONNECTED TRANSACTIONS
–3 1 1–


--- page 322 ---
FULLY-EXEMPT CONTINUING CONNECTED TRANSACTIONS
We have entered into the following transactions with our connected persons on normal
commercial terms, which will continue after the Listing:
(1) licensing certain intellectual properties on a royalty-free basis, including (i)
non-exclusive and exclusive licenses of the SANY -related trademarks, such as
“ɧɓ”, “
”, “
 ” and “
 ” to and from SANY Group, and (ii) an
exclusive license of the domain name of sany.com.cn from SANY Group, for use in
the ordinary course of business and operations (the “ IP licensing ”). The licensed
trademarks pertaining to our principal businesses shall be exclusively licensed to our
Group, and SANY Group undertakes not to use or authorize other parties to use such
trademarks to conduct identical or similar businesses to those of our Group. The IP
licensing agreements will end on the expiration date of the licensed intellectual
properties and will automatically extend upon renewal of the licensed intellectual
properties. As required by Rule 14A.52 of the Listing Rules, the period for the
agreement for the continuing connected transactions must not exceed three years,
except in cases where nature of the transaction requires the agreement to be of a
duration longer than three years. The Directors (including our independent non-
executive Directors) are of the view that the IP licensing agreements were entered
into on normal commercial terms and a longer duration of the licensing agreements
will avoid any unnecessary business interruption and help ensure the long-term
stable business development and continuity of our market recognition, and it is
normal business practice for IP licensing agreements of similar type to be entered
into for such duration. The Directors (including our independent non-executive
Directors) are of the view that it is in the interests of our Company and the
Shareholders as a whole to enter into the IP licensing agreements with a term longer
than three years. The Sole Sponsor is of the view that nothing causes it to believe
that it is not a normal business practice for similar IP licensing agreements to be of
a team of longer than three years.
(2) procurement of materials from Sany RE Group in connection with the project
construction by our Group to support their construction needs. The pricing of the
procurement shall be determined after arm’s length negotiations between our Group
and Sany RE Group, with reference to, among others, the market price of the
materials and the cost incurred by Sany RE Group in respect of the relevant
procurement, which shall not be less favorable than those for transactions between
our Group and Independent Third Parties under the same conditions and the
transactions have been conducted in the ordinary and usual course of business and
on normal commercial terms or better.
CONNECTED TRANSACTIONS
– 312 –


--- page 323 ---
(3) sharing of utilities and supporting services, such as human resource and information
system support, tax advisory and property management services, with Sany RE
Group, Sany International Group, Liang Wengen Connected Persons, Liang
Zaizhong Connected Persons and Connected Subsidiaries, subject to the completion
of the requisite procedures and the obtaining the necessary approvals by the parties,
if any, which can help enhance utilization and economies of scale of the existing
operational support resources and, on the other hand, reduce the administrative costs
of our Group in procuring similar services. The pricing of the services shall be
determined after arm’s length negotiations between the parties, with reference to,
among others, the cost incurred in respect of the relevant services, which are
allocated to our Group or the counterparties on a fair and equitable basis, which
shall not be less favorable than those for transactions between our Group and
Independent Third Parties under the same conditions and the transactions have been
conducted in the ordinary and usual course of business and on normal commercial
terms or better.
(4) lease of properties and/or equipment, such as certain factories, working space,
dormitories and testing equipment, to Sany RE Group, Sany International Group,
Liang Wengen Connected Persons, Liang Zaizhong Connected Persons and
Connected Subsidiaries, subject to the completion of the requisite procedures and
the obtaining the necessary approvals by the parties, if any, mainly considering the
properties and/or equipment are usually located adjacent to their premises to avoid
interruptions to their operations. The pricing shall be determined after an arm’s
length negotiations with reference to the location, function and size of the
properties, and the specification of the required equipment, and is to be no less
favorable to our Group than the prevailing market price of the rent of similar
property in the vicinity and of the similar equipment, and the transactions have been
conducted in the ordinary and usual course of business and on normal commercial
terms or better.
(5) provision of guarantees in favor of each of Liang Wengen Connected Persons, Sany
International Group, Liang Zaizhong Connected Persons, Sany RE Group and
Connected Subsidiaries in the form of letters of guarantee issued by our Group to
independent third-party suppliers or customers of the relevant connected persons,
subject to the completion of the requisite procedures and the obtaining the necessary
approvals by the parties, if any, for the purposes of guaranteeing their tenders and
contract performance taking into account of our industry experience in the guarantee
related business.
The guarantees are provided by our Group on normal commercial terms, which shall
not be less favorable than those for transactions between our Group and Independent
Third Parties under the same conditions and the transactions have been conducted
in the ordinary and usual course of business.
CONNECTED TRANSACTIONS
– 313 –


--- page 324 ---
(6) provision of financial services to each of Liang Wengen Connected Persons, Sany
International Group, Liang Zaizhong Connected Persons, Sany RE Group and/or
Connected Subsidiaries, subject to the completion of the requisite procedures and
the obtaining the necessary approvals by the parties (if any), where applicable, (i)
in the form of letters of guarantee issued by our Group to guarantee their respective
tenders and contract performance, and our connected persons shall pay the relevant
service fee to us based on the guaranteed amount and/or (ii) in the form of payment
commitment letters as a payment alternate for settlement with their suppliers
through our digital finance platform. Through the platform, the suppliers of our
connected persons may use the payment commitment letters to obtain financing
from external financial institutions, for which we will charge a service fee, and no
fees are charged for issuing the payment commitment letters.
The financial services are provided by our Group on normal commercial terms,
which shall not be less favorable than those for transactions between our Group and
Independent Third Parties or other counterparties under the same conditions and the
transactions have been conducted in the ordinary and usual course of business.
(7) procurement of products, such as second-hand equipment for training purpose, and
services, such as after-sales services, from Zhongwang Construction Machineries.
The pricing shall be determined after arm’s length negotiations between the parties,
taking into account the type of products/services required, the relevant labor costs,
and the prevailing market price of similar products/services, and shall not be less
favorable than those for transactions between our Group and Independent Third
Parties under the same conditions and the transactions have been conducted in the
ordinary and usual course of business and on normal commercial terms or better.
As the highest applicable percentage ratios for each of the abovementioned transactions
for the purpose of Chapter 14A of the Listing Rules will be less than 0.1% on an annual basis,
each of such transactions will constitute a de minimis continuing connected transaction of our
Company pursuant to Rule 14A.76(1) of the Listing Rules that will be fully exempt from
reporting, annual review, announcement, circular and independent Shareholders’ approval
requirements under Chapter 14A of the Listing Rules.
CONNECTED TRANSACTIONS
– 314 –


--- page 325 ---
NON-EXEMPT CONTINUING CONNECTED TRANSACTIONS SUBJECT TO
REPORTING, ANNUAL REVIEW, ANNOUNCEMENT, CIRCULAR AND
INDEPENDENT SHAREHOLDERS’ APPROV AL REQUIREMENTS
In our ordinary and usual course of business, we have entered into the following
transactions which, as our Directors currently expect, the highest applicable percentage ratio
calculated for the purpose of Chapter 14A of the Listing Rules will be more than 5% on an
annual basis. Under Rule 14A.76(2) of the Listing Rules, these transactions will be subject to
the reporting, annual review, announcement, circular and independent Shareholders’ approval
requirements under Chapter 14A of the Listing Rules.
1. Procurement of products from Liang Wengen Connected Persons
Parties
Mr. Liang Wengen (for and on behalf of Liang Wengen Connected Persons)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a procurement of products framework agreement with Mr. Liang Wengen
(for and on behalf of Liang Wengen Connected Persons) on October 16, 2025 (the “ Liang
Wengen Procurement Framework Agreement ”), pursuant to which our Group may from time
to time procure from Liang Wengen Connected Persons (i) raw materials such as bulk steel, and
components such as dump truck mixer cab, plunger pump and plunger motor; and (ii) products,
such as tractors and PC/ALC production lines which are manufactured by SANY Group to use
as prefabricated concrete components, for our sales and overseas distribution to customers. The
initial term of the Liang Wengen Procurement Framework Agreement shall commence on the
Listing Date until December 31, 2027, subject to renewal by mutual consent.
Pricing terms
The pricing for the procurement of the relevant products shall be determined based on
arm’s length negotiations between the parties with reference to the type and specification of
product required, the relevant labor costs, raw material costs, production costs and the
prevailing market price of similar product, and shall not be less favorable than those for
transactions between our Group and Independent Third Parties under the same conditions.
CONNECTED TRANSACTIONS
– 315 –


--- page 326 ---
Reasons for the transactions
Our Group has been procuring certain products (such as materials, components) from
Liang Wengen Connected Persons from time to time, which allows our Group to leverage the
established facilities and sales network of Liang Wengen Connected Persons, thereby
enhancing economies of scale and increasing cost efficiency. In addition, our Group has a
comprehensive and well-established global sales network which enables us to effectively fulfill
customer needs of diverse regions. We have been historically procuring finished products from
Liang Wengen Connected Persons to facilitate sales of such products through our global sales
network, meanwhile further promoting our global presence to cover a wide range of customer
categories.
Through the long-standing and stable business relationship, Liang Wengen Connected
Persons have gained a comprehensive understanding of our business needs, quality standards
and operational requirements, and we consider that Liang Wengen Connected Persons are
capable of effectively and stably satisfying our demand for the relevant products.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Procurement of products from
Liang Wengen Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,090 1,294 2,534 1,113
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Liang Wengen
Procurement Framework Agreement for the three years ending December 31, 2027 shall not
exceed the caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Procurement of products from Liang
Wengen Connected Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,976 4,498 5,137
CONNECTED TRANSACTIONS
– 316 –


--- page 327 ---
The above proposed annual caps of procurements of products by our Group are
determined with reference to:
(a) the historical transaction amounts and the growing trend during the Track Record
Period. It is noted that the transaction amounts experienced rapid growth of
approximately 96% from 2023 to 2024, and such growing trend is expected to
continue. Further, the transaction amounts for the four months ended April 30, 2025
already accounted for approximately 32% of the proposed annual cap for the year
ending December 31, 2025, which is in line with the consistently increasing trend;
(b) the estimated demands for the products for our sales globally and other materials,
components offered by Liang Wengen Connected Persons for the three years ending
December 31, 2027, which are expected to increase to meet increasing consumer
needs and the needs of our further business development; and
(c) the estimated product prices to be charged by Liang Wengen Connected Persons,
with reference to the price level during the Track Record Period and the potential
fluctuation in the price, taking into account the relevant cost.
2. Procurement of products and electricity from Sany International Group
Parties
Sany International (for itself and on behalf of Sany International Group)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We expect to enter into a procurement framework agreement with Sany International (for
itself and on behalf of Sany International Group) prior to Listing (the “ SANYI Procurement
Framework Agreement ”), pursuant to which our Group may, from time to time, procure from
Sany International Group, among others, (i) its finished products such as mining and logistics
equipment for sales to customers, (ii) raw materials, parts and components such as battery pack
and steel sheets for our production, and (iii) electricity to be generated by the photovoltaic
equipment of Sany International Group. The initial term of the SANYI Procurement
Framework Agreement shall commence on the Listing Date until December 31, 2027, subject
to the completion of the requisite procedures and the obtaining the necessary approvals by the
parties, and renewal by mutual consent.
CONNECTED TRANSACTIONS
– 317 –


--- page 328 ---
Pricing terms
The pricing for the procurement from Sany International Group shall be determined based
on arm’s length negotiations between the parties with reference to the type and specification
of product/service required, the relevant labor costs, raw material costs, production costs, the
real-time energy price and the prevailing market price of similar product, and shall not be less
favorable than those for transactions between our Group and Independent Third Parties under
the same conditions.
Reasons for the transactions
Sany International Group is a leading company engaged in the core business of mining
equipment, logistics equipment, oil and gas equipment, and emerging industries covering solar
modules, hydrogen production equipment, power battery modules and energy storage systems.
We have been procuring finished products from Sany International Group to satisfy customer
demand and also to facilitate sales of relevant products by Sany International Group through
our global sales network, while further promoting our global presence to cover a wide range
of customer categories.
In our ordinary and usual business, our Group has been procuring from Sany International
Group raw materials, parts, components and electricity for use in our business, familiarizing
it with our business needs, quality standards and operational requirements. Among such
procurements, we purchase from Sany International Group electricity to be generated by the
photovoltaic equipment installed on certain rooftops of our premises, allowing us to
supplement our energy needs while promoting cost savings on electricity. We believe that Sany
International Group is capable of fulfilling our demand efficiently and reliably with a stable
and high-quality supply of products.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Procurement of products and
electricity from Sany
International Group /H1118/H1118/H1118/H1118/H1118/H11183,149 3,338 2,643 1,045
CONNECTED TRANSACTIONS
– 318 –


--- page 329 ---
Annual caps and basis of annual caps
We expect that the maximum aggregate annual transaction amounts in respect of the
transactions under the SANYI Procurement Framework Agreement for the three years ending
December 31, 2027 shall not exceed the caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Procurement of products and electricity
from Sany International Group /H1118/H1118/H1118/H1118/H1118/H11184,628 5,030 5,318
The above proposed annual caps of procurement by our Group are determined with
reference to:
(a) the historical transaction amounts during the Track Record Period;
(b) the estimated demands for the products and electricity supplied by Sany
International Group for the three years ending December 31, 2027, which are
expected to increase taking into account the existing contracts or arrangements
between our Group and Sany International Group and development plans of both
groups. Specifically, it is expected the procurement from Sany International will
continue to increase (i) to facilitate sales of relevant products by Sany International
Group through our global sales network due to its overseas local customers’ needs,
which may, however, be affected by the global operating environment and overseas
markets. According to the 2024 annual report of Sany International, overseas
revenue has become its important source of profit, with rapid growth. The overseas
sales of Sany International has increased by 28.4% in 2024 and will continue to
grow in 2025. Also, the expansion of our sales network along with the
implementation of our globalization strategy will lead to an expected increase in our
overseas distribution capabilities. During the Track Record Period, the number of
our overseas distributors increased from 307 as of December 31, 2022 to 322 as of
December 31, 2023, and further to 329 as of December 31, 2024, and (ii) following
the acquisition of a lithium battery production company by Sany International in
August 2024, it is expected that the procurement amount by our Company will
increase to supplement our supply chain for the needs of battery and electricity; and
(c) the estimated prices to be charged by Sany International Group, with reference to the
price level during the Track Record Period and the potential fluctuation in the price,
taking into account the relevant cost.
CONNECTED TRANSACTIONS
– 319 –


--- page 330 ---
3. Provision of products and materials and logistics services to Connected Subsidiaries
Parties
Connected Subsidiaries
Our Company (for itself and on behalf of its subsidiaries, other than the Connected
Subsidiaries)
Principal terms
We entered into a provision of products and materials and logistics services framework
agreement with Connected Subsidiaries on October 16, 2025 (the “ Connected Subsidiaries
Sales Framework Agreement ”), pursuant to which our Group may from time to time provide
with Connected Subsidiaries (i) (a) certain products such as construction machinery products
and accessories for sales to end-customers, and (b) raw materials such as battery cells, procured
by Connected Subsidiaries through us from third-party suppliers; and (ii) logistics services
through our centralized logistics platforms, which is capable of consolidating the logistics
demands of our Group to enhance bargaining power and reduce logistics costs, to arrange
centralized courier of the products manufactured by the Connected Subsidiaries. The logistics
services provided are mainly serve within our Group with a small amount of third-party
customers utilizing the same platforms. The initial term of the Connected Subsidiaries Sales
Framework Agreement shall commence on the Listing Date until December 31, 2027, subject
to renewal by mutual consent.
Pricing terms
The pricing for the provision of the relevant products and materials to Connected
Subsidiaries shall be generally in line with or better than the prices charged to Independent
Third Parties for similar materials or products, with reference to the type and specification of
products/materials required, the relevant labor costs and costs of products/materials, and the
prevailing market price of similar materials/products. The prices for the relevant services shall
be determined between Connected Subsidiaries and us after arm’s length negotiations, taking
into account the type of services required, the relevant labor costs, and the prevailing market
price of similar services, and shall not be less favorable than those for transactions between our
Group and Independent Third Parties under the same conditions. The prices for the logistics
services shall be determined between Connected Subsidiaries and us after arm’s length
negotiations, taking into account the type of services required, the relevant labor costs, and the
prevailing market price of similar services, and shall not be less favorable than those for
transactions between our Group and Independent Third Parties under the same conditions.
CONNECTED TRANSACTIONS
– 320 –


--- page 331 ---
Reasons for the transactions
We have been selling machinery products through the relevant Connected Subsidiaries to
our customers, enabling us to promote our brand recognition through centralized sales channel
and achieve synergy effects. We have also been procuring raw materials for our subsidiaries,
including the relevant Connected Subsidiaries, to enjoy enhanced economies of scale and
enable a stable supply of raw materials for our Group. Further, Connected Subsidiaries have
demand for logistics services to support their business operations, which they have been
sourcing from our Group from time to time. Such cooperations provide mutual benefits to our
Group and our Connected Subsidiaries, which in turn may improve synergies and enhance
business growth.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Provision of products and
materials and logistics
services to Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,576 968 1,138 697
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Connected Subsidiaries
Sales Framework Agreement for the three years ending December 31, 2027 shall not exceed the
caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Provision of products and materials and
logistics services to Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,107 6,832 8,380
CONNECTED TRANSACTIONS
– 321 –


--- page 332 ---
The above proposed annual caps of provision of products and materials and logistics
services to Connected Subsidiaries are determined with reference to:
(a) the historical transaction amounts during the Track Record Period;
(b) the estimated demands for materials and products and logistics services by
Connected Subsidiaries, which are expected to increase to meet the needs of their
further business development for the three years ending December 31, 2027,
primarily due to the strategic business adjustment of our Group to expand and
centralize sales through the Connected Subsidiaries, which now serve as one of our
primary sales platforms to end-customers for sale of concrete machinery and
accessories, leading to the significant increase in demand for the products and
materials and the logistics services to support the shipment of such products to
end-customers. Such transition to sale of accessories through Connected
Subsidiaries became effective in early 2025 and the transition for sale of concrete
machinery is expected to gradually start from June 2025. It is expected that while
the existing arrangements will remain a contributing driver for the transaction
amounts, the increment in the annual caps will be largely attributable to the
transition, which will account for approximately 60% and 70% of the annual cap for
2025 and 2026, respectively; and
(c) the estimated price of the product and materials and logistics services to be supplied
to Connected Subsidiaries, with reference to the price level during the Track Record
Period and the potential fluctuation in the price, taking into account the relevant
cost.
4. Guarantee and equipment sales under the finance lease and mortgage loan
As part of our ordinary course of business, our Group has provided finance lease services
through our subsidiaries to the end customers of Sany International Group and Liang Wengen
Connected Persons by way of (i) direct lease, under which our Group purchase parts and
equipment from such connected persons for leasing to their end customers, and (ii) sale and
leaseback, under which the end customers purchase parts and equipment from Sany
International Group or Liang Wengen Connected Persons, financed and directly paid by our
Group, and sell and transfer the ownership of the relevant parts and equipment to us. We then
lease such parts and equipment back to the relevant end customers as lessees for lease
payments. In addition, our Group has also provided mortgage loans through our subsidiaries to
the end customers of Sany International Group and Liang Wengen Connected Persons, under
which we finance such purchase and make payments directly to such connected persons on
behalf of their end customers. Pursuant to the finance lease and mortgage loan arrangements,
our connected persons, as seller of the relevant products, will provide guarantee to our Group
for the benefit of their end customers to guarantee the performance of the obligations under the
individual finance lease and/or mortgage loan agreements.
CONNECTED TRANSACTIONS
– 322 –


--- page 333 ---
The following diagrams illustrated the transaction flows with the relevant connected
persons:
Direct Lease
The finance lease
subsidiary of the Group
(Lessor)
The relevant
connected persons
(Product Seller)
(5) Lease back of the product
(3) Sale of the product
(6) Lease payment
(7) Providing repurchase
 guarantee
(1) Sale and delivery
 of the product
(2) Initial down payment(4) Payment for the product
End customers of the
connected persons
(Lessee)
Sale and leaseback
The finance lease
subsidiary of the Group
(Lessor)
The relevant
connected persons
(Product Seller)
(1) Purchase of the product
 according to customer’s
 specification
(2) Payment for the product
(3) Lease of the product
(4) Lease payment
(5) Providing repurchase
 guarantee
End customers
of the relevant
connected persons
(Lessee)
Mortgage
The Group
(Mortgagee)
The relevant
connected persons
(Product Seller)
(3) Repaying mortgage
(4) Providing repurchase
 guarantee
(1) Sale and delivery
 of the product
(2) Payment for the
 product
End customers of the
connected persons
(Mortgagor)
Pricing terms
The terms of the guarantee under the finance lease and mortgage loan arrangements shall
be agreed between the parties after arm’s length negotiations on normal commercial terms.
CONNECTED TRANSACTIONS
– 323 –


--- page 334 ---
In respect of the purchase of parts and equipment under the finance lease and mortgage
loan arrangements, the prices of the relevant parts and equipment shall be in line with the
prices offered to the end customers, determined with reference to the manufacturing costs
involved, and shall in any event be no less favorable to our Group than terms available from
Independent Third Parties.
Reasons for the transactions
The business of the relevant connected persons of our Company involves sale and
manufacture of machineries and equipment, and it is in line with the market practice for the
manufacturer of the relevant equipment to provide financial guarantees in respect of the
products sold to its end customers.
We have extensive industry experience in the finance lease and mortgage loan business
and maintained a long-term business relationship with the respective connected persons of our
Company and accumulated in-depth understanding of their business operations. Entering into
transactions of equipment sales and guarantee under the finance lease and mortgage loan with
the relevant connected persons of our Company would also promote our finance lease and
mortgage loan business as well as expand the customer base of our Group, and will hence
provide more growth opportunity to us.
(a) Guarantee and equipment sales with Sany International Group
Parties
Sany International (for itself and on behalf of Sany International Group)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We expect to enter into a guarantee and equipment sales framework agreement with Sany
International (for itself and on behalf of Sany International Group) prior to Listing (the
“SANYI Guarantee Framework Agreement ”), pursuant to which Sany International Group
may, from time to time, in respect of the purchase of parts and equipment by its end customers
(i) receive payments for the purchase of parts and equipment financed through the finance lease
and/or mortgage loan provided by our Group to the end customers; and (ii) provide guarantee
to our Group to guarantee the end customers’ performance under the relevant finance lease
and/or mortgage loan agreements. The initial term of the SANYI Guarantee Framework
Agreement shall commence on the Listing Date until December 31, 2027, subject to the
completion of the requisite procedures and the obtaining the necessary approvals by the parties,
and renewal by mutual consent.
CONNECTED TRANSACTIONS
– 324 –


--- page 335 ---
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Purchase of parts and
equipment under the
finance lease and mortgage
loan /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,440 3,213 1,647 776
Guarantee from Sany
International Group /H1118/H1118/H1118/H1118/H1118/H11181,243 2,942 1,517 679
Annual caps and basis of annual caps
We expect that the maximum aggregate annual transaction amounts in respect of the
transactions under the SANYI Guarantee Framework Agreement for the three years ending
December 31, 2027 shall not exceed the caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Purchase of parts and equipment under
the finance lease and mortgage loan /H1118/H11182,466 3,314 4,341
Guarantee from Sany International
Group /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,259 3,098 4,128
CONNECTED TRANSACTIONS
– 325 –


--- page 336 ---
The above proposed annual caps are determined with reference to:
(a) the historical transaction amounts during the Track Record Period;
(b) the expected increase in sales of parts and equipment by Sany International Group,
considering its sales plan. In particular, Sany International Group has continued its
efforts to promote product development and upgrade and also sales and delivery of
new energy products, which would generate additional transactions requiring our
finance lease services and mortgage loans over the following three years; and
(c) the expected average ratio of Sany International Group’s parts and equipment sales
utilizing our finance lease services and mortgage loans for the three years ending
December 31, 2027, with reference to the historical percentage ratios and growing
trend during the Track Record Period.
(b) Guarantee and equipment sales with Liang Wengen Connected Persons
Parties
Mr. Liang Wengen (for and on behalf of Liang Wengen Connected Persons)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a guarantee and equipment sales framework agreement with Mr. Liang
Wengen (for and on behalf of Liang Wengen Connected Persons) on October 16, 2025 (the
“Liang Wengen Guarantee Framework Agreement ”), pursuant to which Liang Wengen
Connected Persons may from time to time, in respect of the purchase of vehicle and equipment
by their end customers, (i) receive payments for the purchase of vehicle and equipment
financed through the finance lease and mortgage loan provided by our Group to the end
customers; and (ii) provide guarantees to our Group to guarantee the end customers’
performance under the relevant finance lease and/or mortgage loan agreements. The initial term
of the Liang Wengen Guarantee Framework Agreement shall commence on the Listing Date
until December 31, 2027, subject to renewal by mutual consent.
CONNECTED TRANSACTIONS
– 326 –


--- page 337 ---
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Purchase of vehicles and
equipment under the
finance lease and mortgage
loan /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,909 1,758 2,556 901
Guarantee from Liang
Wengen Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,676 1,645 2,421 825
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Liang Wengen Guarantee
Framework Agreement for the three years ending December 31, 2027 shall not exceed the caps
set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Purchase of vehicles and equipment
under the finance lease and mortgage
loan /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,679 4,872 6,800
Guarantee from Liang Wengen
Connected Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,333 4,634 6,470
The above proposed annual caps are determined with reference to:
(a) the historical transaction amounts during the Track Record Period;
CONNECTED TRANSACTIONS
– 327 –


--- page 338 ---
(b) the expected increase in sales of vehicles and equipment by Liang Wengen
Connected Persons, considering its sales plan. In particular, Liang Wengen
Connected Persons will further advance their development in the future, with an
emphasis on development, launch and sales of new products over the following three
years, which would generate additional transactions requiring our finance lease
services and mortgage loans; and
(c) the expected average ratio of Liang Wengen Connected Persons’ parts and
equipment sales utilizing our finance lease services and mortgage loans for the three
years ending December 31, 2027, with reference to the historical percentage ratios
and growing trend during the Track Record Period.
NON-EXEMPT CONTINUING CONNECTED TRANSACTIONS SUBJECT TO
REPORTING, ANNUAL REVIEW AND ANNOUNCEMENT REQUIREMENTS
We have entered into the following transactions which, as our Directors currently expect,
the highest applicable percentage ratio calculated for the purpose of Chapter 14A of the Listing
Rules will be more than 0.1% but less than 5% on an annual basis. Under Rule 14A.76(2) of
the Listing Rules, these transactions will be subject to the reporting, annual review and
announcement requirements under Chapter 14A of the Hong Kong Listing Rules but will be
exempted from the independent Shareholders’ approval requirement under Chapter 14A of the
Listing Rules.
5. Guarantee and equipment sales under the finance lease and mortgage loan
Our Group has provided finance lease services by way of sale and leaseback as well as
mortgage loan to the end customers of Liang Zaizhong Connected Persons, Zhongwang
Construction Machineries and Connected Subsidiaries, whereby the relevant connected persons
as the sellers will provide guarantee to our Group for the benefit of their end customers to
guarantee the performance of the obligations under the individual finance lease and/or
mortgage loan agreements.
CONNECTED TRANSACTIONS
– 328 –


--- page 339 ---
The following diagrams illustrated the transaction flows with the relevant connected
persons:
Sale and leaseback
The finance lease
subsidiary of the Group
(Lessor)
The relevant
connected persons
(Product Seller)
(1) Purchase of the product
 according to customer’s
 specification
(2) Payment for the product
(3) Lease of the product
(4) Lease payment
(5) Providing repurchase
 guarantee
End customers
of the relevant
connected persons
(Lessee)
Mortgage
The Group
(Mortgagee)
The relevant
connected persons
(Product Seller)
(3) Repaying mortgage
(4) Providing repurchase
 guarantee
(1) Sale and delivery
 of the product
(2) Payment for the
 product
End customers of the
connected persons
(Mortgagor)
Reasons for the transactions
The business of the relevant connected persons of our Company involves sales and
manufacturing of machineries and equipment, and it is in line with the market practice for the
manufacturer of the relevant equipment to provide financial guarantees in respect of the
products sold to its end-customers.
We have extensive industry experience in the finance lease and mortgage loan business
and maintained a long-term business relationship with the respective connected persons of our
Company and accumulated in-depth understanding of their business operations. Entering into
transactions of guarantee under the finance lease and mortgage loan with the relevant
connected persons would also expand the customer base of our Group, and will hence provide
more growth opportunity to us.
CONNECTED TRANSACTIONS
– 329 –


--- page 340 ---
Pricing terms
The terms of the guarantee under the finance lease and mortgage loan arrangements shall
be agreed between the parties after arm’s length negotiations on normal commercial terms. In
respect of the purchase of parts and equipment under the finance lease and mortgage loan
arrangements, the prices of the relevant parts and equipment shall be in line with the prices
offered to the end customers, determined with reference to the manufacturing costs involved,
and shall in any event be no less favorable to our Group than terms available from Independent
Third Parties.
Principal terms
We entered into a guarantee and equipment sales framework agreement with Mr. Liang
Zaizhong (for and on behalf of Liang Zaizhong Connected Persons) on October 16, 2025,
pursuant to which Liang Zaizhong Connected Persons may, from time to time, in respect of the
purchase of machineries and equipment by their end customers, (i) receive payments for the
purchase of machineries and equipment financed through the finance lease and mortgage loan
provided by our Group to the end customers; and (ii) provide guarantees to our Group to
guarantee the end customers’ performance under the relevant finance lease and/or mortgage
loan agreements. The initial term of the agreement shall commence on the Listing Date until
December 31, 2027, subject to renewal by mutual consent.
On October 16, 2025, we entered into a guarantee and equipment sales framework
agreement with each of Mr. Zhong Wenming (for and on behalf of Zhongwang Construction
Machineries) and Connected Subsidiaries on substantially the same terms as the guarantee and
equipment sales framework agreement with Mr. Liang Zaizhong.
CONNECTED TRANSACTIONS
– 330 –


--- page 341 ---
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Purchase of machineries and
equipment from Liang
Zaizhong Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 03 3 –
Purchase of machineries and
equipment from
Zhongwang Construction
Machineries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118393 269 319 69
Purchase of machineries and
equipment from Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118449 243 188 46
Guarantee from Liang
Zaizhong Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–8 2 6–
Guarantee from Zhongwang
Construction Machineries /H1118 298 226 268 55
Guarantee from Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118201 190 141 35
CONNECTED TRANSACTIONS
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Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts for the three years ending December
31, 2027 shall not exceed the caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Purchase of machineries and equipment
from Liang Zaizhong Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118195 1,387 1,675
Purchase of machineries and equipment
from Zhongwang Construction
Machineries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118431 453 476
Purchase of machineries and equipment
from Connected Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118699 1,240 1,372
Guarantee from Liang Zaizhong
Connected Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118155 1,319 1,619
Guarantee from Zhongwang
Construction Machineries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118363 381 400
Guarantee from Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118626 1,134 1,253
The above proposed annual caps are determined with reference to:
(a) The historical transaction amounts during the Track Record Period. It is noted that
the transaction amounts experienced rapid growth from 2023 to 2024;
(b) the expected increase in sales of machineries and equipment requiring our finance
lease and/or mortgage loan services, considering the business environment and
expected rapid sales growth of Liang Zaizhong Connected Persons, Zhongwang
Construction Machineries and Connected Subsidiaries, respectively. Specifically,
the growth for the transactions amount with Connected Subsidiaries is primarily due
to the strategic business adjustment of our Group to expand and centralize sales
through the Connected Subsidiaries, leading to a significant increase in the demand
for our finance lease and/or mortgage loan services; the growth for the transactions
amount with Liang Zaizhong Connected Persons is primarily due to its business
expansion of development of sanitation truck and acquisitions in 2025, leading to
the increasing needs for our finance lease and/or mortgage loan services; and the
growth for the transactions amount with Zhongwang Construction Machineries is
due to expected increase in their distribution of our products taking into account of
the increasing popularity of our products, in line with our business growth; and
CONNECTED TRANSACTIONS
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--- page 343 ---
(c) the expected average ratio of the relevant connected persons’ parts and equipment
sales utilizing our financial lease and mortgage loan services for the three years
ending December 31, 2027, with reference to the historical percentage ratios during
the Track Record Period.
6. Provision of guarantees in favor of the Connected Subsidiaries
Parties
Connected Subsidiaries
Our Company (for itself and on behalf of its subsidiaries, other than the Connected
Subsidiaries)
Principal terms
We entered into a guarantee framework agreement with the Connected Subsidiaries on
October 16, 2025 (the “ Connected Subsidiaries Guarantee Framework Agreement ”),
pursuant to which our Group may from time to time, provide guarantees in favor of the
Connected Subsidiaries in respect of (i) their financing with commercial banks, and (ii) their
committed payments in the form of payment commitment letters as a settlement alternate with
their suppliers. No fee is charged by our Company in relation to the provision of the
guarantees. The initial term of the Connected Subsidiaries Guarantee Framework Agreement
shall commence on the Listing Date until December 31, 2027, subject to renewal by mutual
consent.
Reasons for the transactions
Our Group is a global leading construction machinery company and has a well-
established market reputation. Entering into the transactions of provision of guarantees with
our Connected Subsidiaries improves their capital efficiency and stability, enhances their
operational flexibility, facilitates their sustainable growth and development, which in turn may
contribute to the overall financial performance of our Group. The Directors believe that the
terms of the transaction are fair and reasonable and in the interests of the Shareholders as a
whole.
Pricing terms
The terms of the guarantee under the Connected Subsidiaries Guarantee Framework
Agreement shall be agreed between the parties after arm’s length negotiations on normal
commercial terms.
CONNECTED TRANSACTIONS
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Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Guarantees in favor of the
Connected Subsidiaries /H1118/H1118/H1118998 1,713 1,789 1,876
Annual caps and basis of annual caps
The maximum aggregate guarantee amounts under the Connected Subsidiaries Guarantee
Framework Agreement for the three years ending December 31, 2027 shall not exceed the caps
set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Guarantees in favor of the Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,660 3,750 4,700
The above proposed annual caps of provision of guarantees by our Group are determined
with reference to:
(a) the historical guarantee amounts and the growing trend during the Track Record
Period;
(b) the estimated guarantee amounts for the existing financing or services arrangements
of the Connected Subsidiaries, taking into account the anticipated renewals or
extensions, which are expected to continue contributing to the transaction amounts
for the three years ending December 31, 2027; and
(c) the estimated demand by the Connected Subsidiaries for financing and financial
services requiring our guarantees for the three years ending December 31, 2027,
which is expected to continue to increase in line with the business development and
expansion of the Connected Subsidiaries.
CONNECTED TRANSACTIONS
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--- page 345 ---
7. Provision of products and operational services to Liang Wengen Connected Persons
Parties
Mr. Liang Wengen (for and on behalf of Liang Wengen Connected Persons)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a provision of products and services framework agreement with Mr.
Liang Wengen (for and on behalf of Liang Wengen Connected Persons) on October 16, 2025
(the “ Liang Wengen Sales Framework Agreement ”), pursuant to which our Group may from
time to time provide Liang Wengen Connected Persons (i) certain products such as concrete
machinery, hoisting machinery for leasing for overseas operation and components for their own
use; and (ii) certain operational services such as logistics services. The initial term of the Liang
Wengen Sales Framework Agreement shall commence on the Listing Date until December 31,
2027, subject to renewal by mutual consent.
Pricing terms
The prices for the products we offered to Liang Wengen Connected Persons shall be
generally in line with the prices as we offer to other Independent Third Parties in the ordinary
and usual course of business.
The prices for the relevant services shall be determined between Liang Wengen
Connected Persons and us after arm’s length negotiations, taking into account the type of
services required, the relevant labor costs, and the prevailing market price of similar services,
and shall not be less favorable than those for transactions between our Group and Independent
Third Parties under the same conditions.
Reasons for the transactions
Our Group is a global leading construction machinery company and designs, develops,
manufactures and sells a diverse and expanding portfolio of construction machineries.
Leveraging our global presence and strong capabilities, we have historically been supplying the
relevant products and services to Liang Wengen Connected Persons for their leasing for
overseas operation or own use during the Track Record Period, and have established a mutually
beneficial relationship, through which we have accumulated deep understanding of the
demands of Liang Wengen Connected Persons and are able to provide the required products and
services at high quality and competitive price.
CONNECTED TRANSACTIONS
– 335 –


--- page 346 ---
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Provision of products and
services to Liang Wengen
Connected Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118416 376 603 241
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Liang Wengen Sales
Framework Agreement for the three years ending December 31, 2027 shall not exceed the caps
set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Provision of products and services to
Liang Wengen Connected Persons /H1118/H1118/H11181,313 1,465 1,646
The above proposed annual caps of provision of products and services by our Group are
determined with reference to:
(a) the historical transaction amounts during the Track Record Period;
(b) the estimated transaction amounts based on the existing contracts or arrangements
between our Group and Liang Wengen Connected Persons. The expansion of our
production capacity will also enhance our capability to supply products to Liang
Wengen Connected Persons; and
(c) the estimated increase in demand for the products and services to be provided by us
to Liang Wengen Connected Persons for the three years ending December 31, 2027,
considering the business expansion of Liang Wengen Connected Persons,
particularly in their overseas equipment leasing business, and their business
development which may lead to increased demand for components, such as bridge
box, leasing services and logistic services from our Group.
CONNECTED TRANSACTIONS
– 336 –


--- page 347 ---
8. Procurement of supporting services from Liang Wengen Connected Persons
Parties
Mr. Liang Wengen (for and on behalf of Liang Wengen Connected Persons)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a procurement of supporting service framework agreement with Mr.
Liang Wengen (for and on behalf of Liang Wengen Connected Persons) on October 16, 2025
(the “ Liang Wengen Service Procurement Framework Agreement ”), pursuant to which our
Group may from time to time procure from Liang Wengen Connected Persons certain
supporting services, including but not limited to property management, utilities and human
resource support services. The initial term of the Liang Wengen Service Procurement
Framework Agreement shall commence on the Listing Date until December 31, 2027, subject
to renewal by mutual consent.
Pricing terms
The prices for the supporting services offered under the Liang Wengen Procurement
Framework Agreement shall be determined between Liang Wengen Connected Persons and us
after arm’s length negotiations, taking into account the type of services required, the relevant
labor costs, and the prevailing market price of similar services, and shall not be less favorable
than those for transactions between our Group and Independent Third Parties under the same
conditions.
Reasons for the transactions
Procurement of supporting services from Liang Wengen Connected Persons can help
enhance utilization and economies of scale of their existing operational support resources and,
on the other hand, reduce the administrative costs of our Group in procuring similar services
from a wide range of other providers. Based on our experience in procurement of supporting
services from Liang Wengen Connected Persons, we consider that Liang Wengen Connected
Persons are capable of effectively and stably satisfying our demand with quality services.
CONNECTED TRANSACTIONS
– 337 –


--- page 348 ---
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Procurement of services from
Liang Wengen Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118176 266 282 96
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Liang Wengen Service
Procurement Framework Agreement for the three years ending December 31, 2027 shall not
exceed the caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Procurement of services from Liang
Wengen Connected Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118303 249 278
The above proposed annual caps of procurement of supporting services by our Group are
determined with reference to:
(a) the historical transaction amounts during the Track Record Period. Particularly, the
transaction amounts for the four months ended April 30, 2025 already accounted for
approximately 32% of the proposed annual cap for the year ending December 31,
2025;
(b) the estimated demand for supporting services provided by Liang Wengen Connected
Persons for the three years ending December 31, 2027. Due to changes in our
staffing strategy, we expect to cease sourcing certain human resources support from
Liang Wengen Connected Persons starting in 2026 and use our own headcounts
instead, which will decrease the corresponding transaction amounts. However, as
our business grows, our anticipated demand for various supporting services
provided by Liang Wengen Connected Persons will continue to increase; and
CONNECTED TRANSACTIONS
– 338 –


--- page 349 ---
(c) the estimated service fees to be charged by Liang Wengen Connected Persons, with
reference to the price level during the Track Record Period and the potential
fluctuation in the price, taking into account the relevant cost.
9. Procurement of materials and cloud services from Liang Zaizhong Connected
Persons
Parties
Mr. Liang Zaizhong (for and on behalf of Liang Zaizhong Connected Persons)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a materials and services framework agreement with Mr. Liang Zaizhong
(for and on behalf of Liang Zaizhong Connected Persons) on October 16, 2025 (the “ Liang
Zaizhong Procurement Framework Agreement ”), pursuant to which our Group may from
time to time procure raw materials, such as employee protective equipment and cloud services
to enhance our after-sales service efficiency from Liang Zaizhong Connected Persons. The
initial term of the Liang Zaizhong Procurement Framework Agreement shall commence on the
Listing Date until December 31, 2027, subject to renewal by mutual consent.
Pricing terms
The prices for the materials offered under the Liang Zaizhong Procurement Framework
Agreement shall be generally in line with the prices as we procure from other Independent
Third Parties in the ordinary and usual course of business, and determined based on arm’s
length negotiations between the parties with reference to the type and specification of materials
and the prevailing market price of similar materials.
The prices for the relevant services offered under the Liang Zaizhong Procurement
Framework Agreement shall be determined between Liang Zaizhong Connected Persons and us
after arm’s length negotiations, taking into account the type, specification and volume of
services required, the relevant labor costs, and the prevailing market price of similar services,
and shall not be less favorable than those for transactions between our Group and Independent
Third Parties under the same conditions.
CONNECTED TRANSACTIONS
– 339 –


--- page 350 ---
Reasons for the transactions
Liang Zaizhong Connected Persons operate (i) a procurement platform, integrated with
the wide range of needs of its customers to achieve bulk purchase advances, thus lowering the
procurement costs, and (ii) an industrial Internet cloud platform, which we subscribe to in order
to enhance our after-sales service efficiency.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Procurement of materials and
services from Liang
Zaizhong Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118584 530 550 176
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Liang Zaizhong
Procurement Framework Agreement for the three years ending December 31, 2027 shall not
exceed the caps set out below:
For the year ended December 31,
2025 2026 2027
(RMB million)
Procurement of materials and services
from Liang Zaizhong Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118744 805 837
CONNECTED TRANSACTIONS
– 340 –


--- page 351 ---
The above proposed annual caps of the abovementioned transactions are determined with
reference to:
(a) the historical transaction amounts during the Track Record Period. Specifically, the
transaction amounts for the four months ended April 30, 2025 may vary from the
actual amount of procurement as the cloud service is settled on a quarterly basis.
Despite the above, the transaction amounts for the four months ended April 30, 2025
already accounted for approximately 25% of the proposed annual cap for the year
ending December 31, 2025;
(b) the estimated transaction amounts based on the existing contracts or arrangements
between our Group and Liang Zaizhong Connected Persons;
(c) the estimated increase in our demands for materials and services from Liang
Zaizhong Connected Persons for the three years ending December 31, 2027,
primarily due to the increasing offerings of the procurement platform operated by
Liang Zaizhong Connected Persons considering its business development and
expansion efforts, which we take advantage from its centralized purchasing
capabilities, resulting in additional transaction amounts; and
(d) the estimated price of the materials and services to be supplied by Liang Zaizhong
Connected Persons, with reference to the price level during the Track Record Period
and the potential fluctuation in the price, taking into account the relevant cost.
10. Provision of products to Liang Zaizhong Connected Persons
Parties
Mr. Liang Zaizhong (for and on behalf of Liang Zaizhong Connected Persons)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a sales of products framework agreement with Mr. Liang Zaizhong (for
and on behalf of Liang Zaizhong Connected Persons) on October 16, 2025 (the “ Liang
Zaizhong Sales Framework Agreement ”), pursuant to which our Group may from time to
time provide Liang Zaizhong Connected Persons with parts, components and accessories such
as chassis for sanitation trucks. The initial term of the Liang Zaizhong Sales Framework
Agreement shall commence on the Listing Date until December 31, 2027, subject to renewal
by mutual consent.
CONNECTED TRANSACTIONS
– 341 –


--- page 352 ---
Pricing terms
The prices for the products offered under the Liang Zaizhong Sales Framework
Agreement shall be generally in line with the prices as we offer to other Independent Third
Parties in the ordinary and usual course of business, and determined based on arm’s length
negotiations between the parties with reference to the type and specification of product, the
relevant labor costs and costs of materials, and the prevailing market price of similar product.
Reasons for the transactions
Our Group, as a global leading construction machinery company, possesses the relevant
components production lines that can meet the procurement needs of Liang Zaizhong
Connected Persons for use in their own business. We are able to provide the required products
at high quality and competitive price, which may improve their operation efficiency.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Provision of products to
Liang Zaizhong Connected
Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182.5 4.0 8.1 10
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Liang Zaizhong Sales
Framework Agreement for the three years ending December 31, 2027 shall not exceed the caps
set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Provision of products to Liang
Zaizhong Connected Persons /H1118/H1118/H1118/H1118/H1118/H1118/H1118101 99 99
CONNECTED TRANSACTIONS
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--- page 353 ---
The above proposed annual caps of the abovementioned transactions are determined with
reference to:
(a) the historical transaction amounts during the Track Record Period;
(b) the estimated transaction amounts based on the existing contracts or arrangements
between our Group and Liang Zaizhong Connected Persons;
(c) the estimated increase in demand for the products provided by us to Liang Zaizhong
Connected Persons for the three years ending December 31, 2027, taking into the
additional demand particularly in relation to sanitation vehicle chassis, resulting
from business development and production adjustment plan by Liang Zaizhong
Connected Persons in 2024 to develop the sanitation trucks, which is expected to
significantly increase the transaction amounts in 2025 and onwards. It is currently
expected that the adjustment plan will be completed in the second half of 2025;
(d) the estimated price of the product supplied to Liang Zaizhong Connected Persons,
with reference to the price level during the Track Record Period and the potential
fluctuation in the price, taking into account the relevant cost.
11. Provision of supporting services to Sany International Group
Parties
Sany International (for itself and on behalf of Sany International Group)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We expect to enter into a provision of supporting services framework agreement with
Sany International (for itself and on behalf of Sany International Group) prior to Listing (the
“SANYI Supporting Services Framework Agreement ”), pursuant to which our Group may
from time to time provide Sany International Group certain supporting services such as human
resources support for its business and administrative operations. The initial term of the SANYI
Supporting Services Framework Agreement shall commence on the Listing Date until
December 31, 2027, subject to the completion of the requisite procedures and the obtaining the
necessary approvals by the parties, and renewal by mutual consent.
Pricing terms
The prices for the relevant services shall be determined between Sany International Group
and us after arm’s length negotiations, taking into account the type of services required, the
relevant labor costs, and the prevailing market price of similar services, and shall not be less
favorable than those for transactions between our Group and Independent Third Parties under
the same conditions.
CONNECTED TRANSACTIONS
– 343 –


--- page 354 ---
Reasons for the transactions
Our Group has been providing to Sany International Group the services to support its
daily operations, enabling us to be familiar with operational needs and administrative
requirements of Sany International Group in respect of the relevant supporting services. In
addition, it is more cost-effective for Sany International Group to procure such supporting
services from us rather than maintaining their own headcounts for processing such work.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Provision of supporting
services to Sany
International Group /H1118/H1118/H1118/H1118/H1118/H111822 40 76 20
Annual caps and basis of annual caps
We expect that the maximum aggregate annual transaction amounts in respect of the
transactions under the SANYI Supporting Services Framework Agreement for the three years
ending December 31, 2027 shall not exceed the caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Provision of supporting services to
Sany International Group /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118118 114 114
The above proposed annual caps of provision of supporting services by our Group are
determined with reference to:
(a) the historical transaction amounts and the growing trend during the Track Record
Period. Specifically, the transaction amounts for the four months ended April 30,
2025 may vary from the actual amount of provision amount as the payment is settled
on a quarterly basis;
CONNECTED TRANSACTIONS
– 344 –


--- page 355 ---
(b) the estimated transaction amounts based on the existing contracts or arrangements
between our Group and Sany International Group; and
(c) the estimated demand for our supporting services by Sany International Group for
the three years ending December 31, 2027, which is expected to increase as
compared to that during the Track Record Period considering the business
development and expansion of Sany International Group, especially for overseas
sales. Also, the expansion of our sales network, along with the implementation of
our globalization strategy is expected to enhance our capacity to provide supporting
services overseas.
12. Provision of products and operational services to Sany International Group
Parties
Sany International (for itself and on behalf of Sany International Group)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We expect to enter into a provision of products and services framework agreement with
Sany International (for itself and on behalf of Sany International Group) prior to Listing (the
“SANYI Sales Framework Agreement ”), pursuant to which our Group may from time to time
provide Sany International Group (i) battery cells and parts and components such as steel and
general parts and other raw materials; and (ii) operational services, such as logistics service,
and market research services to support the sales of Sany International Group in overseas
markets. The initial term of the SANYI Sales Framework Agreement shall commence on the
Listing Date until December 31, 2027, subject to the completion of the requisite procedures and
the obtaining the necessary approvals by the parties, and renewal by mutual consent.
Pricing terms
The prices for the products we offered to Sany International Group shall be determined
between Sany International Group and us after arm’s length negotiations, with reference to the
cost of relevant products and the prices we offer to other Independent Third Parties in the
ordinary and usual course of business.
The prices for the relevant services shall be determined between Sany International Group
and us after arm’s length negotiations, taking into account the type of services required, the
relevant labor costs, and the prevailing market price of similar services, and shall not be less
favorable than those for transactions between our Group and Independent Third Parties under
the same conditions.
CONNECTED TRANSACTIONS
– 345 –


--- page 356 ---
Reasons for the transactions
Given our global leading position in the construction machinery industry, Sany
International Group has been sourcing relevant components and materials from us for use in
its productions. In addition, Sany International Group has demand for logistics and other
services to support its business operations, which it has been sourcing from our Group from
time to time. Such cooperations provide mutual benefits to our Group and Sany International
Group, which in turn may improve synergies and enhance business growth.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Provision of products and
services to Sany
International Group /H1118/H1118/H1118/H1118/H1118/H11181,223 1,281 1,864 572
Annual caps and basis of annual caps
We expect that the maximum aggregate annual transaction amounts in respect of the
transactions under the SANYI Sales Framework Agreement for the three years ending
December 31, 2027 shall not exceed the caps set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Provision of products and services to
Sany International Group /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,814 3,224 3,759
CONNECTED TRANSACTIONS
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--- page 357 ---
The above proposed annual caps of provision of products and services provided by our
Group are determined with reference to:
(a) the historical transaction amounts and the growing trend during the Track Record
Period;
(b) the estimated transaction amounts based on the existing contracts or arrangements
between our Group and Sany International Group; and
(c) the estimated increase in demand for our products and services, especially battery
cells, telescopic forklift trucks, parts and components, from Sany International
Group for the three years ending December 31, 2027, generally in line with the
business expansion of Sany International Group, particularly overseas, which may,
however, be affected by the global operating environment and overseas market
conditions. In addition, range of parts and components purchased by Sany
International had been increased as Sany International has newly acquired
subsidiaries engaged in lithium battery production, leading to the particularly
increasing needs for procurement of battery cells from our Group.
13. Procurement of materials and after-sales services from Connected Subsidiaries
Parties
Connected Subsidiaries
Our Company (for itself and on behalf of its subsidiaries, other than the Connected
Subsidiaries)
Principal terms
We entered into a procurement of materials and after-sales services framework agreement
with Connected Subsidiaries on October 16, 2025 (the “ Connected Subsidiaries Procurement
Framework Agreement ”), pursuant to which our Group may from time to time procure from
Connected Subsidiaries (i) certain parts and components such as cylinders and weldments, as
well as its finished products for sales to customers upon their occasional requests, and
(ii) after-sales services. The initial term of the Connected Subsidiaries Procurement Framework
Agreement shall commence on the Listing Date until December 31, 2027, subject to renewal
by mutual consent.
CONNECTED TRANSACTIONS
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--- page 358 ---
Pricing terms
The pricing for the procurement of the materials and products from Connected
Subsidiaries shall be generally in line with or better than the prices charged to Independent
Third Parties for similar materials and products, with reference to the type and specification of
materials and products required, the relevant labor costs and the prevailing market price of
similar materials and products. The prices for the relevant services shall be determined between
Connected Subsidiaries and us after arm’s length negotiations, taking into account the type of
services required, the relevant labor costs, and the prevailing market price of similar services,
and shall not be less favorable than those for transactions between our Group and Independent
Third Parties under the same conditions.
Reasons for the transactions
Our Group has been procuring certain parts and components from Connected Subsidiaries
in order to achieve increased resource integration, lower costs and more stable supply.
Connected Subsidiaries, being members of our Group, are familiar with our business needs,
quality standards and operational requirements. Further, as Connected Subsidiaries provided
after-sales quality assurance services to our customers for sales of the products supplied by our
Group, Connected Subsidiaries will in turn charge the costs in relation to the after-sales
services from our Group from time to time. Through the long-standing and stable business
relationship, Connected Subsidiaries and other members of our Group achieve enhanced
synergies.
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Procurement of materials and
after-sales services from
Connected Subsidiaries /H1118/H1118/H11181,844 1,551 1,621 846
CONNECTED TRANSACTIONS
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--- page 359 ---
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Connected Subsidiaries
Procurement Framework Agreement for the three years ending December 31, 2027 shall not
exceed the caps set out below:
For the year ended December 31,
2025 2026 2027
(RMB million)
Procurement of materials and after-sales
services from Connected
Subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,687 2,847 2,947
The above proposed annual caps of procurement with Connected Subsidiaries are
determined with reference to:
(a) the historical transaction amounts during the Track Record Period. It is noted that
the transaction amounts for the four months ended April 30, 2025 already
represented approximately 33% of proposed annual cap for the year ending
December 31, 2025;
(b) the estimated demands for materials and after-sales services by our Group, which are
expected to increase to meet the needs of our further business development for the
three years ending December 31, 2027, primarily due to the expansion of the
after-sales service offering by Connected Subsidiaries to our customers as a result
of our strategic business adjustment, further leading to the significant increase in the
total service fees charged by Connected Subsidiaries to our Group. In addition,
certain local subsidiaries of our Group will continue to procure parts and
components from the Connected Subsidiaries for sales to end-customers, leveraging
their strengths in local warehouse availability and after-sales services, which will
further contribute to the increase in annual caps; and
(c) the estimated price of the materials and after-sales services to be supplied by
Connected Subsidiaries, with reference to the price level during the Track Record
Period and the potential fluctuation in the price, taking into account the relevant
cost.
CONNECTED TRANSACTIONS
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14. Provision of products and operational services to Sany RE Group
Parties
Sany Renewable Energy (for itself and on behalf of Sany RE Group)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a provision of products and services framework agreement with Sany
Renewable Energy (for itself and on behalf of Sany RE Group) on October 17, 2025 (the “ Sany
RE Sales Framework Agreement ”), pursuant to which our Group may from time to time
provide Sany RE Group (i) certain products such as hoisting machineries and (ii) certain
operational services, including but not limited to lifting services, market research services and
operation system maintenance services. The initial term of the Sany RE Sales Framework
Agreement shall commence on the Listing Date until December 31, 2027, subject to renewal
by mutual consent. Both parties or their respective subsidiaries will enter into separate
underlying agreements which will set out the specific terms and conditions for the provision
of products and services according to the principles provided in the Sany RE Sales Framework
Agreement.
Pricing terms
The prices for the products we offered to Sany RE Group shall be generally in line with
the prices as we offer to other Independent Third Parties in the ordinary and usual course of
business.
The prices for the relevant services shall be determined between Sany RE Group and us
after arm’s length negotiations, taking into account the type of services required, the relevant
labor costs and operational costs, and the prevailing market price of similar services, and shall
not be less favorable than those for transactions between our Group and Independent Third
Parties under the same conditions.
Reasons for the transactions
Given our global leading position in the construction machinery industry, Sany RE Group
has been sourcing machinery products from us from time to time for use in its construction
projects. In addition, Sany RE Group has demand for operational supporting services, which
it has also been sourcing from our Group due to our satisfactory service quality and fair market
prices. Such cooperations provide mutual benefits to our Group and Sany RE Group, which in
turn may improve synergies and enhance business growth.
CONNECTED TRANSACTIONS
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--- page 361 ---
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Provision of products and
services to Sany RE
Group /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111843 97 79 56
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Sany RE Sales Framework
Agreement for the three years ending December 31, 2027 shall not exceed the caps set out
below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Provision of products and services to
Sany RE Group /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118362 354 319
The above proposed annual caps of provision of products and services by our Group are
determined with reference to:
(a) the historical transaction amounts for the abovementioned transactions during the
Track Record Period;
(b) the estimated transaction amounts based on the existing contracts or arrangements
between our Group and Sany RE Group, which will be the primary contributor to the
increase in the transaction amount in 2025, especially for the second to fourth
quarters, which is in line with the industry seasonality; and
(c) the estimated demand of the services provided by us to Sany RE Group for the three
years ending December 31, 2027, which will continue to increase taking into
account the development plan of Sany RE Group.
CONNECTED TRANSACTIONS
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--- page 362 ---
15. Provision of products and services to Zhongwang Construction Machineries
Parties
Mr. Zhong Wenming (for and on behalf of Zhongwang Construction Machineries)
Our Company (for itself and on behalf of its subsidiaries)
Principal terms
We entered into a provision of products and services framework agreement with Mr.
Zhong Wenming (for and on behalf of Zhongwang Construction Machineries) on October 16,
2025 (the “ Zhongwang Sales Framework Agreement ”), pursuant to which our Group may
from time to time (i) sell our products to Zhongwang Construction Machineries, as our
distributors, for their distribution to end-customers; and (ii) to a limited extent, provide
ancillary logistics services to Zhongwang Construction Machineries. The initial term of the
Zhongwang Sales Framework Agreement shall commence on the Listing Date until December
31, 2027, subject to renewal by mutual consent.
Pricing terms
The prices for the products we offered to Zhongwang Construction Machineries shall be
generally in line with the prices we offer to other independent third-party distributors in the
ordinary and usual course of business.
The prices for the relevant services shall be determined between Zhongwang Construction
Machineries and us after arm’s length negotiations, taking into account the type of services
required, the relevant labor costs, and the prevailing market price of similar services, and shall
not be less favorable than those for transactions between our Group and Independent Third
Parties under the same conditions.
Reasons for the transactions
Our Group is a global leading construction machinery company and has been selling our
products through a large number of distributors, including Zhongwang Construction
Machineries. Zhongwang Construction Machineries have established industry experience with
a proven track record, and possess local customers resources, enabling us to efficiently reach
local customers and provide them with high-quality and efficient service support. Moreover,
Zhongwang Construction Machineries have been sourcing logistics services from our Group
due to our satisfactory service quality and fair market prices, which in turn may improve
synergies and enhance business growth.
CONNECTED TRANSACTIONS
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--- page 363 ---
Historical amounts
Set out below are the historical transaction amounts for the abovementioned transactions
during the Track Record Period:
For the year ended December 31,
For the
four months
ended
April 30,
2022 2023 2024 2025
(RMB million)
Provision of products and
services to Zhongwang
Construction Machineries /H1118/H1118990 443 589 240
Annual caps and basis of annual caps
The maximum aggregate annual transaction amounts under the Zhongwang Sales
Framework Agreement for the three years ending December 31, 2027 shall not exceed the caps
set out below:
For the year ending December 31,
2025 2026 2027
(RMB million)
Provision of products and services to
Zhongwang Construction
Machineries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118799 838 880
The above proposed annual caps of provision of products and services by our Group are
determined with reference to:
(a) the historical transaction amounts for the abovementioned transactions during the
Track Record Period. It is noted that the transaction amounts for the four months
ended April 30, 2025 already represented approximately 30% of proposed annual
cap for the year ending December 31, 2025;
(b) the estimated transaction amounts based on the existing contracts or arrangements
between our Group and Zhongwang Construction Machineries;
(c) the estimated increase in demand for the products as well as services to be provided
by us to Zhongwang Construction Machineries, mainly taking into account of the
increasing demand of our products by end-customers for the three years ending
December 31, 2027, in line with our business growth.
CONNECTED TRANSACTIONS
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--- page 364 ---
W AIVER APPLICATION FOR NON-EXEMPT CONTINUING CONNECTED
TRANSACTIONS
Under Rule 14A.76(2) of the Listing Rules, the transactions under the subsection headed
“— Non-exempt continuing connected transactions subject to reporting, annual review and
announcement requirements” and “— Non-exempt continuing connected transactions subject
to reporting, annual review, announcement, circular and independent Shareholders’ approval
requirements” will constitute our continuing connected transactions subject to those
requirements under Chapter 14A of the Listing Rules (as the case may be).
As those non-exempt continuing connected transactions are expected to continue on a
recurring and continuing basis and have been fully disclosed in this prospectus, our Directors
consider that compliance with the announcement and the independent Shareholders’ approval
requirements (as the case may be) would be impractical, and such requirements would lead to
unnecessary administrative costs and would be unduly burdensome to us.
Accordingly, we have applied to the Hong Kong Stock Exchange for, and the Hong Kong
Stock Exchange has granted, pursuant to Rule 14A.105 of the Listing Rules, waivers
exempting us from strict compliance with (i) the announcement requirement under Chapter
14A of the Listing Rules in respect of the continuing connected transactions as disclosed in “—
Non-exempt continuing connected transactions subject to reporting, annual review and
announcement requirements” in this section; and (ii) the announcement, circular and
independent Shareholders’ approval requirements under Chapter 14A of the Listing Rules in
respect of the continuing connected transactions as disclosed in “— Non-exempt continuing
connected transactions subject to reporting, annual review, announcement, circular and
independent Shareholders’ approval requirements” in this section, subject to the condition that
the aggregate amounts of the continuing connected transactions for each financial year shall
not exceed the relevant amounts set forth in the respective annual caps (as stated above). The
independent non-executive Directors and auditors of the Company will review whether the
transactions under the above non-exempt continuing connected transactions have been entered
into pursuant to the principal terms and pricing policies under the relevant framework
agreements as disclosed in this section. The confirmation from our independent non-executive
Directors and our auditors will be disclosed annually according to the requirements of the
Listing Rules.
In the event of any future amendments to the Listing Rules imposing more stringent
requirements than those applicable as of the Latest Practicable Date on the continuing
connected transactions referred to in this prospectus, we will take immediate steps to ensure
compliance with such new requirements within reasonable time.
CONNECTED TRANSACTIONS
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--- page 365 ---
CONFIRMATION FROM OUR DIRECTORS
Our Directors (including our independent non-executive Directors) are of the view that
the non-exempt continuing connected transactions as set out above have been and will be
carried out in our ordinary and usual course of business and on normal commercial terms or
better, and are fair and reasonable and in the interest of our Company and Shareholders as a
whole, and the proposed annual caps for those transactions are fair and reasonable and in the
interest of our Company and Shareholders as a whole.
CONFIRMATION FROM THE SOLE SPONSOR
The Sole Sponsor has reviewed the relevant information and historical amounts prepared
and provided by the Company relating to the non-exempt continuing connected transactions as
disclosed in this section, obtained necessary representations and confirmations from the
Company and its Directors, and participated in due diligence with the management of the
Company. Based on the above and having taken into account the view of the Directors, the Sole
Sponsor is of the view that the non-exempt continuing connected transactions as disclosed in
this section for which waivers have been sought, have been and will be carried out in the
ordinary and usual course of business of the Company and on normal commercial terms or
better, are fair and reasonable in the interests of the Company and its Shareholders as a whole,
and the proposed annual caps for those transactions are fair and reasonable and in the interest
of the Company and its Shareholders as a whole.
INTERNAL CONTROL MEASURES TO SAFEGUARD SHAREHOLDERS’
INTERESTS
In order to further safeguard the interests of the Shareholders as a whole (including the
minority Shareholders), our Group has implemented the following internal control measures in
relation to the continuing connected transactions:
(a) Our Group has approved internal guidelines which provide that if the value of any
proposed connected transaction is expected to exceed certain thresholds, the
relevant staff must report the proposed transactions to the head of the relevant
business unit in order for our Company to commence the necessary additional
assessment and approval procedures and ensure that we will comply with the
applicable requirements under Chapter 14A of the Listing Rules; and
(b) Our Company will provide information and supporting documents to the
independent non-executive Directors and the auditors in order for them to conduct
an annual review of the continuing connected transactions entered into by our
Company. In accordance with the requirements under the Listing Rules, the
independent non-executive Directors will provide an annual confirmation to the
Board as to whether the continuing connected transactions have been entered into in
the ordinary and usual course of business of our Group, are on normal commercial
terms and are in accordance with the agreement governing them on terms that are
CONNECTED TRANSACTIONS
– 355 –


--- page 366 ---
fair and reasonable and in the interests of the Shareholders as a whole, and the
auditors will provide an annual confirmation to the Board as to whether anything has
come to their attention that causes them to believe that the continuing connected
transactions have not been approved by the Board, are not in accordance with the
pricing policies of our Group in all material respects, are not entered into in
accordance with the relevant agreements governing the transactions in all material
respects or have exceeded the annual cap.
(c) When considering any renewal or revisions to the agreements after the Listing, the
interested Directors and Shareholders shall abstain from voting on the resolutions to
approve such transactions at board meetings or shareholders’ general meetings (as
the case may be). If the independent Directors’ or independent Shareholders’
approvals cannot be obtained, we will not continue the transactions under the
framework agreement(s) to the extent that they constitute non-exempt continuing
connected transactions under rule 14A.35 of the Listing Rules.
OTHER
In respect of the non-exempt continuing connected transactions numbered 2, 4, 11 and 12
above with Sany International Group (the “ Relevant CCTs ”), whose framework agreement is
subject to the completion of the requisite procedures and the obtaining the necessary approvals
by the parties, during the period following the Listing and prior to the new CCT framework
agreements taking effect, the Company will closely monitor all transactions with Sany
International to ensure that each applicable percentage ratio for each of the Relevant CCTs with
Sany International remains below 0.1%, thereby qualifying for the de minimis exemption under
Rule 14A.76 of the Listing Rules. In the event of any risk that the de minimis threshold may
be exceeded while shareholders’ approval of Sany International is not yet obtained or cannot
be obtained, the Company will suspend or defer transactions with Sany International until the
relevant CCT framework agreements become effective and the requisite Chapter 14A
requirements have been satisfied. After taking into account the nature of the Relevant CCTs,
the Group considers that the control of the transaction amount in the interim period or even the
potential suspension or deferral of the Relevant CCTs is not expected to result in any material
adverse effect on the Group’s financial performance, position or operations.
CONNECTED TRANSACTIONS
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--- page 367 ---
OVERVIEW
Upon Listing, our Board will consist of seven Directors, comprising two executive
Directors, two non-executive Directors and three independent non-executive Directors. Our
Directors are appointed for a term of three years and are eligible for re-election upon expiry
of their term of office. The independent non-executive Directors shall not hold office for more
than six consecutive years pursuant to the relevant PRC laws and regulations.
Our Company also established a supervisory committee that is primarily responsible for
supervising the performance of the Board and senior management and the financial operations,
internal control and risk management. Our Supervisory Committee consists of three
Supervisors including one employee representative Supervisor. Our Supervisors are elected for
a term of three years and may be subject to re-election.
DIRECTORS
The following table provides information about our Directors:
Name Age Positions
Date of
joining our
Group
Date of
appointment as
a Director Role and Responsibility
Mr. Xiang
Wenbo ( Σ˖
΋͛) /H1118/H1118/H1118/H1118
63 Executive
Director,
chairman of the
Board
November
1994
October 2000 Overall strategic planning,
business development
and management of our
Group
Mr. Y u Hongfu
(҃၅΋͛) /H1118
62 Executive
Director, vice
chairman of the
Board and
president
March 2006 December
2021
Overall business operations
and management of our
Group
Mr. Liang
Wengen
(΋͛) /H1118
68 Non-executive
Director
November
1994
October 2000 Providing advice on the
operation and
management of our
Group
Mr. Liang
Zaizhong
(૑ίʕ΋͛) /H1118
41 Non-executive
Director
June 2006 April 2025
(1) Providing advice on the
operation and
management of our
Group
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
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--- page 368 ---
Name Age Positions
Date of
joining our
Group
Date of
appointment as
a Director Role and Responsibility
Mr. Wu
Zhongxin ( ͼ
΋͛) /H1118/H1118/H1118
59 Independent
non-executive
Director
April 2022 April 2022 Supervising and providing
independent opinion and
judgment to the Board
Ms. Xi Qing
(ɾɻ) /H1118/H1118
42 Independent
non-executive
Director
April 2022 April 2022 Supervising and providing
independent opinion and
judgment to the Board
Mr. Lam Y uk
Kun Lawrence
(ᔝ͗ᛆ΋͛) /H1118
67 Independent
non-executive
Director
April 2025 April 2025 Supervising and providing
independent opinion and
judgment to the Board
Note:
(1) Mr. Liang Zaizhong has served as our Director from January 2010 to November 2021.
Save that Mr. Liang Wengen is Mr. Liang Zaizhong’s father, none of our Directors,
Supervisors and members of senior management is related to other Directors, Supervisors or
members of senior management. Save as disclosed in this section, (i) none of our Directors,
Supervisors and members of senior management held any directorships in public companies,
the securities of which are listed on any securities market in Hong Kong or overseas, in the last
three years immediately preceding the date of this prospectus; and (ii) to the best knowledge,
information and belief of the Directors and Supervisors having made all reasonable inquiries,
there were no other matters with respect to the appointment of the Directors and Supervisors
that need to be brought to the attention of the Shareholders and there was no information
relating to our Directors and Supervisors that is required to be disclosed pursuant to Rule
13.51(2) of the Listing Rules.
Directors
Mr. Xiang Wenbo (΋͛), aged 63, is our executive Director and has been the
chairman of the Board since January 2022.
Mr. Xiang has over 30 years of experience in the machinery industry. Mr. Xiang joined
the predecessor of our Company in 1991, and co-founded SANY Group in October 2000. Mr.
Xiang has served in various positions within our Group since then, including the executive
president, the general manager in the marketing department and the general manager of our
Company. Mr. Xiang served as the vice chairman of the Board and president of the Company
from 2007 to 2022 and chairman of the Board of the Company since 2022. Mr. Xiang currently
is the party secretary and director of SANY Group, and has been a non-executive director of
Sany Heavy Equipment International Holdings Company Limited (ʮ
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
– 358 –


--- page 369 ---
̡), a company listed on the Hong Kong Stock Exchange (stock code: 00631), since July 2009,
and a director of Sany Renewable Energy Co., Ltd. (ʮ̡), a company listed
on the Shanghai Stock Exchange (stock code: 688349.SH), since September 2020.
Mr. Xiang is a deputy to the 11th National People’s Congress of PRC and a member of
the 14th National Committee of the Chinese People’s Political Consultative Conference. Mr.
Xiang serves as an executive committee member of the 13th All-China Federation of Industry
and Commerce and vice president of the China Construction Machinery Industry Association.
Mr. Xiang is entitled to the government allowance granted by the State Council and has
received a number of honours, including the Outstanding Entrepreneur of the Bauhinia Cup in
2002, National Model Worker in the Machinery Industry in 2009, Best CEO in China by Forbes
in 2020, and National Model Worker in 2020.
Mr. Xiang received his master’s degree of engineering in materials from Dalian
University of Technology ( ɽஹଣʈɽኪ) in October 1988.
Mr. Yu Hongfu (҃၅΋͛), aged 62, is our executive Director, and has been the vice
chairman of the Board and the president of our Company since January 2022.
Mr. Y u has over 30 years of experience in the machinery industry. Mr. Y u joined our
Group in March 2006 and successively served as director of our production management
department from March 2006 to November 2008, general manager of our small excavator
business line, vice president of SANY Heavy Machinery Co., Ltd. (ʮ̡) from
November 2008 to March 2012, chairman of the board of SANY Heavy Machinery Co., Ltd.
(ʮ̡) from March 2012 to January 2022 and vice chairman of the board and
president of our Company since January 2022. Mr. Y u is currently a director of SANY Group.
Mr. Y u has served as the part-time professor of School of Mechanical Engineering of Tongji
University ( Ν᏶ɽኪ) since December 2020.
Mr. Y u received his bachelor’s degree in construction machinery from Nanjing Institute
of Architectural Engineering (ጘʈ೻ኪ৫, now known as Nanjing Tech University (ی
ԯʈุɽኪ)) in July 1984 and his master’s degree in business administration from China
Europe International Business School in September 2010. Mr. Y u was qualified as senior
engineer by Jiangsu Provincial Department of Human Resources and Social Security (޲
ღᝂ) in October 2018.
Mr. Liang Wengen (΋͛), aged 68, is our founder and non-executive Director. He
served as the chairman of the Board from October 2000 to January 2022.
Mr. Liang had over 40 years of experience in the machinery industry. Mr. Liang
co-founded Lian Y uan City Welding Materials Factory (ᅀ), the predecessor of
our Company, and SANY Group in June 1989 and October 2000, respectively. Mr. Liang has
been a director of SANY Group since October 2000, a director of SANY Heavy Machinery
Limited (ʮ̡) since April 2001 and a director of Hunan SANY Engineering
College Co., Ltd. (ʮ̡) since August 2016.
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
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--- page 370 ---
Mr. Liang is a deputy to the 8th, 9th, 10th and 13th National People’s Congress of PRC,
vice chairman and executive member of the 12th All-China Federation of Industry and
Commerce and a delegate to the 17th and 18th CPC National Congress. Mr. Liang has been
recognized as a CCTV China Economic Person of the Y ear in 2005.
Mr. Liang received his bachelor’s degree of engineering in metal materials and heat
treatment from Central South University of Mining and Metallurgy (ᘤзኪ৫, now known
as Central South University) in July 1983. Mr. Liang is qualified as a senior economist in
October 1996.
Mr. Liang Zaizhong ( ૑ίʕ΋͛) (former name: LIANG Zhizhong (ʕ)), aged 41,
is our non-executive Director.
Mr. Liang Zaizhong first joined the Group in June 2006 and served as dispatcher of the
manufacturing department of SANY Automobile Manufacturing Co., Ltd. (ࠢ
ʮ̡), a subsidiary of our Company, from June 2006 to January 2007. During the period from
January 2007 to October 2010, Mr. Liang Zaizhong held various management positions in the
financial operations of SANY Group, including the deputy supervisor of the fund settlement
center, the deputy general manager of the general department of finance and the director of the
general department of finance. Mr. Liang Zaizhong served as a Director of our Company from
January 2010 to November 2021. Mr. Liang Zaizhong acted as the general manager of SANY
Automobile Manufacturing Co., Ltd. (ʮ̡) from October 2010 to
December 2011. During the period from December 2011 to March 2016, Mr. Liang Zaizhong
held various key positions in SANY Group, including the manufacturing business director, the
investment director and the process informatization director. He has acted as a director of
SANY Group since December 2011, a director of Hunan SANY Engineering College Co., Ltd.
(ʮ̡) since August 2016 and an executive Director and the chairman
of the board of Sany Heavy Equipment International Holdings Company Limited (ༀ਷
ʮ̡), a company listed on the Hong Kong Stock Exchange (stock code: 00631),
since October 2019.
In December 2013, Mr. Liang Zaizhong took the lead to establish SANY Foundation ( ̏
ึ). Mr. Liang Zaizhong served as the chairman of the board of Hunan
Sanxiang Bank Co., Ltd. (ʮ̡) from December 2016 to June 2019. Mr.
Liang has been serving as the president of the board of Rootcloud Co., Ltd. (΅Ϟ
ʮ̡) since June 2016.
Mr. Liang received his bachelor’s degree of science in computer and management
sciences from the University of Warwick in June 2006 and his master’s degree in public
administration from the John F. Kennedy School of Government at Harvard University in May
2014.
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
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--- page 371 ---
Mr. Wu Zhongxin (΋͛), aged 59, is our independent non-executive Director.
Mr. Wu worked at postdoctoral research station of Zhongnan University of Finance and
Economics (ৌ຾ɽኪ), currently known as Zhongnan University of Economics and Law
(ɽኪ), from November 1998 and was a professor in accounting of Hunan
University (ɽኪ) from July 2000. He served as an independent director of Hunan TV &
Broadcast Intermediary Co., Ltd. (ʮ̡), a company listed on the
Shenzhen Stock Exchange (stock code: 000917) from February 2002 to December 2009 and an
independent director and convener of its audit committee since August 2024. He was a member
of the editorial committee of the “Chinese Certified Public Accountant” published by the
Chinese Institute of Certified Public Accountants from January 2007 to January 2009. Mr. Wu
was a member of the 12th National Committee for the Chinese People’s Political Consultative
Conference in 2013 and served as the president of Hunan Finance Society (ৌਕኪึ)
from October 2010 to October 2014. Mr. Wu worked at Hunan University of Finance and
Economics (຾᏶ኪ৫) as the dean from February 2005 to September 2018 and
currently serves as a professor of School of Accounting.
Mr. Wu is an expert entitled to special allowance from the State Council. He is currently
the president of Hunan Finance Society (ৌਕኪึ), the executive director of the
Chinese Accounting Society (ኪึ) and the vice president of the Chinese Commercial
Accounting Society (ኪึ).
Mr. Wu is a senior member of the Chinese Institute of Certified Public Accountants. He
was recognized as “Accounting Master” in December 2018 and the accounting standards
consulting expert by the Ministry of Finance of People’s Republic of China ( ʕശɛ͏΍ձ਷
௅). Mr. Wu received his bachelor’s degree in accounting from Anhui University of
Finance and Economics ( τᏏৌ຾ɽኪ) in July 1988 and his doctor’s degree in accounting
from Southwestern University of Finance and Economics (ৌ຾ɽኪ) in July 1998.
Ms. Xi Qing (ɾɻ) (former name: XI Jing (വ and᎑)), aged 42, is our
independent non-executive Director.
Ms. Xi has served as researcher of information economy editorial department of Xinhua
News Agency (ٟa member of the editorial committee of Xinhua 08 financial channel
and the editor-in-chief of daily bond market and bond time column from January 2009 to
September 2011. She has also successively served as producer of Xinhua News Agency ( อശ
ٟaudio and video department, and director of board office of China Xinhua News Network
Co., Limited (ʮ̡). Ms. Xi has served as head of new media center
of Xinhuanet Co., Ltd. (ʮ̡), a company listed on the Shanghai Stock
Exchange (stock code: 603888) from September 2016 to September 2018. Ms. Xi has served
as the executive president of Xinhua Xuanwen (Beijing) Mobile Media Technology Co., Ltd.
(ၲ(̏ԯ)ʮ̡) since October 2018. Ms. Xi has been serving as a
senior researcher at the China Enterprise Reform and Development Research Association ( ʕ
Ӻึ) since September 2019.
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Ms. Xi was appointed as editor-in-chief in December 2018 and was awarded the Xinhua
News Agency Annual Individual Outstanding Contribution Award in 2020. She was appointed
as a member of the National Extracurricular Education and Training Supervision Expert
Committee of the Ministry of Education (ึ)i n
January 2023. Ms. Xi was appointed as vice chairman of the first council of the alumni
entrepreneurs association of Renmin University of China ( ʕ਷ɛ͏ɽኪ) in May 2024 and
served as career development mentor at Renmin University of China ( ʕ਷ɛ͏ɽኪ) since
May 2024.
Ms. Xi received her master’s degree in public administration from Renmin University of
China ( ʕ਷ɛ͏ɽኪ) in January 2009 and her master’s degree in business administration from
Nanyang Technological University (ଣʈɽኪ) in July 2016.
Mr. Lam Yuk Kun Lawrence ( ᔝ͗ᛆ΋͛), aged 67, is our independent non-executive
Director.
Mr. Lam worked at Royal Bank of Scotland from 1995 to 2012, with his last position as
chairman of the GBM Greater China in Global Banking and Markets and served as chairman
of the Hong Kong Leveraged Foreign Exchange Trading (LFET) Arbitration Committee (ಥ
׸LFET)ึ) from 2014 to 2020, a member of the board of directors of
Hong Kong Mortgage Corporation Limited (ʮ̡) from 2015 to 2018,
a member of the risk management committee of Hong Kong Exchanges and Clearing Limited
(ʮ̡), a company listed on the Hong Kong Stock Exchange (stock code:
00388), from 2015 to 2021 and a member of the board of directors of China Industrial
International Trust Co., Ltd. (ʮ̡) from August 2013 to February 2019 and
an independent director of Hunan Sanxiang Bank Co., Ltd. (ʮ̡) from
January 2017 to February 2023.
Mr. Lam received his bachelor’s degree in literature from University of Toronto, Canada
in 1981 and his master’s degree in economics from University of Windsor, Canada in 1982.
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
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SUPERVISORS
The following table provides information about our Supervisors:
Name Age Position
Date of
joining our
Group
Date of
Appointment as
a Supervisor Role and Responsibility
Mr. Liu Daojun
(ᄎ༸ё΋͛) /H1118
47 Supervisor and
Chairman of
the Supervisory
Committee
March 2005 August 2019 Supervising the
performance of our
Group and exercising
supervision over the
Directors and senior
management
Mr. Li Daocheng
(ҽ༸ϓ΋͛) /H1118
59 Supervisor November
1994
January 2004 Supervising the
performance of our
Group and exercising
supervision over the
Directors and senior
management
Mr. Y ao
Chuanda
(ʇɽ΋͛) /H1118
70 Supervisor December
2000
December
2000
Supervising the
performance of our
Group and exercising
supervision over the
Directors and senior
management
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Mr. Liu Daojun ( ᄎ༸ё΋͛), aged 47, has been our Supervisor and chairman of our
Supervisory Committee since August 2019.
Mr. Liu has 20 years of experience in finance and internal audit supervision and has been
committed to the research and practice of corporate governance, internal audit, internal control
and risk management. Mr. Liu joined our Group in March 2005, mainly responsible for the
Company’s audit and supervision. He has served as the Company’s audit and supervision
director since 2014. Mr. Liu has served as supervisor of Hunan SANY V enture Capital
Management Limited (ʮ̡) since October 2016, supervisor of
SANY Supply Chain Technology (Shanghai) Co., Ltd. (Ҧ(ɪऎ)ʮ̡) since
September 2020 and supervisor of SANY Y unlian Technology Co., Ltd. (ʮ
̡) since May 2022.
Mr. Liu received his bachelor’s degree of economics in accounting from Zhengzhou
Institute of Aeronautical Industry Management (ʈุ၍ଣኪ৫) in July 2001 and his
master’s degree in professional accounting from the Chinese University of Hong Kong (ಥ
ʕ˖ɽኪ) in November 2012.
Mr. Li Daocheng ( ҽ༸ϓ΋͛), aged 59, has been our Supervisor since January 2004.
Mr. Li joined Lianyuan Factory, the predecessor of our Company, in June 1989, and has
worked for our Company since its establishment. He has successively served as director of the
Company’s security department, assistant to the director of SANY Group’s human resources
department, assistant to the director of the administrative department and senior supervisory
manager of the Company’s audit and supervision headquarters. He has been awarded the
third-class individual merit by Changsha Municipal Public Security Bureau (Ӎ̹ʮτ҅) for
several times since 1999.
Mr. Li participated in training from China Securities Regulatory Commission Hunan
Supervision Bureau in November 2006.
Mr. Y ao Chuanda (ʇɽ΋͛), aged 70, has been our Supervisor since December 2000.
Mr. Y ao is an entrepreneur based in Wuxi with extensive experience in business
management. Mr. Y ao served as the general manager of Wuxi Yilida Machinery Co., Ltd. ( ೌ
ʮ̡) since 1994, director and general manager of Jiangsu Yizhili
Electromechanical Co., Ltd. (ʮ̡) since August 2002 and supervisor of
Wuxi Nuoyi Zhonggong Co., Ltd. (ʮ̡) since April 2004.
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SENIOR MANAGEMENT
The following table provides information about members of the senior management of our
Company (other than our executive Directors):
Name Age Position
Date of
joining our
Group
Date of First
Appointment
as Senior
Management (1) Role and Responsibility
Mr. Yi Xiaogang
(΋͛) /H1118
62 Executive
president
January 1996 March 2009 Responsible for
management of overall
R&D and manufacturing
Mr. Huang
Jianlong
(Ꮂ΋͛) /H1118
62 Senior vice
president
January 1992 June 2010 Responsible for overall
strategic planning and
financial investment
Mr. Xiang Ru’an
(Σኊτ΋͛) /H1118
52 Senior vice
president
November
1998
March 2010 Responsible for marketing
and operations
Mr. Liu Hua
(ᄎശ΋͛)/H1118/H1118/H1118
49 Senior vice
president and
chief financial
officer
February
2004
October 2015 Responsible for the overall
financial management
and accounting of our
Group
Mr. Zhang Ke
(΋͛)/H1118/H1118/H1118
47 Vice president June 2003 July 2018 Responsible for overall
strategic planning and
performance
management
Mr. Sun
Xinliang
(อԄ΋͛) /H1118
57 Vice president April 2004 July 2018 Responsible for
management of R&D
and manufacturing of
components of our
in-house supply chain
Ms. Qin Zhiyu
(ѹɾɻ) /H1118
41 Board secretary December
2007
January 2025 Responsible for overall
corporate governance,
information disclosure,
investor relation and
other Board-related
matters
Note:
(1) Denotes the time from which the members of the senior management (other than our executive Director)
first served in senior managerial position in our Group.
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Mr. Yi Xiaogang (΋͛), aged 62, has been our executive president since March
2009.
Mr. Yi has over 20 years of experience in construction machinery. Mr. Yi joined our
Group in January 1996, and has served as our executive president since March 2009. Mr. Yi
has served as general manager of our road machinery division from January 1996 to February
2009, general manager of our pumping division from March 2009 to October 2010, chairman
of our pumping division from October 2010 to April 2012 and director of our research institute
from April 2012 to January 2015. Mr. Yi has been serving as our chief engineer since January
2015. Mr. Yi is currently a director of SANY Group, and a director of SANY Hongxiang
Battery Co., Ltd. (ʮ̡) since October 2022.
Mr. Yi was a member of the standing committee of the 8th China Association for Science
and Technology (ኪҦஔ՘ึ). Mr. Yi obtained several invention patents, including 3
China Patent Gold Awards. He has also won a number of awards and honors, including National
Outstanding Engineer, Top Ten National Outstanding Science and Technology Workers,
National Outstanding Professional and Technical Talent, He Liang He Li Science and
Technology Innovation Award.
Mr. Yi received his bachelor’s degree in hydraulic motion and control from Huazhong
University of Technology ( ശʕʈኪ৫, currently known as Huazhong University of Science
and Technology (Ҧɽኪ)) in July 1985, his master’s degree in business administration
from China Europe International Business School ( ʕᆄ਷ყʈਠኪ৫) in October 2003 and his
doctoral degree of engineering in mechanical design and theory from Chang’an University (ڗ
τɽኪ) in June 2005.
Mr. Huang Jianlong (Ꮂ΋͛), aged 62, has been our senior vice president since July
2016.
Mr. Huang has over 20 years of experience in financial management and nearly 30 years
of experience in construction machinery industry. Mr. Huang joined our Group in January 1992
and was responsible mainly for the financial, production and overseas business. Mr. Huang has
served various positions within our Group since then, including finance manager, assistant to
general manager and director of planning department. He has also served as our Director and
vice president from June 2010 to June 2016 and our senior vice president since July 2016. Mr.
Huang was a non-executive director of Sany Heavy Equipment International Holdings Co., Ltd.
(ʮ̡), a company listed on the Hong Kong Stock Exchange (stock
code: 00631) from July 2009 to May 2012. Mr. Huang has been a director of China Kang Fu
International Leasing Co., Ltd. (ʮ̡), a company quoted on the
National Equities Exchange and Quotations (stock code: 833499), since August 2021. He is
currently a director of SANY Group, chairman of the board of SANY Financial Leasing Co.,
Ltd. (ʮ̡), supervisor of Changshu Sansheng New Energy Co., Ltd. ( ੬ᆞ
ʮ̡), chairman of the board of SANY Auto Finance Co., Ltd. (ፄ
ʮ̡) since October 2018 and vice chairman of the board of Hunan Sanxiang Bank Co.,
Ltd. (ʮ̡) since July 2024.
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Mr. Huang received his bachelor’s degree in metal materials from Central South
University of Mining and Metallurgy (ᘤзኪ৫, currently known as Central South
University (ɽኪ)) in July 1983 and his master’s degree in business administration from
Wuhan University (ဏɽኪ) in June 2008.
Mr. Xiang Ru’an ( Σኊτ΋͛), aged 52, has been our senior vice president since July
2018.
Mr. Xiang has over 20 years of experience in engineering machinery. Mr. Xiang joined
our Group in November 1998 and was mainly responsible for marketing. Mr. Xiang served as
the deputy general manager of the Company from December 2007 to March 2010, vice
president of the Company from March 2010 to February 2016 and the chairman of the pumping
division of the Company from April 2018 to July 2024. Since July 2024, Mr. Xiang has been
the director of the marketing empowerment head office of the Company. Mr. Xiang currently
serves as director and general manager of Daqing SANY Machinery Co., Ltd. ( ɽᅅɧɓዚ૛
ʮ̡) and director of Shanghai SANY Heavy Machinery Co., Ltd. (΅Ϟ
ʮ̡) since September 2014.
Mr. Xiang received his master’s degree in business administration from China Europe
International Business School ( ʕᆄ਷ყʈਠኪ৫) in September 2009.
Mr. Liu Hua ( ᄎശ΋͛), aged 49, has been our senior vice president and chief financial
officer since June 2020.
Mr. Liu joined our Group in February 2004 and has successively served various positions
since then, including head of general ledger, director of internal audit, director of accounting,
head of audit and deputy director of the board office. Mr. Liu currently serves as director of
SANY Auto Finance Co., Ltd. (ʮ̡), director of Loudi Zhongxing
Hydraulic Components Co., Ltd. (ʮ̡), director of Loudi Zhongyuan
New Material Co., Ltd. (ʮ̡), director of Hunan SANY Road
Machinery Co., Ltd. (ʮ̡), director of SANY Financing Guarantee
Co., Ltd. (ʮ̡), director of SANY Financial Leasing Co., Ltd. ( ɧɓፄ༟ॡ
ʮ̡) and director of SANY Automobile Hoisting Machinery Co., Ltd. (ࠠ
ʮ̡).
Mr. Liu received his executive master’s degree in Business Administration from PBC
School of Finance, Tsinghua University ( ૶ശɽኪ) in January 2022.
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Mr. Zhang Ke (΋͛), aged 47, has been our vice president since July 2018.
Mr. Zhang joined our Group in June 2003 and has successively served as secretary of our
chairman’s office, department manager of our chairman’s office, deputy director of our
chairman’s office, director of our chairman’s office, director of our human resources
headquarters, director of our strategic growth office and director of our performance and
project office. Mr. Zhang has served as a director of Hunan SANY Engineering College Co.,
Ltd. (ʮ̡).
Mr. Zhang received his bachelor’s degree in Arts from Xiangtan University ( ಱᆐɽኪ)i n
June 2000 and his master’s degree in Business Administration from China Europe International
Business School ( ʕᆄ਷ყʈਠኪ৫) in October 2013.
Mr. Sun Xinliang (อԄ΋͛), aged 57, has been our vice president since July 2018.
Mr. Sun joined our Group in April 2004 and has successively served as deputy director
of our business division from April 2004 to August 2008, deputy director of our pumping
division from September 2008 to September 2009, director of our heavy machinery business
department from September 2009 to April 2012, director of the heavy machinery business
department and general manager of the small excavator business line from May 2012 to June
2015, general manager and director of our heavy lifting division from July 2015 to December
2022, and chairman of our transmission division since December 2022. Mr. Sun currently
serves as a director of Changshu Sansheng New Energy Co., Ltd. (ʮ̡)
and a director of Loudi Zhongsheng New Energy Co., Ltd. (ʮ̡).
Mr. Sun received his bachelor’s degree in mechanical engineering from Wuhan Institute
of Technology (ဏʈኪ৫, currently known as Wuhan University of Technology (ဏଣʈɽ
ኪ)) in June 1992.
Ms. Qin Zhiyu (ѹɾɻ), aged 41, has been our Board secretary since January 2025.
Ms. Qin joined our Group in 2007, and has successively served as the financing manager
in the fund management department at the Company’s financial headquarters, chief of risk
management department of the fund management department of the Company’s financial
headquarters and the department manager of the fund management department of the
Company’s financial headquarters. She has also served as a director and general manager of
SANY Auto Finance Co., Ltd. (ʮ̡), a subsidiary of our Company, from
September 2020 to October 2024.
Ms. Qin received her bachelor’s degree in computer science and technology from Central
South University (ɽኪ) in June 2005 and her master’s degree in management from Central
South University (ɽኪ) in November 2007.
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JOINT COMPANY SECRETARIES
Ms. Qin Zhiyu (ѹɾɻ) has been appointed as our joint company secretary. See
“— Senior Management” above for Ms. Qin’s biography.
Ms. Lai Siu Kuen (ɾɻ) has been appointed as our joint company secretary. Ms.
Lai is a director of Company Secretarial Services of Tricor Services Limited, a global
professional services provider specializing in integrated business, corporate and investor
services. She has over 25 years of experience in the corporate secretarial field. Ms. Lai is a
fellow member of both The Hong Kong Chartered Governance Institute and The Chartered
Governance Institute in the United Kingdom. Ms. Lai received her bachelor’s degree in
accounting from The Hong Kong Polytechnic University (ಥଣʈɽኪ) in November 1997.
CONFIRMATION FROM OUR DIRECTORS
Rule 3.09D of the Listing Rules
Each of our Directors confirms that he or she (i) has obtained the legal advice referred
to under Rule 3.09D of the Listing Rules in April 2025, and (ii) understands his or her
obligations as a director of a listed issuer under the Listing Rules.
Rule 3.13 of the Listing Rules
Each of the independent non-executive Directors has confirmed (i) his or her
independence as regards each of the factors referred to in Rules 3.13(1) to (8) of the Listing
Rules, (ii) he or she has no past or present financial or other interest in the business of the
Company or its subsidiaries or any connection with any core connected person of the Company
under the Listing Rules as of the Latest Practicable Date, and (iii) that there are no other factors
that may affect his or her independence at the time of his/her appointments.
DISCLOSURE UNDER RULE 8.10(2) OF THE LISTING RULES
Each of our Directors (other than our independent non-executive Directors) confirms that
as of the Latest Practicable Date, he or she did not have interests in any business, which
competes directly or indirectly with our business for the purpose of Rule 8.10(2) of the Hong
Kong Listing Rules.
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
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MANAGEMENT AND CORPORATE GOVERNANCE
Board Committees
We have established five Board Committees in accordance with the relevant laws and
regulations in mainland China, the Articles and the code of corporate governance practices
under the Listing Rules, namely the Audit Committee, the Remuneration and Evaluation
Committee, the Nomination Committee, the Strategy Committee and the Sustainability
Committee. The functions of the five committees are summarized as follows.
Audit Committee
We have established the Audit Committee with written terms of reference in compliance
with Rule 3.21 of the Listing Rules and the Corporate Governance Code set out in Appendix
C1 to the Listing Rules. The primary duties of the Audit Committee are to review and supervise
the financial reporting process and internal controls system of our Group, review and approve
connected transactions and provide advice and comments to the Board. The Audit Committee
comprises three members, namely Mr. Wu Zhongxin, Mr. Lam Y uk Kun Lawrence and Ms. Xi
Qing as the members of the Audit Committee, with Mr. Wu Zhongxin as the chairperson of the
Audit Committee and Mr. Wu Zhongxin is the director appropriately qualified as required
under Rules 3.10(2) and 3.21 of the Listing Rules.
Remuneration and Evaluation Committee
We have established the Remuneration and Evaluation Committee with written terms of
reference in compliance with Rule 3.25 of the Listing Rules and the Corporate Governance
Code set out in Appendix C1 to the Listing Rules. The primary duties of the Remuneration and
Evaluation Committee are to review and make recommendations to the Board on the terms of
remuneration packages, bonuses and other compensation payable to our Directors and other
senior management. The Remuneration and Evaluation Committee comprises three members,
namely Mr. Lam Y uk Kun Lawrence, Mr. Wu Zhongxin and Ms. Xi Qing, with Mr. Lam Y uk
Kun Lawrence as the chairperson of the Remuneration and Evaluation Committee.
Nomination Committee
We have established a Nomination Committee with written terms of reference in
compliance with the Code on Corporate Governance in Appendix C1 to the Listing Rules. The
primary duties of the Nomination Committee are to make recommendations to our Board on the
appointment of Directors and management of Board succession and evaluate the Board
diversity policy. The Nomination Committee comprises three members, namely Ms. Xi Qing,
Mr. Xiang Wenbo and Mr. Lam Y uk Kun Lawrence, with Ms. Xi Qing as the chairperson of the
Nomination Committee.
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Strategy Committee
We have established a Strategy Committee with written terms of reference. The primary
duties of the Strategy Committee are to make recommendations to our Board on the long-term
development strategy and major investments and projects of our Company. The Strategy
Committee comprises three members, namely Mr. Xiang Wenbo, Mr. Y u Hongfu and Mr. Wu
Zhongxin, with Mr. Xiang Wenbo as the chairperson of the Strategy Committee.
Sustainability Committee
We have established a Sustainability Committee with written terms of reference. The
primary duties of the Sustainability Committee are to support the Board to formulate long-term
sustainable development strategies and oversee the implementation of the sustainability plans.
The Sustainability Committee comprises three members, namely Mr. Xiang Wenbo, Mr. Y u
Hongfu and Ms. Xi Qing, with Mr. Xiang Wenbo as the chairperson of the Sustainability
Committee.
Corporate Governance Code
We aim to implement a high standard of corporate governance, which we believe is
crucial to safeguard the interests of our Shareholders. To accomplish this, we expect to comply
with the Corporate Governance Code set out in Appendix C1 of the Listing Rules after the
Listing.
Board diversity
Our Company has adopted a board diversity policy which sets out the approach to achieve
diversity of the Board. Our Company recognizes and embraces the benefits of having a diverse
Board and sees increasing diversity at the Board level, including gender diversity, as an
essential element in maintaining our Company’s competitive advantage and enhancing our
ability to attract, retain and motivate employees from the widest possible pool of available
talent. Pursuant to the board diversity policy, in reviewing and assessing suitable candidates to
serve as a director of our Company, the Nomination Committee will consider a number of
aspects, including but not limited to gender, age, cultural and educational background,
professional qualifications, skills, knowledge, and industry and regional experience. In
particular, our Company currently has one female Director on the Board and will continue to
work towards enhancing the gender diversity of the Board. Our Directors have a balanced mix
of knowledge and skills, and we have five non-executive Directors, including three
independent non-executive Directors, with different industry backgrounds. Taking into account
our existing business model and specific needs as well as the different background of our
Directors, the composition of our Board satisfies our board diversity policy. Pursuant to the
board diversity policy, the Nomination Committee will discuss periodically and when
necessary, agree on the measurable objectives for achieving diversity, including gender
diversity, on the Board and recommend them to the Board for formal adoption.
DIRECTORS, SUPERVISORS AND SENIOR MANAGEMENT
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REMUNERATION
Our Directors, Supervisors and senior management receive their remuneration in the form
of basic annual payments and performance-related annual payments, including fees, salaries,
share-based compensation, pension schemes contribution and other benefits in kind.
For the years ended December 31, 2022, 2023 and 2024 and the four months ended April
30, 2025, the total remuneration paid to our Directors amounted to RMB37.09 million,
RMB23.14 million, RMB29.75 million and RMB8.03 million, respectively.
For the years ended December 31, 2022, 2023 and 2024 and the four months ended April
30, 2025, the total remuneration paid to our Supervisors amounted to RMB10.94 million,
RMB3.86 million, RMB3.82 million and RMB0.98 million, respectively.
For the years ended December 31, 2022, 2023 and 2024 and the four months ended April
30, 2025, the total emoluments paid to the five highest paid individuals (including Directors)
by us amounted to RMB62.07 million, RMB62.24 million, RMB69.96 million and RMB15.21
million, respectively.
For the years ended December 31, 2022, 2023 and 2024 and the four months ended April
30, 2025, no payment was made by us to any of the Directors or the five highest paid
individuals as an inducement to join us or as compensation for loss of office. Save as disclosed
in the prospectus, our non-executive Directors and Supervisors do not receive remuneration
from our Company. None of the Directors or Supervisors waived their remuneration during the
relevant period.
The remuneration of our Directors, Supervisors and senior management is determined
with reference to factors including the responsibility, risk and commitment of our Directors,
Supervisors and senior management, the completion rate of our corporate profit, the assessment
result of our target responsibility system, the performance evaluation structure of each of our
corporate departments and the salaries paid by comparable companies.
Save as disclosed above and in “Financial Information,” “Accountant’s Report” and
“Statutory and General Information,” no other payments have been paid or are payable in
respect of the Track Record Period to our Directors, Supervisors and senior management by our
Group. Under the arrangements currently in force, we estimate the aggregate remuneration,
excluding performance related bonuses and share-based payment expenses, of our Directors
and Supervisors for the year ending December 31, 2025 to be approximately RMB15.00
million.
See the Accountant’s Report in Appendix I for details on remuneration paid to our
Directors, Supervisors and senior management and, on an aggregate basis, the five highest paid
individuals of our Group during the Track Record Period, and paragraphs headed “Statutory
and General Information — 4. Our Incentive Schemes” in Appendix VI for details regarding
the incentive plans for our Directors and senior management.
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COMPLIANCE ADVISOR
We have appointed Somerley Capital Limited as our compliance advisor pursuant to Rule
3A.19 of the Listing Rules. The compliance advisor will provide us with guidance and advice
as to compliance with the requirements under the Listing Rules and applicable Hong Kong
laws. Pursuant to Rule 3A.23 of the Listing Rules, the compliance advisor will advise our
Company, among others, in the following circumstances:
(a) before the publication of any regulatory announcement, circular, or financial report;
(b) where a transaction, which might be a notifiable or connected transaction, is
contemplated, including share issues and share repurchases;
(c) where we propose to use the proceeds of the Global Offering in a manner different
from that detailed in this prospectus or where the business activities, development
or results of our Group deviate from any forecast, estimate or other information in
this prospectus; and
(d) where the Hong Kong Stock Exchange makes an inquiry to our Company regarding
unusual movements in the price or trading volume of its listed securities or any other
matters in accordance with Rule 13.10 of the Listing Rules.
The term of appointment of the compliance advisor shall commence on the Listing Date
and is expected to end on the date on which we comply with Rule 13.46 of the Listing Rules
in respect of our financial results for the first full financial year commencing after the Listing
Date and such appointment may be subject to extension by mutual agreement.
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OUR CONTROLLING SHAREHOLDERS
As of the Latest Practicable Date, the Controlling Shareholder Group, including SANY
Group, Mr. Liang Wengen, Mr. Tang Xiuguo, Mr. Xiang Wenbo, Mr. Mao Zhongwu, Mr. Y uan
Jinhua, Mr. Yi Xiaogang, Mr. Zhou Fugui and Beijing Sany Heavy Machinery, by virtue of the
acting-in-concert arrangement among them, collectively held approximately 33.73% of our
total share capital. See “History, Development and Corporate Structure — The Controlling
Shareholder Group” in this prospectus for details.
Immediately following the completion of the Global Offering (assuming the Offer Size
Adjustment Option and the Over-allotment Option are not exercised and no other changes are
made to the issued share capital of our Company between the Latest Practicable Date and the
Listing), the Controlling Shareholder Group will hold approximately 31.57% of the issued
share capital of our Company, and will remain as a group of our Controlling Shareholders upon
the Listing.
CLEAR BUSINESS DELINEATION
Our Business
We are an innovation-driven global leader in the construction machinery industry. We are
dedicated to the R&D, manufacturing, sales and servicing of an extensive portfolio of
construction machinery, including excavating machinery, concrete machinery, hoisting
machinery, piling machinery and road machinery. Through our global network, we offer a
comprehensive range of products and services to customers worldwide. Our product portfolio
is widely applied in various application scenarios such as earthworks, construction and other
downstream industries.
The Business of our Controlling Shareholders
Apart from the investments in the Company, our Controlling Shareholders, individually
or collectively, control and invest in companies which principally engage in (i) manufacturing
and sales of mining equipment, logistics equipment, oil and gas equipment, and emerging
industries covering solar modules, hydrogen production equipment, power battery modules and
energy storage systems through Sany Heavy Equipment International Holdings Company
Limited (ʮ̡,“ Sany International ”) (a company listed on the Stock
Exchange, stock code: 00631), (ii) R&D, manufacturing and sales of wind power equipment
and design, construction and operation of wind power plants through Sany Renewable Energy
Co., Ltd. (ʮ̡,“ Sany Renewable Energy ”) (a company listed on the
Shanghai Stock Exchange, stock code: 688349.SH), and (iii) other businesses, such as
construction, truck manufacturing and environmental protection. The principal businesses of
such investments are separate and clearly delineated from the principal businesses of our
Group, specifically, in terms of industry positioning and product functionality.
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Each of our Controlling Shareholders has confirmed that he/it does not have any interests
in any business (apart from the business of our Group) that competes or is likely to compete,
directly or indirectly, with our principal business, which is required to be disclosed under Rule
8.10 of the Listing Rules.
NON-COMPETE UNDERTAKINGS
In connection with the A Share Listing, each of SANY Group and Mr. Liang Wengen has
executed a non-competition undertaking, pursuant to which each of SANY Group and Mr.
Liang Wengen undertakes to, among others:
(a) it/he is not and, will not be engaged in the same or similar business as the business
of the Company and its/his controlled companies or constitutes substantial
competition with the business of the Company and its controlled companies (the
“Competing Businesses ”);
(b) it/he is not and, will not be engaged or participate in Competing Businesses by
establishing other companies; and
(c) it shall not exploit its controlling position or shareholder status in the Company to
transfer profits, occupy funds, provide guarantees, or engage in other actions that
harm the interests of the Company and other shareholders in the course of its
business operations.
INDEPENDENCE FROM OUR CONTROLLING SHAREHOLDERS
Our Directors consider that we are capable of carrying on our business independently
from our Controlling Shareholders and their respective close associates after the Listing, taking
into consideration the factors below.
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Management Independence
Our business is managed and conducted by our Board and senior management. Upon
Listing, our Board consists of seven Directors, comprising two executive Directors, two
non-executive Directors and three independent non-executive Directors, and our senior
management team (other than our executive Director) comprises seven members. For more
details, see “Directors, Supervisors and Senior Management.” The details of our Directors and
senior management holding positions in our Controlling Shareholders and their respective
close associates are set out below:
Name Major positions in our Company
Major positions in our
Controlling Shareholders and
their respective close associates
Mr. Xiang Wenbo /H1118/H1118/H1118/H1118/H1118Executive Director and
chairman of the Board
Director of SANY Group,
Sany Renewable Energy
and Sany International
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118/H1118Executive Director, vice
chairman of the Board
and our president
Director of SANY Group
Mr. Liang Wengen /H1118/H1118/H1118/H1118/H1118Non-executive Director Director of SANY Group
Mr. Liang Zaizhong /H1118/H1118/H1118/H1118Non-executive Director Director of SANY Group
and executive director
and chairman of Sany
International
Mr. Yi Xiaogang /H1118/H1118/H1118/H1118/H1118Executive president Director of SANY Group
Mr. Huang Jianlong /H1118/H1118/H1118Senior vice president Director of SANY Group
Our Directors consider that we are able to carry on our business independently from our
Controlling Shareholders and their respective close associates from a management perspective
for the following reasons:
(a) our Board of Directors and senior management have a well-established track record
of carrying on our daily management and operations. Save for Mr. Xiang Wenbo,
Mr. Y u Hongfu, Mr. Liang Wengen, Mr. Liang Zaizhong, Mr. Yi Xiaogang and Mr.
Huang Jianlong, all of our Directors and senior management do not hold any
position in our Controlling Shareholders or their respective close associates.
Mr. Xiang Wenbo, Mr. Liang Wengen and Mr. Yi Xiaogang are members of the
Controlling Shareholder Group. Despite the overlapping roles as detailed above, all
our Directors and senior management are capable to contribute sufficient time and
efforts to discharge their responsibilities in our Group effectively. Each of Mr. Liang
Wengen and Mr. Liang Zaizhong serves as our non-executive Director and is not
involved in the daily management and operations of our Group. Further, Mr. Xiang
Wenbo’s directorships in SANY Group, Sany Renewable Energy and Sany
International and Mr. Y u Hongfu’s directorship in SANY Group are non-executive
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in nature and they are not involved in the day-to-day management and operations of
business of each of SANY Group, Sany Renewable Energy and Sany International.
Each of Mr. Xiang Wenbo, Mr. Y u Hongfu, Mr. Yi Xiaogang and Mr. Huang Jianlong
is only involved in decision-makings as member of the board of directors of such
companies. Therefore, neither Mr. Xiang Wenbo nor Mr. Y u Hongfu expects that his
directorships in our Controlling Shareholders and their respective close associates
will take up a substantial amount of his time, and each of Mr. Xiang Wenbo, Mr. Y u
Hongfu, Mr. Yi Xiaogang and Mr. Huang Jianlong will be able to devote sufficient
time to the management of our Company;
(b) our daily management and operations are carried out by a senior management team,
all of whom are employed by our Group and have substantial experience in the
industry in which our Company is engaged, and will therefore be able to make
business decisions for our Group independently of our Controlling Shareholders and
their respective close associates that are in the best interests of our Group;
(c) each Director is aware of his/her fiduciary duties as a director which require, among
other things, that he/she acts for the benefit and in the interest of our Company and
does not allow any conflict between his/her duties as our Director and his/her
personal interests. In the event that there is a potential conflict of interest arising out
of any transaction to be entered into between our Group and a Director and/or
his/her associate, he/she is required to declare the nature of such interest before
voting at the relevant Board meetings of our Company in respect of such
transactions and the interested Director shall abstain from voting and shall not be
counted towards the quorum for the voting;
(d) we have three independent non-executive Directors with extensive experience in
their respective areas of expertise to ensure that the decisions of our Board are made
after due consideration of independent and impartial opinions and in the best
interests of our Company and our Shareholders as a whole. In particular, all three of
our independent non-executive Directors have current or past management
experience and/or directorships in listed companies or financial companies, and will
be able to provide professional and relevant industry advice to our Company.
Certain matters of our Company, including continuing connected transactions, must
always be referred to the independent non-executive Directors for review and
approval; and
(e) our Company is an A-share listed company and has adopted a series of corporate
governance measures to manage conflicts of interest, if any, between our Group and
our Controlling Shareholders which would support our independent management.
The following corporate governance measures has been or will be in place to
mitigate any actual or potential conflict of interests:
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(i) in the event of any actual or potential conflict of interest between our Group
and our Controlling Shareholders, our Directors shall report such conflict of
interest to the independent non-executive Directors as soon as practicable upon
becoming aware of it, where applicable, convene a Board meeting to review
and evaluate the implications and risk exposure of such conflict, and monitor
any material irregularities in business conduct;
(ii) the nomination committee of our Company will from time to time review the
independence of our Directors in terms of the performance of their duties as
Directors to ensure effective management of potential conflict of interest;
(iii) our Directors, including our independent non-executive Directors, are entitled
to seek independent professional advice from external parties in appropriate
circumstances at our Company’s expense; and
(iv) as an A-share listed company, we have formulated and adopted a
comprehensive internal control and management system in compliance with
the relevant requirements of the PRC laws and regulations and rules of the
Shanghai Stock Exchange. The Articles of Association has also included
relevant provisions to manage conflict of interest, pursuant to which our
Directors are prohibited from voting in any Board resolution approving any
contract or arrangement or any other proposal in which he/she or any of his/her
close associates has a material interest, and shall not be counted in the quorum
present at the particular Board meeting.
See “— Corporate Governance” below for further details.
Based on the above, our Directors believe that our Board as a whole and together with our
senior management are able to perform the managerial role in our Group independently from
our Controlling Shareholders and their respective close associates after the Listing.
Operational Independence
We do not rely on our Controlling Shareholders and their respective close associates for
our daily operations. We have our own organizational structure with self-governing
departments specializing in various aspects in relation to our business development, including
but not limited to sales and marketing, financing, human resources, administration, internal
audit and legal and compliance which have been in operation and are expected to continue to
operate separately and independently from our Controlling Shareholders and their respective
close associates. In addition, we have our own headcount of employees for our operations and
management for human resources. We also maintain a set of comprehensive internal control
procedures to facilitate the effective operation of our businesses. All essential administrative
functions are carried out by our Group independently and without support of our Controlling
Shareholders and their respective close associates. For operational efficiency, we may from
time to time source certain non-essential administrative services from our Controlling
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Shareholders and their respective close associates, which will be conducted on arm’s length
and on normal commercial terms, and the cost are allocated to our Group on a fair and equitable
basis. See section headed “Connected Transactions” for more details.
We have independent access to suppliers and customers and a dedicated management
team independently handling our day-to-day operations. We also have sufficient capital,
facilities, equipment and employees, administrative and corporate governance infrastructure, to
operate the business independently. We are also in possession of all relevant licenses,
certificates, facilities, intellectual property rights and approvals and permits from the relevant
regulatory authorities necessary to carry on and operate our principal businesses and we have
sufficient operational capacity in terms of capital and employees to operate independently.
We entered into certain continuing connected transactions with our Controlling
Shareholders and/or their respective associates. See section headed “Connected Transactions”
for more details. All such transactions will be conducted on arm’s length and on normal
commercial terms in the ordinary and usual course of business of our Group in accordance with
the requirements under Chapter 14A of the Listing Rules, and the pricing policy of our Group
and our connected persons will not be prejudicial to the interests of any of the parties. The
amounts for such continuing connected transactions are at a reasonable percentage with respect
to our business scale. Moreover, our access to independent sources enables us to easily identify
other suitable partners or substitutes through fair negotiation at similar terms and conditions
in line with the market terms to meet our business and the operational needs without causing
any undue delay. Accordingly, our Directors believe that such transactions will not affect the
operational independence of our Group as a whole.
Based on the above, our Directors believe that we are able to operate independently of our
Controlling Shareholders and their respective close associates.
Financial Independence
We have an independent financial system and make financial decisions according to our
Group’s own business needs. We have our own internal control and accounting systems and an
independent finance department in charge of our treasury function and making financial
decisions independently based on our Group’s needs. Our Company maintains bank accounts
independently and does not share any bank account with SANY Group. Our Company makes
tax registration and pays tax independently with its own funds. As such, our Company’s
financial functions, such as cash and accounting management, invoices and bills, operate
independently from our Controlling Shareholders and their respective close associates. We do
not rely on our Controlling Shareholders and their respective close associates for financing.
In addition, we are capable of obtaining financing from Independent Third Parties, if
necessary, without relying on any guarantee or security provided by our Controlling
Shareholders or their respective associates. As of the Latest Practicable Date, there were no
outstanding loans or guarantee provided by or granted to our Controlling Shareholders or their
respective associates to facilitate our financings.
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Based on the above, our Directors believe that we are capable of carrying on our business
independently from, and do not place undue reliance on our Controlling Shareholders and their
respective close associates after the Listing.
CORPORATE GOVERNANCE
Our Company and Directors are committed to upholding and implementing good
corporate governance and recognize the importance of protecting the rights and interests of all
Shareholders, including the rights and interests of our minority Shareholders. Our Company
will comply with the provisions of the Corporate Governance Code in Appendix C1 to the
Listing Rules (the “ Corporate Governance Code ”), which sets out principles of good
corporate governance.
We would adopt the following measures to safeguard good corporate governance
standards and to avoid potential conflict of interests between our Group and our Controlling
Shareholders and their respective close associates:
(a) where a Shareholders’ meeting is to be held for considering proposed transactions
in which our Controlling Shareholders and/or their respective close associates has a
material interest, our Controlling Shareholders and/or their respective close
associates will abstain from voting on the resolutions and shall not be counted in the
quorum in the voting;
(b) as part of our preparation for the Listing, we have amended our Articles of
Association to comply with the Listing Rules which will become effective upon
Listing. In particular, our Articles of Association provides that, a Director shall
abstain from voting on any resolution approving any contract, transaction or
arrangement in which such Director or any of his/her close associates has a material
interest nor shall such Director be counted in the quorum present at the Board
meeting;
(c) our Company has established internal control mechanisms to identify connected
transactions. Upon the Listing, if our Group enters into connected transactions with
our Controlling Shareholders and their respective close associates, we will comply
with the applicable Listing Rules;
(d) we are committed that our Board shall include a balanced composition of executive
Directors and non-executive Directors (including independent non-executive
Directors). We have appointed three independent non-executive Directors, and we
believe our independent non-executive Directors (i) possess sufficient experiences,
(ii) are free of any business or other relationship which could interfere with the
exercise of their independent judgment in any material manner, and (iii) will be able
to provide an impartial and external opinion to protect the interests of our
Shareholders as a whole. See “Directors, Supervisors and Senior Management” for
details of the independent non-executive Directors;
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(e) where our Directors reasonably request the advice of independent professionals or
advisors, such as financial advisors, valuers or legal advisors, the appointment of
such independent professionals or advisors will be made at our Company’s
expenses;
(f) we have appointed Somerley Capital Limited as our Compliance Advisor to provide
us with advice and guidance in respect of compliance with the applicable laws and
regulations and the Listing Rules, including various requirements relating to
Directors’ duties and corporate governance; and
(g) we have established our Audit Committee, Remuneration and Evaluation
Committee, Nomination Committee, Strategy Committee and Sustainability
Committee with written terms of reference in compliance with the Listing Rules and
the Corporate Governance Code.
Based on the above, our Directors are satisfied that sufficient corporate governance
measures have been put in place to manage conflicts of interest between our Group and our
Controlling Shareholders, and to protect minority Shareholders’ interests after the Listing.
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SUBSTANTIAL SHAREHOLDERS
So far as our Directors are aware, immediately following the completion of the Global
Offering (assuming the Offer Size Adjustment Option and the Over-allotment Option are not
exercised and no other changes are made to the issued share capital of our Company between
the Latest Practicable Date and the Listing), the following persons will have interests and/or
short positions in the Shares or underlying shares of our Company which would fall to be
disclosed pursuant to the provisions of Divisions 2 and 3 of Part XV of the SFO, or, directly
or indirectly, be interested in 10% or more of the issued voting shares of our Company:
Name of Shareholder Nature of interest
Description and
number of Shares
Approximate
percentage of
shareholding in the
total issued share
capital of our
Company as of the
Latest Practicable
Date
Immediately after the Global Offering
Approximate % of
shareholding in our
A Shares
Approximate % of
shareholding in the
total share capital
of our Company
SANY Group (1)(2) /H1118/H1118/H1118Beneficial owner (3) 2,496,685,089
A Shares
29.46% 29.46% 27.57%
Interest in controlled
corporation (4)
25,931,687
A Shares
0.31% 0.31% 0.29%
Interests held jointly
with another
person
(5)
335,965,315
A Shares
3.96% 3.96% 3.71%
Mr. Liang Wengen (1) /H1118Beneficial owner 235,840,517
A Shares
2.78% 2.78% 2.60%
Interest in controlled
corporation (1)(4)
2,522,616,776
A Shares
29.77% 29.77% 27.86%
Interests held jointly
with another
person
(5)
100,124,798
A Shares
1.18% 1.18% 1.11%
Mr. Tang Xiuguo /H1118/H1118/H1118Beneficial owner 29,277,150
A Shares
0.35% 0.35% 0.32%
Interests held jointly
with another
person
(5)
2,829,304,941
A Shares
33.38% 33.38% 31.25%
Mr. Xiang Wenbo /H1118/H1118/H1118Beneficial owner 27,193,189
A Shares
0.32% 0.32% 0.30%
Interests held jointly
with another
person
(5)
2,831,388,902
A Shares
33.41% 33.41% 31.27%
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Name of Shareholder Nature of interest
Description and
number of Shares
Approximate
percentage of
shareholding in the
total issued share
capital of our
Company as of the
Latest Practicable
Date
Immediately after the Global Offering
Approximate % of
shareholding in our
A Shares
Approximate % of
shareholding in the
total share capital
of our Company
Mr. Mao Zhongwu /H1118/H1118/H1118Beneficial owner 22,058,590
A Shares
0.26% 0.26% 0.24%
Interests held jointly
with another
person
(5)
2,836,523,501
A Shares
33.47% 33.47% 31.33%
Mr. Y uan Jinhua /H1118/H1118/H1118/H1118Beneficial owner 17,008,519
A Shares
0.20% 0.20% 0.19%
Interests held jointly
with another
person
(5)
2,841,573,572
A Shares
33.53% 33.53% 31.38%
Mr. Yi Xiaogang /H1118/H1118/H1118/H1118Beneficial owner 2,322,350
A Shares
0.03% 0.03% 0.03%
Interests held jointly
with another
person
(5)
2,856,259,741
A Shares
33.70% 33.70% 31.54%
Beneficial interest (6) 312,306
A Shares
0.004% 0.004% 0.003%
Mr. Zhou Fugui /H1118/H1118/H1118/H1118Beneficial owner 2,265,000
A Shares
0.03% 0.03% 0.03%
Interests held jointly
with another
person
(5)
2,856,317,091
A Shares
33.70% 33.70% 31.54%
Beijing Sany Heavy
Machinery /H1118/H1118/H1118/H1118/H1118/H1118
Beneficial owner 25,931,687
A Shares
0.31% 0.31% 0.29%
Interests held jointly
with another
person
(5)
2,832,650,404
A Shares
33.42% 33.42% 31.28%
Notes:
(1) As of the Latest Practicable Date, Mr. Liang Wengen was interested in approximately 56.74% of the registered
capital of SANY Group. Therefore, Mr. Liang Wengen is deemed to be interested in the entire Shares held by
SANY Group under the SFO.
(2) As of the Latest Practicable Date, 422,627,942 A Shares held by SANY Group in our Company were under
pledge as security in favor of the holders of the 2020 SANY Group Exchangeable Bonds. See “—
Exchangeable Bonds Issued by SANY Group” in this section below.
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(3) Including 2,480,088,257 A Shares held by SANY Group and 16,596,832 A Shares held by the Asset
Management Plans in the name of such financial products for and on behalf of SANY Group. The Asset
Management Plans were established by SANY Group to hold interests in our Company.
(4) As of the Latest Practicable Date, SANY Group was interested in approximately 70.91% of the registered
capital of Beijing Sany Heavy Machinery. Therefore, each of Mr. Liang Wengen and SANY Group is deemed
to be interested in the entire Shares held by SANY Group under the SFO.
(5) Each of Mr. Liang Wengen, Mr. Tang Xiuguo, Mr. Xiang Wenbo, Mr. Mao Zhongwu, Mr. Y uan Jinhua, Mr. Yi
Xiaogang, Mr. Zhou Fugui and Beijing Sany Heavy Machinery has been acting in concert with SANY Group.
Therefore, under the SFO, in addition to their respective direct shareholding or interest in controlled
corporations, each of such shareholder is also deemed to be interested in the interest of the other shareholders
acting in concert.
(6) Mr. Yi Xiaogang is entitled to receive 312,306 Shares pursuant to the 2025 Stock Ownership Scheme, subject
to vesting conditions. See “Statutory and General Information — 4. Our Incentive Schemes — A. Stock
Ownership Schemes” for details.
Save as disclosed above and in section headed “Statutory and General Information — 3.
Further Information about our Directors and Supervisors” in Appendix VI, our Directors are
not aware of any other person who will, immediately following the completion of the Global
Offering (assuming the Offer Size Adjustment Option and the Over-allotment Option are not
exercised and no other changes are made to the issued share capital of our Company between
the Latest Practicable Date and the Listing), have any interest and/or short positions in the
Shares or underlying shares of our Company which would fall to be disclosed to the Company
pursuant to the provisions of Divisions 2 and 3 of Part XV of the SFO, or, who is, directly or
indirectly, interested in 10% or more of the nominal value of any class of our share capital
carrying rights to vote in all circumstances at general meetings of our Company.
For those who are directly and/or indirectly interested in 10% or more of the nominal
value of any class of share capital carrying rights to vote in all circumstances at general
meeting of any other member of our Group, see “Statutory and General Information — 3.
Further Information about Our Directors and Supervisors — (ii) Interests of Substantial
Shareholders in Members of Our Group (Excluding Our Company)” in Appendix VI.
EXCHANGEABLE BONDS ISSUED BY SANY GROUP
In September 2020, SANY Group conducted a non-public issuance of the exchangeable
bonds to institutional investors in an aggregate principal amount of RMB8,000,000,000 for a
fixed term of six years with a maturity date on September 14, 2026 at a coupon rate of 1.5%,
which are exchangeable for A Shares held by SANY Group (the “ 2020 SANY Group
Exchangeable Bonds ”). The 2020 SANY Group Exchangeable Bonds were listed on the
Shanghai Stock Exchange and are tradable by institutional investors. The exercise period of the
2020 SANY Group Exchangeable Bonds shall commence from the first trading day
immediately after six months from the date of issuance of the 2020 SANY Group Exchangeable
Bonds until the maturity date, being the period from on March 14, 2021 and will end on
September 14, 2026 (the “ Exercise Period ”), during which holders of the 2020 SANY Group
Exchangeable Bonds can, at their own discretion, exercise their rights to exchange their
SUBSTANTIAL SHAREHOLDERS
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holdings in the 2020 SANY Group Exchangeable Bonds into A Shares reserved for exchange
at any time during the Exercise Period. As of June 30, 2025, the outstanding principal amount
of the 2020 SANY Group Exchangeable Bonds was RMB3,642,000,000.
Exchange Price
The number of A Shares to be exchanged under the 2020 SANY Group Exchangeable
Bonds is calculated by dividing the principal amount of the 2020 SANY Group Exchangeable
Bonds held by a bondholder by a specified share exchange price (the “ Exchange Price ”). The
initial Exchange Price is RMB28 per A Share, subject to (i) automatic adjustments upon
occurrence of certain events, including the distribution of stock dividends or making any
capital conversion, the issuance of new Shares, allotment of Shares, distribution of cash
dividends resulting in the changes in Shares or shareholders’ equity of our Company (the
“Automatic Adjustments ”), and (ii) downward adjustments at the discretion of SANY Group
subject to the terms of the 2020 SANY Group Exchangeable Bonds, when the closing price of
A Shares falls below 70% of the Exchange Price for at least 20 trading days in any period of
30 consecutive trading days, on the condition that the Exchange Price as adjusted by SANY
Group shall not be lower than the closing price of the A Shares in the preceding trading day
and the average closing price of the A Shares for the 20 preceding trading days (the
“Discretionary Adjustments ”). SANY Group has not made any Discretionary Adjustments.
Due to Automatic Adjustments, as of June 30, 2025, the Exchange Price was RMB26.21.
Share Pledge
As security for the obligations of SANY Group under the 2020 SANY Group
Exchangeable Bonds and for shares reserved for exchange, an initial 500,000,000 A Shares
held by SANY Group were pledged to the bond manager in favor of the holders of the 2020
SANY Group Exchangeable Bonds (the “ Share Pledge ”). If any holder of the 2020 SANY
Group Exchangeable Bonds exercises its exchange right during the Exercise Period, the
corresponding number of pledged A Shares will be transferred to such bondholder, and the
number of A Shares subject to the Share Pledge will be reduced accordingly. As of the Latest
Practicable Date, 422,627,942 A Shares held by SANY Group, representing approximately
4.99% of the total issued share capital of our Company as of the Latest Practicable Date, were
subject to the Share Pledge.
Under the 2020 SANY Group Exchangeable Bonds, SANY Group is obliged to pledge
additional A Shares if (i) the market value of the pledged A Shares (calculated by multiplying
the number of the pledged A Shares by the closing price of the current trading day) plus the
accrued interest falls below 100% of the outstanding amount of the exchangeable bonds for 30
consecutive trading days; and/or (ii) a downward adjustment in the Exchange Price results in
the total number of A Shares subject to the exchange rights of the bondholders exceeding the
number of A Shares subject to the Share Pledge. In the case that the market value of the pledged
A Shares plus the accrued interest exceeds 130% of the outstanding amount of the
exchangeable bonds for 30 consecutive trading days, the pledged A Shares shall be released
upon notification by SANY Group.
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Based on the outstanding principal amount of the 2020 SANY Group Exchangeable
Bonds and the Exchange Price as of June 30, 2025, the maximum number of pledged A Shares
which may be exchanged and transferred to the bondholders amounted to approximately
138,954,597 A Shares, representing (i) approximately 1.64% of the Company’s issued share
capital as of June 30, 2025, and (ii) approximately 1.53% of the Company’s issued share capital
upon the completion of the Global Offering (assuming the Offer Size Adjustment Option and
the Over-allotment Option are not exercised and no other changes are made to the issued share
capital of our Company between the Latest Practicable Date and the Listing).
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This section presents certain information regarding our share capital before and upon
completion of the Global Offering.
BEFORE THE GLOBAL OFFERING
As of the Latest Practicable Date, the total issued capital of our Company was
8,474,390,037* A Shares of nominal value of RMB1.00 each, which are all listed on the main
board of the Shanghai Stock Exchange.
UPON COMPLETION OF THE GLOBAL OFFERING
Immediately following the Global Offering, assuming the Offer Size Adjustment Option
and the Over-allotment Option are not exercised and no changes are made to our issued share
capital between the Latest Practicable Date and the Listing, the share capital of our Company
will be as follows:
Description of Shares Number of Shares
Approximate
percentage to
total share capital
(%)
A Shares in issue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,390,037* 93.59%
H Shares to be issued pursuant to the
Global Offering /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118580,424,600 6.41%
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,054,814,637 100%
Immediately following the Global Offering, assuming the Offer Size Adjustment Option
is exercised in full and the Over-allotment Option is not exercised and no changes are made
to our issued share capital between the Latest Practicable Date and the Listing, the share capital
of our Company will be as follows:
Description of Shares Number of Shares
Approximate
percentage to
total share capital
(%)
A Shares in issue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,390,037* 92.70%
H Shares to be issued pursuant to the
Global Offering /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118667,488,200 7.30%
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,141,878,237 100%
SHARE CAPITAL
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Immediately following the Global Offering, assuming the Offer Size Adjustment Option
is not exercised and the Over-allotment Option is exercised in full and no changes are made
to our issued share capital between the Latest Practicable Date and the Listing, the share capital
of our Company will be as follows:
Description of Shares Number of Shares
Approximate
percentage to
total share capital
(%)
A Shares in issue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,390,037* 92.70%
H Shares to be issued pursuant to the
Global Offering /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118667,488,200 7.30%
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,141,878,237 100%
Immediately following the Global Offering, assuming the Offer Size Adjustment Option
and the Over-allotment Option are exercised in full and no changes are made to our issued
share capital between the Latest Practicable Date and the Listing, the share capital of our
Company will be as follows:
Description of Shares Number of Shares
Approximate
percentage to
total share capital
(%)
A Shares in issue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,390,037* 91.69%
H Shares to be issued pursuant to the
Global Offering /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118767,611,400 8.31%
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,242,001,437 100%
Note:
* Including 42,987,413 A Shares repurchased by our Company pursuant to the repurchase mandates approved by
the Board, accounting for approximately 0.51% of the total number of A Shares in issue as of the Latest
Practicable Date.
SHARE CAPITAL
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--- page 399 ---
RANKING
Our H Shares and our A Shares are regarded as one class of Shares under our Articles of
Association and will rank pari passu with each other in all other respects and, in particular, will
rank equally for all dividends or distributions declared, paid or made after the date of this
prospectus. All dividends in respect of our H Shares are to be paid by us in Hong Kong dollars
whereas all dividends in respect of our A Shares are to be paid by us in Renminbi. In addition
to cash, dividends may also be distributed in the form of Shares. Holders of our H Shares will
receive share dividends in the form of H Shares, and holders of our A Shares will receive share
dividends in the form of A Shares.
OUR SHARES
Our H Shares in issue upon completion of the Global Offering, and our A Shares, are
ordinary Shares in our share capital and are considered as one class of Shares. Shanghai-Hong
Kong Stock Connect has established a stock connect mechanism between mainland China and
Hong Kong. Our A Shares can be subscribed for and traded by mainland Chinese investors,
qualified foreign institutional investors or qualified foreign strategic investors and must be
traded in Renminbi. As our A Shares are eligible securities under the Northbound Trading Link,
they can also be subscribed for and traded by Hong Kong and other overseas investors pursuant
to the rules and limits of Shanghai-Hong Kong Stock Connect. Our H Shares can be subscribed
for or traded by Hong Kong and other overseas investors and qualified domestic institutional
investors. If our H Shares are eligible securities under the Southbound Trading Link, they can
also be subscribed for and traded by mainland Chinese investors in accordance with the rules
and limits of Shanghai-Hong Kong Stock Connect or Shenzhen-Hong Kong Stock Connect.
NO CONVERSION OF OUR A SHARES INTO H SHARES FOR LISTING AND
TRADING ON THE HONG KONG STOCK EXCHANGE
Our A Shares and our H Shares are generally neither interchangeable nor fungible, and the
market prices of our A Shares and our H Shares may be different after the Global Offering. The
Guidelines on Application for “Full Circulation” of Domestic Unlisted Shares of H-share
Companies ( H΅͡ሗ“ஷ”ˏ) announced by the CSRC are
not applicable to companies dual listed in the PRC and on the Hong Kong Stock Exchange. As
of the Latest Practicable Date, there were no relevant rules or guidelines from the CSRC
providing that A Shareholders may convert A shares held by them into H shares for listing and
trading on the Hong Kong Stock Exchange.
SHARE CAPITAL
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--- page 400 ---
APPROV AL FROM HOLDERS OF A SHARES REGARDING THE GLOBAL
OFFERING
Approval from holders of A Shares is required for our Company to issue H Shares and
seek the listing of H Shares on the Hong Kong Stock Exchange. Such approval was obtained
by us at the shareholders’ general meeting of our Company held on April 21, 2025 and is
subject to the following conditions:
(i) Size of the offer . The proposed number of H Shares to be offered shall not exceed
10% of the total issued share capital enlarged by the H Shares to be issued pursuant
to the Global Offering (before the exercise of the Over-allotment Option). The
number of H Shares to be issued pursuant to the full exercise of the Over-allotment
Option shall not exceed 15% of the total number of H Shares to be offered initially
under the Global Offering.
(ii) Method of offering. The method of offering shall be by way of an international
offering to institutional investors and a public offer for subscription in Hong Kong.
(iii) Target investors. The H Shares shall be issued to public investors in Hong Kong
under the Hong Kong Public Offering and international investors, qualified domestic
institutional investors in mainland China and other investors who are approved by
mainland Chinese regulatory bodies to make securities investments abroad in
International Offering.
(iv) Price determination basis. The issue price of the H Shares will be determined after
due consideration of the interests of existing shareholders of our Company and the
domestic and overseas capital market conditions, according to international practice,
through the demands for orders and book building process, and adopting a
market-oriented pricing method.
(v) V alidity period. The issue of H Shares and listing of H Shares on the Hong Kong
Stock Exchange shall be completed within 24 months from the date when the
shareholders’ meeting was held on April 21, 2025, which will be automatically
extended until completion of the Listing (including any exercise of the Over-
allotment Option), if our Company obtains the approval from the relevant regulatory
authorities for the issue and listing of H Shares within the validity period.
There are no other approved offering plans for our Shares except the Global Offering.
SHAREHOLDERS’ GENERAL MEETINGS
For details of circumstance under which our shareholders’ general meeting is required,
see “Summary of the Articles of Association — Shareholders and Shareholders’ General
Meetings” in Appendix III to this prospectus.
SHARE CAPITAL
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--- page 401 ---
The following discussion and analysis should be read in conjunction with our
audited consolidated financial information, including the notes thereto, included in the
Accountants’ Report in Appendix I to this Prospectus. Our consolidated financial
information has been prepared in accordance with IFRS Accounting Standards.
The following discussion and analysis contain forward-looking statements that
reflect our current views with respect to future events and financial performance. These
statements are based on our assumptions and analysis in light of our experience and
perception of historical trends, current conditions and expected future developments, as
well as other factors we believe are appropriate under the circumstances. However ,
whether actual outcomes and developments will meet our expectations and predictions
depends on a number of risks and uncertainties. In evaluating our business, you should
carefully consider the information provided in this prospectus, including but not limited
to the sections headed “Risk Factors”, “Forward-Looking Statements” and “Business.”
For the purpose of this section, unless the context otherwise requires, references to
2022, 2023 and 2024 refer to our financial years ended December 31 of such years.
Unless the context otherwise requires, financial information described in this section is
described on a consolidated basis.
OVERVIEW
Founded in 1994, we have established ourselves as an innovation-driven global leader in
the construction machinery industry. We are dedicated to the R&D, manufacturing, sales and
servicing of an extensive portfolio of construction machinery, including excavating machinery,
concrete machinery, hoisting machinery, piling machinery and road machinery. We are the
world’s third largest and China’s largest construction machinery company in terms of core
construction machinery’s cumulative revenue from 2020 to 2024. During the Track Record
Period, our products have reached customers in over 150 countries and regions globally. In the
four months ended April 30, 2025, our revenue from overseas markets accounted for 57.4% of
our total revenue. Our products are highly recognized by global customers due to their
advanced technological advantages and performance, and have been used in numerous
landmark construction projects globally, such as the Hong Kong-Zhuhai-Macao Bridge,
London Olympic stadiums, Burj Khalifa and Beijing Olympic stadiums.
During the Track Record Period, our financial performance exhibited robust resilience.
Our revenue, profitability and operational quality have consistently maintained a leading
position in the industry, continuously creating value for our shareholders. During the Track
Record Period, our revenue amounted to RMB80,838.5 million, RMB74,018.9 million,
RMB78,383.4 million and RMB29,426.0 million in 2022, 2023, 2024 and the four months
ended April 30, 2025, respectively. Our gross profit margin increased from 22.6% in 2022 to
26.4% in 2023, and further increased to 26.7% in 2024. Our gross profit margin also increased
from 26.8% in the four months ended April 30, 2024 to 27.1% in the four months ended April
FINANCIAL INFORMATION
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--- page 402 ---
30, 2025. Our net profit margin increased from 5.5% in 2022 to 6.2% in 2023, and further
increased to 7.8% in 2024. Our net profit margin also increased from 9.1% in the four months
ended April 30, 2024 to 11.8% in the four months ended April 30, 2025.
BASIS OF PREPARATION
The Historical Financial Information has been prepared in accordance with IFRS
Accounting Standards, which comprise all standards and interpretations approved by the IASB.
All IFRS Accounting Standards effective for the accounting period commencing from January
1, 2024, together with the relevant transitional provisions, have been adopted by us in the
preparation of the Historical Financial Information throughout the Track Record Period.
The Historical Financial Information has been prepared under the historical cost
convention, except for financial assets at FVOCI, financial assets at FVPL and derivative
financial instruments which have been measured at fair value.
We have not applied new and revised IFRS Accounting Standards that have been issued
but are not yet effective in the Historical Financial Information. See Note 2.2 of the
Accountants’ Report in Appendix I to this Prospectus. We intend to apply these revised and new
IFRS Accounting Standards, if applicable, when they become effective.
MAJOR FACTORS AFFECTING OUR RESULTS OF OPERATIONS
The following factors are the principal factors that have affected and, we expect, will
continue to affect our business, financial condition, results of operations and prospects.
Demand for Construction Machinery Products
We are an innovation-driven global leader in the construction machinery industry. During
the Track Record Period, our products have reached customers in over 150 countries and
regions globally, including Germany, the United Kingdom, France, Indonesia, India, Saudi
Arabia, the U.S. and Brazil. We are the world’s third largest and China’s largest construction
machinery company in terms of the core construction machinery’s cumulative revenue from
2020 to 2024. Therefore, our revenue growth depends on the global demand for construction
machinery products.
We have a wide range of products widely applicable to multiple downstream application
scenarios, including earthworks, public construction, road and bridge construction, airport
runway construction, building construction, mining operation, energy development, ports and
logistics and other downstream industries. Our product matrix for diversified application
scenarios strengthens our business resilience throughout economic cycles. The global
construction machinery market reached a total market size of US$213.5 billion in 2024 and is
expected to reach US$296.1 billion by 2030, representing a CAGR of 5.6% between 2024 and
2030. The growth of the global construction machinery industry will be driven by the
replacement demand for cyclical equipment upgrades, rising infrastructure investment,
FINANCIAL INFORMATION
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--- page 403 ---
increased demand for energy and resource development, intelligent transformation of the
construction industry, promotion of human-machine collaboration, upgrading of mining and
excavating equipment, and accelerated integration of digitalization and decarbonization
technologies in construction machinery equipment. In particular, the decarbonization transition
in the global construction machinery industry is accelerating, with increasing penetration of
new energy products becoming a key trend in the development of the industry. The penetration
rate of new energy products in global construction machinery is expected to increase from
1.5% in 2024 to 9.1% by 2030. See “Industry Overview — Global Construction Machinery
Market Overview” for more details on the market size and development trends of the global
construction machinery industry.
We will continue to leverage innovation as the driving force, and focus on our core
competitiveness in brand, globalization, products, services, R&D, digitalization and
decarbonization. By seizing market growth opportunities, we aim to expand our competitive
advantages, achieve long-term sustainable growth and enhance our position as a global leader
in the construction machinery industry.
Increase in Global Market Share
The global construction machinery industry is undergoing profound changes in the
competitive landscape, with continually rising market concentration, expanding market share
of leading companies and accelerating consolidation. Looking ahead, competition in the global
construction machinery market will become more intense with customers placing greater
emphasis on the quality, performance, cost-effectiveness and service network of construction
machinery products. As our globalization continues to advance, our competition with large
multinational and Chinese construction machinery companies will further intensify. Our
capability to effectively compete in the construction machinery industry and the resulting
market share growth are crucial to our success.
China is a pivotal and one of the fastest growing markets in the global construction
machinery industry. In 2024, in terms of sales revenue, the market size of the core construction
machinery segments in China accounted for 11.6% of the global market, and we hold a leading
position in the construction machinery market in China, with a market share of 18.4% in 2024.
We are one of the pioneering Chinese construction machinery companies to initiate global
expansion and have consistently implemented a globalization strategy throughout our
development. We have built a full value chain layout abroad, including over 30 domestic
manufacturing bases and 16 manufacturing bases in Germany, Indonesia, India and the U.S.,
R&D centers outside of mainland China, and a sales network consisting of overseas
subsidiaries and distributors. The market share of our core construction machinery segments in
the overseas markets, measured by sales revenue, has steadily increased from 3.8% in 2022 to
4.6% in 2024, with significant growth potential that will further drive our revenue growth.
FINANCIAL INFORMATION
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--- page 404 ---
We have a diversified product portfolio. With our advanced products, we have built the
industry-renowned “SANY” brand. Relying on our extensive network coverage, we provide
customers with comprehensive services and continue to create value for customers. We will
enhance our competitive advantages and market position by improving brand influence,
continuing technological innovation, strengthening global operations and strengthening service
networks, in order to achieve an increase in market share and sustained growth in revenue.
Expansion and Management of Sales and Service Network
We have built our global sales network through direct sales and distributors and provide
comprehensive services for end customers. The expansion and refined management of the sales
and service network can help us achieve better customer reach and enhance customer
stickiness, thereby driving sales growth.
As of April 30, 2025, we had 7,263 sales and marketing personnel worldwide, 99
distributors in China and 326 overseas distributors. Our sales personnel and distributors have
extensive customer support resources, backed by a network of approximately 1,900 outlets
globally for the sale of our products and/or the provision of services as of April 30, 2025,
enabling us to efficiently reach local customers and provide them with our service support. In
addition, their first-hand customer insights keep us closely attuned to evolving market
dynamics, offering critical feedback that guides our strategic decisions and business
development, and ultimately reinforcing a sustainable virtuous cycle of growth.
In the future, we will continue to expand and maintain our sales and service network
globally. In the domestic market, we will continue to strengthen our service capabilities,
improve customer service quality and create more value for customers; in the overseas markets,
relying on our product strength, we will continue to expand our distributor network by
cooperating with more high-quality distributors, further expanding our overseas sales and
brand influence. In the meantime, we will strengthen our direct sales capabilities to reach end
customers more effectively and offer individualized services, while also enhancing the global
presence of the “SANY” brand.
Changes in Product Mix
Our various types of construction machinery vary in selling prices and gross profit
margins. As different types of construction machinery exhibit distinct growth drivers and
growth rates, changes in product mix will affect our gross profit margins and, in turn, our
business performance.
By product type, our excavating machinery and piling machinery businesses have higher
overall gross profit margins than our concrete machinery, hoisting machinery and road
machinery businesses. By geographical region, our gross profit margins of sales in overseas
markets are generally higher than our gross profit margins of sales in the domestic market. See
FINANCIAL INFORMATION
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--- page 405 ---
“Industry Overview — Global Construction Machinery Market Overview — Size of the Global
Construction Machinery Market — Global Construction Machinery Market by Core Segments”
for more details on the market size and development trends of various types of construction
machinery.
We plan to continue to iterate and upgrade our products and develop tailored products that
cater to local user preferences and operating conditions based on customers’ specific needs. In
2022, 2023 and 2024, our revenue from overseas markets accounted for 45.5%, 58.9% and
62.3% of our total revenue, respectively, representing a CAGR of 15.2% from 2022 to 2024.
Our revenue from overseas markets as the percentage of our total revenue remained relatively
stable at 59.1% and 57.4% in the four months ended April 30, 2024 and 2025. Our proven track
record in overseas expansion has demonstrated both the competitiveness of our existing
products and our ability to continue to gain market share amid overseas competition. The
higher receptiveness of overseas markets to tailored and high-performance equipment is
expected to further improve per-unit profitability. Therefore, continuing expansion in overseas
markets will further enhance our profitability.
Cost Control and Operational Efficiency
Our cost control and operational efficiency are critical to our operations.
During the Track Record Period, the majority of our cost of sales were for raw materials
and components used in the production of our products. V arious factors may affect the gross
profit margin and profitability of our products, such as commodity prices related to raw
materials, freight costs and exchange rate fluctuations.
We are committed to enhancing centralized procurement of raw materials to amplify
economies of scale, while promoting in-house R&D and production of key components to
strategically balance the scale of external centralized procurement for optimal cost efficiency.
Leveraging our hardware and software capabilities, we empower factories with digitalization
capabilities to improve product quality and production efficiency. We attach great importance
to risk management and control. With enhanced market demand forecasting capabilities, we
have formulated a prudent inventory management policy which has enabled us to continually
improve raw material and inventory management capabilities, optimize operating costs and
achieve high-quality operations.
Research and development expenses constitute a significant portion of our operating
expenses. During the Track Record Period, our cumulative research and development expenses
amounted to RMB19,590.0 million. Our continuous product iteration and technological
upgrades benefit from unwavering investment in R&D. In order to quickly and accurately
launch products that match market demand, we will continue to invest in the R&D of advanced
technologies and new products in the construction machinery industry. In addition, we will
closely track the size and structure of our R&D team and aim for higher efficiency and returns
on new research and development expenses.
FINANCIAL INFORMATION
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--- page 406 ---
MATERIAL ACCOUNTING POLICIES AND ESTIMATES
Some of our accounting policies require us to apply estimates and assumptions as well as
complex judgments related to accounting items. The estimates and assumptions we use and the
judgments we make in applying our accounting policies have a significant impact on our
financial position and operational results. Our management continually evaluates such
estimates, assumptions and judgments based on past experience and other factors, including
industry practices and expectations of future events which are deemed to be reasonable under
the circumstances. There has not been any material deviation from our management’s estimates
or assumptions and actual results and we have not made any material changes to these
estimates or assumptions during the Track Record Period. We do not expect any material
changes to these estimates and assumptions in the foreseeable future.
We set forth below accounting policies which we believe are of critical importance to us
or involve the most significant estimates, assumptions and judgments used in the preparation
of our financial statements. Our material accounting policies, estimates, assumptions and
judgments, which are important for understanding our financial condition and results of
operations, are set forth in details in Notes 2.3 and 3 to the Accountants’ Report in Appendix
I to this Prospectus.
Revenue Recognition
Revenue from contracts with customers
Revenue from contracts with customers is recognized when we have fulfilled our
performance obligations in the contracts; that is, when the customer obtains control of relevant
goods or services. Control of relevant goods or services refers to the ability to direct the use
of the goods or the provision of the services and obtain substantially all of the remaining
benefit from the goods or services.
Sale of products
A contract for the sale of products between us and the customer usually only includes the
performance obligation to transfer the products and no longer retain the continued management
and effective control of the products associated with ownership. We generally recognize the
revenue when the relevant products are delivered to the customer and confirmed as acceptable
by the customer, on the basis of full consideration of the following factors: the present right
to collect payment for the product, the transfer of the key risk and return in the ownership of
the product, the transfer of the product’s legal ownership, the transfer of the physical asset of
the product and the acceptance of the product by the customer.
FINANCIAL INFORMATION
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--- page 407 ---
V ariable consideration
We determine the best estimate of variable consideration by using the expected value
method or the most likely amount method. However, the transaction price, including variable
consideration, is only recognized to the extent that it is highly probable that a significant
reversal in the amount of cumulative revenue realized will not occur when the uncertainty
associated with the variable consideration is subsequently resolved.
Significant financing components
When the contract contains a significant financing component, we determine the
transaction price based on an amount that reflects the price that a customer would have paid
for the goods or services in cash at the time of obtaining the control of the goods or services.
We then amortize the difference between the transaction price and the consideration promised
in the contract under the effective interest method within the contract period, using the discount
rate that discounts the nominal amount of the contract consideration to the current selling price
of the goods or services. We do not consider the effects of a significant financing component
in the contract if it is expected that the period between when the customer obtains control of
the goods or services and when the customer pays for such goods or services will be one year
or less.
Warranties
We provide a warranty in connection with the sale of construction machinery and
equipment in accordance with the contract and the relevant laws and regulations, etc. An
assurance-type warranty provides the customer with assurance that the good complies with the
agreed-upon specifications. In assessing whether quality assurance is provided as a separate
service other than providing guarantee to the customers that the goods sold meet the
established quality standards, we consider factors such as whether the quality assurance is a
statutory requirement, the term of quality assurance and nature of our commitment to perform
its obligations.
Revenue from other sources
Rental income
Rental income is recognized on a time proportion basis over the lease terms. V ariable
lease payments that do not depend on an index or a rate are recognized as income in the
accounting period in which they are incurred.
FINANCIAL INFORMATION
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--- page 408 ---
Financial Services
Interest income or interest expense for financial services is measured at the effective
interest rate. The effective interest rate is the rate at which a financial instrument’s expected
future cash inflows or outflows are discounted to the net book value of its financial instrument
or financial liability over its expected lifetime or less. The measurement of interest income
takes into account the contractual terms of the financial instrument and includes all fees
attributable to the effective interest rate component and all transaction costs, but does not
include future loan losses. If our estimates of future revenues or expenses change, the carrying
value of financial assets or liabilities may also be adjusted accordingly. Since the adjusted book
value is calculated at the original effective interest rate, the change is also included in interest
income or interest expense.
Property, Plant and Equipment and Depreciation
Property, plant and equipment, other than construction in progress, are stated at cost less
accumulated depreciation and any impairment losses. The cost of an item of property, plant and
equipment comprises its purchase price and any directly attributable costs of bringing the asset
to its working condition and location for its intended use.
Expenditure incurred after items of property, plant and equipment have been put into
operation, such as repairs and maintenance, is normally charged to the statement of profit or
loss in the period in which it is incurred. In situations where the recognition criteria are
satisfied, the expenditure for a major inspection is capitalized in the carrying amount of the
asset as a replacement. Where significant parts of property, plant and equipment are required
to be replaced at intervals, we recognize such parts as individual assets with specific useful
lives and depreciate them accordingly.
Depreciation is calculated on a straight-line basis to write off the cost of each item of
property, plant and equipment to its residual value over its estimated useful life. The principal
annual rates used for this purpose are as follows:
Buildings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182.43% to 6.67%
Machinery equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186.47% to 25.00%
Transportation equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189.70% to 12.50%
Leasing out equipment under operating leases /H1118/H1118/H1118/H1118/H111816.17% to 25.00%
Office and other equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186.47% to 50.00%
Leasehold improvements and renovation costs /H1118/H1118/H1118/H1118/H11185.00% to 33.33%
Where parts of an item of property, plant and equipment have different useful lives, the
cost of that item is allocated on a reasonable basis among the parts and each part is then
depreciated separately. Residual values, useful lives and the depreciation methods are reviewed
and adjusted if appropriate, at least at each financial year-end.
FINANCIAL INFORMATION
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--- page 409 ---
An item of property, plant and equipment including any significant part initially
recognized is derecognized upon disposal or when no future economic benefit is expected from
its use or disposal. Any gain or loss on disposal or retirement recognized in the statement of
profit or loss in the year the asset is derecognized is the difference between the net sales
proceeds and the carrying amount of the relevant asset.
Construction in progress is stated at cost less any impairment losses and is not
depreciated. It is reclassified to the appropriate category of property, plant and equipment when
completed and ready for use.
Inventories
Our inventories include raw materials, semi-finished goods and finished goods.
Inventories are initially carried at planned cost. The difference between the planned cost
and actual cost of raw materials is accounted for through the cost difference account. The cost
difference belonging to inventories transferred out is carried forward periodically to adjust the
planned cost to the actual cost. The cost of inventories consumed and transferred out is
determined on the weighted average basis. Turnover materials include low-value consumables
and packing materials, which are on the immediate write-off basis.
We adopt a perpetual inventory system.
At the balance sheet date, inventories are stated at the lower of cost and net realizable
value. The inventories are written down below cost to net realizable value and the write-down
is recognized in profit or loss if the cost is higher than the net realizable value. When the
circumstances that previously caused the inventories to be written down below cost no longer
exist, in which case the net realizable value of inventories becomes higher than the carrying
amount, the amount of the write-down is reversed. The reversal is limited to the amount of the
original write-down, and is recognized in profit or loss.
Net realizable value is the estimated selling price in the ordinary course of business less
the estimated costs of completion and the estimated costs necessary to make the sale and
relevant taxes. Except for spare parts and other inventories with low unit prices, the reserve for
inventory price reduction shall be calculated according to a single inventory item. Spare parts
and other inventories with low unit prices shall be prepared for asset impairment according to
their actual condition.
FINANCIAL INFORMATION
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Impairment of financial assets
We recognize an allowance for expected credit losses (“ECLs”) for all debt instruments
not held at FVPL. ECLs are based on the difference between the contractual cash flows due in
accordance with the contract and all the cash flows that we expect to receive, discounted at an
approximation of the original effective interest rate. The expected cash flows will include cash
flows from the sale of collateral held or other credit enhancements that are integral to the
contractual terms.
General approach
ECLs are recognized in two stages. On credit exposures for which there has not been a
significant increase in credit risk since initial recognition, ECLs are provided for credit losses
that result from default events that are possible within the next 12 months (a 12-month ECL).
For those credit exposures for which there has been a significant increase in credit risk since
initial recognition, a loss allowance is required for credit losses expected over the remaining
life of the exposure, irrespective of the timing of the default (a lifetime ECL).
At each reporting date, we assess whether the credit risk on a financial instrument has
increased significantly since initial recognition. When making the assessment, we compare the
risk of a default occurring on the financial instrument as of the reporting date with the risk of
a default occurring on the financial instrument as of the date of initial recognition, and consider
reasonable and supportable information that is available without undue cost or effort, including
historical and forward-looking information.
We consider a financial asset in default when contractual payments are past due.
However, in certain cases, we may also consider a financial asset to be in default when internal
or external information indicates that we are unlikely to receive the outstanding contractual
amounts in full before taking into account any credit enhancements held by us.
A financial asset is written off when there is no reasonable expectation of recovering the
contractual cash flows.
Debt investments at fair value through other comprehensive income and financial assets
at amortized cost are subject to impairment under the general approach. They are classified
within the following stages for measurement of ECLs, except for trade and bills receivables
and contract assets which apply the simplified approach as detailed below.
Stage 1 Financial instruments for which credit risk has not increased significantly
since initial recognition and for which the loss allowance is measured at
an amount equal to 12-month ECLs.
FINANCIAL INFORMATION
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--- page 411 ---
Stage 2 Financial instruments for which credit risk has increased significantly
since initial recognition but that are not credit-impaired financial assets
and for which the loss allowance is measured at an amount equal to
lifetime ECLs.
Stage 3 Financial assets that are credit-impaired at the reporting date (but that are
not purchased or originated credit-impaired) and for which the loss
allowance is measured at an amount equal to lifetime ECLs.
Simplified approach
For trade and bills receivables and contract assets that do not contain a significant
financing component, or when we apply the practical expedient of not adjusting the effect of
a significant financing component, we apply the simplified approach in calculating ECLs.
Under the simplified approach, we do not track changes in credit risk, but instead recognize a
loss allowance based on lifetime ECLs at each reporting date. We have established a provision
matrix that is based on its historical credit loss experience, adjusted for forward-looking factors
specific to the debtors and the economic environment.
Share-based payments
A share-based payment is classified as either an equity-settled share-based payment or a
cash-settled share-based payment. An equity-settled share-based payment is a transaction in
which we receive services and use shares or other equity instruments as consideration for
settlement.
An equity-settled share-based payment in exchange for services received from employees
is measured at the fair value of the equity instruments granted to the employees. If such
equity-settled share-based payment could vest immediately, related costs or expenses at an
amount equal to the fair value on the grant date are recognized, with a corresponding increase
in capital reserves. If such equity-settled share-based payment could not vest until the
completion of services for a vesting period, or until the achievement of a specified performance
condition, at each balance sheet date during the vesting period we recognize the services
received for the current period as related costs and expenses, with a corresponding increase in
capital reserves, at an amount equal to the fair value of the equity instruments at the grant date.
See Note 41 to the Accountants’ Report in Appendix I to this Prospectus for the fair value of
equity instruments.
For awards that do not ultimately vest because non-market performance and/or service
conditions have not been met, no expense is recognized. Where awards include a market or
non-vesting condition, the transactions are treated as vesting irrespective of whether the market
or non-vesting condition is satisfied, provided that all other performance and/or service
conditions are satisfied.
FINANCIAL INFORMATION
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--- page 412 ---
Where the terms of an equity-settled share-based award are modified, as a minimum an
expense is recognized as if the terms had not been modified, if the original terms of the award
are met. In addition, an expense is recognized for any modification that increases the total fair
value of the share-based payments, or is otherwise beneficial to the employees as measured at
the date of modification.
Where an equity-settled share-based award is canceled, it is treated as if it had vested on
the date of cancelation and any expense not yet recognized for the award is recognized
immediately. This includes any award where non-vesting conditions within our control or the
employee are not met. However, if a new award is substituted for the canceled award and is
designated as a replacement on the date that it is granted, the canceled and new awards are
treated as if they were a modification of the original award, as described in the previous
paragraph.
Impairment testing of goodwill
Goodwill acquired through business combinations is allocated to the following cash-
generating units for impairment testing:
– EMEA CGU
– Xianyang Tairuida Trading Co., Ltd. CGU
– Shenyang Sanyyuan Construction Machinery Co., Ltd CGU
– North China Baosiwei (Tianjin) Construction Machinery Co., Ltd CGU
The recoverable amount of the EMEA CGU has been determined based on a value in use
calculation using cash flow projections based on financial budgets covering a 5-year period
approved by senior management.
Assumptions were used in the value in use calculation of the EMEA CGU at the end of
each of the Track Record Period. The following are the key assumptions on which management
has based its cash flow projections to undertake impairment testing of goodwill:
As of December 31,
As of
April 30,
2022 2023 2024 2025
Compound growth rate of revenue
over the forecast period /H1118/H1118/H1118/H1118/H1118/H1118/H11187%-17% 3%-9% 5%-13% 5%-13%
Pre-tax discount rate /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813.5% 15.2% 12.7% 11.0%
Terminal growth rate /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181% 1% 1% 1%
FINANCIAL INFORMATION
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--- page 413 ---
Compound growth rate of revenue — The basis is determined with reference to the
average revenue achieved in the years before the budget year, increased for management’s
expectation of the future market.
Pre-tax discount rate — The discount rate used is before tax and reflects specific risks
relating to the relevant unit.
Terminal growth rate — The basis is determined with reference to the long-term
Consumer Price Index of China and the nature of the business.
The values assigned to the key assumptions on compound growth rate of revenue,
discount rate and terminal growth rate are consistent with external information sources.
Sensitivity analysis for the EMEA CGU valuation
In the opinion of our directors, for the EMEA cash-generating unit, a reasonably possible
change in the key assumptions of the cash flow projections would cause our carrying amount
exceed our recoverable amount. The headroom was RMB37,885,000, RMB48,901,000,
RMB759,000 and RMB5,642,000 as of December 31, 2022, 2023, 2024 and April 30, 2025,
respectively. If the budgeted sales decreased by 21%, 46%, 2.1% and 3%, or the pre-tax
discount rate increased by 3.5%, 6.6%, 0.2% and 0.4%, or the terminal growth rate decreased
by 3.8%, 23.8%, 0.12% and 0.42%, a further impairment on goodwill would be recognized
during the years ended December 31, 2022, 2023, 2024 and the four months ended April 30,
2025, respectively.
These sensitivities analysis are based on changing the relevant assumption while holding
other assumptions constant. In practice, this is unlikely to occur and changes in some of the
assumptions may be correlated.
Considering there was still sufficient headroom based on the assessment, the management
believe there was no impairment for the goodwill as at the end of each of the Track Record
Period.
Based on the results of the abovementioned assessments as conducted by management
and the independent external valuer, our directors conclude that no impairment loss on the
aforementioned goodwill is required to be recognized as at the end of each of the Track Record
Period.
FINANCIAL INFORMATION
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--- page 414 ---
DESCRIPTION OF MAJOR COMPONENTS OF OUR RESULTS OF OPERATIONS
The following table sets forth a summary of our results of operations in absolute amounts
and as percentages of our revenue for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
Cost of sales /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(62,542,239) (77.4) (54,442,726) (73.6) (57,480,390) (73.3) (18,187,880) (73.2) (21,441,914) (72.9)
Gross profit /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,296,291 22.6 19,576,210 26.4 20,902,989 26.7 6,656,890 26.8 7,984,120 27.1
Selling and marketing
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,930,139) (6.1) (5,101,926) (6.9) (5,464,214) (7.0) (1,569,120) (6.3) (1,912,116) (6.5)
Administrative expenses /H1118/H1118/H1118(3,056,223) (3.8) (3,117,183) (4.2) (3,487,700) (4.4) (1,061,580) (4.3) (1,037,346) (3.5)
Research and development
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(6,922,913) (8.6) (5,864,595) (7.9) (5,380,621) (6.9) (1,746,604) (7.0) (1,421,905) (4.8)
Other income and gains, net /H11182,845,206 3.5 2,137,022 2.9 2,322,172 3.0 860,444 3.5 917,093 3.1
Impairment losses on
financial instruments and
contract assets, net /H1118/H1118/H1118/H1118(560,199) (0.7) (1,173,917) (1.6) (897,319) (1.1) (264,872) (1.1) (167,708) (0.6)
Loss on derecognition of
financial assets at
amortized cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118(21,819) (0.0) – – (363) (0.0) – – – –
Other expenses, net /H1118/H1118/H1118/H1118/H1118(188,041) (0.2) (175,445) (0.2) (300,422) (0.4) (37,303) (0.2) (73,612) (0.3)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(624,875) (0.8) (1,013,550) (1.4) (845,080) (1.1) (337,737) (1.4) (208,319) (0.7)
Share of profits and losses of:
Joint ventures /H1118/H1118/H1118/H1118/H1118/H1118/H11189,726 0.0 51,597 0.1 45,159 0.1 19,342 0.1 18,600 0.1
Associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,896 0.0 (1,659) (0.0) 13,169 0.0 20,971 0.1 (50,890) (0.2)
Profit before tax /H1118/H1118/H1118/H1118/H1118/H11184,863,910 6.0 5,316,554 7.2 6,907,770 8.8 2,540,431 10.2 4,047,917 13.8
Income tax expense /H1118/H1118/H1118/H1118/H1118(431,086) (0.5) (710,444) (1.0) (815,232) (1.0) (283,226) (1.1) (572,288) (1.9)
Profit for the year/period /H1118/H11184,432,824 5.5 4,606,110 6.2 6,092,538 7.8 2,257,205 9.1 3,475,629 11.8
Profit attributable to:
Owners of the parent /H1118/H1118/H11184,301,041 5.3 4,527,451 6.1 5,975,451 7.6 2,205,686 8.9 3,430,189 11.7
Non-controlling interest /H1118/H1118131,783 0.2 78,659 0.1 117,087 0.2 51,519 0.2 45,440 0.2
4,432,824 5.5 4,606,110 6.2 6,092,538 7.8 2,257,205 9.1 3,475,629 11.8
FINANCIAL INFORMATION
– 404 –


--- page 415 ---
Revenue
In 2022, 2023, 2024 and four months ended April 30, 2024 and 2025, our total revenue
amounted to RMB80,838.5 million, RMB74,018.9 million, RMB78,383.4 million,
RMB24,844.8 million and RMB29,426.0 million, respectively.
Revenue by Business Segment
During the Track Record Period, we derived our revenue primarily from sales of
excavating machinery, concrete machinery, hoisting machinery, piling machinery and road
machinery. The following table sets forth a breakdown of our revenue by business segment
both in absolute amounts and as percentages of total revenue for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Excavating machinery /H1118/H1118/H1118/H111835,755,616 44.2 27,635,692 37.3 30,373,600 38.8 9,817,141 39.5 11,696,247 39.7
Concrete machinery /H1118/H1118/H1118/H1118/H111815,080,363 18.7 15,314,574 20.7 14,368,034 18.3 4,309,057 17.3 5,043,427 17.1
Hoisting machinery /H1118/H1118/H1118/H1118/H111812,669,948 15.7 12,999,205 17.6 13,115,027 16.7 4,395,126 17.7 4,933,714 16.8
Piling machinery /H1118/H1118/H1118/H1118/H1118/H11183,065,233 3.8 2,085,179 2.8 2,076,069 2.6 813,084 3.3 1,033,915 3.5
Road machinery /H1118/H1118/H1118/H1118/H1118/H1118/H11183,080,834 3.8 2,485,494 3.4 3,001,227 3.8 945,428 3.8 1,394,573 4.7
Others (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,186,536 13.8 13,498,792 18.2 15,449,422 19.8 4,564,934 18.4 5,324,158 18.1
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
Note:
(1) Others mainly included sales of other machinery, such as sales of dump trucks and overseas resales of port
machinery and mining trucks.
FINANCIAL INFORMATION
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--- page 416 ---
Revenue by Geographical Region
During the Track Record Period, we generated revenue from both the mainland China and
overseas markets. The following table sets forth a breakdown of our revenue by geographical
region both in absolute amounts and as percentages of total revenue for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H111844,049,835 54.5 30,454,900 41.1 29,521,685 37.7 10,161,976 40.9 12,542,300 42.6
Overseas /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836,788,695 45.5 43,564,036 58.9 48,861,694 62.3 14,682,794 59.1 16,883,734 57.4
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 100.0 74,018,936 100.0 78,383,379 100.0 24,844,770 100.0 29,426,034 100.0
Cost of Sales
Our cost of sales mainly consisted of cost of raw materials, labor costs, freight costs and
depreciation and amortization. The following table sets forth a breakdown of our cost of sales
by nature both in absolute amounts and as percentages of total cost of sales for the periods
indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Cost of raw materials /H1118/H1118/H1118/H111853,042,820 84.8 45,673,947 83.9 47,704,606 83.0 14,551,198 80.0 17,944,840 83.7
– Direct materials /H1118/H1118/H1118/H1118/H1118/H111845,910,082 73.4 39,998,356 73.5 44,049,447 76.6 13,990,598 76.9 17,240,492 80.4
– Changes of work-in-
progress and finished goods 5,889,425 9.4 4,715,577 8.7 2,393,932 4.2 188,862 1.0 297,481 1.4
– Other costs (1) /H1118/H1118/H1118/H1118/H1118/H11181,243,313 2.0 960,014 1.8 1,261,227 2.2 371,738 2.0 406,867 1.9
Labor costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,641,158 4.2 2,569,302 4.7 2,962,501 5.2 954,167 5.2 989,841 4.6
Freight costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,795,002 6.1 2,187,078 4.0 2,295,195 4.0 983,093 5.4 937,229 4.4
Depreciation and
amortization /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,423,456 2.3 1,783,752 3.3 2,026,478 3.5 633,996 3.5 636,517 3.0
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,639,803 2.6 2,228,647 4.1 2,491,610 4.3 1,065,426 5.9 933,487 4.4
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111862,542,239 100.0 54,442,726 100.0 57,480,390 100.0 18,187,880 100.0 21,441,914 100.0
Note:
(1) Other costs comprised material consumption, low-value consumables, processing fees, material disposal and
scrap.
FINANCIAL INFORMATION
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--- page 417 ---
Gross Profit and Gross Profit Margin
Gross Profit and Gross Profit Margin by Business Segment
Gross profit margins vary across product categories due to differences in product mix,
market dynamics, cost structures and competitive positioning. Changes in product mix may
result in fluctuation in our overall profit margin and our profitability.
The following table sets forth a breakdown of gross profit and gross profit margin by
business segment for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%)
(RMB’000, except for percentage)
(Unaudited)
Excavating machinery /H1118/H1118/H1118/H11189,167,225 25.6 8,527,198 30.9 9,666,046 31.8 3,073,669 31.3 3,633,705 31.1
Concrete machinery /H1118/H1118/H1118/H1118/H11183,130,432 20.8 3,317,262 21.7 2,947,573 20.5 912,948 21.2 1,131,326 22.4
Hoisting machinery /H1118/H1118/H1118/H1118/H11181,757,631 13.9 2,990,011 23.0 3,570,786 27.2 1,170,149 26.6 1,394,885 28.3
Piling machinery /H1118/H1118/H1118/H1118/H1118/H11181,062,439 34.7 680,306 32.6 679,935 32.8 271,265 33.4 342,643 33.1
Road machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118643,079 20.9 706,114 28.4 825,325 27.5 283,749 30.0 421,888 30.3
Others (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,535,485 22.7 3,355,319 24.9 3,213,324 20.8 945,110 20.7 1,059,673 19.9
Total gross profit/overall
gross profit margin /H1118/H1118/H1118/H111818,296,291 22.6 19,576,210 26.4 20,902,989 26.7 6,656,890 26.8 7,984,120 27.1
Note:
(1) Others mainly included sales of other machinery, such as sales of dump trucks and overseas resales of port
machinery and mining trucks.
FINANCIAL INFORMATION
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--- page 418 ---
Gross Profit and Gross Profit Margin by Geographical Region
The following table sets forth a breakdown of our gross profit and gross profit margin by
geographical region for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%) Gross Profit
Gross
Profit
Margin
(%)
(RMB’000, except for percentage)
(Unaudited)
Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H11188,784,035 19.9 6,664,876 21.9 6,353,053 21.5 2,235,041 22.0 2,776,712 22.1
Overseas /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,512,256 25.9 12,911,334 29.6 14,549,936 29.8 4,421,849 30.1 5,207,408 30.8
Total gross profit/overall
gross profit margin /H1118/H1118/H1118/H111818,296,291 22.6 19,576,210 26.4 20,902,989 26.7 6,656,890 26.8 7,984,120 27.1
Selling and Marketing Expenses
Our selling and marketing expenses mainly consisted of salaries and benefits, marketing
services fees, travel expenses, office expenses and depreciation and amortization. In 2022,
2023, 2024 and the four months ended April 30, 2024 and 2025, our selling and marketing
expenses amounted to RMB4,930.1 million, RMB5,101.9 million, RMB5,464.2 million,
RMB1,569.1 million and RMB1,912.1 million, respectively, which accounted for 6.1%, 6.9%,
7.0%, 6.3% and 6.5% of our total revenue for the same periods, respectively. The following
table sets forth a breakdown of our selling and marketing expenses by nature both in absolute
amounts and as percentages of total selling and marketing expenses for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Salaries and benefits /H1118/H1118/H1118/H1118/H11182,282,968 46.3 2,420,033 47.4 2,934,868 53.7 771,648 49.2 828,025 43.3
Marketing services fees /H1118/H1118/H11181,477,012 30.0 1,015,957 19.9 781,750 14.3 319,871 20.4 503,739 26.3
Travel expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118230,143 4.7 292,986 5.7 250,326 4.6 80,047 5.1 69,405 3.6
Office expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118115,544 2.3 167,074 3.3 152,935 2.8 26,015 1.7 59,204 3.1
Depreciation and
amortization /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111893,705 1.9 151,616 3.0 133,664 2.4 47,840 3.0 51,517 2.7
Others (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118730,767 14.8 1,054,260 20.7 1,210,671 22.2 323,699 20.6 400,226 20.9
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,930,139 100.0 5,101,926 100.0 5,464,214 100.0 1,569,120 100.0 1,912,116 100.0
Note:
(1) Others mainly included advertising expenses, insurance premium, rental and storage costs.
FINANCIAL INFORMATION
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--- page 419 ---
Administrative Expenses
Our administrative expenses primarily consisted of salaries and benefits, depreciation and
amortization, and taxes and surcharges. In 2022, 2023, 2024 and the four months ended April
30, 2024 and 2025, our administrative expenses amounted to RMB3,056.2 million,
RMB3,117.2 million, RMB3,487.7 million, RMB1,061.6 million and RMB1,037.3 million,
respectively, which accounted for 3.8%, 4.2%, 4.4%, 4.3% and 3.5% of our total revenue for
the same periods, respectively. The following table sets forth a breakdown of our
administrative expenses by nature both in absolute amounts and as percentages of total
administrative expenses for the periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentage)
(Unaudited)
Salaries and benefits /H1118/H1118/H1118/H1118/H11181,592,407 52.1 1,389,670 44.6 1,702,426 48.7 494,896 46.6 450,051 43.4
Depreciation and amortization 455,895 14.9 534,482 17.1 587,935 16.9 187,480 17.7 202,992 19.6
Taxes and surcharges /H1118/H1118/H1118/H1118368,553 12.1 423,706 13.6 431,159 12.4 143,762 13.5 175,155 16.9
Others
(1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118639,368 20.9 769,325 24.7 766,180 22.0 235,442 22.2 209,148 20.2
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,056,223 100.0 3,117,183 100.0 3,487,700 100.0 1,061,580 100.0 1,037,346 100.0
Note:
(1) Others mainly included maintenance fees, travel expenses, office expenses, consultation fees and intermediary
fees.
FINANCIAL INFORMATION
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Research and Development Expenses
Our research and development expenses primarily consisted of salaries and benefits,
direct costs, depreciation and amortization, and design and testing expenses. In 2022, 2023,
2024 and the four months ended April 30, 2024 and 2025, our research and development
expenses amounted to RMB6,922.9 million, RMB5,864.6 million, RMB5,380.6 million,
RMB1,746.6 million and RMB1,421.9 million, respectively, which accounted for 8.6%, 7.9%,
6.9%, 7.0% and 4.8% of our total revenue for the same periods, respectively. The following
table sets forth a breakdown of our research and development expenses by nature both in
absolute amounts and as percentages of total research and development expenses for the
periods indicated:
Y ear ended December 31, Four months ended April 30,
2022 2023 2024 2024 2025
Amount % Amount % Amount % Amount % Amount %
(RMB’000, except for percentages)
(Unaudited)
Salaries and benefits /H1118/H1118/H1118/H1118/H11183,408,980 49.2 3,238,055 55.2 2,922,958 54.3 1,071,878 61.4 826,870 58.2
Direct costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,148,868 31.0 1,270,265 21.7 1,213,151 22.5 244,223 14.0 180,213 12.7
Depreciation and
amortization /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118433,286 6.3 619,718 10.6 609,341 11.4 201,865 11.6 202,281 14.2
Design and testing expenses /H1118 356,757 5.2 215,180 3.7 219,950 4.1 66,275 3.8 62,956 4.4
Others (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118575,022 8.3 521,377 8.8 415,221 7.7 162,363 9.3 149,585 10.5
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,922,913 100.0 5,864,595 100.0 5,380,621 100.0 1,746,604 100.0 1,421,905 100.0
Note:
(1) Others primarily include consultation fees such as consultation fees for research and development of
technologies, and utilities costs.
Other Income and Gains, Net
Our other income and gains, net mainly consisted of (i) government grants, which were
mainly unconditional and one-off in nature, and consisted of (a) financial subsidies received
from local government authorities to support our advanced manufacturing and technological
development, and (b) additional deductible input V A T granted by local governments, (ii)
interest income, (iii) net realized and unrealized gains/(losses) on financial assets at FVPL and
amortized cost and (iv) foreign exchange differences, net. In 2022, 2023, 2024 and the four
months ended April 30, 2024 and 2025, our other income and gains, net amounted to
RMB2,845.2 million, RMB2,137.0 million, RMB2,322.2 million, RMB860.4 million and
RMB917.1 million, respectively. For more details, see Note 5 of the Accountants’ Report in
Appendix I to this Prospectus.
FINANCIAL INFORMATION
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The following table sets forth a breakdown of our other income and gains, net by nature
for the periods indicated:
Y ear ended December 31,
Four months ended
April 30,
2022 2023 2024 2024 2025
(RMB’000)
(Unaudited)
Government grants /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,119,548 766,804 870,737 376,597 251,125
Interest income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118703,743 980,320 1,009,363 374,824 340,715
Net realised and unrealised
gains/(losses) on financial
assets at FVPL and amortised
cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118677,868 (270,294) 464,730 52,005 295,837
Foreign exchange differences, net /H1118 267,512 538,662 (305,967) (229,634) 497,800
Dividend income from financial
assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836,769 38,199 23,316 4,265 2,649
Gains on disposal of subsidiaries /H1118 29,046 11,772 96,997 – –
Gains/(losses) on disposal of
leasehold land included in
right-of-use assets and other
intangible assets, net /H1118/H1118/H1118/H1118/H1118/H1118/H111824,644 (744) 93,452 (122) 177
Gains/(losses) on disposal of
items of property, plant and
equipment, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,964 (38,394) (155,484) (3,046) 4,046
Gains/(losses) on disposal of
investments in joint ventures
and associates, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,285 (6,697) – – –
Fair value (losses)/gains on
financial assets at FVPL and
derivatives financial
instruments, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(250,263) 21,149 109,558 263,491 (503,623)
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118223,090 96,245 115,470 22,064 28,367
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,845,206 2,137,022 2,322,172 860,444 917,093
Our government grants decreased by 31.5% from RMB1,119.5 million in 2022 to
RMB766.8 million in 2023, primarily due to a decrease in subsidies related to industrial park
development as the pace of new construction slowed during the year. Our government grants
increased by 13.6% from RMB766.8 million in 2023 to RMB870.7 million in 2024, primarily
due to the implementation of a new V A T deduction policy for advanced manufacturing
companies in the second half of 2023. Our government grants decreased by 33.3% from
FINANCIAL INFORMATION
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--- page 422 ---
RMB376.6 million in the four months ended April 30, 2024 to RMB251.1 million in the four
months ended April 30, 2025, primarily due to a decrease in subsidies related to industrial park
development following policy changes.
We recorded net realized and unrealized gains on financial assets at FVPL and amortized
cost of RMB677.9 million in 2022 and net realized and unrealized losses on financial assets
at FVPL and amortized cost of RMB270.3 million in 2023, primarily due to (i) an increase in
investment losses from the settlement of US dollar and Euro forward currency contracts in
2023 and (ii) a decrease in interest income, primarily because certain investment funds matured
in 2023. We subsequently recorded net realized and unrealized gains on financial assets at
FVPL and amortized cost of RMB464.7 million in 2024, primarily due to a decrease in
investment losses from the settlement of US dollar and Euro forward currency contracts in
2023. Our net realized and unrealized gains on financial assets at FVPL and amortized cost
significantly increased by 468.9% from RMB52.0 million in the four months ended April 30,
2024 to RMB295.8 million in the same period in 2025, primarily due to a decrease in
investment losses from Japanese Y en forward currency contracts and an increase in investment
gains from Euro forward currency contracts.
We recorded fair value losses on financial assets at FVPL and derivatives financial
instruments, net of RMB250.3 million in 2022 and fair value gains on financial assets at FVPL
and derivatives financial instruments, net of RMB21.1 million in 2023, primarily due to the fair
value changes in US dollar, Indian Rupee and Indonesian Rupiah forward currency contracts.
Our fair value gains on financial assets at FVPL and derivatives financial instruments, net
increased by 419.4% from RMB21.1 million in 2023 to RMB109.6 million in 2024, primarily
due to an increase in the fair value changes in US dollar forward currency contracts. We
recorded fair value gains on financial assets at FVPL and derivatives financial instruments, net
of RMB263.5 million in the four months ended April 30, 2024 and fair value losses on financial
assets at FVPL and derivatives financial instruments, net of RMB503.6 million in the same
period in 2025, primarily due to the fair value changes in Euro, Japanese Y en and Brazilian
Real forward currency contracts.
Impairment Losses on Financial Instruments and Contract Assets, Net
Our impairment losses on financial instruments and contract assets, net represented
provisions for impairment of trade receivables, contract assets, receivables under finance lease,
loans and advances, and financial assets included in prepayments, other receivables, other
assets and financial guarantee contracts in other non-current liabilities. In 2022, 2023, 2024
and the four months ended April 30, 2024 and 2025, our impairment losses on financial
instruments and contract assets, net amounted to RMB560.2 million, RMB1,173.9 million,
RMB897.3 million, RMB264.9 million and RMB167.7 million, respectively.
FINANCIAL INFORMATION
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Loss on Derecognition of Financial Assets at Amortized Cost
Our loss on derecognition of financial assets at amortized cost mainly represented losses
arising from the issuance of asset-backed securities (“ ABS”) backed by receivables. We
recorded loss on derecognition of financial assets at an amortized cost of RMB21.8 million, nil,
RMB0.4 million, nil and nil in 2022, 2023, 2024 and the four months ended April 30, 2024 and
2025, respectively.
Other Expenses, Net
Our other expenses, net mainly consisted of provision on inventory write-down,
impairment of property, plant and equipment, impairment of investment properties, impairment
of other intangible assets and donation expenses. In 2022, 2023, 2024 and four months ended
April 30, 2024 and 2025, our other expenses, net amounted to RMB188.0 million, RMB175.4
million, RMB300.4 million, RMB37.3 million and RMB73.6 million, respectively.
Finance Costs
Our finance costs represented interest on bank loans and other borrowings and interest on
lease liabilities, less capitalized interest. In 2022, 2023, 2024 and four months ended April 30,
2024 and 2025, our finance costs amounted to RMB624.9 million, RMB1,013.6 million,
RMB845.1 million, RMB337.7 million and RMB208.3 million, respectively.
Share of Profits and Losses of Joint Ventures
Our share of profits and losses of joint ventures primarily represented profits and losses
we recognized in proportion to our equity interests from our investment in joint ventures,
which amounted to RMB9.7 million, RMB51.6 million, RMB45.2 million, RMB19.3 million
and RMB18.6 million in 2022, 2023, 2024 and four months ended April 30, 2024 and 2025,
respectively.
Share of Profits and Losses of Associates
Our share of profits and losses of associates primarily represented profits and losses we
recognized in proportion to our equity interests from investments in associates, which
amounted to profit of RMB16.9 million, loss of RMB1.7 million, profit of RMB13.2 million,
the profit of RMB21.0 million and loss of RMB50.9 million in 2022, 2023, 2024 and four
months ended April 30, 2024 and 2025, respectively.
FINANCIAL INFORMATION
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Income Tax Expense
Our income tax expenses mainly represented income tax paid or payable at the applicable
tax rates in accordance with the relevant laws and regulations in each tax jurisdiction in which
we operate or are domiciled. In 2022, 2023, 2024 and four months ended April 30, 2024 and
2025, our income tax expenses amounted to RMB431.1 million, RMB710.4 million,
RMB815.2 million, RMB283.2 million and RMB572.3 million, respectively.
Mainland China
Pursuant to the PRC EIT Law and the relevant regulations, the subsidiaries which operate
in mainland China are subject to an EIT rate of 25% on the taxable income except those
subsidiaries which are subject to a tax concession of 15%.
Hong Kong
The subsidiaries incorporated in Hong Kong are subject to Hong Kong profits tax at the
rate of 16.5% on the estimated assessable profits arising in Hong Kong.
Germany
The subsidiaries which operate in Germany are subject to profits tax at a rate of 15%.
Other Countries
Income tax on profit arising from other jurisdictions has been calculated on the estimated
taxable profit for the year at the respective rates prevailing in the relevant jurisdictions.
See Note 10 of the Accountants’ Report in Appendix I to this Prospectus for more
information.
PERIOD-TO-PERIOD COMPARISON OF RESULTS OF OPERATIONS
Four Months Ended April 30, 2025 Compared with Four Months Ended April 30, 2024
Revenue
Our revenue increased by 18.4% from RMB24,844.8 million in the four months ended
April 30, 2024 to RMB29,426.0 million in the four months ended April 30, 2025.
FINANCIAL INFORMATION
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Revenue by Business Segment
Revenue from our excavating machinery increased by 19.1% from RMB9,817.1 million
in the four months ended April 30, 2024 to RMB11,696.2 million in the four months ended
April 30, 2025, primarily due to (i) a rebound in domestic demand for small excavators driven
by the gradual recovery in China’s excavator market and (ii) continued growth in overseas sales
of large and medium-sized excavators.
Revenue from our concrete machinery increased by 17.0% from RMB4,309.1 million in
the four months ended April 30, 2024 to RMB5,043.4 million in the four months ended April
30, 2025, primarily due to the rebound in domestic market demands for concrete machinery.
Revenue from our hoisting machinery increased by 12.3% from RMB4,395.1 million in
the four months ended April 30, 2024 to RMB4,933.7 million in the four months ended April
30, 2025, primarily due to (i) growth in domestic sales of high-tonnage hoisting machinery and
(ii) increased overseas sales.
Revenue from our piling machinery increased by 27.2% from RMB813.1 million in the
four months ended April 30, 2024 to RMB1,033.9 million in the four months ended April 30,
2025, primarily due to continuous growth in domestic and overseas sales of key products such
as rotary drilling rigs.
Revenue from our road machinery increased by 47.5% from RMB945.4 million in the
four months ended April 30, 2024 to RMB1,394.6 million in the four months ended April 30,
2025, primarily due to continuous growth in domestic and overseas sales of key products such
as rollers, pavers and milling machines.
Revenue from others increased by 16.6% from RMB4,564.9 million in the four months
ended April 30, 2024 to RMB5,324.2 million in the four months ended April 30, 2025,
primarily due to increased sales of dump trucks and fire trucks and increased overseas resales
of port machinery and mining trucks.
Revenue by Geographical region
Revenue from mainland China increased by 23.4% from RMB10,162.0 million in the four
months ended April 30, 2024 to RMB12,542.3 million in the four months ended April 30, 2025,
primarily due to the rebound in domestic market demand for construction machinery.
Revenue from overseas increased by 15.0% from RMB14,682.8 million in the four
months ended April 30, 2024 to RMB16,883.7 million in the four months ended April 30, 2025,
primarily due to our further business expansion in overseas markets mainly including
Asia-Oceania and Africa.
FINANCIAL INFORMATION
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--- page 426 ---
Cost of Sales
Our cost of sales increased by 17.9% from RMB18,187.9 million in the four months
ended April 30, 2024 to RMB21,441.9 million in the four months ended April 30, 2025,
primarily due to an increase in cost of raw materials in line with the increase in revenue.
Gross Profit and Gross Profit Margin
Our gross profit increased by 19.9% from RMB6,656.9 million in the four months ended
April 30, 2024 to RMB7,984.1 million in the four months ended April 30, 2025. Our gross
profit margin increased from 26.8% in the four months ended April 30, 2024 to 27.1% in the
four months ended April 30, 2025.
Gross Profit Margin by Business Segment
The gross profit margin of our excavating machinery remained relatively stable at 31.3%
and 31.1% in the four months ended April 30, 2024 and 2025, respectively.
The gross profit margin of our concrete machinery increased from 21.2% in the four
months ended April 30, 2024 to 22.4% in the four months ended April 30, 2025, primarily due
to (i) cost reduction driven by design refinement, procurement efficiency and improvement of
production processes of key product models and (ii) an increase in revenue contribution from
high-margin products such as electric mixers trucks.
The gross profit margin of our hoisting machinery increased from 26.6% in the four
months ended April 30, 2024 to 28.3% in the four months ended April 30, 2025, primarily due
to (i) cost reduction in small and medium-sized cranes, driven by design refinement,
procurement efficiency and improvement of production processes of key product models, and
(ii) an increase in revenue contribution from high-tonnage hoisting machinery with relatively
higher gross profit margin.
The gross profit margin of our piling machinery remained relatively stable at 33.4% and
33.1% in the four months ended April 30, 2024 and 2025, respectively.
The gross profit margin of our road machinery remained relatively stable at 30.0% and
30.3% in the four months ended April 30, 2024 and 2025, respectively.
Our gross profit margin of others decreased from 20.7% in the four months ended April
30, 2024 to 19.9% in the four months ended April 30, 2025, primarily due to an increase in the
revenue contribution from low-margin products such as fire trucks.
Gross Profit Margin by Geographical region
Our gross profit margin from mainland China remained relatively stable at 22.0% and
22.1% in the four months ended April 30, 2024 and 2025, respectively.
FINANCIAL INFORMATION
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--- page 427 ---
Our gross profit margin from overseas markets increased from 30.1% in the four months
ended April 30, 2024 to 30.8% in the four months ended April 30, 2025, primarily due to an
increase in the gross profit margin of certain products such as excavating machinery, concrete
machinery and hoisting machinery driven by increased prices.
Selling and Marketing Expenses
Our selling and marketing expenses increased by 21.9% from RMB1,569.1 million in the
four months ended April 30, 2024 to RMB1,912.1 million in the four months ended April 30,
2025, primarily due to an increase in the marketing services fees in line with revenue growth.
Our selling and marketing expenses as a percentage of our revenue remained stable at 6.3% and
6.5% in the four months ended April 30, 2024 and 2025, respectively.
Administrative Expenses
Our administrative expenses remained relatively stable at RMB1,061.6 million and
RMB1,037.3 million in the four months ended April 30, 2024 and 2025, respectively. Our
administrative expenses as a percentage of our revenue decreased from 4.3% in the four months
ended April 30, 2024 to 3.5% in the four months ended April 30, 2025, primarily due to a
decrease in salaries and benefits resulting from optimization of the structure of our
administrative team.
Research and Development Expenses
Our research and development expenses decreased by 18.6% from RMB1,746.6 million
in the four months ended April 30, 2024 to RMB1,421.9 million in the four months ended April
30, 2025, and research and development expenses as a percentage of our revenue decreased
from 7.0% in the four months ended April 30, 2024 to 4.8% in the four months ended April 30,
2025, primarily due to a decrease in salaries and benefits resulting from the optimization of the
structure of our R&D team with improved R&D efficiency.
Other Income and Gains, Net
Our other income and gains, net increased by 6.6% from RMB860.4 million in the four
months ended April 30, 2024 to RMB917.1 million in the four months ended April 30, 2025,
primarily due to (i) an increase in foreign exchange differences from a net loss of RMB229.6
million in the four months ended April 30, 2024 to a net gain of RMB497.8 million in the four
months ended April 30, 2025; and (ii) a change in net realized and unrealized gains on financial
assets at FVPL and amortized cost from RMB52.0 million in the four months ended April 30,
2024 to RMB295.8 million in the four months ended April 30, 2025.
FINANCIAL INFORMATION
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--- page 428 ---
Impairment Losses on Financial Instruments and Contract Assets, Net
Our impairment losses on financial instruments and contract assets, net decreased by
36.7% from RMB264.9 million in the four months ended April 30, 2024 to RMB167.7 million
in the four months ended April 30, 2025, primarily due to a decrease in provisions for
impairment of trade receivables.
Other Expenses, Net
Our other expenses, net increased by 97.3% from RMB37.3 million in the four months
ended April 30, 2024 to RMB73.6 million in the four months ended April 30, 2025, primarily
due to an increase in provision for inventory write-down.
Finance Costs
Our finance costs decreased by 38.3% from RMB337.7 million in the four months ended
April 30, 2024 to RMB208.3 million in the four months ended April 30, 2025, primarily due
to a decrease in interest on bank loans and other borrowings due to our repayment of certain
borrowings.
Income Tax Expense
Our income tax expense increased by 102.1% from RMB283.2 million in the four months
ended April 30, 2024 to RMB572.3 million in the four months ended April 30, 2025, primarily
due to an increase in profit before income tax in the four months ended April 30, 2025.
Profit for the Period
As a result of the foregoing, our profit for the period increased by 54.0% from
RMB2,257.2 million in the four months ended April 30, 2024 to RMB3,475.6 million in the
four months ended April 30, 2025.
Y ear Ended December 31, 2024 Compared with Y ear Ended December 31, 2023
Revenue
Our revenue increased by 5.9% from RMB74,018.9 million in 2023 to RMB78,383.4
million in 2024.
Revenue by Business Segment
Revenue from our excavating machinery increased by 9.9% from RMB27,635.7 million
in 2023 to RMB30,373.6 million in 2024, primarily due to (i) continued growth in overseas
sales of large and medium-sized excavators and (ii) a rebound in domestic demand for small
excavators driven by the gradual recovery in China’s excavator market.
FINANCIAL INFORMATION
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Revenue from our concrete machinery decreased by 6.2% from RMB15,314.6 million in
2023 to RMB14,368.0 million in 2024, primarily due to a decline in domestic sales attributable
to weak demand in China’s real estate and infrastructure sectors, partially offset by continued
growth in overseas sales.
Revenue from our hoisting machinery increased by 0.9% from RMB12,999.2 million in
2023 to RMB13,115.0 million in 2024, primarily due to increased overseas sales.
Revenue from our piling machinery remained relatively stable at RMB2,085.2 million in
2023 and RMB2,076.1 million in 2024.
Revenue from our road machinery increased by 20.7% from RMB2,485.5 million in 2023
to RMB3,001.2 million in 2024, primarily due to growth in overseas sales of key products such
as rollers, motor graders and pavers.
Revenue from others increased by 14.5% from RMB13,498.8 million in 2023 to
RMB15,449.4 million in 2024, primarily due to increased market demand for dump trucks.
Revenue by Geographical region
Revenue from mainland China decreased by 3.1% from RMB30,454.9 million in 2023 to
RMB29,521.7 million in 2024, primarily because China’s real estate and infrastructure sectors
are still in the bottoming out phase.
Revenue from overseas increased by 12.2% from RMB43,564.0 million in 2023 to
RMB48,861.7 million in 2024, primarily due to our continuing efforts to promote our
globalization strategy, resulting in rapid revenue growth in emerging overseas markets
including Africa, the Middle East and Latin America markets.
Cost of Sales
Our cost of sales increased by 5.6% from RMB54,442.7 million in 2023 to RMB57,480.4
million in 2024, primarily due to an increase in cost of raw materials in line with the increase
in revenue.
Gross Profit and Gross Profit Margin
Our gross profit increased by 6.8% from RMB19,576.2 million in 2023 to RMB20,903.0
million in 2024. In 2023 and 2024, our gross profit margin increased from 26.4% in 2023 to
26.7% in 2024.
FINANCIAL INFORMATION
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Gross Profit Margin by Business Segment
The gross profit margin of our excavating machinery increased from 30.9% in 2023 to
31.8% in 2024, primarily due to lower production costs because of improvements in the
cost-effectiveness of manufacturing technology.
The gross profit margin of our concrete machinery decreased from 21.7% in 2023 to
20.5% in 2024, primarily because (i) China’s real estate sector is still in the bottoming out
phase, and (ii) revenue contribution from low-margin products increased, such as fuel-powered
truck mixers and line pumps.
The gross profit margin of our hoisting machinery increased from 23.0% in 2023 to 27.2%
in 2024, primarily due to (i) increased revenue contribution from overseas markets, and (ii)
cost reduction in small and medium-sized cranes, driven by design refinement, procurement
efficiency and improvement of production processes of key product models.
The gross profit margin of our piling machinery remained relatively stable at 32.6% in
2023 and 32.8% in 2024.
The gross profit margin of our road machinery decreased from 28.4% in 2023 to 27.5%
in 2024, primarily due to increased revenue contribution from low-margin products mainly
including rollers.
Our gross profit margin of others decreased from 24.9% in 2023 to 20.8% in 2024,
primarily due to increased revenue contribution from low-margin products, such as dump
trucks and overseas resales of heavy-duty trucks.
Gross Profit Margin by Geographical region
Our gross profit margin from mainland China remained relatively stable at 21.9% in 2023
and 21.5% in 2024.
Our gross profit margin from overseas markets remained relatively stable at 29.6% in
2023 and 29.8% in 2024.
Selling and Marketing Expenses
Our selling and marketing expenses increased by 7.1% from RMB5,101.9 million in 2023
to RMB5,464.2 million in 2024, primarily due to the expansion of our sales team and increased
salaries and benefits. Our selling and marketing expenses as a percentage of our revenue
remained stable at 6.9% in 2023 and 7.0% in 2024.
FINANCIAL INFORMATION
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Administrative Expenses
Our administrative expenses increased by 11.9% from RMB3,117.2 million in 2023 to
RMB3,487.7 million in 2024, primarily due to an increase in salaries and benefits. Our
administrative expenses as a percentage of our revenue remained relatively stable at 4.2% in
2023 and 4.4% in 2024.
Research and Development Expenses
Our research and development expenses decreased by 8.3% from RMB5,864.6 million in
2023 to RMB5,380.6 million in 2024, and research and development expenses as a percentage
of our revenue decreased from 7.9% in 2023 to 6.9% in 2024, primarily due to higher
efficiency and returns on research and development expenses by leveraging our digital
intelligent R&D platform and enhancing the management of our R&D projects.
Other Income and Gains, Net
Our other income and gains, net increased by 8.7% from RMB2,137.0 million in 2023 to
RMB2,322.2 million in 2024, primarily due to a change in net realized and unrealized
gains/(losses) on financial assets at FVPL and amortized cost from a net loss of RMB270.3
million in 2023 to a net gain of RMB464.7 million in 2024.
Impairment Losses on Financial Instruments and Contract Assets, Net
Our impairment losses on financial instruments and contract assets, net decreased by
23.6% from RMB1,173.9 million in 2023 to RMB897.3 million in 2024, primarily due to a
decrease in provisions for impairment of trade receivables.
Other Expenses, Net
Our other expenses, net increased by 71.3% from RMB175.4 million in 2023 to
RMB300.4 million in 2024, primarily due to an increase in provision for inventory write-down.
Finance Costs
Our finance costs decreased by 16.6% from RMB1,013.6 million in 2023 to RMB845.1
million in 2024, primarily due to a decrease in interest on bank loans and other borrowings due
to our repayment of certain borrowings.
Income Tax Expense
Our income tax expense increased by 14.8% from RMB710.4 million in 2023 to
RMB815.2 million in 2024, primarily due to an increase in profit before income tax in 2024.
FINANCIAL INFORMATION
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Profit for the Y ear
As a result of the foregoing, our profit for the year increased by 32.3% from RMB4,606.1
million in 2023 to RMB6,092.5 million in 2024.
Y ear Ended December 31, 2023 Compared with Y ear Ended December 31, 2022
Revenue
Our total revenue decreased by 8.4% from RMB80,838.5 million in 2022 to
RMB74,018.9 million in 2023.
Revenue by Business Segment
Revenue from our excavating machinery decreased by 22.7% from RMB35,755.6 million
in 2022 to RMB27,635.7 million in 2023, primarily due to decreased domestic sales as a result
of a slowdown in China’s real estate and infrastructure sectors, partially offset by increased
overseas sales of large excavators.
Revenue from our concrete machinery increased by 1.6% from RMB15,080.4 million in
2022 to RMB15,314.6 million in 2023, primarily due to increased overseas sales resulting from
the introduction of new products, partially offset by decreased domestic sales resulting from
reduced domestic demand affected by a slowdown in China’s real estate and infrastructure
sectors.
Revenue from our hoisting machinery remained relatively stable at RMB12,669.9 million
in 2022 and RMB12,999.2 million in 2023, primarily due to increased overseas sales resulting
from the expansion of products available for overseas sales, partially offset by decreased
domestic sales resulting from reduced domestic demand affected by a slowdown in China’s real
estate sectors .
Revenue from our piling machinery decreased by 32.0% from RMB3,065.2 million in
2022 to RMB2,085.2 million in 2023, primarily due to decreased domestic sales resulting from
reduced domestic demand affected by a slowdown in China’s real estate sectors.
Revenue from our road machinery decreased by 19.3% from RMB3,080.8 million in 2022
to RMB2,485.5 million in 2023, primarily due to decreased domestic sales resulting from
reduced domestic demand affected by a slowdown in China’s infrastructure sectors.
Revenue from others increased by 20.7% from RMB11,186.5 million in 2022 to
RMB13,498.8 million in 2023, primarily due to increased sales of dump trucks and fire trucks
and increased overseas resales of mining trucks and port machinery.
FINANCIAL INFORMATION
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Revenue by Geographical region
Revenue from mainland China decreased by 30.9% from RMB44,049.8 million in 2022
to RMB30,454.9 million in 2023, primarily because a slowdown in China’s real estate and
infrastructure sectors reduced domestic demand for construction machinery.
Revenue from overseas increased by 18.4% from RMB36,788.7 million in 2022 to
RMB43,564.0 million in 2023, primarily due to our continuing efforts to promote our
globalization strategy, resulting in rapid revenue growth in European and African markets.
Cost of Sales
Our cost of sales decreased by 13.0% from RMB62,542.2 million in 2022 to
RMB54,442.7 million in 2023, primarily due to a decrease in the cost of raw materials in line
with the revenue decrease.
Gross Profit and Gross Profit Margin
Our gross profit increased by 7.0% from RMB18,296.3 million in 2022 to RMB19,576.2
million in 2023. Our gross profit margin increased from 22.6% in 2022 to 26.4% in 2023.
Gross Profit Margin by Business Segment
The gross profit margin of our excavating machinery increased from 25.6% in 2022 to
30.9% in 2023, primarily due to (i) price increases brought by the product upgrade of domestic
excavating machinery in China, (ii) increased revenue contribution from overseas sales, and
(iii) reduced costs including (a) lower production costs because of a decrease in both steel
prices and optimization of manufacturing technologies, and (b) lower freight costs driven by
changes in the supply and demand dynamics in the shipping market.
The gross profit margin of our concrete machinery increased from 20.8% in 2022 to
21.7% in 2023, primarily due to (i) a change in the product mix with a larger proportion of
high-margin products, such as truck mixers and (ii) decreased production costs resulting from
increased in-house production of parts and components.
The gross profit margin of our hoisting machinery increased from 13.9% in 2022 to 23.0%
in 2023, primarily due to (i) increased revenue contribution from overseas sales, (ii) a change
in the product mix with a larger proportion of high-margin products such as high-tonnage
hoisting machinery and the phase-out of low-margin models such as tower cranes and (iii)
reduced costs including (a) lower production costs because of a decrease in steel prices and
optimization of manufacturing technologies and (b) lower freight costs driven by changes in
the supply and demand dynamics in the shipping market.
FINANCIAL INFORMATION
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The gross profit margin of our piling machinery decreased from 34.7% in 2022 to 32.6%
in 2023, primarily due to increased revenue contribution from the sales of second-hand
machinery.
The gross profit margin of our road machinery increased from 20.9% in 2022 to 28.4%
in 2023, primarily due to (i) price increases brought about by the product upgrade of road
machinery in China, (ii) reduced costs including (a) lower production costs because of a
decrease in steel prices and localization of core parts and components, and (b) lower freight
costs driven by changes in the supply and demand dynamics in the shipping market.
Our gross profit margin of others increased from 22.7% in 2022 to 24.9% in 2023,
primarily due to a change in the product mix with a greater share of high-margin products such
as fire trucks.
Gross Profit Margin by Geographical region
Our gross profit margin from mainland China increased from 19.9% in 2022 to 21.9% in
2023. Despite the decline in domestic sales due to reduced domestic demand caused by the
slowdown in China’s real estate and infrastructure sectors, our gross profit margin from
mainland China demonstrated an upward trend. This was achieved by optimizing product
structure, focusing on high-margin products, launching new products with higher prices and
implementing a comprehensive cost management strategy, including improving manufacturing
technology and increasing the proportion of in-house production parts.
Our gross profit margin from overseas increased from 25.9% in 2022 to 29.6% in 2023,
primarily due to (i) an increase in the price of certain products such as excavators, (ii) reduced
costs including (a) reduced production costs driven by improvement in the cost-effectiveness
of manufacturing technologies and (b) lower overseas freight expenses.
Selling and Marketing Expenses
Our selling and marketing expenses remained relatively stable at RMB4,930.1 million in
2022 and RMB5,101.9 million in 2023. Selling and marketing expenses as a percentage of our
revenue increased from 6.1% in 2022 to 6.9% in 2023, primarily due to increased revenue
contribution from overseas sales which generally incur higher selling and marketing expenses
compared to domestic sales, mainly in terms of salaries and benefits, insurance premium and
rental and storage costs.
Administrative Expenses
Our administrative expenses remained relatively stable at RMB3,056.2 million in 2022
and RMB3,117.2 million in 2023. Administrative expenses as a percentage of our revenue
increased from 3.8% in 2022 to 4.2% in 2023, primarily due to a decline in our revenue while
administrative expenses remained relatively stable.
FINANCIAL INFORMATION
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Research and Development Expenses
Our research and development expenses decreased by 15.3% from RMB6,922.9 million
in 2022 to RMB5,864.6 million in 2023, while research and development expenses as a
percentage of our revenue decreased from 8.6% in 2022 to 7.9% in 2023, primarily due to
higher efficiency and returns on research and development expenses by leveraging our digital
R&D platform and enhancing the management of our R&D projects.
Other Income and Gains, Net
Our other income and gains, net decreased by 24.9% from RMB2,845.2 million in 2022
to RMB2,137.0 million in 2023, primarily due to (i) a change in net realized and unrealized
gains/(losses) on financial assets at FVPL and amortized cost from a net gain of RMB677.9
million in 2022 to a net loss of RMB270.3 million in 2023, and (ii) a decrease in government
grants, partially offset by higher interest income resulting from an increase in bank deposit
balances.
Impairment Losses on Financial Instruments and Contract Assets, Net
Our impairment losses on financial instruments and contract assets, net increased by
109.6% from RMB560.2 million in 2022 to RMB1,173.9 million in 2023, primarily due to an
increase in provisions for impairment of trade receivables.
Other Expenses, Net
Our other expenses, net decreased by 6.7% from RMB188.0 million in 2022 to RMB175.4
million in 2023, primarily due to a decrease in provision for inventory write-downs.
Finance Costs
Our finance costs increased by 62.2% from RMB624.9 million in 2022 to RMB1,013.6
million in 2023, primarily due to an increase in interest on bank loans and other borrowings
resulting from an increase in our outstanding amount of long-term borrowings.
Income Tax Expense
Our income tax expense increased by 64.8% from RMB431.1 million in 2022 to
RMB710.4 million in 2023, primarily due to an increase in profit before tax in 2023.
Profit for the Y ear
As a result of the foregoing, our profit for the year increased by 3.9% from RMB4,432.8
million in 2022 to RMB4,606.1 million in 2023.
FINANCIAL INFORMATION
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DISCUSSION OF CERTAIN KEY BALANCE SHEET ITEMS
Non-Current Assets and Liabilities
The following table sets forth our non-current assets and liabilities as of the dates
indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Non-current assets
Property, plant and equipment /H1118/H1118/H111823,843,537 25,004,158 23,686,341 23,195,203
Investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118152,323 139,416 218,063 237,528
Right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,873,324 3,353,218 3,271,596 3,555,327
Goodwill /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111847,501 49,661 48,010 51,472
Other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,487,030 2,547,369 2,310,253 2,369,633
Investment in joint ventures /H1118/H1118/H1118/H1118/H1118206,016 258,131 302,024 320,762
Investments in associates /H1118/H1118/H1118/H1118/H1118/H1118/H11182,033,035 2,142,781 2,122,494 2,143,869
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H11181,332,642 970,897 608,455 608,455
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118340,288 310,913 285,051 277,337
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,107,261 3,038,115 1,285,536 964,080
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,445,647 2,850,246 2,913,625 3,485,458
Receivables under finance lease /H1118/H11187,423,445 9,685,274 9,897,782 9,646,498
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,159 59,322 52,511 56,774
Deferred tax assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,499,338 3,070,315 3,576,592 3,623,704
Other non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118289,620 89,197 61,424 64,608
Total non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H111853,156,166 53,569,013 50,639,757 50,600,708
Non-current liabilities
Interest-bearing bank and other
borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,624,937 23,555,728 11,556,182 11,516,577
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118308,068 550,576 541,634 792,099
Deferred income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,130,628 2,387,473 2,347,376 2,396,381
Deferred tax liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118734,738 825,349 792,251 845,255
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118317,359 295,185 236,806 225,773
Total non-current liabilities /H1118/H1118/H1118/H111825,115,730 27,614,311 15,474,249 15,776,085
FINANCIAL INFORMATION
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Current Assets and Liabilities
The following table sets forth our current assets and liabilities as of the dates indicated:
As of December 31,
As of
April 30,
As of
August 31,
2022 2023 2024 2025 2025
(RMB’000)
(Unaudited)
Current assets
Inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,738,362 19,767,762 19,947,981 20,507,477 20,581,481
Trade and bills receivables /H1118/H1118/H1118/H1118/H111827,395,762 26,573,655 28,343,222 30,499,169 30,289,930
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858,548 67,102 99,206 110,753 107,759
Prepayments, other receivables
and other assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,839,670 11,213,796 11,839,513 11,137,448 11,907,382
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118294,478 365,819 456,501 470,046 300,898
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H111814,816,602 10,848,936 11,062,402 11,567,532 14,469,280
Derivative financial instruments /H1118/H1118374,301 334,063 375,720 225,481 60,409
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,049,659 3,741,246 2,016,412 1,609,622 1,309,611
Receivables under finance lease /H1118/H11184,659,811 6,346,853 6,531,876 6,675,166 6,423,643
Restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118962,954 704,117 689,488 649,235 706,954
Time deposits with original
maturity of more than three
months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,880,313 9,529,137 8,566,529 12,005,332 10,424,406
Cash and cash equivalents /H1118/H1118/H1118/H1118/H111812,695,771 8,141,859 11,576,469 7,839,768 8,711,428
Total current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118105,766,231 97,634,345 101,505,319 103,297,029 105,293,181
Current liabilities
Trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H111828,906,687 22,692,726 28,654,359 32,183,153 33,313,350
Other payables and accruals /H1118/H1118/H1118/H111816,988,748 15,497,290 14,570,090 13,559,992 12,826,191
Contract liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,896,711 2,177,672 2,520,831 2,564,473 2,580,822
Derivative financial instruments /H1118/H1118241,152 237,420 106,762 394,220 392,270
Placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H11186,523,735 5,435,397 3,507,970 3,526,266 3,623,909
Interest-bearing bank and other
borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,348,070 7,470,111 13,354,749 8,643,326 9,545,705
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118153,718 253,103 215,933 279,618 272,365
Income tax payable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118665,080 663,295 738,534 868,729 908,657
Total current liabilities /H1118/H1118/H1118/H1118/H1118/H111867,723,901 54,427,014 63,669,228 62,019,777 63,463,269
Net current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,042,330 43,207,331 37,836,091 41,277,252 41,829,912
FINANCIAL INFORMATION
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Property, Plant and Equipment
Our property, plant and equipment primarily consisted of buildings, machinery
equipment, construction in progress, office and other equipment, leasing out equipment under
operating leases, transportation equipment and leasehold improvements and renovation costs.
The following table sets forth a breakdown of our property, plant and equipment as of the
dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Buildings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,531,975 11,185,793 10,702,645 10,599,574
Machinery equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,946,343 10,484,051 10,101,112 9,893,708
Construction in progress /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,000,878 1,366,933 1,139,956 1,074,198
Office and other equipment /H1118/H1118/H1118/H1118/H1118846,396 908,648 706,321 643,982
Leasing out equipment under
operating leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118304,192 654,931 629,282 574,985
Transportation equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118140,545 219,821 229,988 238,358
Leasehold improvements and
renovation costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111873,208 183,981 177,037 170,398
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823,843,537 25,004,158 23,686,341 23,195,203
Our property, plant and equipment increased by 4.9% from RMB23,843.5 million as of
December 31, 2022 to RMB25,004.2 million as of December 31, 2023, primarily due to (i) an
increase in buildings as we completed the construction of various manufacturing facilities in
2023, partially offset by a decrease in construction in progress and (ii) an increase in machinery
equipment as we purchased more intelligent and digitalized machinery and equipment for our
smart factories in line with our strategy on digitalization. Our property, plant and equipment
decreased by 5.3% from RMB25,004.2 million as of December 31, 2023 to RMB23,686.3
million as of December 31, 2024, primarily due to (i) depreciation and (ii) a decrease in the
book value of buildings resulting from the disposal of certain buildings. Our property, plant and
equipment remained relatively stable at RMB23,686.3 million as of December 31, 2024 and
RMB23,195.2 million as of April 30, 2025, respectively.
FINANCIAL INFORMATION
– 428 –


--- page 439 ---
Right-of-use Assets
Our right-of-use assets comprised leased assets including buildings, machinery
equipment, transportation equipment, office equipment and leasehold land. Our right-of-use
assets increased by 16.7% from RMB2,873.3 million as of December 31, 2022 to RMB3,353.2
million as of December 31, 2023, primarily due to the leasing of warehouses in overseas
markets. Our right-of-use assets decreased by 2.4% from RMB3,353.2 million as of December
31, 2023 to RMB3,271.6 million as of December 31, 2024, primarily due to depreciation and
amortization. Our right-of-use assets increased by 8.7% from RMB3,271.6 million as of
December 31, 2024 to RMB3,555.3 million as of April 30, 2025, primarily due to the new
leases we entered into in the four months ended April 30, 2025.
Other Intangible Assets
Our other intangible assets primarily include development expenditures, patents,
trademarks, software licenses and other non-physical assets. Our other intangible assets
increased by 2.4% from RMB2,487.0 million as of December 31, 2022 to RMB2,547.4 million
as of December 31, 2023, primarily due to an increase in software and patents. Our other
intangible assets decreased by 9.3% from RMB2,547.4 million as of December 31, 2023 to
RMB2,310.3 million as of December 31, 2024, primarily due to the amortization of intangible
assets. Our other intangible assets remained relatively stable at RMB2,310.3 million and
RMB2,369.6 million as of December 31, 2024 and April 30, 2025.
Financial Assets at FVOCI
Our non-current portion of financial assets at FVOCI comprised our equity investments
at fair value. Our current portion of financial assets at FVOCI represented the bank acceptance
notes held for collection of contractual cash flows and sales. The following table sets forth the
details of our financial assets at FVOCI as of the dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Current
Bills receivables, at fair
value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118294,478 365,819 456,501 470,046
Non-current
Listed equity investments, at
fair value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118400,974 313,961 – –
Unlisted equity investments,
at fair value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118931,668 656,936 608,455 608,455
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,627,120 1,336,716 1,064,956 1,078,501
FINANCIAL INFORMATION
– 429 –


--- page 440 ---
Our non-current portion of financial assets at FVOCI decreased by 27.1% from
RMB1,332.6 million as of December 31, 2022 to RMB970.9 million as of December 31, 2023,
primarily due to fluctuations in the fair value of our equity investments. Our non-current
portion of financial assets at FVOCI decreased by 37.3% from RMB970.9 million as of
December 31, 2023 to RMB608.5 million as of December 31, 2024, primarily due to our
disposal of certain equity investments. Our non-current portion of financial assets at FVOCI
remained stable at RMB608.5 million as of December 31, 2024 and April 30, 2025.
Our current portion of financial assets at FVOCI increased by 24.2% from RMB294.5
million as of December 31, 2022 to RMB365.8 million as of December 31, 2023, and further
increased by 24.8% from RMB365.8 million as of December 31, 2023 to RMB456.5 million
as of December 31, 2024, primarily because we held more high credit-rated bank acceptance
bills. Our current portion of financial assets at FVOCI remained relatively stable at RMB456.5
million and RMB470.0 million as of December 31, 2024 and April 30, 2025, respectively.
Upon Listing, we intend to continue our investments strictly in accordance with our
internal policies and procedures, Articles of Association and compliance requirements under
Chapter 14 of the Listing Rules.
Financial Assets at FVPL
Our non-current portion of financial assets at FVPL mainly represented our fund
investments and non-listed equity investments at fair value. Our current portion of financial
assets at FVPL primarily represented our debt investment at fair value. The following table sets
forth the details of our financial assets at FVPL as of the dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Current
Debt investments, at fair
value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,740,955 10,786,583 11,062,402 11,567,532
Listed equity investments, at
fair value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,647 62,353 – –
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,816,602 10,848,936 11,062,402 11,567,532
Non-current
Fund and non-listed equity
investments, at fair value /H1118/H1118340,288 310,913 285,051 277,337
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,156,890 11,159,849 11,347,453 11,844,869
FINANCIAL INFORMATION
– 430 –


--- page 441 ---
Our non-current portion of financial assets at FVPL decreased by 8.6% from RMB340.3
million as of December 31, 2022 to RMB310.9 million as of December 31, 2023, and further
decreased by 8.3% from RMB310.9 million as of December 31, 2023 to RMB285.1 million as
of December 31, 2024, primarily due to fluctuations in the fair value of our fund investments
and non-listed equity investments. Our non-current portion of financial assets at FVPL
remained stable at RMB285.1 million as of December 31, 2024 and RMB277.3 million as of
April 30, 2025.
Our current portion of financial assets at FVPL decreased by 26.8% from RMB14,816.6
million as of December 31, 2022 to RMB10,848.9 million as of December 31, 2023 primarily
due to the disposal of certain debt investment at fair value and listed equity investments at fair
value. Our current portion of financial assets at FVPL increased by 2.0% from RMB10,848.9
million as of December 31, 2023 to RMB11,062.4 million as of December 31, 2024, primarily
due to our increased debt investment at fair value. Our current portion of financial assets at
FVPL remained stable at RMB11,062.4 million as of December 31, 2024 and RMB11,567.5
million as of April 30, 2025.
We have adopted a comprehensive set of internal policies and guidelines to manage our
investments in financial assets at FVOCI and FVPL. The fund management department
formulates annual investment plans and quotas after considering our overall funding position
and financing environment. The annual investment quota is reviewed and approved by the
Board and the Shareholders’ meeting. Each of our investments in financial assets at FVOCI and
financial assets at FVPL is reported to and approved by our chief financial officer. Throughout
the investment process, the performance of these investments shall be reported to our chief
financial officer and other key management personnel on a monthly basis. Our management
team responsible for such investments has extensive experience in managing the financial
aspects of an enterprise’s operations.
Upon Listing, we intend to continue our investments strictly in accordance with our
internal policies and procedures, Articles of Association and compliance requirements under
Chapter 14 of the Listing Rules.
Our investment strategy related to such products focuses on safeguarding capital,
improving fund utilization efficiency and generating reasonable returns by investing idle funds
in bank deposits and wealth management products issued by financial institutions.
FINANCIAL INFORMATION
– 431 –


--- page 442 ---
Loans and Advances
Our loans and advances mainly represented the outstanding balance of our mortgage
loans. The following table sets forth the details of our loans and advances as of the dates
indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,632,338 7,100,985 3,540,820 2,789,083
Less: Loss allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118(475,418) (321,624) (238,872) (215,381)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,156,920 6,779,361 3,301,948 2,573,702
Our loans and advances decreased by 39.2% from RMB11,156.9 million as of December
31, 2022 to RMB6,779.4 million as of December 31, 2023, and further decreased by 51.3% to
RMB3,301.9 million as of December 31, 2024 and decreased by 22.1% to RMB2,573.7 million
as of April 30, 2025, primarily due to the increased adoption of finance lease as a payment
method by our customers, which resulted in the reduction in the external demand for loans.
Receivables under Finance Lease
Our receivables under finance lease represented receivables from our finance lease
services, which comprised gross investments by us less unearned finance income. The
following table sets forth a breakdown of our receivables under finance lease as of the dates
indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Gross investments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,452,754 17,955,387 18,576,435 18,371,103
Unearned finance income /H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,022,509) (1,430,970) (1,614,418) (1,605,898)
12,430,245 16,524,417 16,962,017 16,765,205
Less: loss allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(346,989) (492,290) (532,359) (443,541)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,083,256 16,032,127 16,429,658 16,321,664
FINANCIAL INFORMATION
– 432 –


--- page 443 ---
Our receivables under finance lease increased by 32.7% from RMB12,083.3 million as of
December 31, 2022 to RMB16,032.1 million as of December 31, 2023, primarily due to an
increased adoption of finance lease as a payment method by our customers, despite a decline
in overall sales. Our receivables under finance lease remained relatively stable at
RMB16,032.1 million as of December 31, 2023, RMB16,429.7 million as of December 31,
2024 and RMB16,321.7 million as of April 30, 2025.
Inventories
Our inventories primarily consisted of raw materials, work-in-progress and finished
goods. The following table sets forth a breakdown of our inventories as of the dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Raw materials /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,791,265 4,184,971 3,883,479 3,832,911
Work-in-progress /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,381,731 1,930,155 1,981,985 2,031,965
Finished goods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,023,768 14,146,525 14,640,170 15,217,397
20,196,764 20,261,651 20,505,634 21,082,273
Less: Provision for
impairment loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(458,402) (493,889) (557,653) (574,796)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,738,362 19,767,762 19,947,981 20,507,477
Our inventories remained relatively stable at RMB19,738.4 million, RMB19,767.8
million, RMB19,948.0 million and RMB20,507.5 million as of December 31, 2022, 2023 and
2024 and April 30, 2025, respectively.
As of August 31, 2025, RMB13,577.1 million, or 66.2% of inventories as of April 30,
2025, had been used, consumed or sold subsequent to April 30, 2025.
FINANCIAL INFORMATION
– 433 –


--- page 444 ---
The following table sets forth an aging analysis of our inventories as of the dates
indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,452,601 18,134,639 17,714,654 18,298,773
Between 1 and 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,215,876 1,437,480 1,980,801 1,841,973
Between 2 and 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118296,237 406,015 443,809 546,046
Over 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118232,050 283,517 366,370 395,481
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,196,764 20,261,651 20,505,634 21,082,273
At the end of each period of the Track Record Period, we review whether individual
inventory items are obsolete or stagnant and whether their net realizable value is lower than
their cost. The impairment of inventory is based on the assessment of the inventory’s
merchantability and its net realizable value. We have made proper inventory provision in the
Track Record Period and fully considered the subsequent sales.
The following table sets forth our inventory turnover days for the periods indicated:
Y ear ended December 31,
Four months
ended
April 30,
2022 2023 2024 2025
Inventory turnover days (1) /H1118/H1118/H1118/H1118/H1118/H1118111 132 126 113
Note:
(1) Inventory turnover days are calculated using the average of beginning balance and ending balance of
inventories for a period divided by cost of sales for the relevant period and multiplied by the number
of days in the relevant period (i.e. 365 days for a fiscal year and 120 days for the four months ended
April 30, 2025).
Our inventory turnover days increased from 111 days in 2022 to 132 days in 2023,
primarily due to (i) a decline in domestic market demand, leading to slower sales and extended
inventory turnover days and (ii) the expansion of our overseas business, which involves longer
turnover time due to factors such as international shipping. Our inventory turnover days
subsequently decreased from 132 days in 2023 to 126 days in 2024, primarily due to our
strengthened inventory management, partially offset by the increase in overseas sales in 2024
with longer turnover. Our enhanced inventory management efforts included adapting inventory
levels to regional market dynamics, optimizing production planning by product types to avoid
overstocking, and aligning inventory with actual customer orders to reduce stock pressure and
FINANCIAL INFORMATION
– 434 –


--- page 445 ---
enhance supply chain responsiveness. Our inventory turnover days further decreased from 126
days in 2024 to 113 days in the four months ended April 30, 2025, primarily due to the faster
turnover driven by our sales growth.
Trade and Bills Receivables
Our trade and bills receivables primarily represented receivables from our customers for
the sales of our products. We had trade and bills receivables of RMB31,841.4 million,
RMB29,423.9 million, RMB31,256.8 million and RMB33,984.6 million as of December 31,
2022, 2023 and 2024 and April 30, 2025, respectively.
The following table sets forth a breakdown of our trade and bills receivables as of the
dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,005,099 32,873,445 35,143,568 37,920,461
Bills receivables, at amortized
cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118588,860 306,049 397,632 446,794
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,752,550) (3,755,593) (4,284,353) (4,382,628)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831,841,409 29,423,901 31,256,847 33,984,627
Analyzed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,395,762 26,573,655 28,343,222 30,499,169
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,445,647 2,850,246 2,913,625 3,485,458
Amid a challenging operating environment marked by a slowdown of the real estate
market, we implemented prudent receivables management policies to mitigate credit risks and
enhance cash flow stability. Our trade and bills receivables decreased by 7.6% from
RMB31,841.4 million as of December 31, 2022 to RMB29,423.9 million as of December 31,
2023, primarily due to our enhanced efforts in the collection of trade receivables. Our trade and
bills receivables increased by 6.2% from RMB29,423.9 million as of December 31, 2023 to
RMB31,256.8 million as of December 31, 2024, and further increased by 8.7% to
RMB33,984.6 million as of April 30, 2025, mainly in line with our revenue growth in 2024 and
the four months ended April 30, 2025.
FINANCIAL INFORMATION
– 435 –


--- page 446 ---
The increase in impairment of trade and bills receivables during the Track Record Period
was primarily due to the rise in the balance of trade and bills receivables, driven by the
significant increase in overseas revenue contribution, as overseas sales were mainly settled
through credit sales. The increase was particularly notable in 2023. This was mainly because
amid the downturn in the real estate and infrastructure sectors, certain domestic downstream
customers experienced delayed project payments and liquidity constraints, while some
international customers and distributors faced financial difficulties. We assessed the credit risk
of outstanding receivables based on factors such as aging analysis, payment collection and
customers’ credit profiles, which resulted in higher individual impairment provisions. We have
consistently attached great importance to credit risk management and adhered to a prudent
policy to ensure high-quality development. A comprehensive full life-cycle risk management
mechanism for receivables has been established, covering pre-transaction, in-transaction and
post-transaction stages. In the second half of 2023, we formed a team to closely monitor
specific cases of outstanding receivables and adopted multiple measures, including leveraging
credit insurance coverage and repossession of equipment, to mitigate potential losses.
The following table sets forth an aging analysis of our trade and bills receivables as of
the dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Within one year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830,072,307 28,718,602 30,055,683 29,104,741
After one year but within
two years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,627,865 1,329,627 2,065,787 5,421,322
After two years but within
three years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118777,798 790,517 753,353 1,024,496
After three years but within
four years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118387,101 488,762 622,035 662,865
After four years but within
five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118335,571 373,009 446,088 488,904
After five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,393,317 1,478,977 1,598,254 1,664,927
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,752,550) (3,755,593) (4,284,353) (4,382,628)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831,841,409 29,423,901 31,256,847 33,984,627
FINANCIAL INFORMATION
– 436 –


--- page 447 ---
The following table sets forth our trade and bills receivables turnover days for the Track
Record Period:
Y ear ended December 31,
Four months
ended
April 30,
2022 2023 2024 2025
Trade and bills receivables
turnover days (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118133 151 141 133
Note:
(1) Trade and bills receivables turnover days are calculated using the average of beginning balance and
ending balance of trade and bills receivables for a period divided by revenue for the relevant period and
multiplied by the number of days in the relevant period (i.e. 365 days for a fiscal year and 120 days for
the four months ended April 30, 2025).
Our trade and bills receivables turnover days increased from 133 days in 2022 to 151 days
in 2023, primarily due to an increase in overseas sales, which typically involve more
installment payment arrangements. Our trade and bills receivables turnover days subsequently
decreased from 151 days in 2023 to 141 days in 2024, primarily due to our strengthened
management efforts over trade and bills receivables. Such efforts included tightened control
over credit sales, shortened credit periods and increased down payment requirements. Our trade
and bills receivables turnover days further decreased from 141 days in 2024 to 133 days in the
four months ended April 30, 2025, primarily due to an increase in settlement driven by our
enhanced management of trade and bills receivables.
As of August 31, 2025, RMB16,878.9 million, or 44.1% of our trade and bills receivables
as of April 30, 2025, had been settled subsequent to April 30, 2025.
FINANCIAL INFORMATION
– 437 –


--- page 448 ---
Prepayments, Other Receivables and Other Assets
Our prepayments, other receivables and other assets mainly consisted of debt investments
at amortized cost, deposits and other receivables, V A T recoverable, prepayments for suppliers,
prepayment of corporate income tax and prepayment of other taxes.
The following table sets forth a breakdown of our prepayments, other receivables and
other assets as of the dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Debt investments, at
amortized cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,669,607 4,921,040 5,359,465 4,910,870
Deposits and other
receivables (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,395,273 3,658,313 3,764,265 3,950,331
V A T recoverable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,472,921 1,779,167 2,084,077 1,383,919
Prepayments for suppliers /H1118/H1118/H11181,041,546 751,872 970,721 1,207,702
Prepayment of taxes /H1118/H1118/H1118/H1118/H1118/H1118/H1118782,144 744,411 475,302 523,539
Deferred listing expenses /H1118/H1118/H1118– – – 7,053
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,242 6,408 7,194 7,678
11,376,733 11,861,211 12,661,024 11,991,092
Impairment allowance /H1118/H1118/H1118/H1118/H1118/H1118(537,063) (647,415) (821,511) (853,644)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,839,670 11,213,796 11,839,513 11,137,448
Note:
(1) Certain of our end customers may finance their purchases of our products through mortgage loans or
finance leases. Our distributors and we may jointly provide guarantees for end customers’ repayment
obligations to financial institutions. In the event that both end customer and distributor fail to make the
repayment, we may facilitate the fulfilment of guarantee obligations pursuant to our cooperation
agreements with financial institutions, by making the repayment to the financial institution through the
distributor. Our distributors’ repayment obligations to us arising from these arrangements constituted
part of our other receivables during the Track Record Period.
FINANCIAL INFORMATION
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Our prepayments, other receivables and other assets increased by 3.5% from
RMB10,839.7 million as of December 31, 2022 to RMB11,213.8 million as of December 31,
2023, primarily due to the increase in debt investments at amortized cost. Our prepayments,
other receivables and other assets remained relatively stable at RMB11,213.8 million as of
December 31, 2023, RMB11,839.5 million as of December 31, 2024 and RMB11,137.4 million
as of April 30, 2025.
Trade and Bills Payables
Our trade and bills payables primarily represented our payables to suppliers for the
procurement of raw materials. Our trade and bills payables decreased by 21.5% from
RMB28,906.7 million as of December 31, 2022 to RMB22,692.7 million as of December 31,
2023, mainly attributable to reduced procurement of raw materials in line with our revenue
decrease. Our trade and bills payables increased by 26.3% from RMB22,692.7 million as of
December 31, 2023 to RMB28,654.4 million as of December 31, 2024, mainly due to increased
procurement of raw materials in line with our revenue increase and the continuous optimization
of our credit terms granted by our suppliers. Our trade and bills payables further increased by
12.3% to RMB32,183.2 million as of April 30, 2025, mainly due to increased procurement of
raw materials in line with our revenue increase.
The following table sets forth an aging analysis of our trade and bills payables as of the
dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,801,871 22,506,872 28,396,361 31,896,177
Over 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118104,816 185,854 257,998 286,976
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,906,687 22,692,726 28,654,359 32,183,153
FINANCIAL INFORMATION
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The following table sets forth our trade and bills payables turnover days for the Track
Record Period:
Y ear ended December 31,
Four months
ended
April 30,
2022 2023 2024 2025
Trade and bills payables
turnover days (1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118168 173 163 170
Note:
(1) Trade and bills payables turnover days are calculated using the average of beginning balance and ending
balance of trade and bills payables for a period divided by cost of sales used for the relevant period and
multiplied by the number of days in the relevant period (i.e. 365 days for a fiscal year and 120 days for
the four months ended April 30, 2025).
Our trade and bills payables turnover days increased from 168 days in 2022 to 173 days
in 2023, primarily because we strategically extended payment cycles to ensure liquidity
stability. Our trade and bills payables turnover days subsequently decreased from 173 days in
2023 to 163 days in 2024, primarily due to (i) our strengthened cooperation with suppliers to
expedite our payment cycles, and (ii) the implementation of new commercial bill regulations
in China in July 2023, which shortened the maximum maturity term of commercial bills from
one year to six months. Our trade and bills payables turnover days increased from 163 days in
2024 to 170 days in the four months ended April 30, 2025, primarily due to (i) an increased
use of commercial bills as a settlement method and (ii) longer payment cycles following our
negotiation with suppliers.
As of August 31, 2025, RMB10,301.4 million, or 32.2% of our trade and bills payables
as of April 30, 2025, had been settled subsequent to April 30, 2025.
Other payables and accruals
Our other payables and accruals primarily represented provisions and accruals, employee
benefits payables, payables for ABS and factoring transfer payments, payables to external
entities, output V A T to be transferred, payables for purchases of equipment, other tax payables,
payables for construction costs, dividends payable, payables to individuals and other payables.
FINANCIAL INFORMATION
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The following table sets forth a breakdown of our other payables and accruals as of the
dates indicated:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Provisions and accruals /H1118/H1118/H1118/H1118/H11184,704,044 4,449,940 4,341,943 4,258,116
Employee benefits payables /H1118/H11183,166,739 3,017,925 3,139,635 2,562,833
Payables for ABS and
factoring transfer
payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,246,948 1,823,086 1,532,317 1,323,308
Output V A T to be transferred /H11181,594,280 1,200,776 1,013,466 929,660
Payables for purchases of
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,345,899 1,291,437 1,102,258 1,044,969
Other tax payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118527,728 399,211 485,098 427,747
Payables for construction
costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118401,929 467,795 454,115 388,909
Dividends payable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118350,315 113,986 213,862 213,825
Payables to individuals /H1118/H1118/H1118/H1118/H1118339,442 337,622 179,302 181,966
Other payables
(1) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,196,549 2,356,044 2,095,553 2,212,368
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118114,875 39,468 12,541 16,291
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,988,748 15,497,290 14,570,090 13,559,992
Note:
(1) Other payables primarily consisted of deposits, restricted stock repurchase obligations and amount due
to related parties.
Our other payables and accruals decreased by 8.8% from RMB16,988.7 million as of
December 31, 2022 to RMB15,497.3 million as of December 31, 2023, mainly attributable to
(i) a decrease in payables for ABS and factoring transfer payments resulting from the decline
in their respective volumes, (ii) a decrease in output V A T to be transferred, and (iii) a decrease
in dividends payable. Our other payables and accruals decreased by 6.0% from RMB15,497.3
million as of December 31, 2023 to RMB14,570.1 million as of December 31, 2024, mainly
attributable to (i) a decrease in payables for ABS and factoring transfer payments resulting
from the decline in their respective volumes, (ii) a decrease in output V A T to be transferred and
(iii) a decrease in payables for purchases of equipment resulting from our payment of the
amounts due for the purchase of equipment. Our other payables and accruals further decreased
by 6.9% to RMB13,560.0 million as of April 30, 2025, mainly attributable to a decrease in
employee benefits payables following the payment of year-end bonuses for 2024 in the first
quarter of 2025.
FINANCIAL INFORMATION
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As of April 30, 2025, our dividends payable amounted to RMB213.8 million, which will
be settled before Listing.
Contract Liabilities
Our contract liabilities primarily represented advance payments received from customers
in accordance with contractual agreements, which are expected to be fulfilled and recognized
as revenue within one year. Our contract liabilities increased by 14.8% from RMB1,896.7
million as of December 31, 2022 to RMB2,177.7 million as of December 31, 2023, and further
increased by 15.8% from RMB2,177.7 million as of December 31, 2023 to RMB2,520.8
million as of December 31, 2024, primarily because we generally required our overseas
customers to make advance payments before shipment and our overseas revenue contribution
continued to increase in 2023 and 2024. Our contract liabilities remained relatively stable at
RMB2,520.8 million as of December 31, 2024 and RMB2,564.5 million as of April 30, 2025.
As of August 31, 2025, RMB1,723.9 million, or 67.2% of contract liabilities as of
April 30, 2025, had been recognized as revenue subsequent to April 30, 2025.
Net Current Assets
Our net current assets remained relatively stable at RMB41,277.3 million as of April 30,
2025 and RMB41,829.9 million as of August 31, 2025.
Our net current assets increased from RMB37,836.1 million as of December 31, 2024 to
RMB41,277.3 million as of April 30, 2025, primarily due to (i) a decrease in interest-bearing
bank and other borrowings due to our repayment of certain borrowings (ii) an increase in time
deposits with original maturity of more than three months, and (iii) an increase in trade and
bills receivables in line with our revenue growth, partially offset by (i) a decrease in cash and
cash equivalents resulting from our placement of time deposits, and (ii) an increase in trade and
bills payables due to increased procurement in line with our business expansion.
FINANCIAL INFORMATION
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Our net current assets decreased from RMB43,207.3 million as of December 31, 2023 to
RMB37,836.1 million as of December 31, 2024, primarily due to (i) an increase in trade and
bills payables resulting from an increase in the procurement of raw materials in line with
revenue increase and (ii) an increase in interest-bearing bank and other borrowings to
supplement our working capital.
Our net current assets increased from RMB38,042.3 million as of December 31, 2022 to
RMB43,207.3 million as of December 31, 2023, primarily due to (i) a decrease in trade and
bills payables resulting from a decrease in the procurement of raw materials, and (ii) a decrease
in interest-bearing bank and other borrowings resulting from our repayment of certain
borrowings.
LIQUIDITY AND CAPITAL RESOURCES
Overview
We have historically funded our cash requirements principally from cash generated from
operations and bank borrowings. After the Global Offering, we intend to finance our future
capital requirements through proceeds from our business operations, bank borrowings and the
net proceeds from the Global Offering. We do not anticipate any changes to the availability of
financing to fund our operations in the future.
As of December 31, 2022, 2023 and 2024 and April 30, 2025, we had cash and cash
equivalents of RMB12,695.8 million, RMB8,141.9 million, RMB11,576.5 million and
RMB7,839.8 million, respectively. Taking into account the net proceeds from the Global
Offering and the financial resources available to us, including our cash and cash equivalents,
our available banking facilities and cash flows from operating activities, our Directors are of
the view that we have sufficient working capital to meet our present requirements and for the
next 12 months from the date of this prospectus.
FINANCIAL INFORMATION
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Cash Flow
The following table sets forth a summary of our cash flow for the periods indicated:
Y ear ended December 31,
Four months ended
April 30,
2022 2023 2024 2024 2025
(RMB’000)
(Unaudited)
Net cash generated from
operating activities /H1118/H1118/H1118/H1118/H11184,097,135 5,708,220 14,814,278 6,392,763 6,185,763
Net cash used in investing
activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,836,614) (2,693,824) (1,157,848) (4,124,810) (3,674,988)
Net cash generated from/
(used in) financing
activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,826,439 (7,529,791) (10,279,150) 1,270,022 (6,259,062)
Net increase/(decrease) in
cash and cash equivalents /H11187,086,960 (4,515,395) 3,377,280 3,537,975 (3,748,287)
Cash and cash equivalents at
the beginning of the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,694,253 12,695,771 8,141,859 8,141,859 11,576,469
Effect of foreign exchange
rate changes /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(85,442) (38,517) 57,330 (19,724) 11,586
Cash and cash equivalents
at the end of the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,695,771 8,141,859 11,576,469 11,660,110 7,839,768
Net Cash Generated from Operating Activities
In the four months ended April 30, 2025, our net cash generated from operating activities
was RMB6,185.8 million, reflecting our profit before tax of RMB4,047.9 million, adjustments
of non-cash and non-operating items, movements in working capital, interest received of
RMB354.5 million, interest paid for financial services of RMB93.7 million and income taxes
paid of RMB244.7 million. Adjustments of non-cash and non-operating items primarily
comprised depreciation of property, plant and equipment of RMB910.3 million, derivative
financial instruments of RMB438.2 million and interest expenses of RMB307.7 million,
partially offset by interest income and financial service income of RMB509.1 million. Our
movements in working capital primarily comprised an increase in trade and bills payables of
RMB3,021.5 million, partially offset by an increase in trade and bills receivables of
RMB2,735.9 million.
FINANCIAL INFORMATION
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--- page 455 ---
In 2024, our net cash generated from operating activities was RMB14,814.3 million,
reflecting our profit before tax of RMB6,907.8 million, adjustments of non-cash and
non-operating items, movements in working capital, interest received of RMB1,141.0 million,
interest paid for financial services of RMB271.9 million and income taxes paid of RMB726.8
million. Adjustments of non-cash and non-operating items primarily comprised depreciation of
property, plant and equipment of RMB2,823.0 million and interest expenses of RMB1,285.4
million, partially offset by interest income and financial service income of RMB1,619.8
million. Our movements in working capital primarily comprised an increase in trade and bills
payables of RMB6,664.9 million, a decrease in loans and advances of RMB3,473.8 million,
partially offset by an increase in trade and bills receivables of RMB2,004.0 million and a
decrease in placements from banks of RMB1,931.2 million.
In 2023, our net cash generated from operating activities was RMB5,708.2 million,
reflecting our profit before tax of RMB5,316.6 million, adjustments of non-cash and
non-operating items, movements in working capital, interest received of RMB1,415.8 million,
interest paid for financial services of RMB391.7 million and income taxes paid of RMB1,045.2
million. Adjustments of non-cash and non-operating items primarily comprised depreciation of
property, plant and equipment of RMB2,500.2 million and interest expenses of RMB1,588.8
million, partially offset by interest income and financial service income of RMB1,777.5
million. Our movements in working capital primarily comprised a decrease in trade and bills
payables of RMB4,870.3 million and an increase in receivables under finance lease of
RMB3,948.9 million, partially offset by a decrease in loans and advances granted of
RMB4,367.2 million and a decrease in trade and bills receivables of RMB2,325.6 million.
In 2022, our net cash generated from operating activities was RMB4,097.1 million,
reflecting our profit before tax of RMB4,863.9 million, adjustments of non-cash and
non-operating items, movements in working capital, interest received of RMB1,219.8 million,
interest paid for financial services of RMB362.4 million and income taxes paid of RMB937.0
million. Adjustments of non-cash and non-operating items primarily comprised depreciation of
property, plant and equipment of RMB2,087.0 million, and interest income and financial
service income of RMB1,507.8 million. Our movements in working capital primarily
comprised an increase in trade and bills receivables of RMB4,517.8 million and an increase in
receivables under finance lease of RMB4,796.0 million, partially offset by an increase in
placements from banks of RMB3,951.6 million, and an increase in other payables and accruals
of RMB2,689.8 million.
Net Cash Used in Investing Activities
In the four months ended April 30, 2025, our net cash used in investing activities was
RMB3,675.0 million, which was primarily attributable to (i) an increase in time deposits with
original maturity of more than three months of RMB3,449.4 million, and (ii) payment for
acquisition of derivative financial instruments of RMB1,005.8 million, partially offset by
proceeds from disposal of derivative financial instruments of RMB1,057.7 million.
FINANCIAL INFORMATION
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--- page 456 ---
In 2024, our net cash used in investing activities was RMB1,157.8 million, which was
primarily attributable to (i) purchase of property, plant and equipment of RMB2,632.9 million
and (ii) payments for the acquisition of financial assets at FVPL of RMB4,912.6 million,
partially offset by proceeds from disposal of financial assets at FVPL of RMB4,670.2 million.
In 2023, our net cash used in investing activities was RMB2,693.8 million, primarily
attributable to (i) purchases of property, plant and equipment of RMB4,092.2 million and (ii)
payments for the acquisition of financial assets at FVPL of RMB2,909.3 million, partially
offset by proceeds from the disposal of financial assets at FVPL of RMB6,944.4 million.
In 2022, our net cash used in investing activities was RMB1,836.6 million, primarily
attributable to (i) purchases of property, plant and equipment of RMB4,838.2 million, (ii)
payments for the acquisition of financial assets at FVPL of RMB3,462.9 million and (iii)
payments for the acquisition of derivative financial instruments of RMB3,310.7 million,
partially offset by proceeds from the disposal of financial assets at FVPL of RMB3,058.0
million and proceeds from disposal of derivative financial instruments of RMB2,967.0 million.
Net Cash Flows Generated from/(Used in) Financing Activities
In the four months ended April 30, 2025, our net cash used in financing activities was
RMB6,259.1 million, which was primarily attributable to repayments of bank loans and other
borrowings of RMB10,476.7 million, partially offset by new bank loans and other borrowings
of RMB5,522.6 million.
In 2024, our net cash used in financing activities was RMB10,279.2 million, which was
primarily attributable to repayments of bank loans and other borrowings of RMB34,938.8
million, partially offset by (i) new bank loans and other borrowings of RMB28,229.9 million
and (ii) dividends paid to equity shareholders of RMB1,859.7 million.
In 2023, our net cash used in financing activities was RMB7,529.8 million, which was
primarily attributable to repayments of bank loans and other borrowings of RMB30,131.2
million, partially offset by (i) new bank loans and other borrowings of RMB25,904.6 million
and (ii) dividends paid to equity shareholders of RMB1,350.1 million.
In 2022, our net cash generated from financing activities was RMB4,826.4 million, which
was primarily attributable to new bank loans and other borrowings of RMB58,425.9 million,
partially offset by (i) repayments of bank loans and other borrowings of RMB49,250.1 million
and (ii) dividends paid to equity shareholders of RMB3,800.0 million.
FINANCIAL INFORMATION
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--- page 457 ---
KEY FINANCIAL RATIOS
The following table sets forth our key financial ratios for the periods/as of the dates
indicated:
Y ear ended/As of December 31,
Four months
ended/As of
April 30,
2022 2023 2024 2025
Gross profit margin (%) (1) /H1118/H1118/H111822.6 26.4 26.7 27.1
Net profit margin (%) (2) /H1118/H1118/H1118/H11185.5 6.2 7.8 11.8
Return on equity (%) (3) /H1118/H1118/H1118/H1118/H11186.7 6.8 8.5 4.7
Current ratio (4) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181.6 1.8 1.6 1.7
Gearing ratio (%) (5) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858.4 54.3 52.0 50.6
Notes:
(1) Gross margin equals gross profit divided by revenue and multiplied by 100%.
(2) Net profit margin equals profit for the year/period divided by revenue and multiplied by 100%.
(3) Return on equity equals profit attributable to owners of the parent divided by the average of the
beginning and ending total equity attributable to owners of the parent multiplied by 100%.
(4) Current ratio is calculated by dividing current assets by current liabilities.
(5) Gearing ratio equals total liabilities divided by total assets multiplied by 100%.
FINANCIAL INFORMATION
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INDEBTEDNESS
During the Track Record Period, our indebtedness included interest-bearing bank and
other borrowings, lease liabilities and mortgage and finance lease guarantee obligations. The
following table sets forth the details of our indebtedness as of the dates indicated:
As of December 31,
As of
April 30,
As of
August 31,
2022 2023 2024 2025 2025
(RMB’000)
(Unaudited)
Current
Interest-bearing bank and
other borrowings /H1118/H1118/H1118/H111812,348,070 7,470,111 13,354,749 8,643,326 9,545,705
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118153,718 253,103 215,933 279,618 272,365
Non-current
Interest-bearing bank and
other borrowings /H1118/H1118/H1118/H111821,624,937 23,555,728 11,556,182 11,516,577 10,654,908
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118308,068 550,576 541,634 792,099 749,022
Mortgage and finance
lease guarantee
obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118196,825 177,300 130,119 123,557 129,057
Total/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,631,618 32,006,818 25,798,617 21,355,177 21,351,057
Interest-Bearing Bank and Other Borrowings
As of December 31, 2022, 2023 and 2024, April 30, 2025, and August 31, 2025, we had
interest-bearing bank and other borrowings of RMB33,973.0 million, RMB31,025.8 million,
RMB24,910.9 million, RMB20,159.9 million and RMB20,200.6 million, respectively. Our
interest-bearing bank and other borrowings are mainly denominated in Renminbi and the US
dollar. The interest rate on our fixed-rate bank borrowings ranges from 0.83% to 4.08%. As of
August 31, 2025, our unutilized banking facilities amounted to RMB97.0 billion.
Our Directors confirm that there was no default in payments of our liabilities and/or
breach of covenants during the Track Record Period and up to the Latest Practicable Date.
Lease Liabilities
As of December 31, 2022, 2023 and 2024, and April 30, 2025, and August 31, 2025, we
had lease liabilities of RMB461.8 million, RMB803.7 million, RMB757.6 million,
RMB1,071.7 million and RMB1,021.4 million, respectively, mainly representing outstanding
payments for our leased assets.
FINANCIAL INFORMATION
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--- page 459 ---
Our lease liabilities increased from RMB461.8 million as of December 31, 2022 to
RMB803.7 million as of December 31, 2023, primarily due to the leasing of warehouses in
overseas markets. Our lease liabilities decreased from RMB803.7 million as of December 31,
2023 to RMB757.6 million as of December 31, 2024, primarily due to rent payments. Our lease
liabilities increased from RMB757.6 million as of December 31, 2024 to RMB1,071.7 million
as of April 30, 2025, primarily due to the new leases we entered into in the four months ended
April 30, 2025.
Mortgage and Finance Lease Guarantee Obligations
Our mortgage and finance lease guarantee obligations under other non-current liabilities
represented the expected credit losses allowance on financial guarantee contracts, including
mortgage and finance lease guarantees. We offer finance lease and mortgage loan as payment
options to customers who are willing to purchase our products but require financing options.
See “Business — Our Services — Finance lease arrangements and mortgage loan.”
Contingent Liabilities and Guarantees
The following table sets forth the breakdown of contingent liabilities and guarantees as
of the dates indicated, which were not recognized in the financial statements:
As of December 31,
As of
April 30,
2022 2023 2024 2025
(RMB’000)
Mortgage loan guarantee
obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,956,117 2,189,644 589,036 381,515
Finance lease guarantee
obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,990,208 16,762,808 13,311,285 12,800,267
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111824,946,325 18,952,452 13,900,321 13,181,782
Certain of our customers financed their purchase with mortgage loans using the purchased
products as collateral. Our distributors or Hunan Zhongfa Assets Management Co., Ltd.
(“Hunan Zhongfa ”), and ourselves provided guarantees for the mortgage loans. Under the
guarantee arrangement, in the event of a customer’s default, the distributor or Hunan Zhongfa,
and ourselves may be required to pay for the outstanding amounts due under the mortgage
loans. For more details, see note 45 of the Accountants’ Report in Appendix I to this
Prospectus.
FINANCIAL INFORMATION
– 449 –


--- page 460 ---
Certain of our customers authorized our distributors or Hunan Zhonghong, to finance
their purchase of our construction machinery products through finance leases provided by
third-party finance lease companies. Hunan Zhonghong and the Company provided guarantees
for the repayment obligations of the customers. Under the finance lease arrangement, in the
event of a customer’s default, we may be required to pay for the outstanding amounts due under
the lease. For more details, see note 45 of the Accountants’ Report in Appendix I to this
Prospectus.
The decrease in our contingent liabilities and guarantees throughout the Track Record
Period was primarily attributed to the expansion of our overseas business and our risk
management policies in overseas sales. As the overseas customers typically rely less on
mortgage loan or finance lease for settlement, their increasing contribution to our revenue has
led to a reduced need for guarantees. Additionally, due to heightened risk control associated
with overseas operations, we adopted a more cautious approach and provided fewer guarantees
for overseas customers.
Other than the contingent liabilities and guarantees set forth above, we do not have any
other significant contingent liabilities or guarantees.
No Other Outstanding Indebtedness
Save as disclosed above, we did not have outstanding indebtedness or any loan capital
issued and outstanding or agreed to be issued, bank overdrafts, loans or similar indebtedness,
liabilities under acceptances (other than normal trade bills), acceptance credits, debentures,
mortgages, charges, finance lease or hire purchase commitments, guarantees or other
contingent liabilities or any covenant in connection therewith as of August 31, 2025, being our
indebtedness statement date. After due and careful consideration, our Directors confirm that,
up to the Latest Practicable Date, there has been no material change in our indebtedness since
August 31, 2025.
COMMITMENTS
During the Track Record Period, our capital commitments were mainly construction in
progress. As of December 31, 2022, 2023 and 2024 and April 30, 2025, the total amount of our
capital commitments was RMB2,166.6 million, RMB814.4 million, RMB1,587.4 million and
RMB1,179.9 million, respectively.
OFF-BALANCE SHEET COMMITMENTS AND ARRANGEMENTS
As of the Latest Practicable Date, save as disclosed above, we had not entered into any
off-balance sheet arrangements.
FINANCIAL INFORMATION
– 450 –


--- page 461 ---
CAPITAL EXPENDITURES
Our capital expenditures consisted of purchases of items of property, plant and
equipment, additions to leasehold land included in right-of-use assets and additions to other
intangible assets. Our capital expenditures in 2022, 2023, 2024 and the four months ended
April 30, 2025 were RMB5,662.6 million, RMB4,525.2 million, RMB2,938.3 million and
RMB657.3 million, respectively.
The following table sets forth our capital expenditures for the periods indicated:
Y ear ended December 31,
Four months ended
April 30,
2022 2023 2024 2024 2025
(RMB’000)
(Unaudited)
Purchases of items of
property, plant and
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,838,232 4,092,164 2,632,866 1,059,120 591,914
Additions to leasehold land
included in right-of-use
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118358,036 200,259 61,315 – –
Additions to other intangible
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118466,374 232,798 244,106 73,258 65,394
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,662,642 4,525,221 2,938,287 1,132,378 657,308
We funded our capital expenditure requirements during the Track Record Period mainly
from cash flow generated from operating activities, and equity and debt financing. We intend
to fund our future capital expenditures with a combination of operating cashflow, equity and
debt financing and net proceeds received from the Global Offering.
MATERIAL RELATED PARTY TRANSACTIONS
For details about our related party transactions during the Track Record Period, see Note
49 of the Accountants’ Report in Appendix I to this Prospectus.
The outstanding balances due to related parties during the Track Record Period were trade
in nature. The outstanding balances of the related guarantees in in respect of commitments with
related parties will gradually be released as the end customers, lessees or borrowers make the
payment and will not be fully released before Listing. Our Directors believe that our
transactions with related parties during the Track Record Period were conducted on an
arm’s-length basis and did not distort our results of operations or make our historical results
not reflective of our future performance.
FINANCIAL INFORMATION
– 451 –


--- page 462 ---
FINANCIAL RISK DISCLOSURE
The main risks arising from our financial instruments are interest rate risk, foreign
currency risk, credit risk, liquidity risk and equity price risk. Our Board reviews and agrees
policies for managing each of these risks. See Note 52 of the Accountants’ Report in Appendix
I to this Prospectus.
Interest Rate Risk
Our exposure to the risk of changes in market interest rates relates primarily to our long
term debt obligations with a floating interest rate.
Our policy is to manage our interest cost using a mix of fixed and variable rate debts. We
enter into interest rate swaps, in which we agree to exchange, at specified intervals, the
difference between fixed and variable rate interest amounts calculated by reference to an
agreed-upon notional principal amount.
Foreign Currency Risk
We have transactional currency exposures. Such exposures arise from sales or purchases
by operating units and investing and financing activities by investment holding units in
currencies other than the units’ functional currencies. The functional currencies of our overseas
sales are primarily US Dollar, Renminbi, Indonesian Rupiah, Euro, Indian Rupee, Russian
Ruble, Brazilian Real, Thai Baht, Singapore Dollar, Malaysian Ringgit). See Note 52 of the
Accountants’ Report in Appendix I to this Prospectus for the sensitivity analysis of our Group’s
profit after tax and equity to reasonably possible changes in foreign exchange rates.
To manage our foreign currency risk, we employ a comprehensive approach combining
natural hedging, the use of financial instruments such as forward currency contracts other
derivative financial instruments and operational strategies including optimizing overseas
inventory levels and the use of major-currency in pricing.
Credit Risk
An impairment analysis was performed at the end of each year of the Track Record Period
using a provision matrix to measure expected credit losses. The provision rates are based on
aging for groupings of various customer segments with similar loss patterns. The calculation
reflects the probability-weighted outcome, the time value of money and reasonable and
supportable information that is available at the reporting date about past events, current
conditions and forecasts of future economic conditions.
FINANCIAL INFORMATION
– 452 –


--- page 463 ---
Liquidity Risk
We monitor our risk to a shortage of funds using a recurring liquidity planning tool. This
tool considers the maturity of both financial instruments and financial assets (e.g., trade and
bills receivables) and projected cash flows from operations.
Equity Price Risk
Equity price risk is the risk that the fair values of equity securities decrease as a result
of changes in the levels of equity indices and the value of individual securities. We are exposed
to equity price risk arising from individual equity investments included in financial assets at
FVPL and equity investments at FVOCI as of December 31, 2022, 2023 and 2024 and April 30,
2025.
DIVIDENDS AND DIVIDEND POLICY
Subject to PRC laws and regulations, including the PRC Company Law ( ʕശɛ͏΍ձ
) and the No. 3 Guideline for the Supervision of Listed Companies — Cash
Dividend Distribution of Listed Companies (2025 Revision) (ˏୋ3໮— ɪ
ߎ2025ࠈࡌ)) and pursuant to our dividend policy under the Articles of
Association, we are required to pay cash dividends of no less than 5% of the distributable
profits realized for that year and cumulative cash dividends of any three fiscal years that
account for not less than 30% of our average net profits for those three fiscal years which are
available for distribution, calculated in accordance with PRC GAAP , provided that the
sustainable operation and long-term development of the Company will not be impacted and
there is no plan for significant capital expenditure. Future profit distributions may be carried
out in the form of cash dividends or stock dividends or a combination of both. We do not have
a fixed dividend distribution ratio. Any proposed distribution of dividends is subject to the
discretion of our Board and approval at our Shareholders’ meetings. Our Board may
recommend a distribution of dividends in the future after taking into account our results of
operations, financial condition, operating requirements, capital requirements, shareholders’
interests and any other conditions that our Board may deem relevant.
FINANCIAL INFORMATION
– 453 –


--- page 464 ---
During the Track Record Period, we declared or paid cash dividends to our shareholders
as follows:
For the year ended December 31,
Four months
ended
April 30,
2022 2023 2024 2025
(RMB’000)
Final dividends in respect of
the previous year, declared
or paid during the year (tax
inclusive) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,800,033 1,350,137 1,859,656 –
No other dividend was paid or declared by our Company or other entities comprising our
Group during the Track Record Period.
DISTRIBUTABLE RESERVES
As of April 30, 2025, we had distributable reserves of RMB59,404.0 million.
LISTING EXPENSE
Assuming an Offer Price of HK$20.80 per Offer Share (being the mid-point of the
indicative Offer Price range stated in this prospectus), the aggregate commissions and fees,
together with the Stock Exchange listing fee, AFRC transaction levy, SFC transaction levy and
Stock Exchange trading fee, legal and other professional fees, printing and other expenses
relating to the Global Offering, which are payable by us, are estimated to amount in aggregate
to approximately RMB134.0 million, accounting for 1.2% of the gross proceeds from the
Global Offering assuming the Offer Size Adjustment Option is not exercised and no Shares are
issued pursuant to the Over-allotment Option, of which approximately RMB13.3 million is
expected to be charged to profit and loss after the Track Record Period, and approximately
RMB120.6 million is directly attributable to the offering and listing of our Offer Shares and
will be deducted from equity upon the Listing. By nature, our listing expenses are composed
of (i) underwriting commission of approximately RMB88.2 million, and (ii) non underwriting-
related expenses of approximately RMB45.8 million, which consist of fees and expenses of
legal advisors and Reporting Accountants of approximately RMB26.8 million, and other fees
and expenses of approximately RMB19.0 million.
FINANCIAL INFORMATION
– 454 –


--- page 465 ---
UNAUDITED PRO FORMA STATEMENT OF ADJUSTED NET TANGIBLE ASSETS
See “Unaudited Pro Forma Financial Information.” in Appendix II to this prospectus.
RECENT DEVELOPMENT AND NO MATERIAL ADVERSE CHANGE
On May 9, 2025, our shareholders approved a proposal of our Board and Supervisory
Committee to declare a cash dividend of RMB0.36 per share to holders of our A Shares on the
relevant record date in respect of the year ended December 31, 2024. A cash dividend of
RMB3,029.9 million was subsequently distributed to shareholders in June 2025.
On September 10, 2025, our shareholders approved a proposal of our Board and
Supervisory Committee to declare a cash dividend of RMB0.31 per share to holders of our A
Shares on the relevant record date in respect of the six months ended June 30, 2025. A cash
dividend of RMB2,613.7 million was subsequently distributed to shareholders in October
2025.
Our Directors have confirmed that, up to the date of this prospectus, there has been no
material adverse change in our financial or trading position or prospects since April 30, 2025,
being the end date of our latest audited financial statements, and there has been no event since
April 30, 2025 that would materially affect the information shown in the Accountants’ Report
set out in Appendix I to this Prospectus.
DISCLOSURE UNDER RULES 13.13 THROUGH 13.19 OF THE LISTING RULES
Our Directors confirm that, as of the Latest Practicable Date, there was no circumstance
that would give rise to a disclosure requirement under Rules 13.13 through 13.19 of the Listing
Rules.
FINANCIAL INFORMATION
– 455 –


--- page 466 ---
THE CORNERSTONE PLACING
We have entered into cornerstone investment agreements (each a “ Cornerstone
Investment Agreement ”, and together the “ Cornerstone Investment Agreements ”) with the
cornerstone investors set out below (each a “ Cornerstone Investor ”, and together the
“Cornerstone Investors ”), pursuant to which the Cornerstone Investors have agreed to,
subject to certain conditions, subscribe, or cause their designated entities to subscribe, at the
Offer Price for such number of Offer Shares (rounded down to the nearest whole board lot of
200 H Shares) that may be purchased for an aggregate amount of approximately US$758.05
million (or approximately HK$5,899.33 million, calculated based on an exchange rate of
US$1.00 to HK$7.7822) (assuming an Offer Price of HK$20.80 per H Share (being the
mid-point of the Offer Price range) and exclusive of brokerage fee, the SFC transaction levy,
the AFRC transaction levy and the Stock Exchange trading fee) (the “ Cornerstone Placing ”).
Based on the Offer Price of HK$21.30 per Offer Share, being the high-end of the
indicative Offer Price range set out in this prospectus, the total number of Offer Shares to be
subscribed for by the Cornerstone Investors would be 277,342,200. The table below reflects the
shareholding percentage immediately after the completion of the Global Offering.
Assuming the Offer Size Adjustment Option is not exercised Assuming the Offer Size Adjustment Option is exercised in full
Assuming the Over-allotment
Option is not exercised
Assuming the Over-allotment
Option is exercised in full
Assuming the Over-allotment
Option is not exercised
Assuming the Over-allotment
Option is exercised in full
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate%
of the Offer
Shares
Approximate %
of the total
issued share
capital
47.78% 3.06% 41.55% 3.03% 41.55% 3.03% 36.13% 3.00%
Based on the Offer Price of HK$20.80 per Offer Share, being the mid-point of the
indicative Offer Price range set out in this prospectus, the total number of Offer Shares to be
subscribed for by the Cornerstone Investors would be 283,621,400. The table below reflects the
shareholding percentage immediately after the completion of the Global Offering.
Assuming the Offer Size Adjustment Option is not exercised Assuming the Offer Size Adjustment Option is exercised in full
Assuming the Over-allotment
Option is not exercised
Assuming the Over-allotment
Option is exercised in full
Assuming the Over-allotment
Option is not exercised
Assuming the Over-allotment
Option is exercised in full
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
48.86% 3.13% 42.49% 3.10% 42.49% 3.10% 36.95% 3.07%
CORNERSTONE INVESTORS
– 456 –


--- page 467 ---
Based on the Offer Price of HK$20.30 per Offer Share, being the low-end of the
indicative Offer Price range set out in this prospectus, the total number of Offer Shares to be
subscribed for by the Cornerstone Investors would be 290,208,600. The table below reflects the
shareholding percentage immediately after the completion of the Global Offering.
Assuming the Offer Size Adjustment Option is not exercised Assuming the Offer Size Adjustment Option is exercised in full
Assuming the Over-allotment
Option is not exercised
Assuming the Over-allotment
Option is exercised in full
Assuming the Over-allotment
Option is not exercised
Assuming the Over-allotment
Option is exercised in full
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
Approximate %
of the Offer
Shares
Approximate %
of the total
issued share
capital
50.00% 3.21% 43.48% 3.17% 43.48% 3.17% 37.81% 3.14%
We believe that the Cornerstone Placing demonstrates our Cornerstone Investors’
confidence in our Company and its business prospect, and that leveraging on the Cornerstone
Investors’ investment or industry experience, the Cornerstone Placing will help to raise the
profile of our Company. Our Company became acquainted with each of the Cornerstone
Investors in its ordinary course of operation through the Group’s business network or through
introduction by the Overall Coordinators.
The Cornerstone Placing will form part of the International Offering, and, save as
otherwise obtained consent from the Stock Exchange, the Cornerstone Investors (and, for
Cornerstone Investor who will subscribe for our Offer Shares through qualified domestic
institutional investor (“ QDII ”), the QDII) and their respective close associates will not
subscribe for any Offer Shares under the Global Offering (other than pursuant to the
Cornerstone Investment Agreements). The Offer Shares to be subscribed by the Cornerstone
Investors (and, for Cornerstone Investor who will subscribe for our Offer Shares through QDII,
the QDII) will rank pari passu in all respects with the fully paid H Shares in issue following
the Global Offering of the Company and will be counted towards the public float of our
Company under Rule 19A.13A of the Listing Rules. Immediately following the completion of
the Global Offering, the Cornerstone Investors or their close associates will not, by virtue of
their cornerstone investments, have any Board representation in our Company; and none of the
Cornerstone Investors and their close associates will become a substantial Shareholder of our
Company. Other than a guaranteed allocation of the relevant Offer Shares at the final Offer
Price, the Cornerstone Investors do not have any preferential rights under each of their
respective Cornerstone Investment Agreements, as compared with other public Shareholders.
There are no side arrangements or agreements between our Company and the Cornerstone
Investors or any benefit, direct or indirect, conferred on the Cornerstone Investors by virtue of
or in relation to the Listing, other than a guaranteed allocation of the relevant Offer Shares at
the final Offer Price, following the principles as set out in Chapter 4.15 of the Guide for New
Listing Applicants.
CORNERSTONE INVESTORS
– 457 –


--- page 468 ---
To the best knowledge of the Company, among the Cornerstone Investors, BlackRock,
HHLRA, Temasek, CITIC Securities International Capital Management Limited, Perseverance
Asset Management, FengHe and Dajia Life (each as defined below) are existing minority
Shareholders. The Stock Exchange has granted a waiver from strict compliance with the
requirements under Rule 10.04 and consent under Paragraph C1(2) of Appendix F1 to the
Listing Rules and paragraph 17 of Chapter 4.15 of the Guide for New Listing Applicants to
permit H Shares in the International Offering to be placed to certain existing minority
Shareholders. For further details, see “Waivers from Strict Compliance with the Listing Rules
— Allocation of H Shares to Existing Minority Shareholders and Their Close Associates”.
Save for certain Cornerstone Investors who are existing minority Shareholders, to the best
knowledge of our Company, each of the Cornerstone Investors (and, for Cornerstone Investor
who will subscribe for our Offer Shares through a QDII, such QDII) is (i) not accustomed to
take instructions from our Company or any of our Directors, Supervisors, chief executive, our
Controlling Shareholders, substantial Shareholders or existing Shareholders or any of its
subsidiaries or their respective close associates in relation to the acquisition, disposal, voting
or other disposition of the Shares registered in their name or otherwise held by them; (ii) not
financed by our Company or any of our Directors, Supervisors, chief executive of our
Company, our Controlling Shareholders, substantial Shareholders, existing Shareholders or any
of its subsidiaries or their respective close associates; and (iii) independent of the other
Cornerstone Investors, our Group, our connected persons and their respective associates, and
is not an existing Shareholder or a close associate of our Group.
To the best knowledge of our Company and as confirmed by each of the Cornerstone
Investors, each of the Cornerstone Investors is independent from each other and make
independent investment decisions, and their subscription under the Cornerstone Placing would
be financed by its own internal financial resources or the assets managed for its investors (in
the case of Cornerstone Investors which are funds or investment managers) and it has sufficient
funds to settle its respective investment under the Cornerstone Placing. Each of the
Cornerstone Investors has confirmed that all necessary approvals have been obtained with
respect to the Cornerstone Placing and that no specific approval from any stock exchange (if
relevant) is required for the relevant Cornerstone Placing.
The Cornerstone Investors have agreed to pay for the relevant Offer Shares that they have
subscribed before dealings in the Company’s H Shares commence on the Stock Exchange.
Some of the Cornerstone Investor have agreed that our Company and Overall Coordinators in
their sole discretion may defer the delivery of all or part of the Offer Shares such Cornerstone
Investors will subscribe to on a date later than the Listing Date. Where delayed delivery takes
place, each of such Cornerstone Investors that may be affected by such delayed delivery has
agreed that it shall nevertheless pay for the relevant Offer Shares before the Listing.
CORNERSTONE INVESTORS
– 458 –


--- page 469 ---
The total number of Offer Shares to be subscribed by the Cornerstone Investors (and, for
Cornerstone Investor who will subscribe for our Offer Shares through QDII, the QDII) may be
affected by reallocation of the Offer Shares between the International Offering and the Hong
Kong Public Offering as described in the paragraph headed “Structure of the Global Offering
— The Hong Kong Public Offering — Reallocation” in this Prospectus. The number of Offer
Shares to be acquired by each Cornerstone Investor may be reduced on a pro rata basis in
accordance with the terms of the Cornerstone Investment Agreement to satisfy the short fall,
after taking into account the requirements under Appendix F1 to the Listing Rules as well as
the discretion of the Overall Coordinators (for themselves and on behalf of the International
Underwriters) to exercise the Over-allotment Option. Details of the actual number of Offer
Shares to be allocated to the Cornerstone Investors will be disclosed in the allotment results
announcement of our Company to be published on or around October 27, 2025.
THE CORNERSTONE INVESTORS
The table below sets forth details of the Cornerstone Placing:
Assuming an Offer Price of HK$20.30 per H Share (being the low-end of the Offer Price range)
Assuming the Offer Size Adjustment Option is not exercised
Assuming the Offer Size Adjustment Option is
exercised in full
Cornerstone Investor
Subscription
amount (1)
Number of
Offer Shares (2)
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
(USD in
millions)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Temasek /H1118/H1118/H1118/H1118/H1118/H111875.00 28,751,800 4.95% 0.32% 4.31% 0.31% 4.31% 0.31% 3.75% 0.31%
Infore Capital /H1118/H1118/H111860.00 23,001,400 3.96% 0.25% 3.45% 0.25% 3.45% 0.25% 3.00% 0.25%
HHLRA /H1118/H1118/H1118/H1118/H1118/H111850.00 19,167,800 3.30% 0.21% 2.87% 0.21% 2.87% 0.21% 2.50% 0.21%
UBS AM
Singapore /H1118/H1118/H1118/H111850.00 19,167,800 3.30% 0.21% 2.87% 0.21% 2.87% 0.21% 2.50% 0.21%
LMR /H1118/H1118/H1118/H1118/H1118/H1118/H111850.00 19,167,800 3.30% 0.21% 2.87% 0.21% 2.87% 0.21% 2.50% 0.21%
BlackRock /H1118/H1118/H1118/H111842.02 16,110,200 2.78% 0.18% 2.41% 0.18% 2.41% 0.18% 2.10% 0.17%
RBC GAM /H1118/H1118/H1118/H111840.00 15,334,200 2.64% 0.17% 2.30% 0.17% 2.30% 0.17% 2.00% 0.17%
WT Asset
Management /H1118/H111840.00 15,334,200 2.64% 0.17% 2.30% 0.17% 2.30% 0.17% 2.00% 0.17%
Oaktree /H1118/H1118/H1118/H1118/H1118/H111830.00 11,500,600 1.98% 0.13% 1.72% 0.13% 1.72% 0.13% 1.50% 0.12%
Foresight /H1118/H1118/H1118/H1118/H111830.00 11,500,600 1.98% 0.13% 1.72% 0.13% 1.72% 0.13% 1.50% 0.12%
CORNERSTONE INVESTORS
– 459 –


--- page 470 ---
Assuming an Offer Price of HK$20.30 per H Share (being the low-end of the Offer Price range)
Assuming the Offer Size Adjustment Option is not exercised
Assuming the Offer Size Adjustment Option is
exercised in full
Cornerstone Investor
Subscription
amount (1)
Number of
Offer Shares (2)
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
(USD in
millions)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Shanghai Gaoyi
and CITIC
Securities
International
Capital
Management
Limited (in
connection with
CITICS Back-to-
back TRS and
CITICS Client
TRS) /H1118/H1118/H1118/H1118/H1118/H111824.00 9,200,600 1.59% 0.10% 1.38% 0.10% 1.38% 0.10% 1.20% 0.10%
Perseverance Asset
Management /H1118/H11186.00 2,300,000 0.40% 0.03% 0.34% 0.03% 0.34% 0.03% 0.30% 0.02%
HK Greenwoods /H1118/H111830.00 11,500,600 1.98% 0.13% 1.72% 0.13% 1.72% 0.13% 1.50% 0.12%
Pinpoint /H1118/H1118/H1118/H1118/H1118/H111825.60 9,814,000 1.69% 0.11% 1.47% 0.11% 1.47% 0.11% 1.28% 0.11%
Shanghai Pinpoint
and CICC
Financial
Trading Limited
(in connection
with Pinpoint
OTC Swaps) /H1118/H11184.40 1,686,600 0.29% 0.02% 0.25% 0.02% 0.25% 0.02% 0.22% 0.02%
Ghisallo /H1118/H1118/H1118/H1118/H1118/H111830.00 11,500,600 1.98% 0.13% 1.72% 0.13% 1.72% 0.13% 1.50% 0.12%
Jane Street /H1118/H1118/H1118/H111830.00 11,500,600 1.98% 0.13% 1.72% 0.13% 1.72% 0.13% 1.50% 0.12%
Fenghe /H1118/H1118/H1118/H1118/H1118/H111830.00 11,500,600 1.98% 0.13% 1.72% 0.13% 1.72% 0.13% 1.50% 0.12%
QRT /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830.00 11,500,600 1.98% 0.13% 1.72% 0.13% 1.72% 0.13% 1.50% 0.12%
Weichai Power
Hong Kong /H1118/H1118/H111820.00 7,667,000 1.32% 0.08% 1.15% 0.08% 1.15% 0.08% 1.00% 0.08%
Dajia Insurance /H1118/H111820.00 7,667,000 1.32% 0.08% 1.15% 0.08% 1.15% 0.08% 1.00% 0.08%
Fast /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820.00 7,667,000 1.32% 0.08% 1.15% 0.08% 1.15% 0.08% 1.00% 0.08%
V alue Partners /H1118/H1118/H111820.00 7,667,000 1.32% 0.08% 1.15% 0.08% 1.15% 0.08% 1.00% 0.08%
CORNERSTONE INVESTORS
– 460 –


--- page 471 ---
Assuming an Offer Price of HK$20.80 per H Share (being the mid-end of the Offer Price range)
Assuming the Offer Size Adjustment Option is not exercised
Assuming the Offer Size Adjustment Option is
exercised in full
Cornerstone Investor
Subscription
amount (1)
Number of
Offer Shares (2)
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
(USD in
millions)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Temasek /H1118/H1118/H1118/H1118/H1118/H111875.00 28,060,800 4.83% 0.31% 4.20% 0.31% 4.20% 0.31% 3.66% 0.30%
Infore Capital /H1118/H1118/H111860.00 22,448,600 3.87% 0.25% 3.36% 0.25% 3.36% 0.25% 2.92% 0.24%
HHLRA /H1118/H1118/H1118/H1118/H1118/H111850.00 18,707,200 3.22% 0.21% 2.80% 0.20% 2.80% 0.20% 2.44% 0.20%
UBS AM
Singapore /H1118/H1118/H1118/H111850.00 18,707,200 3.22% 0.21% 2.80% 0.20% 2.80% 0.20% 2.44% 0.20%
LMR /H1118/H1118/H1118/H1118/H1118/H1118/H111850.00 18,707,200 3.22% 0.21% 2.80% 0.20% 2.80% 0.20% 2.44% 0.20%
BlackRock /H1118/H1118/H1118/H111843.06 16,110,200 2.78% 0.18% 2.41% 0.18% 2.41% 0.18% 2.10% 0.17%
RBC GAM /H1118/H1118/H1118/H111840.00 14,965,600 2.58% 0.17% 2.24% 0.16% 2.24% 0.16% 1.95% 0.16%
WT Asset
Management /H1118/H111840.00 14,965,600 2.58% 0.17% 2.24% 0.16% 2.24% 0.16% 1.95% 0.16%
Oaktree /H1118/H1118/H1118/H1118/H1118/H111830.00 11,224,200 1.93% 0.12% 1.68% 0.12% 1.68% 0.12% 1.46% 0.12%
Foresight /H1118/H1118/H1118/H1118/H111830.00 11,224,200 1.93% 0.12% 1.68% 0.12% 1.68% 0.12% 1.46% 0.12%
Shanghai Gaoyi
and CITIC
Securities
International
Capital
Management
Limited (in
connection with
CITICS Back-to-
back TRS and
CITICS Client
TRS) /H1118/H1118/H1118/H1118/H1118/H111824.00 8,979,400 1.55% 0.10% 1.35% 0.10% 1.35% 0.10% 1.17% 0.10%
Perseverance Asset
Management /H1118/H11186.00 2,244,800 0.39% 0.02% 0.34% 0.02% 0.34% 0.02% 0.29% 0.02%
HK Greenwoods /H1118/H111830.00 11,224,200 1.93% 0.12% 1.68% 0.12% 1.68% 0.12% 1.46% 0.12%
Pinpoint /H1118/H1118/H1118/H1118/H1118/H111825.60 9,578,000 1.65% 0.11% 1.43% 0.10% 1.43% 0.10% 1.25% 0.10%
Shanghai Pinpoint
and CICC
Financial
Trading Limited
(in connection
with Pinpoint
OTC Swaps) /H1118/H11184.40 1,646,200 0.28% 0.02% 0.25% 0.02% 0.25% 0.02% 0.21% 0.02%
CORNERSTONE INVESTORS
– 461 –


--- page 472 ---
Assuming an Offer Price of HK$20.80 per H Share (being the mid-end of the Offer Price range)
Assuming the Offer Size Adjustment Option is not exercised
Assuming the Offer Size Adjustment Option is
exercised in full
Cornerstone Investor
Subscription
amount (1)
Number of
Offer Shares (2)
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
(USD in
millions)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Ghisallo /H1118/H1118/H1118/H1118/H1118/H111830.00 11,224,200 1.93% 0.12% 1.68% 0.12% 1.68% 0.12% 1.46% 0.12%
Jane Street /H1118/H1118/H1118/H111830.00 11,224,200 1.93% 0.12% 1.68% 0.12% 1.68% 0.12% 1.46% 0.12%
Fenghe /H1118/H1118/H1118/H1118/H1118/H111830.00 11,224,200 1.93% 0.12% 1.68% 0.12% 1.68% 0.12% 1.46% 0.12%
QRT /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830.00 11,224,200 1.93% 0.12% 1.68% 0.12% 1.68% 0.12% 1.46% 0.12%
Weichai Power
Hong Kong /H1118/H1118/H111820.00 7,482,800 1.29% 0.08% 1.12% 0.08% 1.12% 0.08% 0.97% 0.08%
Dajia Insurance /H1118/H111820.00 7,482,800 1.29% 0.08% 1.12% 0.08% 1.12% 0.08% 0.97% 0.08%
Fast /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820.00 7,482,800 1.29% 0.08% 1.12% 0.08% 1.12% 0.08% 0.97% 0.08%
V alue Partners /H1118/H1118/H111820.00 7,482,800 1.29% 0.08% 1.12% 0.08% 1.12% 0.08% 0.97% 0.08%
Assuming an Offer Price of HK$21.30 per H Share (being the high-end of the Offer Price range)
Assuming the Offer Size Adjustment Option is not exercised
Assuming the Offer Size Adjustment Option is
exercised in full
Cornerstone Investor
Subscription
amount (1)
Number of
Offer Shares (2)
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
(USD in
millions)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Temasek /H1118/H1118/H1118/H1118/H1118/H111875.00 27,402,000 4.72% 0.30% 4.11% 0.30% 4.11% 0.30% 3.57% 0.30%
Infore Capital /H1118/H1118/H111860.00 21,921,600 3.78% 0.24% 3.28% 0.24% 3.28% 0.24% 2.86% 0.24%
HHLRA /H1118/H1118/H1118/H1118/H1118/H111850.00 18,268,000 3.15% 0.20% 2.74% 0.20% 2.74% 0.20% 2.38% 0.20%
UBS AM
Singapore /H1118/H1118/H1118/H111850.00 18,268,000 3.15% 0.20% 2.74% 0.20% 2.74% 0.20% 2.38% 0.20%
LMR /H1118/H1118/H1118/H1118/H1118/H1118/H111850.00 18,268,000 3.15% 0.20% 2.74% 0.20% 2.74% 0.20% 2.38% 0.20%
BlackRock /H1118/H1118/H1118/H111844.09 16,110,200 2.78% 0.18% 2.41% 0.18% 2.41% 0.18% 2.10% 0.17%
RBC GAM /H1118/H1118/H1118/H111840.00 14,614,400 2.52% 0.16% 2.19% 0.16% 2.19% 0.16% 1.90% 0.16%
WT Asset
Management /H1118/H111840.00 14,614,400 2.52% 0.16% 2.19% 0.16% 2.19% 0.16% 1.90% 0.16%
Oaktree /H1118/H1118/H1118/H1118/H1118/H111830.00 10,960,800 1.89% 0.12% 1.64% 0.12% 1.64% 0.12% 1.43% 0.12%
Foresight /H1118/H1118/H1118/H1118/H111830.00 10,960,800 1.89% 0.12% 1.64% 0.12% 1.64% 0.12% 1.43% 0.12%
CORNERSTONE INVESTORS
– 462 –


--- page 473 ---
Assuming an Offer Price of HK$21.30 per H Share (being the high-end of the Offer Price range)
Assuming the Offer Size Adjustment Option is not exercised
Assuming the Offer Size Adjustment Option is
exercised in full
Cornerstone Investor
Subscription
amount (1)
Number of
Offer Shares (2)
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
Assuming the
Over-allotment Option is
not exercised
Assuming the
Over-allotment Option is
exercised in full
(USD in
millions)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Approximate
%o ft h e
Offer Shares
Approximate
%o ft h e
issued share
capital (3)
Shanghai Gaoyi
and CITIC
Securities
International
Capital
Management
Limited (in
connection with
CITICS Back-to-
back TRS and
CITICS Client
TRS) /H1118/H1118/H1118/H1118/H1118/H111824.00 8,768,600 1.51% 0.10% 1.31% 0.10% 1.31% 0.10% 1.14% 0.09%
Perseverance Asset
Management /H1118/H11186.00 2,192,000 0.38% 0.02% 0.33% 0.02% 0.33% 0.02% 0.29% 0.02%
HK Greenwoods /H1118/H111830.00 10,960,800 1.89% 0.12% 1.64% 0.12% 1.64% 0.12% 1.43% 0.12%
Pinpoint /H1118/H1118/H1118/H1118/H1118/H111825.60 9,353,200 1.61% 0.10% 1.40% 0.10% 1.40% 0.10% 1.22% 0.10%
Shanghai Pinpoint
and CICC
Financial
Trading Limited
(in connection
with Pinpoint
OTC Swaps) /H1118/H11184.40 1,607,400 0.28% 0.02% 0.24% 0.02% 0.24% 0.02% 0.21% 0.02%
Ghisallo /H1118/H1118/H1118/H1118/H1118/H111830.00 10,960,800 1.89% 0.12% 1.64% 0.12% 1.64% 0.12% 1.43% 0.12%
Jane Street /H1118/H1118/H1118/H111830.00 10,960,800 1.89% 0.12% 1.64% 0.12% 1.64% 0.12% 1.43% 0.12%
Fenghe /H1118/H1118/H1118/H1118/H1118/H111830.00 10,960,800 1.89% 0.12% 1.64% 0.12% 1.64% 0.12% 1.43% 0.12%
QRT /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830.00 10,960,800 1.89% 0.12% 1.64% 0.12% 1.64% 0.12% 1.43% 0.12%
Weichai Power
Hong Kong /H1118/H1118/H111820.00 7,307,200 1.26% 0.08% 1.09% 0.08% 1.09% 0.08% 0.95% 0.08%
Dajia Insurance /H1118/H111820.00 7,307,200 1.26% 0.08% 1.09% 0.08% 1.09% 0.08% 0.95% 0.08%
Fast /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820.00 7,307,200 1.26% 0.08% 1.09% 0.08% 1.09% 0.08% 0.95% 0.08%
V alue Partners /H1118/H1118/H111820.00 7,307,200 1.26% 0.08% 1.09% 0.08% 1.09% 0.08% 0.95% 0.08%
CORNERSTONE INVESTORS
– 463 –


--- page 474 ---
Notes:
(1) Exclusive of brokerage, the SFC transaction levy, the Stock Exchange trading fee and the AFRC transaction
levy, and to be converted to Hong Kong dollars based on the exchange rate as disclosed in this prospectus;
(2) Subject to rounding down to the nearest whole board lot of 200 Offer Shares. Calculated based on the exchange
rate set out in the section headed “Information about this Prospectus and the Global Offering — Currency
Translations”.
(3) The calculation of the percentage includes 42,987,413 A Shares being held as treasury Shares repurchased by
our Company pursuant to the repurchase mandates approved by Shareholders, accounting for approximately
0.51% of the total number of A Shares in issue as of the Latest Practicable Date.
The information about our Cornerstone Investors set forth below has been provided by the
Cornerstone Investors in connection with the Cornerstone Placing.
Temasek
Aranda Investments Pte. Ltd. (“ Aranda ”) is an indirect wholly owned subsidiary of
Temasek Holdings (Private) Limited (“ Temasek ”). Temasek is a global investment company
headquartered in Singapore, with a net portfolio value of S$434 billion as of March 31, 2025.
Temasek’s Purpose “So Every Generation Prospers” guides it to make a difference for today’s
and future generations. Temasek seeks to build a resilient and forward-looking portfolio that
will deliver sustainable returns over the long term. It has 13 offices in 9 countries around the
world: Beijing, Hanoi, Mumbai, Shanghai, Shenzhen, and Singapore in Asia; and Brussels,
London, Mexico City, New Y ork, Paris, San Francisco, and Washington, DC outside Asia.
Infore Capital
Infore Funds Series 2 Open-ended Fund Company — Infore Technology Fund 2
(“Sub-Fund ”) is a sub-fund of Infore Funds Series 2 Open-ended Fund Company, an
open-ended fund company incorporated under the Securities and Futures Ordinance (Cap. 571)
of Hong Kong managed by Infore Capital Management (Hong Kong) Limited (༟͉၍ଣ
(ಥ)ʮ̡)( “ Infore Capital Management HK ”). Infore Capital Management HK is
wholly owned by Infore Capital Management Co., Ltd., which is in turn ultimately controlled
by Mr. He Jianfeng ( Оᄏቜ).
The investment objective of the Sub-Fund is to achieve capital appreciation by primarily
investing in securities, including initial public offerings (IPOs), of companies that are
incorporated or organized in the PRC, or that have their principal place of business in the PRC,
or whose business operations or revenues are primarily derived from, or are expected to be
primarily derived from, the PRC.
CORNERSTONE INVESTORS
– 464 –


--- page 475 ---
HHLRA
HHLR Advisors, Ltd. (“ HHLRA ”), part of the Hillhouse Group, is an exempted company
incorporated in the Cayman Islands that acts as the investment manager of investment funds
(collectively the “ HHLRA Funds ”), which are limited partnerships formed under the laws of
the Cayman Islands. There is no individual limited partner investor who holds an economic
interest of 30% or more in the HHLRA Funds.
HHLRA collaborates with industry-defining enterprises, aiming to establish alignment
with sustainable, forward-thinking companies across industrial, consumer, healthcare and
business services sectors. HHLRA manages capital for global institutions, including non-profit
foundations, endowments, and pensions. HHLRA is entering the Cornerstone Investment
Agreement with the Company in its capacity as an investment manager and on behalf of the
HHLRA Funds.
UBS AM Singapore
UBS Asset Management (Singapore) Ltd. (“ UBS AM Singapore ”), a company
incorporated in Singapore in December 1993, has entered into a Cornerstone Investment
Agreement with the Company and the Overall Coordinators, in its capacity as the delegate of
the investment manager for and on behalf of the following fund(s): (i) UBS (Lux) Equity Fund
— Greater China (USD); (ii) UBS (Lux) Equity Fund — China Opportunity (USD); (iii) UBS
(HK) Fund Series — China Opportunity Equity (USD); (iv) UBS (Lux) Equity SICA V — All
China (USD); (v) UBS (Lux) Investment SICA V — China A Opportunity (USD); (vi) UBS
(CAY) China A Opportunity; and (vii) certain other segregated accounts and mandates. As
confirmed by UBS AM Singapore, no single ultimate beneficial owner holds 30% or more
interest in those funds.
UBS AM Singapore is a wholly owned subsidiary of UBS Asset Management AG, an
investment management company, which is wholly ultimately owned by UBS Group AG,
which is a company organized under Swiss law as a corporation that has issued shares of
common stock to investors. UBS Group AG’s shares are listed on the SIX Swiss Exchange
(stock code: UBSG) and the New Y ork Stock Exchange (stock code: UBS).
LMR
LMR Multi-Strategy Master Fund Limited (“ LMR Master Fund ”) is established in the
Cayman Islands and managed by LMR Partners LLP (“ LMR Partners ”, together with its
affiliates, “ LMR”), a global multi-strategy investment firm founded in 2009, specializing in
liquid, market-neutral trading strategies with a focus on relative value. LMR employs both
systematic and discretionary approaches to construct a diversified portfolio designed to
generate uncorrelated returns. LMR currently manages over US$11 billion in assets on behalf
of a global institutional client base. LMR has over 350 employees across offices in London,
New Y ork, Hong Kong, Zurich, Dubai, Dublin, and Glasgow. Mr. Benjamin Levine, who is an
Independent Third Party, is the only individual that owns more than a 30% interest in LMR
Partners. There is no individual underlying investor that has 30% or more beneficial ownership
in the LMR Master Fund.
CORNERSTONE INVESTORS
– 465 –


--- page 476 ---
BlackRock
Investment management subsidiaries of BlackRock, Inc. (“ BlackRock ”) have
discretionary investment management power over BlackRock Emerging Markets Fund, Inc.,
BlackRock Emerging Markets Fund, BlackRock Global Funds-Emerging Markets Sustainable
Equity Fund, BlackRock Emerging Markets Collective Fund, BlackRock Global Funds —
Emerging Markets Equity Income Fund, BlackRock Global Funds — Emerging Markets Fund,
BlackRock Global Funds — China Fund and certain separately managed accounts (as several
and not joint nor joint and several investors, each, a “ BlackRock Fund ”, and collectively the
“BlackRock Funds ”). BlackRock is listed on the New Y ork Stock Exchange (stock code:
BLK). As of June 30, 2025, the firm managed approximately US$12.5 trillion in assets on
behalf of investors worldwide. BlackRock’s shareholders’ and New Y ork Stock Exchange’s
approval are not required for BlackRock Funds’ subscription for the Offer Shares pursuant to
the Cornerstone Investment Agreement.
RBC GAM
RBC Asia Pacific ex-Japan Equity Fund and RP — Fonds Institutionnel — Actions
marchés émergents are sub-advised by RBC Global Asset Management (Asia) Limited, a
member company of RBC Global Asset Management (“ RBC GAM ”), the asset management
division of Royal Bank of Canada.
RBC GAM is a provider of global investment management services and solutions to
institutional, high-net-worth and individual investors through separate accounts, pooled funds,
mutual funds, hedge funds, exchange-traded funds and specialty investment strategies.
As of June 30, 2025, the RBC GAM group of companies manage approximately US$534
billion in assets and have approximately 1,650 employees located across Canada, the United
States, Europe and Asia.
To the best of its knowledge, no single ultimate beneficial owner is holding 30% or more
interests in (i) RBC Asia Pacific ex-Japan Equity Fund, or (ii) RP — Fonds Institutionnel —
Actions marchés émergents.
WT Asset Management
WT Asset Management Limited (“ WT Asset Management ”) is a company incorporated
in Hong Kong with limited liability and licensed by the SFC to carry on type 9 (asset
management) regulated activity. WT Asset Management is beneficially owned as to 100% by
Mr. Tongshu Wang (ࣣwho is an Independent Third Party. WT Asset Management has
agreed to procure certain investors, namely WT China Fund Limited, WT China Focus Fund,
WT Growth Fund and/or a segregated management account (investment portfolio
professionally managed by WT Asset Management (as investment manager) where the investor
owns the underlying investments directly) (collectively, the “ Funds ”), that WT has
discretionary investment management power over, to subscribe for such number of the Investor
Shares. The Funds are managed by WT Asset Management as investment manager. The Funds
CORNERSTONE INVESTORS
– 466 –


--- page 477 ---
pursue to achieve absolute return and long-term capital appreciation by investing primarily in
the listed securities of companies which have great exposure or material impact by the PRC.
Investors of the Funds include but are not limited to pension funds, fund of funds, family
offices and other sophisticated institutional investors. Save for Mr. Tongshu Wang (ࣣ)
who hold over 30% interests in WT Growth Fund and WT China Focus Fund, and the single
ultimate beneficial owner of the segregated management account which is a pension fund based
in North America respectively, no other single ultimate beneficial owner holds 30% or more
interests in the Funds. Each of the Funds is an Independent Third Party. As of August 31, 2025,
the total AUM of the Funds is approximately US$3.87 billion.
Oaktree
Oaktree Capital Management, L.P . (“ Oaktree ”) is the investment manager of Oaktree
Emerging Markets Equity Fund, L.P . and certain funds and separately managed accounts within
its Emerging Markets Equity strategy (severally and not jointly) (each, an “ Oaktree Fund ”,
and collectively the “ Oaktree Funds ”). Oaktree Emerging Markets Equity Fund, L.P . had more
than 50 limited partners as of September 30, 2025, and no limited partner of Oaktree Emerging
Markets Equity Fund, L.P . holds 30% or more interests in Oaktree Emerging Markets Equity
Fund, L.P . as of September 30, 2025, while the other Oaktree Funds are separately managed
accounts of Oaktree. Oaktree is a Delaware limited partnership and is registered as an
investment adviser with the United States Securities and Exchange Commission. Oaktree is a
global investment management firm managing a broad array of complementary strategies in
four asset classes: credit, private equity, real assets and listed equities, and maintains a
contrarian, value-oriented investment philosophy. Oaktree’s investor base includes institutional
investors such as pension plans, insurance companies, endowments, foundations and sovereign
wealth funds. Brookfield Corporation, a company publicly listed on the New Y ork Stock
Exchange (ticker symbol: BN) and the Toronto Stock Exchange (ticker symbol: BN), is the
only ultimate beneficial owner that indirectly holds an economic interest of 30% or more in
Oaktree as of May 1, 2025.
Foresight
Foresight Global Superior Choice SPC — Global Superior Choice Series Fund 1 SP
(“GSC Fund 1 ”) and Foresight Global Superior Choice SPC — Vision Fund 1 SP (“ Vision
Fund 1 ”, together with GSC Fund 1, the “ Funds ”) are both sub funds of Foresight Global
Superior Choice SPC, which was incorporated in the Cayman Islands on October 17, 2016. The
Funds are currently managed in full discretion by Foresight Fund (Hong Kong) Limited
(“Foresight HK ”), a wholly owned subsidiary of Foresight Fund Management Company.
Foresight HK was incorporated in Hong Kong on April 26, 2022, and has been a licensed
corporation as defined under the SFO for Type 4 (Advising on Securities) and Type 9 (Asset
management) since March 24, 2023. Foresight Fund Management Company is the investment
advisor of the Funds and is a Shanghai-based asset management company and was founded by
Mr. Chen Guangming. No ultimate beneficial owner of any limited partner or general partner
holds 30% or more interests in the Funds.
CORNERSTONE INVESTORS
– 467 –


--- page 478 ---
Shanghai Gaoyi and CITIC Securities International Capital Management Limited (in
connection with CITICS Back-to-back TRS and CITICS Client TRS)
CITIC Securities International Capital Management Limited (“ CSICM ”) and CITIC
Securities Company Limited (“ CITICS ”) will enter into back-to-back total return swap
transactions (the “ CITICS Back-to-back TR S”), in connection with a total return swap order
(the “ CITICS Client TRS ”) placed by and fully funded by ultimate clients (the “ Ultimate
Clients (Gaoyi) ”), under which terms and conditions the full economic return and loss of the
Offer Shares placed to CSICM will be ultimately borne by the Ultimate Clients (Gaoyi).
CSICM will hold the Offer Shares on a non-discretionary basis to hedge the CITICS
Back-to-back TRS in connection with the CITICS Client TRS order placed by the Ultimate
Clients (Gaoyi), and the full economic return and loss of the Offer Shares will be ultimately
borne by the Ultimate Clients (Gaoyi) according to the terms and conditions under the CITICS
Back-to-back TRS and the CITICS Client TRS, subject to customary fees and commissions.
CSICM will not take part in any economic return or bear any economic loss in relation to the
Offer Shares. The Ultimate Clients (Gaoyi) may, after expiration of the lock-up period
beginning from the date of the cornerstone agreement entered into among CSICM, the
Company and the Sole Sponsor, and ending on the date which is six months from the Listing
Date, request to early terminate the CITICS Client TRS at their own discretions, upon which
CSICM may terminate the CITICS Back-to-back TRS and dispose of the Offer Shares on the
secondary market and the Ultimate Clients (Gaoyi) will receive a final settlement amount of
the CITICS Client TRS in cash in accordance with the terms and conditions of the CITICS
Client TRS. Despite that CSICM will hold the legal title of the Offer Shares by itself, it will
not exercise the voting right of the Offer Shares during the tenor of the CITICS Back-to-back
TRS according to its internal policy.
To the best of CSICM’s knowledge having made all reasonable inquiries, each of the
Ultimate Clients (Gaoyi) is an independent third party of (i) the Company, the connected
persons or associates thereof, and (ii) CSICM and the companies which are members of the
same group of CSICM.
CSICM is a wholly-owned subsidiary of CITICS, of which its shares are listed on the
Shanghai Stock Exchange (stock code: 600030) and the Stock Exchange (stock code: 6030).
CSICM is a connected client (as defined under Appendix F1 to the Listing Rules) of CLSA
Limited, holding securities on a non-discretionary basis on behalf of independent third parties.
The Company has applied to the Stock Exchange for, and the Stock Exchange has granted,
its consent under paragraph 1C of Appendix F1 to the Listing Rules to permit allocation of the
Offer Shares to CSICM. See “Consent in respect of the Proposed Subscription of Shares by
Certain Cornerstone Investors Who Are Connected Clients.”
CORNERSTONE INVESTORS
– 468 –


--- page 479 ---
Ultimate Clients (Gaoyi) are certain investment funds managed by Shanghai Gaoyi Asset
Management Partnership (Limited Partnership) ( ɪऎ৷ᆇ༟ପ၍ଣΥྫΆุ(Υྫ))
(“Shanghai Gaoyi ”) on a discretionary basis. Shanghai Gaoyi is a limited partnership
established in the PRC, which is engaged in asset management and investment management
with a primary focus on investments in secondary market. Certain investment funds managed
by Shanghai Gaoyi entered into delta-one OTC swap transactions in connection with the
cornerstone investment in ZIJIN GOLD INTERNA TIONAL COMPANY LIMITED (ږ
ʮ̡) (stock code: 2259.HK) and Contemporary Amperex Technology Co., Limited
(ʮ̡) (stock code: 3750.HK) and bear all economic return and
loss. Shanghai Gaoyi holds the Qualification of Private Investment Fund Manager ( ӷ෍ҳ༟
ࣸaccredited by the Asset Management Association of China ( ʕ਷ᗇՎҳ༟ਿ
ุ՘ึ). The managing partner of Shanghai Gaoyi is Shanghai Gaoyi Investment
Management Co., Ltd. (ʮ̡)( “ Gaoyi Investment ”). Perseverance
Asset Management (as defined below) is an affiliate of Shanghai Gaoyi. As confirmed by
Shanghai Gaoyi, there is no single ultimate beneficial owner holding 30% or more interests in
each of the Ultimate Clients (Gaoyi). Each of Shanghai Gaoyi and the Ultimate Clients (Gaoyi)
is an Independent Third Party.
According to our PRC Legal Advisors, the aforementioned transaction structure does not
violate the PRC laws and regulations.
Perseverance Asset Management
Perseverance Asset Management International (Singapore) Pte. Ltd. (“ Perseverance
Asset Management ”) acts as the investment advisor or investment manager on a discretionary
basis of no more than three investment funds and/or separated managed accounts (collectively
the “ Perseverance Funds ”). No single ultimate beneficial owner holds 30% or more interest
in each of the Perseverance Funds. Each of the Perseverance Funds is an Independent Third
Party. Perseverance Asset Management is a private limited company incorporated in Singapore
in October 2018, and holds a Capital Markets Services License for fund management with
Monetary Authority of Singapore. Perseverance Asset Management is wholly owned by
Perseverance Asset Management International, which is principally engaged in investment
management and investment advisory services and an Independent Third Party. Certain
investments funds for which Perseverance Asset Management acts as the investment advisor or
investment manger invested in ZIJIN GOLD INTERNA TIONAL COMPANY LIMITED (ږ
ʮ̡) (stock code: 2259.HK), Contemporary Amperex Technology Co. and
Limited (ʮ̡) (stock code: 3750.HK) and Acotec Scientific
Holdings Limited (ʮ̡) (stock code: 6669.HK) as cornerstone
investor. Perseverance Asset Management is an affiliate of Shanghai Gaoyi (as defined above).
Perseverance Asset Management is entering into the cornerstone investment agreement with
the Company in its capacity as an investment advisor or investment manager and on behalf of
the Perseverance Funds.
CORNERSTONE INVESTORS
– 469 –


--- page 480 ---
HK Greenwoods
Greenwoods Asset Management Hong Kong Limited (“ HK Greenwoods ”) is a private
fund management company incorporated in Hong Kong with limited liability. Established in
2005, HK Greenwoods is one of the largest and earliest China-focused asset managers mainly
specializing in investing into companies in the Greater China region. HK Greenwoods focuses
on fundamental research, value investments, and local due diligence. Investors of funds and
accounts managed by HK Greenwoods includes institutional investors and high-net-worth
individual professional investors. Mr. Jiang Jinzhi is the Chairman, a major shareholder and an
ultimate beneficial owner of HK Greenwoods.
As confirmed by HK Greenwoods, the subscription of the Offer Shares as a cornerstone
investor will be made by HK Greenwoods in its capacity as the investment manager of Golden
China Master Fund and no single ultimate beneficial owner holds 30% or more interest in the
above Fund.
Pinpoint
Pinpoint Asset Management Limited (“ Pinpoint ”) is the investment advisor of the funds
under its management, which comprise solely exempted companies incorporated in Cayman
Islands, including Pinpoint China Fund and Pinpoint Multi-Strategy Master Fund. Pinpoint is
a limited liability company incorporated in Hong Kong on June 4, 2010. It is an independent
investment research and management company that provides active asset management services
to institutional investors, pension funds, private banking, fund of funds, family offices and high
net worth individuals. It is licensed to conduct asset management business (type 9 regulated
activities as defined under the SFO) by the SFC. It is directly held by Pinpoint Capital
Management Group as to 100%, and is ultimately held as to 84.1% by Mr. Wang Qiang, and
as to 15.9% by Ms. Bao Jiarong. Apart from Mr. Wang Qiang who holds 30% or more of the
interests in Pinpoint China Fund and Pinpoint Multi-Strategy Master Fund, no other ultimate
beneficial owner holds 30% or more interest in Pinpoint China Fund and Pinpoint Multi-
Strategy Master Fund.
Shanghai Pinpoint and CICC Financial Trading Limited (in connection with Pinpoint
OTC Swaps)
CICC Financial Trading Limited (“ CICC FT ”) and China International Capital
Corporation Limited (“ CICCL ”) will enter into a series of cross border delta-one OTC swap
transactions (collectively, the “ Pinpoint OTC Swaps ”) with each other and the ultimate clients
(the “ CICC FT Ultimate Clients (Shanghai Pinpoint) ”), pursuant to which CICC FT will
hold the Offer Shares on a non-discretionary basis to hedge the Pinpoint OTC Swaps while the
economic risks and returns of the underlying Offer Shares are passed to the CICC FT Ultimate
Clients (Shanghai Pinpoint), subject to customary fees and commissions. The Pinpoint OTC
Swaps will be fully funded by the CICC FT Ultimate Clients (Shanghai Pinpoint). During the
terms of the Pinpoint OTC Swaps, all economic returns of the Offer Shares subscribed by CICC
FT will be passed to the CICC FT Ultimate Clients (Shanghai Pinpoint) and all economic loss
CORNERSTONE INVESTORS
– 470 –


--- page 481 ---
shall be borne by the CICC FT Ultimate Clients (Shanghai Pinpoint) through the Pinpoint OTC
Swaps, and CICC FT will not take part in any economic return or bear any economic loss in
relation to the Offer Shares. The Pinpoint OTC Swaps are linked to the Offer Shares and the
CICC FT Ultimate Clients (Shanghai Pinpoint) may, after expiration of the lock-up period
beginning from the date of the cornerstone agreement entered into between CICC FT and the
Company and ending on the date which is six months from the Listing Date, request to early
terminate the Pinpoint OTC Swaps at their own discretions, upon which CICC FT may dispose
of the Offer Shares and settle the Pinpoint OTC Swaps in cash in accordance with the terms
and conditions of the Pinpoint OTC Swaps. Despite that CICC FT will hold the legal title of
the Offer Shares by itself, it will not exercise the voting rights attaching to the relevant Offer
Shares during the terms of the Pinpoint OTC Swaps according to its internal policy. To the best
of CICC FT’s knowledge having made all reasonable inquiries, each of the CICC FT Ultimate
Clients (Shanghai Pinpoint) is an independent third party of CICC FT, China International
Capital Corporation Hong Kong Securities Limited (“ CICCHKS ”) and the companies which
are members of the same group of CICCHKS, and no single ultimate beneficial owner holds
30% or more interests in each of the CICC FT Ultimate Clients (Shanghai Pinpoint).
CICC FT is a wholly-owned subsidiary of China International Capital Corporation
Limited, of which its shares are listed on the Shanghai Stock Exchange (stock code: 601995)
and the Stock Exchange (stock code: 3908). CICC FT is a connected client (as defined under
Appendix F1 to the Listing Rules) of CICCHKS, holding securities on a non-discretionary
basis on behalf of independent third parties. The Company has applied to the Stock Exchange
for, and the Stock Exchange has granted, its consent under paragraph 1C(1) of Appendix F1 to
the Listing Rules to permit us to allocate the Offer Shares to CICC FT. See “Waivers from
Strict Compliance with the Listing Rules — Consent in respect of the Proposed Subscription
of Shares by Certain Cornerstone Investors Who Are Connected Clients.”
The CICC FT Ultimate Clients (Shanghai Pinpoint) are certain domestic private funds
(including a total of no more than three funds) managed by Pinpoint Investment Management
Limited (ʮ̡)( “ Shanghai Pinpoint ”).
Shanghai Pinpoint was established on November 18, 2014, and has been registered with
the Asset Management Association of China (AMAC) as a private securities investment fund
manager since January 28, 2015. As an asset management institution, Shanghai Pinpoint
provides professional investment management service to qualified institutional investors,
private banks, and high-net-worth individuals. Guided by a value investing philosophy,
Shanghai Pinpoint adopts a platform-based approach and conducts bottom-up fundamental
research to identify investment opportunities with sustainable competitive advantages in the
Greater China and global markets.
Mr. Li Mo is the General Manager, Fund Manager, a major shareholder and an ultimate
beneficial owner of Shanghai Pinpoint. No other shareholder holds 30% or more interest in
Shanghai Pinpoint. As confirmed by Shanghai Pinpoint, the subscription of the Offer Shares as
cornerstone investor will be made by Shanghai Pinpoint in its capacity as the fund manager of
domestic private funds through TRS mechanism.
CORNERSTONE INVESTORS
– 471 –


--- page 482 ---
According to our PRC Legal Advisors, the aforementioned transaction structure does not
violate the PRC laws and regulations.
Ghisallo
Ghisallo Fund Master Ltd. (“ Ghisallo ”) is wholly owned by Ghisallo Master Fund LP
(“Ghisallo Master ”) which is a pooled investment fund domiciled in the Cayman Islands with
assets under management of approximately US$5.4 billion. The general partner of Ghisallo
Master is Ghisallo Master Fund General Partner LP (“ Ghisallo Master GP ”), of which the
general partner is Ghisallo MGP LLC (“ MGP”). There is no ultimate beneficial owner or
general partner that owns 30% or more of interests in Ghisallo Master, and Michael Germino,
who is an Independent Third Party, controls, and is the only beneficial owner that owns 30%
or more of interests in Ghisallo Master GP and MGP . Ghisallo Master’s discretionary
investment manager is Ghisallo Capital Management LLC, a US registered investment advisor.
Jane Street
Jane Street Asia Trading Limited (“ JSAT”) is a private company limited by shares formed
in Hong Kong and engages in securities investment and trading activities. Its ultimate
controlling shareholder is Jane Street Group, LLC which is a limited liability company
incorporated in Delaware. There is no individual holding an economic interest of 30% or more
in JSA T.
FengHe
FengHe Asia Fund Ltd. (“ FengHe ”) was incorporated in the Cayman Islands as an
exempted company with limited liability in 2014 and has a fund size of approximately US$5
billion. FengHe has a long-short investment strategy, primarily in the equity securities of
companies that benefit directly or indirectly from Asia’s economic transformation. FengHe is
managed by FengHe Fund Management Pte Ltd, which is licensed and regulated by the
Monetary Authority of Singapore as a holder of a Capital Markets Services License for fund
management. No single investor holds 20% or more of the interests in FengHe.
The shareholders of FengHe Fund Management Pte Ltd are Matt Hu, John Wu, Kwek
HyenY ong and Jason Wu, each being an Independent Third Party.
QRT
Qube Master Fund Ltd is an exempted company incorporated in the Cayman Islands
(“Qube ”). Abu Dhabi Investment Authority (“ ADIA ”) indirectly owns 31% of Qube Master
Fund Ltd. No other single ultimate beneficial owner holds 30% or more interest in Qube Master
Fund Ltd. Established in 1976, ADIA is a globally diversified investment institution that
prudently invests funds on behalf of the Government of Abu Dhabi through a strategy focused
on long term value creation. Qube is sub-managed by Qube Research & Technologies Hong
Kong Limited (“ QRT HK ”) and certain affiliates of QRT HK (collectively “ QRT”). QRT HK
is a company incorporated in Hong Kong and licensed by the SFC to carry on type 1 (dealing
in securities) and type 9 (asset management) regulated activity. QRT is a global investment
manager and deploys a diverse range of investment strategies across geographies, asset classes
and time frames, combining data, research, technology, and trading expertise.
CORNERSTONE INVESTORS
– 472 –


--- page 483 ---
Weichai Power Hong Kong
Weichai Power Hong Kong International Development Co., Ltd. (“ Weichai Power Hong
Kong ”) was incorporated in Hong Kong on June 30, 2008, with registered capital of
US$336,242,497. Its business scope includes product, technology cooperation, and trade in
core automotive components, including engines, and automotive engineering, as well as
overseas investment and management. As a wholly-owned overseas subsidiary of Weichai
Power Co., Ltd., Weichai Power Hong Kong has invested in companies such as Germany’s
KION Group AG, Canada’s Ballard Power Systems Inc., and the United Kingdom’s Ceres
Power Holdings plc., demonstrating extensive experience in overseas capital operations and
management.
Weichai Power Hong Kong is controlled by Shandong Heavy Industry Group Co., Ltd. ( ʆ
ʮ̡), located in Jinan, Shandong Province. Shandong Heavy Industry Group
Co., Ltd. (ʮ̡)’s main business covers six major sectors: power systems,
commercial vehicles, construction machinery, agricultural equipment, smart logistics, and
marine transportation equipment. It is a leading Chinese multinational industrial equipment
group with significant global influence. Shandong Heavy Industry Group Co., Ltd. is a
state-owned enterprise controlled by the State-owned Assets Supervision and Administration
Commission of Shandong Provincial People’s Government (਷Ϟ༟ପ၍ଣ։
ึ).
Dajia Life
Dajia Life Insurance Co., Ltd. (“ Dajia Life ”) is a professional life insurance company
which is a subsidiary of Dajia Insurance Group, which is ultimately controlled by China
Insurance Security Fund Company Limited (“ China Insurance Company ”). China Insurance
Company is wholly owned by the Ministry of Finance of the People’s Republic of China.
Established in June 2010 and headquartered in Beijing, Dajia Life has a registered capital of
RMB30.79 billion and mainly engages in various personal insurance businesses such as life
insurance, health insurance, accident insurance, reinsurance business of the above-mentioned
businesses, and other businesses approved by the National Financial Regulatory
Administration. Currently, Dajia Life has a total of 19 provincial-level branches in operation.
Fast
Shaanxi Fast Auto Drive Group Co., Ltd. (“ Fast ”) is a limited liability company
incorporated in the People’s Republic of China on November 19, 1993. It is the world’s largest
production base for commercial vehicle transmissions and a global provider of high-quality
automotive transmission systems and comprehensive intelligent manufacturing solutions for
high-end equipment. Fast is a state-owned enterprise controlled by the State-owned Assets
Supervision and Administration Commission of Shaanxi Provincial People’s Government ( ৯
ึ).
CORNERSTONE INVESTORS
– 473 –


--- page 484 ---
Value Partners
Each of V alue Partners Hong Kong Limited (incorporated in Hong Kong in 1999) and
V alue Partners Limited (incorporated in the British Virgin Islands in 1991) has agreed to
procure certain investment funds that it has actual discretionary investment management power
over, to subscribe for such number of Shares which may be purchased with an aggregate
amount of approximately US$17,860,000 (exclusive of brokerage, SFC transaction levy, the
Stock Exchange trading fee, the AFRC transaction levy and other related expenses) and
approximately US$2,140,000 (exclusive of brokerage, SFC transaction levy, the Stock
Exchange trading fee, the AFRC transaction levy and other related expenses), respectively, at
the Offer Price. The investment funds that V alue Partners Limited intends to procure include
V alue Partners Intelligent Funds – Chinese Mainland Focus Fund, V alue Partners Intelligent
Funds — China Convergence Fund, V alue Partners China Greenchip Fund Limited, V alue
Partners Intelligent Funds — JA-VP China New Century Funds, and the investment funds
V alue Partners Hong Kong Limited intends to procure include V alue Partners Multi-Asset
Fund, V alue Partners Fund Series — V alue Partners Asian Income Fund, V alue Partners
High-Dividend Stocks Fund, V alue Partners Classic Fund and V alue Partners Funds SPC —
V alue Partners China A-Share Innovation Fund SP .
Each of V alue Partners Hong Kong Limited and V alue Partners Limited (together with
other subsidiaries under V alue Partners Group Limited (“V alue Partners”)), acts as investment
manager or investment advisor to certain investment funds. Both V alue Partners Hong Kong
Limited and V alue Partners Limited are wholly-owned subsidiaries of V alue Partners Group
Limited, a company listed on the Stock Exchange (stock code: 806). V alue Partners is one of
Asia’s largest independent asset management firms. It is headquartered in Hong Kong and
operates in Shanghai, Shenzhen and Singapore. V alue Partners’ investment strategies cover
equities, fixed income, multi-asset, quantitative investment solutions and alternatives for
institutional and individual clients in the Asia Pacific and Europe. As of 30 June 2025, it has
asset under management of approximately US$5.3 billion.
CLOSING CONDITIONS
The obligation of each Cornerstone Investor or QDII (as applicable) to subscribe for the
Offer Shares under the respective Cornerstone Investment Agreement is subject to, among
other things and as applicable, the following closing conditions:
(a) the Underwriting Agreements for the Hong Kong Public Offering and the
International Offering being entered into and having become effective and
unconditional (in accordance with their respective original terms or as subsequently
waived or varied by agreement of the parties thereto) by no later than the time and
date as specified in the Underwriting Agreements, and neither of the aforesaid
Underwriting Agreements having been terminated;
CORNERSTONE INVESTORS
– 474 –


--- page 485 ---
(b) the Offer Price having been agreed upon between our Company and Overall
Coordinators (for themselves and on behalf of the underwriters of the Global
Offering);
(c) the Listing Committee of the Stock Exchange having granted the approval for the
listing of, and permission to deal in, the H Shares (including the H Shares subscribed
for by the Cornerstone Investors) as well as other applicable waivers and approvals,
and such approval, permission or waiver having not been revoked prior to the
commencement of dealings in the H Shares on the Stock Exchange;
(d) no laws shall have been enacted or promulgated by any governmental authority
which prohibits the consummation of the transactions contemplated in the Global
Offering or in the respective Cornerstone Investment Agreements and there shall be
no orders or injunctions from a court of competent jurisdiction in effect precluding
or prohibiting consummation of such transactions; and
(e) the respective acknowledgements, representations, warranties, undertakings and
confirmations of relevant Cornerstone Investor or our Company (as the case may be)
under the respective Cornerstone Investment Agreement are accurate and true in all
respects and not misleading and that there is no breach of the Cornerstone
Investment Agreement on the part of the relevant Cornerstone Investor or our
Company (as the case may be).
RESTRICTIONS ON THE CORNERSTONE INVESTORS
Each Cornerstone Investor has agreed that it will not, whether directly or indirectly, at any
time during the period of six months from (and inclusive of) the Listing Date (the “ Lock-up
Period ”), dispose of, in any way, any of the Offer Shares or any interest in any company or
entity holding such Offer Shares that they have purchased pursuant to the relevant Cornerstone
Investment Agreement, save for certain limited circumstances, such as transfers to any of its
wholly-owned subsidiaries who will be bound by the same obligations of such Cornerstone
Investor, including the Lock-up Period restriction.
CORNERSTONE INVESTORS
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--- page 486 ---
FUTURE PLANS
See “Business — Our Strategies” for a detailed discussion of our future plans.
USE OF PROCEEDS
We estimate that we will receive net proceeds of approximately HK$11,926.1 million
from the Global Offering, after deducting the underwriting fees and commissions and estimated
expenses payable by us in connection with the Global Offering, assuming the Offer Price of
HK$20.80 per Offer Share (being the mid-point of the Offer Price range of HK$20.30 to
HK$21.30) and assuming that the Offer Size Adjustment Option and the Over-allotment Option
are not exercised. We intend to use the net proceeds from the Global Offering for the purposes
and in the amounts set forth below:
For the
period from
January 1,
2026 to
December
31, 2026
For the
period from
January 1,
2027 to
December
31, 2027
For the
period from
January 1,
2028 to
December
31, 2028
After
January 1,
2028 Total
Approximate
%o ft h e
total
(HK$ million)
Further
developing
our global
sales and
service
network /H1118/H1118/H1118/H1118/H111829% 26% 25% 20% 5,366.7 45%
Enhancing our
R&D
capabilities /H1118/H1118/H111836% 34% 30% – 2,981.5 25%
Expanding
overseas
manufacturing
capabilities
and
optimizing
production
efficiency /H1118/H1118/H1118/H111820% 30% 30% 20% 2,385.2 20%
Working capital
and general
corporate
purposes /H1118/H1118/H1118/H1118/H111830% 30% 20% 20% 1,192.6 10%
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829% 29% 27% 15% 11,926.1 100%
FUTURE PLANS AND USE OF PROCEEDS
– 476 –


--- page 487 ---
 Approximately 45.0%, or HK$5,366.7 million, of the net proceeds will be used to
further develop our global sales and service network, so as to raise global awareness
of our brand, market penetration and service efficiency. In particular:
o approximately 18.0%, or HK$2,146.7 million, of the net proceeds will be used
to expand our sales network in global markets, such as, among others,
Germany, France and the United Kingdom in Europe, Vietnam, Thailand,
Australia and Saudi Arabia in Asia-Pacific, and South Africa in Africa. We plan
to establish more direct sales outlets and partner with additional distributors in
overseas markets to expand our market presence. In addition, we plan to recruit
approximately 4,000 sales personnels in five years, who hold college diplomas
or higher, preferably with relevant experience and communication skills in
foreign language, to enhance our reach to new customers and increase our
global presence;
o approximately 15.0%, or HK$1,788.9 million, of the net proceeds will be used
to expand our global service network by: (i) establishing new outlets to
enhance customer support and technical service delivery; (ii) constructing new
local machinery component warehouses to ensure the timely access to essential
parts for quick repairs and maintenance; (iii) procuring additional service
vehicles to improve our responsiveness to customer service requests; and (iv)
recruiting approximately 3,000 qualified engineers for customer support and
technical service in five years, who hold college diplomas or higher in
mechanical or electrical engineering, preferably with at least one year’s
relevant experience, to improve our regional service capacity. These initiatives
will enable us to meet customer needs more efficiently, thereby enhancing
customer satisfaction with our service and increasing customer satisfaction and
loyalty; and
o approximately 12.0%, or HK$1,431.1 million, of the net proceeds will be used
in marketing activities globally, such as product exhibitions and industry
marketing events. We aim to increase product exposure, elevate our global
brand influence, attract more customers, gain deeper insights into market
trends and customer demands, and ultimately drive sales growth.
FUTURE PLANS AND USE OF PROCEEDS
– 477 –


--- page 488 ---
 Approximately 25.0%, or HK$2,981.5 million, of the net proceeds will be used to
enhance our R&D capabilities. In particular:
o approximately 15.0%, or HK$1,788.9 million, of the net proceeds will be used
in advancing R&D efforts of new products featuring digitalization and
decarbonization technologies, such as super-large electric excavators, electric
truck mixers, electric crawler cranes, smart loaders with comprehensive
functions for mixing stations including automated material loading,
autonomous obstacle avoidance, intelligent driving, automatic stacking and
cleaning and intelligent scheduling and smart cranes featuring advanced driver
assistance and lifting functions, aiming to accelerate key technological
breakthroughs in construction machinery and to enhance the functionality and
diversity of our products. We expect to improve the operational efficiency,
quality and safety of our products, enabling our customers to reduce production
costs and increase production efficiency; and
o approximately 10.0%, or HK$1,192.6 million, of the net proceeds will be used
to build R&D centers in countries in Europe, Asia-Pacific and other regions,
such as Germany and Japan, to attract local and global outstanding R&D talent
and enhance regional R&D capabilities, ensuring that our product development
aligns closely with the specific demands and preferences of our customers
across Europe, Asia-Pacific and other regions.
 Approximately 20.0%, or HK$2,385.2 million, of the net proceeds will be used to
expand overseas manufacturing capabilities and optimize production efficiency. As
our overseas business expands, building robust localized manufacturing capabilities
is critical to meet rising market demands. According to Frost & Sullivan, the market
size of the overseas construction machinery industry is expected to reach US$239.0
billion in 2030, with a CAGR of 3.9% from 2024 to 2030. Establishing overseas
factories enables us to mitigate tariff impact on our business, significantly reduce
cross-border freight costs, gain insight into local needs, quickly deploy production
and improve local competitiveness. Additionally, establishing sufficient production
capacity overseas will meet local demand regionally, reducing reliance on cross-
border transportation and strengthening supply chain resilience. In particular,
approximately 12.0%, or HK$1,431.1 million, of the net proceeds will be used to
establish and upgrade manufacturing bases in emerging overseas markets such as
Brazil, and approximately 8.0%, or HK$954.1 million, of the net proceeds will be
used to establish and upgrade manufacturing bases in established overseas markets
such as Europe, to improve our localized manufacturing capabilities and enhance
both regional production agility and comprehensive product coverage.
 Approximately 10.0%, or HK$1,192.6 million, of the net proceeds will be used for
working capital and general corporate purposes.
FUTURE PLANS AND USE OF PROCEEDS
– 478 –


--- page 489 ---
If the Offer Price is set at the high end of the Offer Price range or the low end of the Offer
Price range, the net proceeds of the Global Offering will increase or decrease by approximately
HK$287.9 million. To the extent our net proceeds from the Global Offering (including the net
proceeds from the exercise of the Offer Size Adjustment Option and the Over-allotment
Option) are either more or less than expected, we will adjust our allocation of the net proceeds
for the above purposes on a pro rata basis.
If both the Offer Size Adjustment Option and the Over-allotment Option are fully
exercised, we will receive additional net proceeds of approximately HK$3,862.0 million for
187,186,800 Shares to be allotted and issued based on the Offer Price of HK$20.80 per Offer
Share, being the mid-point of the Offer Price range, and after deducting the underwriting fees
and commissions payable by our Company. The additional amount raised will be applied to the
above areas of use of proceeds on a pro rata basis.
If any part of our development plan does not proceed as planned for reasons such as
changes in government policies that would render the development of any of our projects not
viable, or the occurrence of force majeure events, we will carefully evaluate the situation and
may reallocate the net proceeds from the Global Offering.
To the extent that the net proceeds of the Global Offering are not immediately used for
the purposes described above and to the extent permitted by the relevant laws and regulations,
we will only deposit the unused net proceeds into short-term interest-bearing accounts at
licensed commercial banks and/or other authorized financial institutions (as defined under the
Securities and Futures Ordinance or applicable laws and regulations in other jurisdictions).
FUTURE PLANS AND USE OF PROCEEDS
– 479 –


--- page 490 ---
HONG KONG UNDERWRITERS
CLSA Limited
China International Capital Corporation Hong Kong Securities Limited
BOCI Asia Limited
China Merchants Securities (HK) Co., Limited
ABCI Securities Company Limited
ICBC International Securities Limited
UNDERWRITING
This Prospectus is published solely in connection with the Hong Kong Public Offering.
The Hong Kong Public Offering is fully underwritten by the Hong Kong Underwriters on a
conditional basis. The International Offering is expected to be fully underwritten by the
International Underwriters.
The Global Offering comprises the Hong Kong Public Offering of initially 58,042,600
Hong Kong Offer Shares and the International Offering of initially 522,382,000 International
Offer Shares, subject to, in each case, reallocation on the basis as described in the section
headed “Structure of the Global Offering” in this Prospectus, the Offer Size Adjustment Option
as well as the Over-allotment Option (applicable only to the International Offering).
UNDERWRITING ARRANGEMENTS
Hong Kong Public Offering
Hong Kong Underwriting Agreement
We have entered into the Hong Kong Underwriting Agreement with, among others, the
Hong Kong Underwriters on October 17, 2025. Pursuant to the Hong Kong Underwriting
Agreement, we are offering the Hong Kong Offer Shares for subscription by the public in Hong
Kong at the Offer Price on, and subject to, the terms and conditions set out in this Prospectus
and the Hong Kong Underwriting Agreement.
Subject to (a) the Listing Committee granting listing of, and permission to deal in, our H
Shares in issue and to be issued pursuant to the Global Offering (including additional H Shares
which may be issued pursuant to the exercise of the Offer Size Adjustment Option and the
Over-allotment Option) on the Main Board of the Hong Kong Stock Exchange and the listing
and permission not having been revoked; and (b) certain other conditions set out in the Hong
Kong Underwriting Agreement, the Hong Kong Underwriters have agreed severally (but not
jointly) to subscribe for, or procure subscribers for, their respective applicable proportions of
the Hong Kong Offer Shares being offered but which are not taken up under the Hong Kong
Public Offering, on the terms and conditions set out in this Prospectus and the Hong Kong
Underwriting Agreement.
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If, for any reason, the Offer Price is not agreed between us and the Overall Coordinators
(for themselves and on behalf of the Underwriters) by 12:00 noon on Friday, October 24, 2025,
the Global Offering will not proceed.
The Hong Kong Underwriting Agreement is conditional upon and subject to, among other
things, the International Underwriting Agreement having been entered into, becoming
unconditional and not having been terminated.
Grounds for Termination
The Sole Sponsor and the Overall Coordinators (for themselves and on behalf of the Hong
Kong Underwriters), can, in its sole and absolute discretion, by a notice in writing to us,
terminate the Hong Kong Underwriting Agreement with immediate effect if, at any time at or
prior to 8:00 a.m. on the Listing Date:
(a) there develops, occurs, exists or comes into force:
(i) any event, or series of events, in the nature of force majeure (including,
without limitation, any acts of government, declaration of a local, national,
regional or international emergency or war, calamity, crisis, epidemic,
pandemic, outbreaks, escalation, adverse mutation or aggravation of diseases
(including, without limitation, COVID-19, Severe Acute Respiratory
Syndrome (SARS), swine or avian flu, H5N1, H1N1, H7N9, Ebola virus,
Middle East respiratory syndrome and such related/mutated forms),
comprehensive sanctions, economic sanctions, strikes, labour disputes, lock
outs, other industrial actions, fire, explosion, flooding, earthquake, tsunami,
volcanic eruption, civil commotion, rebellion, riots, public disorder, acts of
war, local, national, regional or international outbreak or escalation of
hostilities (whether or not war is declared), or other state of emergency or
calamity or crisis in whatever form, political change, acts of God, acts of
terrorism (whether or not responsibility has been claimed), paralysis in
government operations, interruptions or delay in transportation) or other
industry action in or affecting Hong Kong, the PRC, the United States, the
United Kingdom, the European Union (or any member thereof), Singapore,
Japan, Australia, Cayman Islands or any other jurisdiction relevant to the
Group or to the Global Offering (each a “ Relevant Jurisdiction ” and
collectively, the “ Relevant Jurisdictions ”); or
(ii) any change or development involving a prospective change, or any event or
series of events or circumstances likely to result in a change or prospective
change, in any local, national, regional or international financial, political,
military, industrial, economic, fiscal, legal, regulatory, currency, credit or
market conditions or sentiments, taxation, equity securities or currency
exchange rate or controls or any monetary or trading settlement system, or
foreign investment regulations (including, without limitation, a devaluation of
UNDERWRITING
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the Hong Kong dollar, United States dollar or Renminbi against any foreign
currencies, a change in the system under which the value of the Hong Kong
dollar is linked to that of the United States dollar or the Renminbi is linked to
any foreign currency or currencies) or other financial markets (including,
without limitation, conditions and sentiments in stock and bond markets,
money and foreign exchange markets, the inter-bank markets and credit
markets) in or affecting any Relevant Jurisdictions, or affecting an investment
in the Offer Shares; or
(iii) any moratorium, suspension or restriction (including, without limitation, any
imposition of or requirement for any minimum or maximum price limit or price
range) in or on (i) the trading in securities generally on the Stock Exchange,
the New Y ork Stock Exchange, the NASDAQ Global Market, the London
Stock Exchange, the Shanghai Stock Exchange, the Shenzhen Stock Exchange,
the Tokyo Stock Exchange or the Singapore Stock Exchange, or (ii) the trading
in any securities of the Company listed or quoted on a stock exchange or an
over-the-counter market; or
(iv) any general moratorium on commercial banking activities in the PRC (imposed
by the People’s Bank of China), Hong Kong (imposed by the Financial
Secretary or the Hong Kong Monetary Authority or other competent authority),
New Y ork (imposed at the U.S. Federal or New Y ork State level or by any other
authority), London, the European Union (or any member thereof) or any of the
other Relevant Jurisdictions (declared by any relevant competent authority) or
any disruption in commercial banking or foreign exchange trading or securities
settlement or clearance services, procedures or matters in or affecting any of
the Relevant Jurisdictions; or
(v) any new law or regulation or any change or development involving a
prospective change in existing laws or regulations or any change or
development involving a prospective change in the interpretation or
application thereof by any court or any other authority in or affecting any of
the Relevant Jurisdictions; or
(vi) other than with the prior written consent of the Overall Coordinators, the issue
or requirement to issue by the Company of a supplement or amendment to this
Prospectus, the offering circular, the CSRC filings or other documents in
connection with the offer and sale of the Offer Shares pursuant to the
Companies (Winding up and Miscellaneous Provisions) Ordinance or the
Listing Rules or upon any requirement or request of the Stock Exchange and/or
the SFC; or
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(vii) any litigation, dispute, proceeding, legal action or claim or regulatory or
administrative investigation or action being threatened, instigated or
announced against the Company, or members of the Group, any Director or any
member of the senior management of the Company named in this Prospectus;
or
(viii) any contravention by the Company, any member of the Group, any Director or
any member of the senior management of the Company named in the
Prospectus of any applicable laws and regulations, including the Listing Rules,
the Companies Ordinance, the Companies (WUMP) Ordinance and the PRC
Company Law; or
(ix) any non-compliance of the Prospectus or the filings to the CSRC (or any other
documents used in connection with the contemplated subscription and sale of
the Offer Shares or any aspect of the Global Offering) with the Listing Rules
or any other applicable laws and regulations (including, without limitation, the
Listing Rules, the Companies Ordinance, the Companies (WUMP) Ordinance
and the relevant rules of the CSRC); or
(x) (i) the imposition of sanctions under any sanctions laws or regulations, (ii) the
imposition of export controls, or (iii) the withdrawal of trading privileges
which existed on the date of the Hong Kong Underwriting Agreement, in
whatever form, directly or indirectly, by or for any of the Relevant
Jurisdictions or relevant to the business operations of the Company or any
member of the Group; or
(xi) any Director or member of senior management of the Company named in this
Prospectus is being charged with an indictable offence or is prohibited by
operation of law or otherwise disqualified from taking part in the management
of a company or taking a directorship of a company, or there is a
commencement by any authority of any investigation or other action against
any Director, Supervisor or member of senior management of the Company in
his or her capacity as such or any member of the Group or any Controlling
Shareholder or an announcement by any authority that it intends to commence
any such investigation or take any such action; or
(xii) that the Chairman of the Board, any executive Director or any member of
senior management of the Company named in the Prospectus seeks to retire, or
is removed from office or vacating his/her office; or
(xiii) there is a valid demand by creditors for repayment of indebtedness of any
member of the Group; or
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(xiv) there is an order or petition for the winding-up or liquidation of any member
of the Group or any composition or arrangement made by any member of the
Group with its creditors or a scheme of arrangement entered into by any
member of the Group or any resolution for the winding-up of any member of
the Group or the appointment of a provisional liquidator, receiver or manager
over all or part of the assets or undertaking of any member of the Group or
anything analogous thereto occurring in respect of any member of the Group;
or
(xv) any change or prospective change, or a materialization of, any of the risks set
out in the section headed “Risk Factors” in this Prospectus;
which, in any such case individually or in the aggregate, in the sole and absolute
opinion of the the Sole Sponsor and the Overall Coordinators (for themselves and
on behalf of the Hong Kong Underwriters): (A) has or will have or is likely to have
a material adverse effect or any development involving a prospective material
adverse effect, on the profits, losses, results of operations, assets, liabilities, general
affairs, business, management, performance, prospects, shareholders’ equity,
position or condition (financial, trading or otherwise) of the Group, taken as a
whole; (B) has or will have or is likely to have a material adverse effect on the
success or marketability of the Global Offering or the level of applications for or the
distribution of the Offer Shares under the Hong Kong Public Offering or the level
of indications of interest under the International Offering; or (C) makes or will make
or is likely to make it inadvisable, inexpedient, impracticable or incapable for the
Hong Kong Public Offering and/or the Global Offering to proceed, or to market the
Global Offering or the delivery or distribution of the Offer Shares on the terms and
in the manner contemplated by Global Offering documents, including this
Prospectus, the formal notice, the preliminary offering circular or the offering
circular; or (D) has or will or is likely to have the effect of making any part of the
Hong Kong Underwriting Agreement (including underwriting the Hong Kong Public
Offering) incapable or impracticable of performance in accordance with its terms or
preventing or delaying the processing of applications and/or payments pursuant to
the Global Offering or pursuant to the underwriting thereof; or
(b) there comes to the notice of any of the Sole Sponsor and the Overall Coordinators
(for themselves and on behalf of the Hong Kong Underwriters) that:
(i) any statement contained in any of this Prospectus, the formal notice, the CSRC
filings and/or any notices, announcements, advertisements, communications or
documents (including any announcement, circular, document or other
communication pursuant to the Hong Kong Underwriting Agreement) issued or
used by, for or on behalf of the Company in connection with the Hong Kong
Public Offering (including any supplement or amendment thereto) (the
“Global Offering Documents ”) was, when it was issued, or has become,
untrue, incorrect, inaccurate in any material respect or misleading or deceptive,
UNDERWRITING
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or that any estimate, forecast, expression of opinion, intention or expectation
contained in any such documents, was, (including any supplement or
amendment thereto) was, when it was issued, or has become, unfair and
dishonest or based on unreasonable assumptions with reference to the facts and
circumstances then subsisting; or
(ii) any matter has arisen or has been discovered which would, had it arisen or been
discovered immediately before the date of the Prospectus, constitute a material
misstatement in, or omission from, any Global Offering Document; or
(iii) any breach of, or any event or circumstance rendering untrue, incorrect,
incomplete or misleading in any respect, any of the representations or
warranties given by the Company in the Hong Kong Underwriting Agreement
or the International Underwriting Agreement (including any supplement or
amendment thereto), as applicable; or
(iv) any material breach of any of the obligations or undertakings imposed upon the
Company under the Hong Kong Underwriting Agreement or the International
Underwriting Agreement (including any supplement or amendment thereto); or
(v) an event, act or omission which gives rise or is likely to give rise to any
liability of any of (i) the Sole Sponsor, the Sponsor-Overall Coordinator, the
Overall Coordinators, the Joint Global Coordinators, the Capital Market
Intermediaries, the Joint Bookrunners, the Joint Lead Managers, and the Hong
Kong Underwriters, (ii) their respective subsidiaries, head offices and
branches, associates and affiliates, and their respective delegates, and (iii) the
respective representatives, partners, directors, officers, employees, successors,
assignees and agents of each of (i) and (ii) pursuant to the indemnities given
by the Company in the Hong Kong Underwriting Agreement or the
International Underwriting Agreement (including any supplement or
amendment thereto); or
(vi) there is any change or development involving a prospective change
constituting or having a material adverse effect or any development involving
a prospective material adverse effect, on the profits, losses, results of
operations, assets, liabilities, general affairs, business, management,
performance, prospects, shareholders’ equity, position or condition (financial,
trading or otherwise) of the Group, taken as a whole; or
(vii) that the approval by the Listing Committee of the listing of, and permission to
deal in, the H Shares in issue and to be issued pursuant to the Global Offering
(including pursuant to any exercise of the Offer Size Adjustment Option and
the Over-allotment Option), other than subject to any applicable conditions, is
UNDERWRITING
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refused or not granted on or before the Listing Date, or if granted, the approval
is subsequently withdrawn, cancelled, qualified (other than by any applicable
conditions), revoked or withheld; or
(viii) the notice of acceptance of the CSRC filings issued by the CSRC and/or the
results of the CSRC filings published on the website of the CSRC is rejected,
withdrawn, revoked or invalidated; or
(ix) any person (other than the Sole Sponsor) has withdrawn its consent to the issue
of this Prospectus with the inclusion of its reports, letters and/or legal opinions
(as the case may be) and references to its name included in the form and
context in which it respectively appears; or
(x) the Company withdraws this Prospectus (and/or any other documents used in
connection with the Global Offering) or the Global Offering; or
(xi) any prohibition on the Company for whatever reason from offering, allotting,
issuing or selling any of the Offer Shares (including pursuant to any exercise
of the Offer Size Adjustment Option and the Over-allotment Option) pursuant
to the terms of the Global Offering; or
(xii) that (i) a material portion of the orders placed or confirmed in the bookbuilding
process or (ii) any investment commitment made by any cornerstone investors
under the cornerstone investment agreements signed with such cornerstone
investors, have been withdrawn, terminated or cancelled, as a result of the
payment of the relevant investment amount not being received or settled in the
stipulated time and manner or otherwise.
Indemnity
We have agreed to indemnify the Hong Kong Underwriters for certain losses which they
may suffer or incur, including losses arising from their performance of their obligations under
the Hong Kong Underwriting Agreement and any breach by us of the Hong Kong Underwriting
Agreement.
The Hong Kong Underwriters’ Interests in our Company
Save for their respective obligations under the Hong Kong Underwriting Agreement, as
of the Latest Practicable Date, none of the Hong Kong Underwriters was interested directly or
indirectly in any Shares or any securities of any member of our Group or had any right or
option (whether legally enforceable or not) to subscribe for or purchase, or to nominate persons
to subscribe for or purchase, any Shares or any securities of any member of our Group.
UNDERWRITING
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The Hong Kong Underwriters and their affiliates may, subject to applicable laws and
regulations and in their ordinary and usual course of business, (i) provide financing in
connection with the subscription for, or purchase of, our securities with security interests over
all or part of such securities subscribed or purchased, and/or (ii) participate in or facilitate the
subscription for, or purchase of, our securities.
Lock Up Arrangement
Undertakings to the Hong Kong Stock Exchange pursuant to the Listing Rules
(A) Undertakings given by us
Pursuant to Rule 10.08 of the Listing Rules, we have undertaken to the Hong Kong Stock
Exchange that we will not exercise our power to issue further Shares, or securities convertible
into Shares (whether or not of a class already listed), or form the subject of any agreement to
such an issue within six months from the Listing Date (whether or not such issue of Shares or
securities will be completed within six months from the Listing Date) except the Offer Shares
to be issued pursuant to the Global Offering (including any additional Shares which may be
issued pursuant to the exercise of the Offer Size Adjustment Option and the Over-allotment
Option), or under any of the circumstances provided under Rule 10.08 of the Listing Rules.
(B) Undertakings by each of our Controlling Shareholders
Pursuant to Rule 10.07 of the Listing Rules, each of the Controlling Shareholders has
undertaken to the Hong Kong Stock Exchange and us that, except pursuant to the Global
Offering and the 2020 SANY Group Exchangeable Bonds, the shareholder will not and will
procure that the relevant registered holder(s) will not (without the prior written consent of the
Hong Kong Stock Exchange or unless otherwise in compliance with the applicable
requirements of the Listing Rules):
(i) in the period commencing on the date by reference to which disclosure of the
shareholder’s holding of Shares is made in this Prospectus and ending on the date
which is six months from the Listing Date (the “ First Six-month Period ”), directly
or indirectly dispose of, nor enter into any agreement to dispose of or otherwise
create any options, rights, interests or encumbrances in respect of, any of our Shares
(or our other securities) in respect of which the shareholder is shown in this
Prospectus to be the beneficial owner; or
(ii) in the period of six months from the expiry of the First Six-month Period (the
“Second Six-month Period ”), directly or indirectly, dispose of, nor enter into any
agreement to dispose of or otherwise create any options, rights, interests or
encumbrances in respect of, any of the Shares or securities referred to in (i) above
if, immediately following the disposal or upon the exercise or enforcement of the
options, rights, interests or encumbrances, the shareholder would cease to be our
controlling shareholder.
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In addition, pursuant to Note 3 to Rule 10.07(2) of the Listing Rules, each of the
Controlling Shareholders has undertaken to the Hong Kong Stock Exchange and us that, within
the period commencing on the date by reference to which disclosure of the shareholder holding
of our Shares is made in this Prospectus and ending on the date which is 12 months from the
Listing Date, the shareholder will and will procure that the relevant registered holder(s) will:
(i) when the shareholder pledges or charges any Shares (or our other securities)
beneficially owned by the shareholder in favor of an authorized institution (as
defined in the Banking Ordinance (Chapter 155 of the Laws of Hong Kong)) for a
bona fide commercial loan, immediately inform us of such pledge or charge together
with the number of Shares (or our other securities) so pledged or charged; and
(ii) when the shareholder receives indications, either verbal or written, from the pledgee
or chargee of Shares (or our other securities) that those pledged or charged Shares
(or our other securities) will be disposed of, immediately inform us of the
indications.
We will inform the Hong Kong Stock Exchange as soon as we have been informed of the
above matters by any of the Controlling Shareholders and disclose those matters by way of an
announcement as required under the Listing Rules.
Undertakings pursuant to the Hong Kong Underwriting Agreement
Undertaking by our Company
Pursuant to the Hong Kong Underwriting Agreement, we have undertaken to each of the
Sole Sponsor, the Sponsor-Overall Coordinator, the Overall Coordinators, the Joint Global
Coordinators, the Joint Bookrunners, the Joint Lead Managers, the Capital Market
Intermediaries and the Hong Kong Underwriters not to (except for the offer, allotment and
issue of the Offer Shares pursuant to the Global Offering, including pursuant to any exercise
of the Offer Size Adjustment Option and the Over-allotment Option), during the period
commencing on the date of the Hong Kong Underwriting Agreement up to and including the
date falling upon the expiry of the First Six-month Period, without the prior written consent of
the Sole Sponsor and the Overall Coordinators (for themselves and on behalf of the Hong Kong
Underwriters) and unless in compliance with the requirements of the Listing Rules:
(a) allot, issue, sell, accept subscription for, offer to allot, issue or sell, contract or agree
to allot, issue or sell, mortgage, charge, pledge, hypothecate, lend, grant or sell any
option, warrant, contract or right to subscribe for or purchase, grant or purchase any
option, warrant, contract or right to allot, issue or sell, or otherwise transfer or
dispose of or create an encumbrance over, or agree to transfer or dispose of or create
an encumbrance over, either directly or indirectly, conditionally or unconditionally,
or repurchase any legal or beneficial interest in the share capital or any other equity
securities of ours or any interest in any of the foregoing (including any securities
convertible into or exchangeable or exercisable for or that represent the right to
UNDERWRITING
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receive, or any warrants or other rights to purchase, any share capital or any other
equity securities of ours, or any interest in any of the foregoing, as applicable), or
deposit any share capital or other equity securities of the Company, as applicable,
with a depositary in connection with the issue of depositary receipts; or
(b) enter into any swap or other arrangement that transfers to another, in whole or in
part, any of the economic consequences of ownership (legal or beneficial) of any
Shares or any other securities of ours or any interest in any of the foregoing
(including any securities convertible into or exchangeable or exercisable for or that
represent the right to receive, or any warrants or other rights to purchase, any Shares
or any other equity securities of ours, or any interest in any of the foregoing); or
(c) enter into any transaction with the same economic effect as any transaction
described in paragraph (a) or (b) above; or
(d) offer to or agree to or announce any intention to effect any such transaction specified
in paragraph (a), (b) or (c) above,
in each case, whether the transaction is to be settled by delivery of share capital or such other
equity securities of ours or in cash or otherwise (whether or not the issue of share capital or
such other equity securities of ours will be completed within the First Six-month Period).
If, at any time during the Second Six-month Period, we enter into any of the transactions
specified in paragraph (a), (b) or (c) above or offer to or agree to or announce any intention
to effect any such transaction, we will take all reasonable steps to ensure that such transaction,
offer, agreement or announcement will not create a disorderly or false market for any Shares
or any other equity securities of ours.
We have undertaken to each of the Sole Sponsor, the Sponsor-Overall Coordinator, the
Overall Coordinators, the Joint Global Coordinators, the Joint Bookrunners, the Joint Lead
Managers, the Capital Market Intermediaries and the Hong Kong Underwriters that we will
comply with the minimum public float requirements specified in the Listing Rules (the
“Minimum Public Float Requirement ”) and the minimum free float requirements specified
in the Listing Rules (the “ Minimum Free Float Requirement ”). In addition, we have
undertaken to each of the Sole Sponsor, the Sponsor-Overall Coordinator, the Overall
Coordinators, the Joint Global Coordinators, the Joint Bookrunners, the Joint Lead Managers,
the Capital Market Intermediaries and the Hong Kong Underwriters that we will not, prior to
the expiration of the First Six-month Period, (a) effect any purchase of H Shares, or agree to
do so, which may reduce the holdings of the H Shares held by the public (as defined in Rule
8.24 of the Listing Rules) to below the Minimum Public Float Requirement or any waiver
granted and not revoked by the Stock Exchange; or (b) enter into any agreement, arrangement
or transaction which shall cause or have the effect of causing the portion of H Shares that are
held by the public and that are available for trading and not subject to any disposal restrictions
(whether under contract, the Listing Rules, applicable laws or otherwise) on the Listing Date
to fall below the Minimum Free Float Requirement under Rule 8.08A of the Listing Rules (as
amended and replaced by Rule 19A.13C of the Listing Rules).
UNDERWRITING
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International Offering
International Underwriting Agreement
In connection with the International Offering, we expect to enter into the International
Underwriting Agreement with, among others, the International Underwriters on the Price
Determination Date. Under the International Underwriting Agreement, the International
Underwriters would, subject to certain conditions, severally (but not jointly) agree to purchase
or procure purchasers for the International Offer Shares initially offered pursuant to the
International Offering. It is expected that the International Underwriting Agreement may be
terminated on grounds similar to those contained in the Hong Kong Underwriting Agreement.
See the subsection headed “Structure of the Global Offering — The International Offering” for
further details.
Offer Size Adjustment Option
Our Company has an Offer Size Adjustment Option which will allow the Company to,
upon signing of the International Underwriting Agreement, issue up to an aggregate of
87,063,600 additional Offer Shares, representing approximately 15.0% of the Offer Shares
initially offered under the Global Offering at the Offer Price to cover excess demand in the
International Offering. The Offer Size Adjustment Option provides flexibility for the Company
to increase the number of Offer Shares available for purchase under the International Offering
to cover additional market demand. Further details are set out in the section headed “Structure
of the Global Offering — Offer Size Adjustment Option” in this prospectus.
Over-allotment Option
We intend to grant to the International Underwriters the Over-allotment Option,
exercisable in whole or in part, at the sole and absolute discretion of the Overall Coordinators
on behalf of the International Underwriters from the Listing Date until 30 days from the last
day permitted for the making of applications under the Hong Kong Public Offering, pursuant
to which our Company may be required to issue up to an aggregate 87,063,600 H Shares,
representing not more than 15.0% of the number of Offer Shares initially offered under the
Global Offering (assuming the Offer Size adjustment Option is not exercised at all) or up to
an aggregate of 100,123,200 H Shares, representing not more than 15.0% of the number of
Offer Shares available under the Global Offering (assuming the Offer Size Adjustment Option
is exercised in full), at the Offer Price to cover over-allocations in the International Offering,
if any. See the subsection headed “Structure of the Global Offering — Over-allotment Option”
for details.
COMMISSION AND EXPENSES
The Underwriters will receive an underwriting commission (the “ Fixed Fee ”) of 0.5% of
the aggregate Offer Price of all the Offer Shares (the “ Gross Proceeds ”) (including any
proceeds resulting from the exercise of the Offer Size Adjustment Option and the Over-
allotment Option). For unsubscribed Hong Kong Offer Shares reallocated to the International
Offering, the underwriting commission will not be paid to the Hong Kong Underwriters but
UNDERWRITING
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will instead be paid to the International Underwriters. In addition, the Underwriters may
receive a discretionary incentive fee (the “ Discretionary Fee ”) of up to 0.3% of the Gross
Proceeds (including any proceeds resulting from the exercise of the Offer Size Adjustment
Option and the Over-allotment Option). The ratio of Fixed Fees and Discretionary Fees (if fully
paid) is therefore 34.7:65.3.
Assuming the Offer Size Adjustment Option and the Over-allotment Option are not
exercised at all, and based on an Offer Price of HK$20.80 per H Share (being the mid-point
of the indicative Offer Price range), the aggregate commissions and fees (exclusive of any
discretionary incentive fee), together with the Stock Exchange listing fees, the SFC transaction
levy, the AFRC transaction levy, the Hong Kong Stock Exchange trading fee, legal and other
professional fees and printing and other expenses relating to the Global Offering to be borne
by the Company are estimated to amount to approximately RMB134.0 million in aggregate.
SOLE SPONSOR’S FEES
The sponsor’s fees payable to the Sole Sponsor is US$300,000 in aggregate.
SOLE SPONSOR’S INDEPENDENCE
The Sole Sponsor satisfies the independence criteria set out in Rule 3A.07 of the Listing
Rules.
ACTIVITIES BY UNDERWRITERS
Each of the Underwriters and their respective affiliates may individually undertake a
variety of activities which do not form part of the underwriting or stabilizing process.
The Underwriters and their respective affiliates are diversified financial institutions with
relationships in countries around the world. These entities engage in a wide range of
commercial and investment banking, brokerage, funds management, trading, hedging,
investing and other activities for their own account and for the account of others. In the
ordinary course of their business activities, the Underwriters and their respective affiliates may
purchase, sell or hold a broad array of investments and actively trade securities, derivatives,
loans, commodities, currencies, credit default swaps and other financial instruments for their
own account and for the accounts of their customers. These investment and trading activities
may involve or relate to our assets, securities and/or instruments and/or persons and entities
with relationships with us and may also include swaps and other financial instruments entered
into for hedging purposes in connection with our loans and other debt.
In relation to our H Shares, the activities of the Underwriters and their respective
affiliates may include acting as agent for buyers and sellers of our H Shares, entering into
transactions with those buyers and sellers in a principal capacity, including as a lender to initial
purchasers of our H Shares (whose financing may be secured by our H Shares) in the Global
Offering, proprietary trading in our H Shares, and entering into over the counter or listed
derivative transactions or listed or unlisted securities transactions (including issuing securities
such as derivative warrants listed on a stock exchange) which have as their underlying assets,
UNDERWRITING
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assets including our H Shares. Such transactions may be carried out as bilateral agreements or
trades with selected counterparties. Those activities may require hedging activity by those
entities involving, directly or indirectly, the buying and selling of our H Shares, which may
have a negative impact on the trading price of our H Shares. All such activities may take place
in Hong Kong and elsewhere in the world and may result in the Underwriters and their
respective affiliates holding long and/or short positions in our H Shares, in baskets of securities
or indices including our H Shares, in units of funds that may purchase our H Shares, or in
derivatives related to any of the foregoing.
In relation to issues by the Underwriters or their respective affiliates of any listed
securities having our H Shares as their underlying securities, whether on the Hong Kong Stock
Exchange or on any other stock exchange, the rules of the stock exchange may require the
issuer of those securities (or one of its affiliates or agents) to act as a market maker or liquidity
provider in the security, and this will also result in hedging activity in our H Shares in most
cases.
All these activities may occur both during and after the end of the stabilizing period
described in the section headed “Structure of the Global Offering”. Such activities may affect
the market price or value of our H Shares, the liquidity or trading volume in our H Shares and
the volatility of the price of our H Shares, and the extent to which this occurs from day to day
cannot be estimated.
It should be noted that when engaging in any of these activities, the Underwriters and
their respective affiliates will be subject to certain restrictions, including the following:
(a) the Underwriters and their respective affiliates (other than the Stabilizing Manager
or any person acting for it) must not, in connection with the distribution of the Offer
Shares, effect any transactions (including issuing or entering into any option or other
derivative transactions relating to the Offer Shares), whether in the open market or
otherwise, with a view to stabilizing or maintaining the market price of any of the
Offer Shares at levels other than those which might otherwise prevail in the open
market; and
(b) the Underwriters and their respective affiliates must comply with all applicable laws
and regulations, including the market misconduct provisions of the SFO, including
the provisions prohibiting insider dealing, false trading, price rigging and stock
market manipulation.
Some of the Underwriters or their respective affiliates have provided from time to time
and are expected to provide to our Group investment banking and other services in the future
for which the Underwriters or their respective affiliates have received or will receive
customary fees and commissions.
In addition, the Underwriters or their respective affiliates may provide financing to
investors to finance their subscriptions of Offer Shares in the Global Offering.
UNDERWRITING
– 492 –


--- page 503 ---
THE GLOBAL OFFERING
The Global Offering consists of (subject to reallocation, the Offer Size Adjustment Option
and the Over-allotment Option as described below):
(a) the Hong Kong Public Offering of initially 58,042,600 H Shares (subject to
reallocation) as described below under “— The Hong Kong Public Offering”; and
(b) the International Offering of initially 522,382,000 H Shares (subject to reallocation,
the Offer Size Adjustment Option and the Over-allotment Option) outside the United
States (including to professional and institutional investors in Hong Kong) in
offshore transactions in reliance on Regulation S, as described below under the
subsection headed “— The International Offering”.
Investors may either apply for our H Shares under the Hong Kong Public Offering or
apply for or indicate an interest, if qualified to do so, for our H Shares under the International
Offering, but may not do both.
The Offer Shares will represent approximately 6.4% of the total Shares in issue
immediately following the completion of the Global Offering (assuming that the Offer Size
Adjustment Option and the Over-allotment Option are not exercised). If the Over-allotment
Option is exercised in full, the Offer Shares will represent approximately 7.3% of the enlarged
issued share capital of our Company (assuming the Offer Size Adjustment Option is not
exercised at all) or approximately 8.3% of the enlarged issued share capital of our Company
(assuming the Offer Size Adjustment option is exercised in full) immediately following the
completion of the Global Offering.
UNDERWRITING ARRANGEMENTS
The Hong Kong Public Offering is fully underwritten by the Hong Kong Underwriters
under the terms of the Hong Kong Underwriting Agreement, subject to agreement on the Offer
Price between us and the Overall Coordinators (on behalf of the Underwriters) on or around
the Price Determination Date and subject to the other conditions set out in the subsection
headed “— Conditions of the Global Offering”.
We expect to enter into the International Underwriting Agreement relating to the
International Offering on or about the Price Determination Date.
The underwriting arrangements, the Hong Kong Underwriting Agreement and the
International Underwriting Agreement are summarized in the section headed “Underwriting”.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 504 ---
THE HONG KONG PUBLIC OFFERING
Number of H Shares Initially Offered
We are initially offering 58,042,600 H Shares at the Offer Price for subscription by the
public in Hong Kong, representing (i) approximately 10.0% of the 580,424,600 H Shares
initially made available under the Global Offering and (ii) approximately 0.64% of the total
Shares in issue immediately following the completion of the Global Offering (in each case,
subject to the reallocation of Offer Shares between the International Offering and the Hong
Kong Public Offering and assuming the Offer Size Adjustment Option and the Over-allotment
Option are not exercised).
Allocation
Allocation of H Shares to investors under the Hong Kong Public Offering will be based
solely on the level of valid applications received under the Hong Kong Public Offering. The
basis of allocation may vary, depending on the number of Hong Kong Offer Shares validly
applied for by applicants. The allocation of Hong Kong Offer Shares could, where appropriate,
consist of balloting, which would mean that some applicants may receive a higher allocation
than others who have applied for the same number of Hong Kong Offer Shares, and those
applicants who are not successful in the ballot may not receive any Hong Kong Offer Shares.
For allocation purposes only, the total number of Hong Kong Offer Shares available under
the Hong Kong Public Offering (after taking into account any reallocation referred to below)
will be divided equally (to the nearest board lot) into two pools: Pool A and Pool B (with any
odd lots being allocated to pool A).
 Pool A : The Hong Kong Offer Shares in Pool A will be allocated on an equitable
basis to applicants who have applied for Hong Kong Offer Shares with an aggregate
subscription price of HK$5 million or less (excluding the brokerage fee, the SFC
transaction levy, the AFRC transaction levy and the Hong Kong Stock Exchange
trading fee).
 Pool B : The Hong Kong Offer Shares in Pool B will be allocated on an equitable
basis to applicants who have applied for Hong Kong Offer Shares with an aggregate
subscription price of more than HK$5 million and up to the total value of Pool B
(excluding the brokerage fee, the SFC transaction levy, the AFRC transaction levy
and the Hong Kong Stock Exchange trading fee).
For the purpose of the immediately preceding paragraph only, the “price” for the Hong
Kong Offer Shares means the price payable on application. See the subsection headed “—
Pricing — Price Payable on Application”.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 505 ---
Applicants should be aware that applications in Pool A and Pool B are likely to receive
different allocation ratios. If Hong Kong Offer Shares in one pool (but not both pools) are
undersubscribed, the unsubscribed Hong Kong Offer Shares will be transferred to the other
pool to satisfy demand in that other pool and be allocated accordingly.
Applicants can only receive an allocation of Hong Kong Offer Shares from either Pool A
or Pool B but not from both pools. Multiple or suspected multiple applications and any
application for more than 29,021,200 Hong Kong Offer Shares (being approximately 50% of
the H Shares initially made available under the Hong Kong Public Offering (assuming the
Offer Size Adjustment Option and the Over-allotment Option are not exercised)) will be
rejected.
Reallocation
The Offer Shares to be offered in the Hong Kong Public Offering and the International
Offering may, in certain circumstances, be reallocated as between these offerings at the
discretion of the Overall Coordinators. Subject to the allocation cap described in the
subsequent paragraph, the Overall Coordinators may in their discretion reallocate Offer Shares
from the International Offering to the Hong Kong Public Offering to satisfy valid applications
under the Hong Kong Public Offering. In addition, if the Hong Kong Public Offering is not
fully subscribed, the Overall Coordinators will have the discretion (but shall not be under any
obligation) to reallocate to the International Offering all or any unsubscribed Hong Kong Offer
Shares in such amounts as they deem appropriate.
In each case, the additional Offer Shares reallocated to the Hong Kong Public Offering
will be allocated between Pool A and Pool B and the number of Offer Shares allocated to the
International Offering will be correspondingly reduced in such manner as the Overall
Coordinators deem appropriate. In the event of reallocation of Offer Shares between the
International Offering and the Hong Kong Public Offering in the circumstances where (a) the
International Offer Shares are fully subscribed or oversubscribed and the Hong Kong Offer
Shares are fully subscribed or oversubscribed irrespective of the number of times; or (b) the
International Offer Shares are undersubscribed and the Hong Kong Offer Shares are fully
subscribed or oversubscribed irrespective of the number of times, then up to 29,021,000 Offer
Shares may be reallocated from the International Offering to the Hong Kong Public Offering,
so that the total number of Offer Shares available for subscription under the Hong Kong Public
Offering will increase up to 87,063,600 Offer Shares, representing approximately 15% of the
number of Offer Shares initially available under the Global Offering (before exercise of the
Offer Size Adjustment Option and the Over-allotment Option) and the final Offer Price shall
be fixed at the bottom end of the indicative price range (i.e. HK$20.30 per Offer Share) in
accordance with Chapter 4.14 of the Guide for New Listing Applicants. In the circumstance
where the International Offer Shares are fully subscribed or oversubscribed and the Hong Kong
Offer Shares are undersubscribed, there will be no reallocation from the International Offering
to the Hong Kong Public Offering, and no over-allocation of H Shares to the Hong Kong Public
Offering.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 506 ---
Given the initial allocation of the Offer Shares to the Hong Kong Public Offering and the
International Offering follows Mechanism B set out under paragraph 2 of Chapter 4.14 of the
Guide and the provision of Paragraph 4.2(b) of Practice Note 18 of the Listing Rules, no
mandatory clawback or reallocation mechanism is required to increase the number of Offer
Shares under the Hong Kong Public Offering to a certain percentage of the total number of
Offer Shares offered under the Global Offering.
Details of any reallocation of Offer Shares between the Hong Kong Public Offering and
the International Offering will be disclosed in the results announcement of the Global Offering,
which is expected to be published on Monday, October 27, 2025.
Where the International Offer Shares are undersubscribed, if the Hong Kong Offer Shares
are also undersubscribed, the Global Offering will not proceed unless the Underwriters would
subscribe or procure subscribers for their respective applicable proportions of the Offer Shares
being offered which are not taken up under the Global Offering on the terms and conditions of
this Prospectus and the Underwriting Agreements.
Applications
Each applicant under the Hong Kong Public Offering must give an undertaking and
confirmation in the application submitted by that applicant that he/she/it and any person(s) for
whose benefit the applicant is making the application have not applied for or taken up, or
indicated an interest for, and will not apply for or take up, or indicate an interest for, any
International Offer Shares under the International Offering, and that applicant’s application in
the International Offering is liable to be rejected if either or both of the undertaking and
confirmation are breached or untrue (as the case may be) or the applicant has been or will be
placed or allocated International Offer Shares under the International Offering.
THE INTERNATIONAL OFFERING
Number of H Shares Initially Offered
We are initially offering 522,382,000 H Shares at the Offer Price for subscription or sale
under the International Offering (subject to reallocation, the Offer Size Adjustment Option and
the Over-allotment Option), representing approximately 90.0% of the 580,424,600 H Shares
initially made available under the Global Offering. Subject to the reallocation of the Offer
Shares between the International Offering and the Hong Kong Public Offering, the number of
H Shares initially offered under the International Offering will represent approximately 5.77%
of the total Shares in issue immediately following the completion of the Global Offering
(assuming the Offer Size Adjustment Option and the Over-allotment Option are not exercised).
STRUCTURE OF THE GLOBAL OFFERING
– 496 –


--- page 507 ---
Allocation
The International Offering will include selective marketing of Offer Shares to
institutional and professional investors and other investors anticipated to have a sizeable
demand for the Offer Shares in Hong Kong and other jurisdictions outside the United States in
reliance on Regulation S. Professional investors generally include brokers, dealers, companies
(including fund managers) whose ordinary business involves dealing in shares and other
securities and corporate entities that regularly invest in shares and other securities.
Allocation of Offer Shares under the International Offering will be effected in accordance
with the “book-building” process described in the subsection headed “— Pricing —
Determining the Offer Price” and based on a number of factors, including the level and timing
of demand, total size of the relevant investor’s invested assets or equity assets in the relevant
sector and whether or not it is expected that that investor is likely to buy further H Shares,
and/or hold or sell its H Shares, after the Listing. This basis of allocation is intended to result
in a distribution of the Offer Shares which is likely to lead to the establishment of a solid and
stable professional and institutional shareholder base to the benefit of our Group and our
Shareholders as a whole.
The Overall Coordinators (for themselves and on behalf of the Underwriters) may require
an investor who has been offered (or has indicated an interest for) Offer Shares under the
International Offering and who has made an application under the Hong Kong Public Offering
to provide sufficient information to the Overall Coordinators so as to allow it to identify the
relevant applications under the Hong Kong Public Offering and to ensure that they are excluded
from any allocation of Offer Shares under the International Offering.
Reallocation
The total number of Offer Shares to be issued or sold pursuant to the International
Offering may change as a result of reallocation of Offer Shares between the Hong Kong Public
Offering and the International Offering as described in the subsection headed “— The Hong
Kong Public Offering — Reallocation”, and the exercise of the Offer Size Adjustment Option
and the Over-allotment Option in whole or in part as described in the subsections headed “—
Offer Size Adjustment Option” and “— Over-allotment Option”.
STRUCTURE OF THE GLOBAL OFFERING
– 497 –


--- page 508 ---
PRICING
Offer Price Range
The Offer Price is expected to be not more than HK$21.30 per H Share and is expected
to be not less than HK$20.30 per H Share, unless otherwise announced, as explained below.
Price Payable on Application
Applicants for Hong Kong Offer Shares may be required to pay, on application (subject
to application channel), the maximum Offer Price per Hong Kong Offer Share plus the
brokerage fee of 1.0%, the SFC transaction levy of 0.0027%, the AFRC transaction levy of
0.00015% and the Hong Kong Stock Exchange trading fee of 0.00565%, amounting to a total
of HK$4,302.97 for one board lot of 200 H Shares. Applicants should be aware that the
Offer Price to be determined on the Price Determination Date may be, but is not expected
to be, lower than the minimum Offer Price.
If the Offer Price is less than the maximum Offer Price, appropriate refund payments
(including the brokerage fee, the SFC transaction levy, the AFRC transaction levy and the
Hong Kong Stock Exchange trading fee attributable to the surplus application monies) will be
made to successful applicants (subject to application channel), without interest. See the
subsection headed “How to Apply for Hong Kong Offer Shares — Despatch/Collection of H
Share Certificates and Refund of Application Monies”.
The Offer Price is expected to be fixed by agreement between the Overall Coordinators
(on behalf of the Underwriters) and us, on the Price Determination Date, when market demand
for the Offer Shares will be determined. The Price Determination Date is expected to be on or
around Friday, October 24, 2025 (Hong Kong time) and, in any event, not later than 12:00 noon
on Friday, October 24, 2025 (Hong Kong time).
Reduction in Offer Price Range and/or Number of Offer Shares
The Overall Coordinators (on behalf of the Underwriters) may, based on the level of
interest expressed by prospective investors during the book-building process in respect of the
International Offering, and with our consent, reduce the Offer Price range and/or the number
of Offer Shares below that stated in this Prospectus at any time on or before the morning of
the last day for making applications under the Hong Kong Public Offering. In this case, we will
as soon as practicable after the decision to make the reduction (and no later than the morning
of the last day for making applications under the Hong Kong Public Offering) publish on the
website of the Hong Kong Stock Exchange at www.hkexnews.hk and our website at
https://www.sany.com.cn notice of the reduction, the cancelation of the Global Offering and
the relaunch of the Global Offering at the revised number of Offer Shares and/or the revised
Offer Price. This notice will also include confirmation or revision, as appropriate, of the
working capital statement and the Global Offering statistics as set out in this Prospectus, as
well as any other financial information which may change as a result of the reduction.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 509 ---
We will, as soon as practicable following the decision to make the reduction, in addition
to publishing the notice, issue a supplemental Prospectus containing details in relation to the
change in the number of Offer Shares being offered and/or the Offer Price range. The Global
Offering will be canceled and subsequently relaunched on FINI pursuant to the supplemental
Prospectus.
Before making applications for the Hong Kong Offer Shares, applicants should have
regard to the possibility that any announcement of a reduction in the indicative Offer Price
range and/or the number of Offer Shares may not be made until the day which is the last day
for making applications under the Hong Kong Public Offering.
In the absence of a notice of reduction, the number of Offer Shares will not be reduced
and the Offer Price, if agreed upon between us and the Overall Coordinators (on behalf of the
Underwriters), will not be set outside the indicative Offer Price range.
Announcement of the Offer Price and Basis of Allocations
The Offer Price, level of applications in the Hong Kong Public Offering, level of
indications of interest in the International Offering, and basis of allocations of the Hong Kong
Offer Shares are expected to be made available through a variety of channels in the manner
described in the subsection headed “How to Apply for Hong Kong Offer Shares — Publication
of Results”.
OFFER SIZE ADJUSTMENT OPTION
In order to provide flexibility for the Company to increase the number of Offer Shares
available for purchase under the International Offering to cover additional market demand, the
Company has an Offer Size Adjustment Option which will allow the Company to, upon signing
of the International Underwriting Agreement, issue up to an aggregate of 87,063,600 additional
Offer Shares (representing approximately 15% of the Offer Shares initially offered under the
Global Offering) at the Offer Price to cover excess demand in the International Offering.
If the Offer Size Adjustment Option is exercised in full, the additional Offer Shares to be
issued pursuant thereto will represent approximately 0.95% of our issued share capital
immediately following the completion of the Global Offering (assuming the Over-allotment
Option is not exercised).
STRUCTURE OF THE GLOBAL OFFERING
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--- page 510 ---
In considering whether to exercise the Offer Size Adjustment Option, the Company and
the Overall Coordinators will take into account a number of factors, including, among other
things:
(i) whether the level of interest expressed by prospective professional and institutional
investors during the book-building process under the International Offering is
sufficient to cover:
a. the total number of Offer Shares, which represents the aggregate of the Offer
Shares initially available under the Global Offering and the additional Offer
Shares upon any exercise of the Offer Size Adjustment Option; and
b. the corresponding number of Shares under the Over-allotment Option;
(ii) the prices at which prospective professional and institutional investors have
indicated they would be prepared to acquire the Offer Shares in the course of the
book-building process;
(iii) the quality of investors, with a view to establishing a solid professional institutional
and investor shareholder base to the benefit of the Company and its Shareholders as
a whole; and
(iv) general market conditions.
The dilution effect of the Offer Size Adjustment Option (assuming the Over-allotment
Option is not exercised) is set out below:
Number of H Shares
issued under the
Global Offering
before the exercise of
the Offer Size
Adjustment Option
(the “Original
Subscribers”)
Approximate
percentage of total
issued share capital
held by the Original
Subscribers before the
exercise of the Offer
Size Adjustment
Option
Number of H Shares
issued under the
Global Offering after
the exercise of the
Offer Size Adjustment
Option in full
Approximate
percentage of total
issued share capital
held by the Original
Subscribers after the
exercise of the Offer
Size Adjustment
Option in full
580,424,600 /H1118/H1118/H1118/H1118/H1118/H11186.4% 667,488,200 7.3%
The Offer Size Adjustment Option will not be used for price stabilization purposes and
will not be subject to the provisions of the Securities and Futures (Price Stabilizing) Rules
(Chapter 571W of the Laws of Hong Kong). The Offer Size Adjustment Option will be in
addition to the Over-allotment Option.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 511 ---
The Company will disclose in its allotment results announcement if and to what extent the
Offer Size Adjustment Option has been exercised, or will confirm in the announcement that,
if the Offer Size Adjustment Option has not been exercised by then, the Offer Size Adjustment
Option has lapsed and cannot be exercised on any future date.
OVER-ALLOCATION
Following any over-allocation of H Shares in connection with the Global Offering, the
Stabilizing Manager (or any person acting for it) may cover the over-allocation by exercising
the Over-allotment Option in full or in part, or by using H Shares purchased by the Stabilizing
Manager (or any person acting for it) in the secondary market at prices that do not exceed the
Offer Price or a combination of these means.
OVER-ALLOTMENT OPTION
In connection with the Global Offering, we may grant the Over-allotment Option to the
International Underwriters, exercisable by the Overall Coordinators in its sole and absolute
discretion on behalf of the International Underwriters.
Pursuant to the Over-allotment Option (if granted), the International Underwriters have
the right, exercisable by the Overall Coordinators (in its sole and absolute discretion on behalf
of the International Underwriters) at any time from the Listing Date until 30 days from the last
day for the making of applications under the Hong Kong Public Offering (being the last day
for the exercise of the Over-allotment Option, which is Saturday, November 22, 2025), to
require us to allot and issue up to an aggregate of 87,063,600 H Shares, representing not more
than 15.0% of the number of Offer Shares initially available under the Global Offering
(assuming the Offer Size Adjustment Option is not exercised at all) or up to an aggregate of
100,123,200 H Shares, representing not more than 15.0% of the number of Offer Shares
available under the Global Offering (assuming the Offer Size Adjustment Option is exercised
in full), at the Offer Price, to cover over-allocations in the International Offering, if any.
If the Offer Size Adjustment Option is not exercised and the Over-allotment Option is
exercised in full, the additional Offer Shares to be issued pursuant thereto will represent
approximately 0.95% of the enlarged issued share capital of our Company immediately
following the completion of the Global Offering. If the Offer Size Adjustment Option and the
Over-allotment Option are exercised in full, the additional Offer Shares to be issued pursuant
to the Over-allotment Option will represent approximately 1.08% of the enlarged issued share
capital of our Company immediately following the completion of the Global Offering. If the
Over-allotment Option is exercised, an announcement will be made.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 512 ---
STABILIZATION
Stabilization is a practice used by underwriters in some markets to facilitate the
distribution of securities. To stabilize, the underwriters may bid for, or purchase, the securities
in the secondary market, during a specified period of time, to retard, and if possible, prevent
a decline in the market price of the securities below the Offering Price. These transactions may
be effected in jurisdictions where it is permitted to do so, in each case in compliance with all
applicable laws and regulatory requirements, including those in Hong Kong. In Hong Kong, the
price at which stabilization is effected cannot exceed the offer price of shares.
In connection with the Global Offering, the Stabilizing Manager (or any person acting for
it), on behalf of the Underwriters, may over-allocate or effect short sales or any other
stabilizing transactions with a view to stabilizing or maintaining the market price of our H
Shares at a level higher than that which might otherwise prevail in the open market. However,
there is no obligation on the Stabilizing Manager to conduct any stabilizing activity. Stabilizing
actions, if taken, (a) will be conducted at the absolute discretion of the Stabilizing Manager (or
any person acting for it) and in what the Stabilizing Manager reasonably regards as being in
our best interest, (b) may be discontinued at any time and (c) is required to end within 30 days
of the last day for making applications under the Hong Kong Public Offering.
Stabilizing activities permitted in Hong Kong pursuant to the Securities and Futures
(Price Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong) include (a) over-
allocation for the purpose of preventing or minimizing any reduction in the market price of our
H Shares, (b) selling or agreeing to sell our H Shares so as to establish a short position in them
for the purpose of preventing or minimizing any reduction in the market price of our H Shares,
(c) subscribing, or agreeing to subscribe, for our H Shares pursuant to the Over-allotment
Option in order to close out any position established under (a) or (b), (d) purchasing, or
agreeing to purchase, our H Shares for the sole purpose of preventing or minimizing any
reduction in the market price of our H Shares, (e) selling or agreeing to sell our H Shares to
liquidate a long position held as a result of those purchases and (f) offering or attempting to
do anything described in (b), (c), (d) or (e).
Specifically, applicants for and investors in the Offer Shares should note that:
(a) as a result of effecting transactions to stabilize or maintain the market price of our
H Shares, the Stabilizing Manager (or any person acting for it) may maintain a long
position in our H Shares;
(b) the size of the long position, and the period for which the Stabilizing Manager (or
any person acting for it) will maintain the long position is at the discretion of the
Stabilizing Manager and is uncertain;
(c) liquidation of any long position by the Stabilizing Manager (or any person acting for
it) and selling in the open market may have an adverse impact on the market price
of our H Shares;
STRUCTURE OF THE GLOBAL OFFERING
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--- page 513 ---
(d) stabilizing action by the Stabilizing Manager (or any person acting for it) is not
permitted to support the price of our H Shares for longer than the stabilizing period,
which begins on the Listing Day and ends on Saturday, November 22, 2025 (being
the 30th day after the last day for making applications under the Hong Kong Public
Offering). As a result, demand for our H Shares, and their market price, may fall
after the end of the stabilizing period;
(e) stabilizing activities by the Stabilizing Manager (or any person acting for it) may
stabilize, maintain or otherwise affect the market price of our H Shares. This means
the price of our H Shares may be higher than the price that otherwise might exist in
the open market;
(f) there is no assurance that the price of our H Shares can stay at or above the Offer
Price by the taking of any stabilizing action either during or after the stabilizing
period; and
(g) bids for or market purchases of our H Shares by the Stabilizing Manager (or any
person acting for it) may be made at a price at or below the Offer Price and therefore
at or below the price paid for our H Shares by purchasers.
In order to effect stabilization actions, the Stabilizing Manager will arrange cover of up
to an aggregate of 87,063,600 H Shares, representing not more than 15.0% of the number of
Offer Shares initially available under the Global Offering (assuming the Offer Size Adjustment
Option is not exercised at all) or up to an aggregate of 100,123,200 H Shares, representing not
more than 15.0% of the number of Offer Shares available under the Global Offering (assuming
the Offer Size Adjustment Option is exercised in full) through delayed delivery arrangements
with investors who have been allocated Offer Shares in the International Offering. The delayed
delivery arrangements (if specifically agreed by an investor) relate only to the delay in the
delivery of the Offer Shares to such investor and the Offer Price for the Offer Shares allocated
to such investor will be paid on the Listing Date. Both the size of such cover and the extent
to which the Over-allotment Option can be exercised will depend on whether arrangements can
be made with investors such that a sufficient number of H Shares can be delivered on a delayed
basis. If no investor in the International Offering agrees to the delayed delivery arrangements,
no stabilizing actions will be undertaken by the Stabilizing Manager and the Over-allotment
Option will not be exercised.
We will make an announcement in compliance with the Securities and Futures (Price
Stabilizing) Rules (Chapter 571W of the Laws of Hong Kong) within seven days of the
expiration of the stabilizing period.
STRUCTURE OF THE GLOBAL OFFERING
– 503 –


--- page 514 ---
CONDITIONS OF THE GLOBAL OFFERING
Acceptance of applications for the Hong Kong Offer Shares will be conditional on:
(a) the Listing Committee granting approval for the listing of, and permission to deal in,
our H Shares in issue and to be issued pursuant to the Global Offering (including any
additional H Shares which may be issued pursuant to the exercise of the Offer Size
Adjustment Option and the Over-allotment Option) on the Main Board of the Hong
Kong Stock Exchange as described in this Prospectus and the approval not having
been revoked;
(b) the execution and delivery of the International Underwriting Agreement on or
around the Price Determination Date;
(c) the Offer Price having been agreed between us and the Overall Coordinators (on
behalf of the Underwriters); and
(d) the obligations of the Underwriters under both the Hong Kong Underwriting
Agreement and the International Underwriting Agreement having become
unconditional and not having been terminated in accordance with their respective
terms,
in each case on or before the dates and times specified in the respective Underwriting
Agreements (unless and to the extent such conditions are waived on or before such dates and
times) and in any event not later than the date which is 30 days after the date of this prospectus.
The consummation of each of the Hong Kong Public Offering and the International
Offering is conditional upon, among others, the other becoming unconditional and not having
been terminated in accordance with its terms.
If the above conditions are not fulfilled or waived before the dates and times specified,
the Global Offering will not proceed and will lapse, and the Hong Kong Stock Exchange will
be notified immediately. We will publish a notice of the lapse of the Hong Kong Public
Offering on the website of the Hong Kong Stock Exchange at www.hkexnews.hk and our
website at https://www.sany.com.cn on the next business day following the lapse. In this case,
all application monies will be returned, without interest, on the terms set out in the subsection
headed “How to Apply for the Hong Kong Offer Shares — Despatch/Collection of H Share
Certificates and Refund of Application Monies”. In the meantime, the application monies will
be held in separate accounts with the receiving banks or other bank(s) in Hong Kong licensed
under the Banking Ordinance (Chapter 155 of the Laws of Hong Kong).
If, for any reason, we and the Overall Coordinators (on behalf of the Underwriters) are
unable to reach agreement on the Offer Price by 12:00 noon on the Price Determination Date,
the Global Offering will not proceed and will lapse.
STRUCTURE OF THE GLOBAL OFFERING
– 504 –


--- page 515 ---
H Share certificates for the Offer Shares are expected to be issued on Monday, October
27, 2025, but they will only become valid evidence of title at 8:00 a.m. on Tuesday, October
28, 2025, provided the Global Offering has become unconditional in all respects at or before
that time.
DEALING ARRANGEMENTS
Assuming that the Hong Kong Public Offering becomes unconditional at or before 8:00
a.m. in Hong Kong on Tuesday, October 28, 2025, it is expected that dealings in our H Shares
on the Hong Kong Stock Exchange will commence at 9:00 a.m. on Tuesday, October 28, 2025.
Our H Shares will be traded in board lots of 200 H Shares each and the stock code of our
H Shares will be 6031.
STRUCTURE OF THE GLOBAL OFFERING
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--- page 516 ---
IMPORTANT NOTICE TO INVESTORS OF HONG KONG OFFER SHARES
FULLY ELECTRONIC APPLICATION PROCESS
We have adopted a fully electronic application process for the Hong Kong
Public Offering and below are the procedures for application.
This Prospectus is available at the website of the Hong Kong Stock Exchange
at www.hkexnews.hk under the “ HKEXnews > New Listings > New Listing
Information ” section, and our website at https://www.sany.com.cn.
The contents of this Prospectus are identical to the Prospectus as registered with the
Registrar of Companies in Hong Kong pursuant to Section 342C of the Companies
(Winding Up and Miscellaneous Provisions) Ordinance.
APPLICATIONS FOR THE HONG KONG OFFER SHARES
1. Who can apply
Y ou can apply for Hong Kong Offer Shares if you or the person(s) for whose benefit you
are applying for:
 are 18 years of age or older;
 have a Hong Kong address ( for the HK eIPO White Form service only );
 are outside the United States (within the meaning of Regulation S), and are a person
described in paragraph (h)(3) of Rule 902 of Regulation S; and
 are not a legal or natural person (except qualified domestic institutional investors)
of the People’s Republic of China.
Unless permitted by the Listing Rules or a waiver and/or consent has been granted by the
Stock Exchange to us, you cannot apply for any Hong Kong Offer Shares if you or the
person(s) for whose benefit you are applying for:
 are an existing holder or beneficial owner of our Shares and/or a substantial
shareholder of any of our subsidiaries;
 are our director, supervisor or chief executive officer of ours and/or any of our
subsidiaries;
 are a close associate of any of the above persons;
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 517 ---
 are our connected person or will become our connected person immediately upon
completion of the Global Offering; or
 have been allocated or have applied for any International Offer Shares or otherwise
participate in the International Offering.
2. Application Channels
The Hong Kong Public Offering period will begin at 9:00 a.m. on Monday, October
20, 2025 and end at 12:00 noon on Thursday, October 23, 2025 (Hong Kong time).
To apply for Hong Kong Offer Shares, you may use one of the following application
channels:
Application Channel Platform Target Investors Application Time
HK eIPO White
Form service /H1118/H1118/H1118
www.hkeipo.hk Investors who would
like to receive a
physical H Share
certificate. Hong
Kong Offer Shares
successfully applied
for will be allotted
and issued in your
own name.
From 9:00 a.m. on
Monday, October 20,
2025 to 11:30 a.m.,
Thursday, October
23, 2025, Hong Kong
time.
The latest time for
completing full
payment of
application monies
will be 12:00 noon
on Thursday, October
23, 2025, Hong Kong
time.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 518 ---
Application Channel Platform Target Investors Application Time
HKSCC EIPO
channel /H1118/H1118/H1118/H1118/H1118/H1118/H1118
Y our broker or
custodian who is an
HKSCC Participant
will submit
electronic
application
instructions on your
behalf through
HKSCC’s FINI
system in accordance
with your instruction
Investors who would
not like to receive a
physical H Share
certificate. Hong
Kong Offer Shares
successfully applied
for will be allotted
and issued in the
name of HKSCC
Nominees, deposited
directly into CCASS
and credited to your
designated HKSCC
Participant’s stock
account.
Contact your broker or
custodian for the
earliest and latest
time for giving such
instructions, as this
may vary by broker
or custodian.
The HK eIPO White Form service and the HKSCC EIPO channel are facilities subject
to capacity limitations and potential service interruptions and you are advised not to wait until
the last day of the application period to apply for Hong Kong Offer Shares.
For those applying through the HK eIPO White Form service, once you complete
payment in respect of any application instructions given by you or for your benefit through the
HK eIPO White Form service to make an application for Hong Kong Offer Shares, an actual
application shall be deemed to have been made. If you are a person for whose benefit the
electronic application instructions are given, you shall be deemed to have declared that only
one set of electronic application instructions has been given for your benefit. If you are an
agent for another person, you shall be deemed to have declared that you have only given one
set of electronic application instructions for the benefit of the person for whom you are an
agent and that you are duly authorized to give those instructions as an agent.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 519 ---
For the avoidance of doubt, giving an application instruction under the HK eIPO White
Form service more than once and obtaining different application reference numbers without
effecting full payment in respect of a particular reference number will not constitute an actual
application.
If you apply through the HK eIPO White Form service, you are deemed to have
authorized the HK eIPO White Form Service Provider to apply on the terms and conditions
in this Prospectus, as supplemented and amended by the terms and conditions of the HK eIPO
White Form service.
By instructing your broker or custodian to apply for the Hong Kong Offer Shares on your
behalf through the HKSCC EIPO channel, you (and, if you are joint applicants, each of you
jointly and severally) are deemed to have instructed and authorized HKSCC to cause HKSCC
Nominees (acting as nominee for the relevant HKSCC Participants) to apply for Hong Kong
Offer Shares on your behalf and to do on your behalf all the things stated in this Prospectus
and any supplement to it.
For those applying through HKSCC EIPO channel, an actual application will be deemed
to have been made for any application instructions given by you or for your benefit to HKSCC
(in which case an application will be made by HKSCC Nominees on your behalf) provided such
application instruction has not been withdrawn or otherwise invalidated before the closing time
of the Hong Kong Public Offering.
HKSCC Nominees will only be acting as a nominee for you and neither HKSCC nor
HKSCC Nominees shall be liable to you or any other person in respect of any actions taken by
HKSCC or HKSCC Nominees on your behalf to apply for Hong Kong Offer Shares or for any
breach of the terms and conditions of this Prospectus.
Only one application may be made for the benefit of any person. If you are suspected of
making more than one application through the HK eIPO White Form service or any other
channel, all of your applications are liable to be rejected.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 520 ---
3. Information Required to Apply
Y ou must provide the following information with your application:
For Individual/Joint Applicants For Corporate Applicants
 Full name(s) (2) as shown on your
identity document
 Identity document’s issuing country
or jurisdiction
 Identity document type, with order
of priority:
i. HKID card; or
ii. National identification
document; or
iii. Passport; and
 Identity document number
 Full name(s)
(2) as shown on your
identity document
 Identity document’s issuing country
or jurisdiction
 Identity document type, with order
of priority:
i. LEI registration document; or
ii. Certificate of incorporation; or
iii. Business registration
certificate; or
iv. Other equivalent document; and
 Identity document number
Notes:
(1) If you are applying through the HK eIPO White Form service, you are required to provide a valid
e-mail address, a contact telephone number and a Hong Kong address. Y ou are also required to declare
that the identity information provided by you follows the requirements as described in Note 2 below. In
particular, where you cannot provide a HKID number, you must confirm that you do not hold a HKID
card. The number of joint applicants may not exceed four. If you are a firm, the applicant must be in
the individual members’ names.
(2) The applicant’s full name as shown on their identity document must be used and the surname, given
name, middle and other names (if any) must be input in the same order as shown on the identity
document. If an applicant’s identity document contains both an English and Chinese name, both English
and Chinese names must be used. Otherwise, either English or Chinese names will be accepted. The
order of priority of the applicant’s identity document type must be strictly followed and where an
individual applicant has a valid HKID card (including both Hong Kong Residents and Hong Kong
Permanent Residents), the HKID number must be used when making an application to subscribe for
Hong Kong Offer Shares. Similarly for corporate applicants, a LEI number must be used if an entity has
a LEI certificate.
(3) If the applicant is a trustee, the client identification data (“ CID”) of the trustee, as set out above, will
be required. If the applicant is an investment fund (i.e. a collective investment scheme, or CIS), the CID
of the asset management company or the individual fund, as appropriate, which has opened a trading
account with the broker will be required, as above.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 521 ---
(4) The maximum number of joint applicants on FINI is capped at four in accordance with market practice.
(5) If you are applying as a nominee, you must provide: (i) the full name (as shown on the identity
document), the identity document’s issuing country or jurisdiction, the identity document type; and (ii),
the identity document number, for each of the beneficial owners or, in the case(s) of joint beneficial
owners, for each joint beneficial owner. If you do not include this information, the application will be
treated as being made for your benefit.
(6) If you are applying as an unlisted company and (i) the principal business of that company is dealing in
securities; and (ii) you exercise statutory control over that company, then the application will be treated
as being for your benefit and you should provide the required information in your application as stated
above.
“Unlisted company ” means a company with no equity securities listed on the Stock Exchange or any
other stock exchange.
“Statutory control ” means you:
 control the composition of the board of directors of the company;
 control more than half of the voting power of the company; or
 hold more than half of the issued share capital of the company (not counting any part of it which
carries no right to participate beyond a specified amount in a distribution of either profits or
capital).
For those applying through HKSCC EIPO channel, and making an application under a
power of attorney, we and the Overall Coordinators, as our agent, have discretion to consider
whether to accept it on any conditions we think fit, including evidence of the attorney’s
authority.
Failing to provide any required information may result in your application being rejected.
HOW TO APPLY FOR HONG KONG OFFER SHARES
–5 1 1–


--- page 522 ---
4. Permitted Number of Hong Kong Offer Shares for Application
Board lot size /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118: 200 H Shares
Permitted Number of
Hong Kong Offer
Shares for
application and
amount payable on
application/successful
allotment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
: Hong Kong Offer Shares are available for application in
specified board lot sizes only. Please refer to the amount
payable associated with each specified board lot size in
the table below.
The maximum Offer Price is HK$21.30 per H Share.
If you are applying through the HKSCC EIPO channel,
your broker or custodian may require you to pre-fund
your application, in such amount as determined by the
broker or custodian, based on the applicable laws and
regulations in Hong Kong. Y ou are responsible for
complying with any such pre-funding requirement
imposed by your broker or custodian with respect to the
Hong Kong Public Offer Shares you applied for.
By instructing your broker or custodian to apply for
the Hong Kong Offer Shares on your behalf through the
HKSCC EIPO channel, you (and, if you are joint
applicants, each of you jointly and severally) are
deemed to have instructed and authorized HKSCC to
cause HKSCC Nominees (acting as nominee for the
relevant HKSCC Participants) to arrange payment of the
final Offer Price, brokerage, SFC transaction levy, the
Hong Kong Stock Exchange trading fee and the AFRC
transaction levy by debiting the relevant nominee bank
account at the designated bank for your broker or
custodian.
If you are applying through the HK eIPO White Form
service, you may refer to the table below for the amount
payable for the number of H Shares you have selected.
Y ou must pay the respective maximum amount payable
on application in full upon application for Hong Kong
Offer Shares.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 523 ---
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
No. of
Hong Kong
Offer Shares
applied for
Maximum
Amount
payable (2) on
application/
successful
allotment
HK$ HK$ HK$ HK$
200 4,302.97 7,000 150,603.67 300,000 6,454,443.16 8,000,000 172,118,484.00
400 8,605.92 8,000 172,118.49 400,000 8,605,924.20 9,000,000 193,633,294.50
600 12,908.89 9,000 193,633.30 500,000 10,757,405.26 10,000,000 215,148,105.00
800 17,211.85 10,000 215,148.10 600,000 12,908,886.30 20,000,000 430,296,210.00
1,000 21,514.81 20,000 430,296.21 700,000 15,060,367.36 29,021,200
(1) 624,385,618.48
1,200 25,817.77 30,000 645,444.31 800,000 17,211,848.40
1,400 30,120.73 40,000 860,592.42 900,000 19,363,329.46
1,600 34,423.70 50,000 1,075,740.53 1,000,000 21,514,810.50
1,800 38,726.67 60,000 1,290,888.64 2,000,000 43,029,621.00
2,000 43,029.62 70,000 1,506,036.74 3,000,000 64,544,431.50
3,000 64,544.44 80,000 1,721,184.85 4,000,000 86,059,242.00
4,000 86,059.24 90,000 1,936,332.95 5,000,000 107,574,052.50
5,000 107,574.06 100,000 2,151,481.06 6,000,000 129,088,863.00
6,000 129,088.86 200,000 4,302,962.10 7,000,000 150,603,673.50
(1) Maximum number of Hong Kong Offer Shares you may apply for and this is approximately 50% of the Hong
Kong Offer Shares initially offered.
(2) The amount payable is inclusive of brokerage, SFC transaction levy, the Stock Exchange trading fee and AFRC
transaction levy. If your application is successful, brokerage will be paid to the Exchange Participants (as
defined in the Listing Rules) or to the HK eIPO White Form Service Provider (for applications made through
the application channel of the HK eIPO White Form service) while the SFC transaction levy, the Stock
Exchange trading fee and the AFRC transaction levy will be paid to the SFC, the Stock Exchange and the
AFRC, respectively.
No application for any other number of the Hong Kong Offer Shares will be considered
and any such application is liable to be rejected.
5. Multiple Applications Prohibited
Y ou or your joint applicant(s) shall not make more than one application for your own
benefit, except where you are a nominee and provide the information of the underlying investor
in your application as required under the paragraph headed “— Applications for Hong Kong
Offer Shares — Information Required to Apply” in this section. If you are suspected of
submitting or cause to submit more than one application, all of your applications will be
rejected.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 524 ---
Multiple applications made either through (i) the HK eIPO White Form service, (ii)
HKSCC EIPO channel, or (iii) both channels concurrently are prohibited and will be rejected.
If you have made an application through the HK eIPO White Form service or HKSCC EIPO
channel, you or the person(s) for whose benefit you have made the application shall not apply
further for any Offer Shares in the Global Offering.
The H Share Registrar would record all applications into its system and identify suspected
multiple applications with identical names and identification document numbers according to
the Best Practice Note on Treatment of Multiple/Suspected Multiple Applications issued by the
Federation of Share Registrars Limited.
Since applications are subject to personal information collection statements,
identification document numbers displayed are redacted.
6. Terms and Conditions of an Application
By applying for Hong Kong Offer Shares through the HK eIPO White Form service or
HKSCC EIPO channel, you (or as the case may be, HKSCC Nominees will do the following
things on your behalf):
(a) undertake to execute all relevant documents and instruct and authorize us and/or the
Overall Coordinators (or its agents or nominees), as our agent, to execute any
documents for you and to do on your behalf all things necessary to register any Hong
Kong Offer Shares allocated to you in your name or in the name of HKSCC
Nominees as required by the Articles of Association, and (if you are applying
through the HKSCC EIPO channel) to deposit the allotted Hong Kong Offer Shares
directly into CCASS for the credit of your designated HKSCC Participant’s stock
account on your behalf;
(b) confirm that you have read and understand the terms and conditions and application
procedures set out in this Prospectus and the designated website of the HK eIPO
White Form service (or as the case may be, the agreement you entered into with
your broker or custodian), and agree to be bound by them;
(c) (if you are applying through the HKSCC EIPO channel) agree to the arrangements,
undertakings and warranties under the participant agreement between your broker or
custodian and HKSCC and observe the General Rules of HKSCC and the HKSCC
Operational Procedures for giving application instructions to apply for Hong Kong
Offer Shares;
(d) confirm that you are aware of the restrictions on offers and sales of shares set out
in this Prospectus and they do not apply to you, or the person(s) for whose benefit
you have made the application;
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 525 ---
(e) confirm that you have read this Prospectus and any supplement to it and have only
relied on the information and representations contained therein in making your
application (or as the case may be, causing your application to be made), and will
not rely on any other information or representations, except those contained in any
supplement to this Prospectus;
(f) agree that none of us, the Relevant Persons, the H Share Registrar and HKSCC is
or will be liable for any information and representations not contained in this
Prospectus (and any supplement to it);
(g) agree to disclose the details of your application and your personal data and any other
personal data which may be required about you and the person(s) for whose benefit
you have made the application to us, the Relevant Persons, receiving bank(s), the H
Share Registrar, HKSCC, HKSCC Nominees, the Hong Kong Stock Exchange, the
SFC and any other statutory regulatory or governmental bodies or otherwise as
required by laws, rules or regulations, for the purposes under the paragraph headed
“— Personal Data — Purposes” and “— Personal Data — Transfer of personal data”
in this section;
(h) agree (without prejudice to any other rights which you may have once your
application (or as the case may be, HKSCC Nominees’ application) has been
accepted) that you will not rescind it because of an innocent misrepresentation;
(i) agree that subject to Section 44A(6) of the Companies (Winding Up and
Miscellaneous Provisions) Ordinance, any application made by you or HKSCC
Nominees on your behalf cannot be revoked once it is accepted, which will be
evidenced by the notification of the result of the ballot by the H Share Registrar by
way of publication of the results at the time and in the manner as specified in the
paragraph headed “— Publication of Results” in this section;
(j) confirm that you are aware of the situations specified in the paragraph headed “—
Circumstances in which Y ou Will Not Be Allocated Hong Kong Offer Shares” in this
section;
(k) agree that your application or HKSCC Nominees’ application, any acceptance of it
and the resulting contract will be governed by and construed in accordance with the
laws of Hong Kong;
(l) agree to comply with the Companies Ordinance, Companies (Winding Up and
Miscellaneous Provisions) Ordinance, the Articles of Association, the PRC
Companies Law and laws of any other place that apply to your application, and that
neither we nor the Relevant Persons will breach any law inside and/or outside Hong
Kong as a result of the acceptance of your offer to purchase, or any action arising
from your rights and obligations under the terms and conditions contained in this
Prospectus;
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 526 ---
(m) confirm that (a) your application or HKSCC Nominees’ application on your behalf
is not financed directly or indirectly by the Company, any of the Directors,
Supervisors, chief executives of the Company, substantial Shareholder(s) or existing
Shareholder(s) or any of its subsidiaries or any of their respective close associates;
and (b) you are not accustomed or will not be accustomed to taking instructions from
the Company, any of the Directors, Supervisors, chief executives of the Company,
substantial Shareholder(s) or existing Shareholder(s) or any of its subsidiaries or any
of their respective close associates in relation to the acquisition, disposal, voting or
other disposition of the H Shares registered in your name or otherwise held by you;
(n) warrant that the information you have provided is true and accurate;
(o) confirm that you understand that we, our Directors and the Overall Coordinators will
rely on your declarations and representations in deciding whether or not to make any
allotment of any of the Hong Kong Offer Shares to you and that you may be
prosecuted for making a false declaration;
(p) agree to accept the Hong Kong Offer Shares applied for, or any lesser number
allocated to you under the application;
(q) declare and represent that this is the only application made and the only application
intended by you to be made to benefit you or the person for whose benefit you are
applying;
(r) represent, warrant and undertake that (i) you understand that the Hong Kong Offer
Shares have not been and will not be registered under the U.S. Securities Act; and
(ii) you and any person for whose benefit you are applying for the Hong Kong Offer
Shares are outside the United States (as defined in Regulation S) or are a person
described in paragraph (h)(3) of Rule 902 of Regulation S;
(s) undertake and confirm that you or the person(s) for whose benefit you have made
the application have not applied for or taken up, or indicated an interest for, and will
not apply for or take up, or indicate an interest for, any International Offer Shares
nor have participated in the International Offering;
(t) confirm that you are aware of the restrictions on the Global Offering set out in this
Prospectus;
(u) (if you are making the application for your own benefit) warrant that no other
application has been or will be made for your benefit by giving electronic
application instructions to HKSCC directly or through the HK eIPO White Form
service or by any one as your agent or by any other person;
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 527 ---
(v) (if you are making the application as an agent for the benefit of another person)
warrant that: (i) no other application has been or will be made by you as agent for
or for the benefit of that person or by that person or by any other person as agent
for that person by giving application instructions to HKSCC and the HK eIPO
White Form Service Provider; and (ii) you have due authority to give electronic
application instructions on behalf of that other person as its agent; and
(w) if the laws of any place outside Hong Kong apply to your application, agree and
warrant that you have complied with all these laws and none of us nor any Relevant
Person will breach any of these laws as a result of the acceptance of your offer to
purchase, or any action arising from your rights and obligations under the terms and
conditions contained in this Prospectus.
PUBLICATION OF RESULTS
Results of Allocation
Y ou can check whether you are successfully allocated any Hong Kong Offer Shares
through:
Platform Date/Time
Applying through the HK eIPO White Form service or HKSCC EIPO channel :
Website /H1118/H1118From the “Allotment Results” page at
www.hkeipo.hk/IPOResult (or
www.tricor.com.hk/ipo/result ) with a
“search by ID” function
24 hours, from 11:00 p.m.,
Monday, October 27, 2025
to 12:00 midnight, Sunday,
November 2, 2025 (Hong
Kong time)
The full list of (i) wholly or partially
successful applicants using the HK
eIPO White Form service and HKSCC
EIPO channel, and (ii) the number of
Hong Kong Offer Shares conditionally
allotted to them, among other things,
will be displayed at
www.hkeipo.hk/IPOResult or
www.tricor.com.hk/ipo/result .
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 528 ---
Platform Date/Time
The Hong Kong Stock Exchange’s website
at www.hkexnews.hk and our website
at https://www.sany.com.cn which will
provide links to the above-mentioned
web sites of the H Share Registrar.
No later than 11:00 p.m. on
Monday, October 27, 2025
(Hong Kong time).
Telephone /H1118+852 3691 8488 — the allocation results
telephone enquiry line provided by the
H Share Registrar
Between 9:00 a.m. and 6:00
p.m., from Tuesday,
October 28, 2025 to
Monday, November 3,
2025 (Hong Kong time) on
a business day
For those applying through HKSCC EIPO channel, you may also check with your
broker or custodian from 6:00 p.m., Friday, October 24, 2025 (Hong Kong time)
HKSCC Participants can log into FINI and review the allotment result from 6:00 p.m.,
Friday, October 24, 2025 (Hong Kong time) on a 24-hour basis and should report any
discrepancies on allotments to HKSCC as soon as practicable.
Allocation Announcement
We expect to announce the results of the final Offer Price, the level of indications of
interest in the International Offering, the level of applications in the Hong Kong Public
Offering and the basis of allocations of Hong Kong Offer Shares on the Hong Kong Stock
Exchange’s website at www.hkexnews.hk and our website at https://www.sany.com.cn by no
later than 11:00 p.m. on Monday, October 27, 2025 (Hong Kong time).
CIRCUMSTANCES IN WHICH YOU WILL NOT BE ALLOCATED HONG KONG
OFFER SHARES
Y ou should note the following situations in which no Hong Kong Offer Shares will be
allocated to you or the person(s) for whose benefit you are applying for:
1. If your application is revoked:
Y our application or the application made by HKSCC Nominees on your behalf may be
revoked pursuant to Section 44A(6) of the Companies (Winding Up and Miscellaneous
Provisions) Ordinance.
HOW TO APPLY FOR HONG KONG OFFER SHARES
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--- page 529 ---
2. If we or our agents exercise discretion to reject your application:
We, the Overall Coordinators, the H Share Registrar and our/their respective agents and
nominees have full discretion to reject or accept any application, or to accept only part of any
application, without giving any reasons.
3. If the allocation of Hong Kong Offer Shares is void:
The allocation of Hong Kong Offer Shares will be void if the Hong Kong Stock Exchange
does not grant permission to list our H Shares either:
 within three weeks from the closing date of the application lists; or
 within a longer period of up to six weeks if the Hong Kong Stock Exchange notifies
us of that longer period within three weeks of the closing date of the application
lists.
4. If:
 you make multiple applications or suspected multiple applications. Y ou may refer to
the paragraph headed “— Applications for the Hong Kong Offer Shares —
5. Multiple Applications Prohibited” in this section on what constitutes multiple
applications;
 your application instruction is incomplete;
 your payment (or confirmation of funds, as the case may be) is not made correctly;
 the Underwriting Agreements do not become unconditional or are terminated; or
 we or the Overall Coordinators believe that by accepting your application, we or
they would violate applicable securities or other laws, rules or regulations.
5. If there is money settlement failure for allotted H Shares:
Based on the arrangements between HKSCC Participants and HKSCC, HKSCC
Participants will be required to hold sufficient application funds on deposit with their
designated bank before balloting. After balloting of Hong Kong Offer Shares, the Receiving
Bank will collect the portion of these funds required to settle each HKSCC Participant’s actual
Hong Kong Offer Share allotment from their designated bank.
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 519 –


--- page 530 ---
There is a risk of money settlement failure. In the extreme event of money settlement
failure by a HKSCC Participant (or its designated bank), who is acting on your behalf in
settling payment for your allotted shares, HKSCC will contact the defaulting HKSCC
Participant and its designated bank to determine the cause of failure and request such
defaulting HKSCC Participant to rectify or procure to rectify the failure.
However, if it is determined that such settlement obligation cannot be met, the affected
Hong Kong Offer Shares will be reallocated to the International Offering. Hong Kong Offer
Shares applied for by you through the broker or custodian may be affected to the extent of the
settlement failure. In the extreme case, you will not be allocated any Hong Kong Offer Shares
due to the money settlement failure by such HKSCC Participant. None of us, the Relevant
Persons, the H Share Registrar and HKSCC is or will be liable if Hong Kong Offer Shares are
not allocated to you due to the money settlement failure.
DESPATCH/COLLECTION OF H SHARE CERTIFICATES AND REFUND OF
APPLICATION MONIES
Y ou will receive one H Share certificate for all Hong Kong Offer Shares allocated to you
under the Hong Kong Public Offering (except pursuant to applications made through the
HKSCC EIPO channel where the H Share certificate will be deposited into CCASS as
described below).
We will not issue: (i) temporary document of title in respect of our H Shares; or (ii)
receipt for sums paid on application.
H Share certificates will only become valid evidence of title at 8:00 a.m. on Tuesday,
October 28, 2025 (Hong Kong time), provided that the Global Offering has become
unconditional and the right of termination described in the section headed “Underwriting” has
not been exercised. Investors who trade H Shares prior to the receipt of H Share certificates
or the H Share certificates becoming valid evidence of title do so entirely at their own risk.
The right is reserved to retain any H Share certificate(s) and (if applicable) any surplus
application monies pending clearance of application monies.
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 520 –


--- page 531 ---
The following sets out the relevant procedures and time:
HK eIPO White Form service HKSCC EIPO channel
Despatch/collection of H Share certificate
For application of
1,000,000 Hong
Kong Offer
Shares or more /H1118
Collection in person from our H Share
Registrar at Tricor Investor Services
Limited, at 17/F, Far East Finance Centre,
16 Harcourt Road, Hong Kong.
Time: from 9:00 a.m. to 1:00 p.m. on
Tuesday, October 28, 2025 (Hong Kong
time)
If you are an individual, you must not
authorize any other person to collect for
you. If you are a corporate applicant, your
authorized representative must bear a letter
of authorization from your corporation
stamped with your corporation’s chop.
Both individuals and authorized
representatives must produce, at the time
of collection, evidence of identity
acceptable to the H Share Registrar.
Note: If you do not collect your Share
certificate(s) personally within the time
above, it/they will be sent to the address
specified in your application instructions
by ordinary post at your own risk.
H Share certificate(s) will be
issued in the name of
HKSCC Nominees,
deposited into CCASS and
credited to your designated
HKSCC Participant’s stock
account.
No action by you is required.
For application of
less than
1,000,000 Hong
Kong Offer
Shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118
Y our H Share certificate(s) will be sent to
the address specified in your application
instructions by ordinary post at your own
risk.
Date: Monday, October 27, 2025
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 521 –


--- page 532 ---
HK eIPO White Form service HKSCC EIPO channel
Refund mechanism for surplus application monies paid by you
Date /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Tuesday, October 28, 2025 Subject to the arrangement
between you and your
broker or custodian
Responsible party /H1118H Share Registrar Y our broker or custodian
Application
monies paid
through single
bank account /H1118/H1118
Any refund will be despatched to the bank
account in the form of HK eIPO White
Form e-Auto Refund payment instructions
Y our broker or custodian
will arrange refund to your
designated bank account
subject to the arrangement
between you and it.
Application
monies paid
through
multiple bank
accounts /H1118/H1118/H1118/H1118/H1118/H1118
Refund cheque(s) will be dispatched to the
address as specified in your application
instructions by ordinary post at your own
risk
Except in the event of any Severe Weather Signals (as defined below) in force in Hong
Kong in the morning on Monday, October 27, 2025 rendering it impossible for the relevant H
Share certificates to be dispatched to HKSCC in a timely manner, the Company shall procure
the H Share Registrar to arrange for delivery of the supporting documents and H Share
certificates in accordance with the contingency arrangements as agreed between them. Y ou may
refer to “— Severe Weather Arrangements” in this section.
SEVERE WEATHER ARRANGEMENTS
The Opening and Closing of the Application Lists
The application lists will not open or close on Thursday, October 23, 2025 if, there is
(are):
 a tropical cyclone warning signal number 8 or above;
 a “black” rainstorm warning; and/or
 Extreme Conditions
(collectively, “ Severe Weather Signals ”)
in force in Hong Kong at any time between 9:00 a.m. and 12:00 noon on Thursday, October
23, 2025.
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 522 –


--- page 533 ---
Instead they will open between 11:45 a.m. and 12:00 noon and/or close at 12:00 noon on
the next business day which does not have any of those warnings in Hong Kong in force at any
time between 9:00 a.m. and 12:00 noon.
Prospective investors should be aware that a postponement of the opening/closing of the
application lists may result in a delay in the Listing Date. Should there be any changes to the
dates mentioned in the section headed “Expected Timetable” in this Prospectus, an
announcement will be made and published on the Hong Kong Stock Exchange’s website at
www.hkexnews.hk and our website at https://www.sany.com.cn of the revised timetable.
If a Severe Weather Signal is hoisted on Monday, October 27, 2025, the H Share Registrar
will make appropriate arrangements for the delivery of the H Share certificates to the CCASS
Depository’s service counter so that they would be available for trading on Tuesday, October
28, 2025.
If a Severe Weather Signal is hoisted on Monday, October 27, 2025, for application of less
than 1,000,000 Hong Kong Offer Shares, the despatch of physical H Share certificate(s) will
be made by ordinary post when the post office re-opens after the Severe Weather Signal is
lowered or canceled (e.g. in the afternoon of Monday, October 27, 2025 or on Tuesday, October
28, 2025).
If a Severe Weather Signal is hoisted on Tuesday, October 28, 2025, for application of
1,000,000 Hong Kong Offer Shares or more, physical H Share certificate(s) will be available
for collection in person at the H Share Registrar’s office after the Severe Weather Signal is
lowered or canceled (e.g. in the afternoon of Tuesday, October 28, 2025 or on Thursday,
October 30, 2025).
Prospective investors should be aware that if they choose to receive physical H Share
certificates issued in their own name, there may be a delay in receiving the H Share
certificates.
ADMISSION OF OUR H SHARES INTO CCASS
If the Hong Kong Stock Exchange grants the listing of, and permission to deal in, our H
Shares and we comply with the stock admission requirements of HKSCC, our H Shares will be
accepted as eligible securities by HKSCC for deposit, clearance and settlement in CCASS with
effect from the Listing Date or any other date HKSCC chooses. Settlement of transactions
between Exchange Participants is required to take place in CCASS on the second settlement
day after any trading day.
All activities under CCASS are subject to the General Rules of HKSCC and HKSCC
Operational Procedures in effect from time to time.
All necessary arrangements have been made enabling the H Shares to be admitted into
CCASS.
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 523 –


--- page 534 ---
Y ou should seek the advice of your broker or other professional advisor for details of the
settlement arrangement as such arrangements may affect your rights and interests.
PERSONAL DATA
The following Personal Information Collection Statement applies to any personal data
collected and held by us, the Relevant Persons, the H Share Registrar and the receiving bank(s)
about you in the same way as it applies to personal data about applicants other than HKSCC
Nominees. This personal data may include client identifier(s) and your identification
information. By giving application instructions to HKSCC, you acknowledge that you have
read, understood and agree to all of the terms of the Personal Information Collection Statement
below.
Personal Information Collection Statement
This Personal Information Collection Statement informs applicant for, and holder of,
Hong Kong Offer Shares, of the policies and practices of ours and the H Share Registrar in
relation to personal data and the Personal Data (Privacy) Ordinance (Chapter 486 of the Laws
of Hong Kong).
Reasons for the collection of your personal data
It is necessary for applicants and registered holders of Hong Kong Offer Shares to ensure
that personal data supplied to us or our agents and the H Share Registrar is accurate and
up-to-date when applying for Hong Kong Offer Shares or transferring Hong Kong Offer Shares
into or out of their names or in procuring the services of the H Share Registrar.
Failure to supply the requested data or supplying inaccurate data may result in your
application for the Hong Kong Offer Shares being rejected, or in the delay or the inability of
us or the H Share Registrar to effect transfers or otherwise render their services. It may also
prevent or delay registration or transfers of Hong Kong Offer Shares which you have
successfully applied for and/or the despatch of H Share certificate(s) to which you are entitled.
It is important that applicants for and holders of Hong Kong Offer Shares inform us and
the H Share Registrar immediately of any inaccuracies in the personal data supplied.
Purposes
Y our personal data may be used, held, processed, and/or stored (by whatever means) for
the following purposes:
 processing your application and refund cheque and HK eIPO White Form e-Auto
Refund payment instruction(s), where applicable, verification of compliance with
the terms and application procedures set out in this Prospectus and announcing
results of allocation of Hong Kong Offer Shares;
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 524 –


--- page 535 ---
 compliance with applicable laws and regulations in Hong Kong and elsewhere;
 registering new issues or transfers into or out of the names of the holders of our
H Shares including, where applicable, HKSCC Nominees;
 maintaining or updating our register of members;
 verifying identities of applicants for and holders of our H Shares and identifying any
duplicate applications for our H Shares;
 facilitating Hong Kong Offer Shares balloting;
 establishing benefit entitlements of holders of our H Shares, such as dividends,
rights issues, bonus issues, etc.;
 distributing communications from us and our subsidiaries;
 compiling statistical information and profiles of the holder of our H Shares;
 disclosing relevant information to facilitate claims on entitlements; and
 any other incidental or associated purposes relating to the above and/or to enable us
and the H Share Registrar to discharge our or their obligations to applicants and
holders of our H Shares and/or regulators and/or any other purposes to which the
applicants and holders of the H Shares may from time to time agree.
Transfer of personal data
Personal data held by us and the H Share Registrar relating to the applicants for and
holders of Hong Kong Offer Shares will be kept confidential, but we and the H Share Registrar
may, to the extent necessary for achieving any of the above purposes, disclose, obtain or
transfer (whether within or outside Hong Kong) the personal data to, from or with any of the
following:
 our appointed agents such as financial advisors, receiving bank(s) and overseas
principal share registrar;
 HKSCC or HKSCC Nominees, who will use the personal data and may transfer the
personal data to the H Share Registrar, in each case for the purposes of providing its
services or facilities or performing its functions in accordance with its rules or
procedures and operating FINI and CCASS (including where applicants for the
Hong Kong Offer Shares request a deposit into CCASS);
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 525 –


--- page 536 ---
 any agents, contractors or third-party service providers who offer administrative,
telecommunications, computer, payment or other services to us or the H Share
Registrar in connection with their respective business operation;
 the Hong Kong Stock Exchange, the SFC and any other statutory regulatory or
governmental bodies or otherwise as required by laws, rules or regulations including
for the purpose of the Hong Kong Stock Exchange’s administration of the Listing
Rules and the SFC’s performance of its statutory functions; and
 any persons or institutions with which the holders of Hong Kong Offer Shares have
or propose to have dealings, such as their bankers, solicitors, accountants or
stockbrokers, etc.
Retention of personal data
We and the H Share Registrar will keep the personal data of the applicants and holders
of Hong Kong Offer Shares for as long as necessary to fulfill the purposes for which the
personal data were collected. Personal data which is no longer required will be destroyed or
dealt with in accordance with the Personal Data (Privacy) Ordinance (Chapter 486 of the Laws
of Hong Kong).
Access to and correction of personal data
Applicants for and holders of Hong Kong Offer Shares have the right to ascertain whether
we or the H Share Registrar hold their personal data, to obtain a copy of that data, and to
correct any data that is inaccurate. We and the H Share Registrar have the right to charge a
reasonable fee for the processing of such requests. All requests for access to data or correction
of data should be addressed to us and the H Share Registrar, at our and their registered address
disclosed in the section headed “Corporate Information” in this Prospectus or as notified from
time to time, for the attention of the secretary, or the H Share Registrar for the attention of the
privacy compliance officer.
HOW TO APPLY FOR HONG KONG OFFER SHARES
– 526 –


--- page 537 ---
The following is the text of a report, prepared for inclusion in this prospectus, received
from the independent reporting accountants of the Company, Ernst & Young, Certified Public
Accountants, Hong Kong.
⭰㰟㛪姯⸒Ṳ⋀㈧
榀㸖毩歁㵳勘䙮怺979噆
⤑⏋✱ᷧ⺎27㧺
Tel 曢婘: +852 2846 9888
Fax ₚ䜆: +852 2868 4432
ey.com
Ernst & Young
27/F, One Taikoo Place
979 King’s Road
Quarry Bay, Hon
g Kong
ACCOUNTANTS’ REPORT ON HISTORICAL FINANCIAL INFORMATION TO THE
DIRECTORS OF SANY HEA VY INDUSTRY CO., LTD. AND CITIC SECURITIES
(HONG KONG) LIMITED
Introduction
We report on the historical financial information of SANY Heavy Industry Co., Ltd. (the
“Company”) and its subsidiaries (together, the “Group”) set out on pages I-4 to I-185, which
comprises the consolidated statements of profit or loss and other comprehensive income,
statements of changes in equity and statements of cash flows of the Group for each of the years
ended 31 December 2022, 2023, 2024 and the four months ended 30 April 2025 (the “Relevant
Periods”), and the consolidated statements of financial position of the Group and the
statements of financial position of the Company as at 31 December 2022, 2023, 2024 and 30
April 2025 and material accounting policy information and other explanatory information
(together, the “Historical Financial Information”). The Historical Financial Information set out
on pages I-4 to I-185 forms an integral part of this report, which has been prepared for
inclusion in the prospectus of the Company dated 20 October 2025 (the “Prospectus”) in
connection with the initial listing of the shares of the Company on the Main Board of The Stock
Exchange of Hong Kong Limited (the “Stock Exchange”).
Directors’ responsibility for the Historical Financial Information
The directors of the Company are responsible for the preparation of the Historical
Financial Information that gives a true and fair view in accordance with the basis of preparation
set out in note 2.1 to the Historical Financial Information, and for such internal control as the
directors determine is necessary to enable the preparation of the Historical Financial
Information that is free from material misstatement, whether due to fraud or error.
APPENDIX I ACCOUNTANTS’ REPORT
– I-1 –


--- page 538 ---
Reporting accountants’ responsibility
Our responsibility is to express an opinion on the Historical Financial Information and to
report our opinion to you. We conducted our work in accordance with Hong Kong Standard on
Investment Circular Reporting Engagements 200 Accountants’ Reports on Historical Financial
Information in Investment Circulars issued by the Hong Kong Institute of Certified Public
Accountants (“HKICPA”). This standard requires that we comply with ethical standards and
plan and perform our work to obtain reasonable assurance about whether the Historical
Financial Information is free from material misstatement.
Our work involved performing procedures to obtain evidence about the amounts and
disclosures in the Historical Financial Information. The procedures selected depend on the
reporting accountants’ judgement, including the assessment of risks of material misstatement
of the Historical Financial Information, whether due to fraud or error. In making those risk
assessments, the reporting accountants consider internal control relevant to the entity’s
preparation of the Historical Financial Information that gives a true and fair view in accordance
with the basis of preparation set out in note 2.1 to the Historical Financial Information, in order
to design procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the entity’s internal control. Our work also
included evaluating the appropriateness of accounting policies used and the reasonableness of
accounting estimates made by the directors, as well as evaluating the overall presentation of
the Historical Financial Information.
We believe that the evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Opinion
In our opinion, the Historical Financial Information gives, for the purposes of the
accountants’ report, a true and fair view of the financial position of the Group and the Company
as at 31 December 2022, 2023, 2024 and 30 April 2025 and of the financial performance and
cash flows of the Group for each of the Relevant Periods in accordance with the basis of
preparation set out in note 2.1 to the Historical Financial Information.
Review of interim comparative financial information
We have reviewed the interim comparative financial information of the Group which
comprises the consolidated statement of profit or loss and other comprehensive income,
statement of changes in equity and statement of cash flows for the four months ended 30 April
2024 and other explanatory information (the “Interim Comparative Financial Information”).
The directors of the Company are responsible for the preparation and presentation of the
Interim Comparative Financial Information in accordance with the basis of presentation and the
basis of preparation set out in note 2.1 to the Historical Financial Information. Our
responsibility is to express a conclusion on the Interim Comparative Financial Information
based on our review. We conducted our review in accordance with Hong Kong Standard on
APPENDIX I ACCOUNTANTS’ REPORT
– I-2 –


--- page 539 ---
Review Engagements 2410 Review of Interim Financial Information Performed by the
Independent Auditor of the Entity issued by the HKICPA. A review consists of making
inquiries, primarily of persons responsible for financial and accounting matters, and applying
analytical and other review procedures. A review is substantially less in scope than an audit
conducted in accordance with Hong Kong Standards on Auditing and consequently does not
enable us to obtain assurance that we would become aware of all significant matters that might
be identified in an audit. Accordingly, we do not express an audit opinion. Based on our review,
nothing has come to our attention that causes us to believe that the Interim Comparative
Financial Information, for the purposes of the accountants’ report, is not prepared, in all
material respects, in accordance with the basis of presentation and the basis of preparation set
out in note 2.1 to the Historical Financial Information.
Report on matters under the Rules Governing the Listing of Securities on the Stock
Exchange and the Companies (Winding Up and Miscellaneous Provisions) Ordinance
Adjustments
In preparing the Historical Financial Information, no adjustments to the Underlying
Financial Statements as defined on page I-4 have been made.
Dividends
We refer to note 11 to the Historical Financial Information which contains information
about the dividends paid by the Company in respect of the Relevant Periods.
Ernst & Y oung
Certified Public Accountants
Hong Kong
20 October 2025
APPENDIX I ACCOUNTANTS’ REPORT
– I-3 –


--- page 540 ---
I HISTORICAL FINANCIAL INFORMATION
Preparation of Historical Financial Information
Set out below is the Historical Financial Information which forms an integral part of this
accountants’ report.
The financial statements of the Group for the Relevant Periods, on which the Historical
Financial Information is based, were audited by Ernst & Y oung in accordance with Hong Kong
Standards on Auditing (“HKSAs”) as issued by the HKICPA (the “Underlying Financial
Statements”).
The Historical Financial Information is presented in Renminbi (“RMB”) and all values
are rounded to the nearest thousand (RMB’000) except when otherwise indicated.
APPENDIX I ACCOUNTANTS’ REPORT
– I-4 –


--- page 541 ---
CONSOLIDATED STATEMENTS OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
Y ear ended 31 December
Four months ended
30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
REVENUE /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 80,838,530 74,018,936 78,383,379 24,844,770 29,426,034
Cost of sales /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(62,542,239) (54,442,726) (57,480,390) (18,187,880) (21,441,914)
Gross profit /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,296,291 19,576,210 20,902,989 6,656,890 7,984,120
Other income and gains, net /H1118/H1118/H1118/H11185 2,845,206 2,137,022 2,322,172 860,444 917,093
Selling and marketing expenses /H1118/H1118 (4,930,139) (5,101,926) (5,464,214) (1,569,120) (1,912,116)
Administrative expenses /H1118/H1118/H1118/H1118/H1118/H1118(3,056,223) (3,117,183) (3,487,700) (1,061,580) (1,037,346)
Research and development costs /H1118/H1118 (6,922,913) (5,864,595) (5,380,621) (1,746,604) (1,421,905)
Impairment losses on financial
instruments and contract assets,
net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(560,199) (1,173,917) (897,319) (264,872) (167,708)
Loss on derecognition of financial
assets at amortised cost /H1118/H1118/H1118/H1118/H1118(21,819) – (363) – –
Other expenses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(188,041) (175,445) (300,422) (37,303) (73,612)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187 (624,875) (1,013,550) (845,080) (337,737) (208,319)
Share of profits and losses of:
Joint ventures /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,726 51,597 45,159 19,342 18,600
Associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,896 (1,659) 13,169 20,971 (50,890)
PROFIT BEFORE TAX /H1118/H1118/H1118/H1118/H1118/H1118/H11186 4,863,910 5,316,554 6,907,770 2,540,431 4,047,917
Income tax expense /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 (431,086) (710,444) (815,232) (283,226) (572,288)
PROFIT FOR THE
YEAR/PERIOD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,432,824 4,606,110 6,092,538 2,257,205 3,475,629
Including: profit/(loss) after tax
from business combination
under common control /H1118/H1118/H1118/H1118/H1118/H111812,984 21,174 (2) (1) –
APPENDIX I ACCOUNTANTS’ REPORT
– I-5 –


--- page 542 ---
Y ear ended 31 December
Four months ended
30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
OTHER COMPREHENSIVE
(LOSS)/INCOME
Other comprehensive
(loss)/income that will not be
reclassified to profit or loss in
subsequent periods:
Remeasurement of a defined
benefit plan, net of tax /H1118/H1118/H1118/H1118(12,918) 2,089 (1,110) (1,109) 1,294
Share of other comprehensive
income/(loss) under equity
method, net of tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118(64,123) 25,204 (39,999) (77,451) 67,013
Changes in fair value of equity
investments at fair value
through other comprehensive
income, net of tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118(34,363) (225,355) (1,824) 44,194 –
Net other comprehensive loss that
will not be reclassified to profit
or loss in subsequent periods /H1118/H1118 (111,404) (198,062) (42,933) (34,366) 68,307
Other comprehensive
(loss)/income that may be
reclassified to profit or loss in
subsequent periods:
Share of other comprehensive
income/(loss) under equity
method /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(10,059) 10,015 36,288 4,907 (14,026)
Changes in fair value of bills
receivables at fair value
through other comprehensive
income, net of tax /H1118/H1118/H1118/H1118/H1118/H1118/H11188,927 164 (4,102) 1,934 3,773
Exchange differences on
translation of foreign
operations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118364,947 171,137 (183,403) (109,407) 403,592
Net other comprehensive
income/(loss) that may be
reclassified to profit or loss in
subsequent periods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118363,815 181,316 (151,217) (102,566) 393,339
OTHER COMPREHENSIVE
INCOME/(LOSS) FOR THE
YEAR/PERIOD, NET OF TAX /H1118 252,411 (16,746) (194,150) (145,674) 462,353
TOTAL COMPREHENSIVE
INCOME FOR THE
YEAR/PERIOD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,685,235 4,589,364 5,898,388 2,111,531 3,937,982
APPENDIX I ACCOUNTANTS’ REPORT
– I-6 –


--- page 543 ---
Y ear ended 31 December
Four months ended
30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Profit attributable to:
Owners of the parent /H1118/H1118/H1118/H1118/H1118/H1118/H11184,301,041 4,527,451 5,975,451 2,205,686 3,430,189
Non-controlling interests /H1118/H1118/H1118/H1118/H1118131,783 78,659 117,087 51,519 45,440
4,432,824 4,606,110 6,092,538 2,257,205 3,475,629
Total comprehensive income
attributable to:
Owners of the parent /H1118/H1118/H1118/H1118/H1118/H1118/H11184,553,361 4,487,666 5,799,899 2,068,754 3,891,835
Non-controlling interests /H1118/H1118/H1118/H1118/H1118131,874 101,698 98,489 42,777 46,147
4,685,235 4,589,364 5,898,388 2,111,531 3,937,982
EARNING PER SHARE
A TTRIBUTABLE TO
ORDINARY EQUITY
HOLDERS OF THE PARENT /H1118/H111812
Basic (RMB) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11180.5088 0.5347 0.7061 0.2606 0.4109
Diluted (RMB) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11180.5088 0.5347 0.7058 0.2606 0.4106
APPENDIX I ACCOUNTANTS’ REPORT
– I-7 –


--- page 544 ---
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
As at 31 December
As at
30 April
Notes 2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
NON-CURRENT ASSETS
Property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 23,843,537 25,004,158 23,686,341 23,195,203
Investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 152,323 139,416 218,063 237,528
Right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 2,873,324 3,353,218 3,271,596 3,555,327
Goodwill /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816 47,501 49,661 48,010 51,472
Other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 2,487,030 2,547,369 2,310,253 2,369,633
Investments in joint ventures /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818 206,016 258,131 302,024 320,762
Investments in associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 2,033,035 2,142,781 2,122,494 2,143,869
Financial assets at fair value through
other comprehensive income /H1118/H1118/H1118/H1118/H1118/H1118/H111820 1,332,642 970,897 608,455 608,455
Financial assets at fair value through
profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 340,288 310,913 285,051 277,337
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822 5,107,261 3,038,115 1,285,536 964,080
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 4,445,647 2,850,246 2,913,625 3,485,458
Receivables under finance lease /H1118/H1118/H1118/H1118/H1118/H1118/H111824 7,423,445 9,685,274 9,897,782 9,646,498
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825 75,159 59,322 52,511 56,774
Deferred tax assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 2,499,338 3,070,315 3,576,592 3,623,704
Other non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827 289,620 89,197 61,424 64,608
Total non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111853,156,166 53,569,013 50,639,757 50,600,708
CURRENT ASSETS
Inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828 19,738,362 19,767,762 19,947,981 20,507,477
Trade and bills receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 27,395,762 26,573,655 28,343,222 30,499,169
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825 58,548 67,102 99,206 110,753
Prepayments, other receivables and
other assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829 10,839,670 11,213,796 11,839,513 11,137,448
Financial assets at fair value through
other comprehensive income /H1118/H1118/H1118/H1118/H1118/H1118/H111820 294,478 365,819 456,501 470,046
Financial assets at fair value through
profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 14,816,602 10,848,936 11,062,402 11,567,532
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H111830 374,301 334,063 375,720 225,481
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822 6,049,659 3,741,246 2,016,412 1,609,622
Receivables under finance lease /H1118/H1118/H1118/H1118/H1118/H1118/H111824 4,659,811 6,346,853 6,531,876 6,675,166
Restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831 962,954 704,117 689,488 649,235
Time deposits with original maturity of
more than three months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831 7,880,313 9,529,137 8,566,529 12,005,332
Cash and cash equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831 12,695,771 8,141,859 11,576,469 7,839,768
Total current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118105,766,231 97,634,345 101,505,319 103,297,029
APPENDIX I ACCOUNTANTS’ REPORT
– I-8 –


--- page 545 ---
As at 31 December
As at
30 April
Notes 2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
CURRENT LIABILITIES
Trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832 28,906,687 22,692,726 28,654,359 32,183,153
Other payables and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833 16,988,748 15,497,290 14,570,090 13,559,992
Contract liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834 1,896,711 2,177,672 2,520,831 2,564,473
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H111830 241,152 237,420 106,762 394,220
Placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111835 6,523,735 5,435,397 3,507,970 3,526,266
Interest-bearing bank and other
borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836 12,348,070 7,470,111 13,354,749 8,643,326
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 153,718 253,103 215,933 279,618
Income tax payable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118665,080 663,295 738,534 868,729
Total current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111867,723,901 54,427,014 63,669,228 62,019,777
NET CURRENT ASSETS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,042,330 43,207,331 37,836,091 41,277,252
TOTAL ASSETS LESS CURRENT
LIABILITIES /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111891,198,496 96,776,344 88,475,848 91,877,960
NON-CURRENT LIABILITIES
Interest-bearing bank and other
borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836 21,624,937 23,555,728 11,556,182 11,516,577
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 308,068 550,576 541,634 792,099
Deferred income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837 2,130,628 2,387,473 2,347,376 2,396,381
Deferred tax liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 734,738 825,349 792,251 845,255
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838 317,359 295,185 236,806 225,773
Total non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825,115,730 27,614,311 15,474,249 15,776,085
Net assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111866,082,766 69,162,033 73,001,599 76,101,875
EQUITY
Equity attributable to owners of the
parent
Share capital /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111839 8,493,286 8,485,740 8,474,978 8,474,978
Treasury shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(301,174) (215,654) (142,628) (1,099,764)
Reserves /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111840 56,847,607 59,758,931 63,620,894 67,639,677
65,039,719 68,029,017 71,953,244 75,014,891
Non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,043,047 1,133,016 1,048,355 1,086,984
Total equity /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111866,082,766 69,162,033 73,001,599 76,101,875
APPENDIX I ACCOUNTANTS’ REPORT
– I-9 –


--- page 546 ---
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Y ear ended 31 December 2022
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 39) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40)
At 1 January 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,492,588 (619,679) 5,207,110 464,921 (2,585,661) – 3,659,111 59,244 309,091 48,750,001 63,736,726 1,404,224 65,140,950
Profit for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– 4,301,041 4,301,041 131,783 4,432,824
Other comprehensive income for
the year: /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (25,391) 364,70 7––– (86,996) – 252,320 91 252,411
Total comprehensive income for
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (25,391) 364,70 7––– (86,996) 4,301,041 4,553,361 131,874 4,685,235
Exercise of the share option /H1118/H1118/H1118/H1118/H1118/H1118/H1118698 – 3,84 7––––––– 4,545 – 4,545
Repurchase obligation of ordinary shares
under share incentive scheme /H1118/H1118/H1118/H1118/H1118– (216,250) –––––––– (216,250) – (216,250)
Granted of treasury shares under share
incentive scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 534,755 147,44 8––––––– 682,203 – 682,203
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– (3,800,033) (3,800,033) – (3,800,033)
Dividends declared by subsidiaries to
non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– (445,727) (445,727)
Capital injection from
non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– 3,250 3,250
Acquisition of non-controlling interests /H1118 – – 1,00 2––––––– 1,002 (50,538) (49,536)
Business combination under common
control /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (1,176) ––––––– (1,176) (208) (1,384)
Transfer of fair value reserve upon the
disposal of financial assets at FVOCI /H1118 – – – (6,036) ––––– 6,03 6–––
Recognition of share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 58,94 5––––––– 58,945 172 59,117
Cancellation of share incentive scheme /H1118 – – 20,39 6––––––– 20,396 – 20,396
Transfer from retained profits /H1118/H1118/H1118/H1118/H1118/H1118– – –––– 105,859 – – (105,859) – – –
Safety production fund provided /H1118/H1118/H1118/H1118/H1118– – – – – 80,94 0–––– 80,940 – 80,940
Safety production fund used /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – – – (80,940) –––– (80,940) – (80,940)
At 31 December 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,493,286 (301,174) 5,437,572* 433,494* (2,220,954)* –* 3,764,970* 59,244* 222,095* 49,151,186* 65,039,719 1,043,047 66,082,766
APPENDIX I ACCOUNTANTS’ REPORT
– I-10 –


--- page 547 ---
Y ear ended 31 December 2023
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 39) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40)
At 1 January 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,493,286 (301,174) 5,437,572 433,494 (2,220,954) – 3,764,970 59,244 222,095 49,151,186 65,039,719 1,043,047 66,082,766
Profit for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– 4,527,451 4,527,451 78,659 4,606,110
Other comprehensive income for
the year: /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (225,258) 148,18 6––– 37,287 – (39,785) 23,039 (16,746)
Total comprehensive income for
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (225,258) 148,18 6––– 37,287 4,527,451 4,487,666 101,698 4,589,364
Repurchase of ordinary shares /H1118/H1118/H1118/H1118/H1118/H1118– (612,790) –––––––– (612,790) – (612,790)
Cancellation of treasury shares /H1118/H1118/H1118/H1118/H1118(7,546) 93,249 (85,703) ––––––––––
Repurchase obligation of ordinary shares
under share incentive scheme /H1118/H1118/H1118/H1118/H1118– 1,722 –––––––– 1,722 – 1,722
Granted of treasury shares under share
incentive scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 603,339 (21,840) ––––––– 581,499 – 581,499
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– (1,350,137) (1,350,137) – (1,350,137)
Dividends declared by subsidiaries
before respective acquisitions under
common control /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– (38,674) (38,674) – (38,674)
Dividends declared by subsidiaries to
non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– (1,696) (1,696)
Capital injection from
non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– 2,712 2,712
Acquisition of non-controlling interests /H1118 – – (45,032) ––––––– (45,032) (38,804) (83,836)
Disposal of non-controlling interests /H1118/H1118/H1118– – (1,187) ––––––– (1,187) 25,976 24,789
Business combination under common
control /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (78,887) ––––––– (78,887) – (78,887)
Transfer of fair value reserve upon the
disposal of financial assets at FVOCI /H1118 – – – 21,82 5––––– (21,825) – – –
Recognition of share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 21,66 3––––––– 21,663 83 21,746
Cancellation of share incentive scheme /H1118 – – 23,45 5––––––– 23,455 – 23,455
Transfer from retained profits /H1118/H1118/H1118/H1118/H1118/H1118– – –––– 198,454 – – (198,454) – – –
Safety production fund provided /H1118/H1118/H1118/H1118/H1118– – – – – 69,48 8–––– 69,488 – 69,488
Safety production fund used /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – – – (69,488) –––– (69,488) – (69,488)
At 31 December 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,485,740 (215,654) 5,250,041* 230,061* (2,072,768)* –* 3,963,424* 59,244* 259,382* 52,069,547* 68,029,017 1,133,016 69,162,033
APPENDIX I ACCOUNTANTS’ REPORT
– I-11 –


--- page 548 ---
Y ear ended 31 December 2024
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 39) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40)
At 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,485,740 (215,654) 5,250,041 230,061 (2,072,768) – 3,963,424 59,244 259,382 52,069,547 68,029,017 1,133,016 69,162,033
Profit for the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– 5,975,451 5,975,451 117,087 6,092,538
Other comprehensive income for
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (5,445) (165,297) – – – (4,810) – (175,552) (18,598) (194,150)
Total comprehensive income for
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (5,445) (165,297) – – – (4,810) 5,975,451 5,799,899 98,489 5,898,388
Repurchase of ordinary shares /H1118/H1118/H1118/H1118/H1118/H1118– (657,184) –––––––– (657,184) – (657,184)
Cancellation of treasury shares /H1118/H1118/H1118/H1118/H1118(10,762) 103,963 (93,201) ––––––––––
Repurchase obligation of ordinary shares
under share incentive scheme /H1118/H1118/H1118/H1118/H1118– 2,199 –––––––– 2,199 – 2,199
Granted of treasury shares under share
incentive scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 624,048 (70,155) ––––––– 553,893 – 553,893
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– (1,859,656) (1,859,656) – (1,859,656)
Dividends declared by subsidiaries to
non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– (204,720) (204,720)
Capital injection from non-controlling
interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– 2,100 2,100
Disposal of non-controlling interests /H1118/H1118/H1118– – (2,036) ––––––– (2,036) 19,131 17,095
Transfer of fair value reserve upon the
disposal of financial assets at FVOCI /H1118 – – – (233,656) ––––– 233,65 6–––
Recognition of share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 69,80 7––––––– 69,807 339 70,146
Cancellation of share incentive scheme /H1118 – – 17,30 5––––––– 17,305 – 17,305
Transfer from retained profits /H1118/H1118/H1118/H1118/H1118/H1118– – –––– 444,890 – – (444,890) – – –
Safety production fund provided /H1118/H1118/H1118/H1118/H1118– – – – – 57,57 1–––– 57,571 – 57,571
Safety production fund used /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – – – (57,571) –––– (57,571) – (57,571)
At 31 December 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 (142,628) 5,171,761* (9,040)* (2,238,065)* –* 4,408,314* 59,244* 254,572* 55,974,108* 71,953,244 1,048,355 73,001,599
APPENDIX I ACCOUNTANTS’ REPORT
– I-12 –


--- page 549 ---
Four months ended 30 April 2024 (unaudited)
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 39) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40)
At 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,485,740 (215,654) 5,250,041 230,061 (2,072,768) – 3,963,424 59,244 259,382 52,069,547 68,029,017 1,133,016 69,162,033
Profit for the period (unaudited) /H1118/H1118/H1118/H1118/H1118– – ––––––– 2,205,686 2,205,686 51,519 2,257,205
Other comprehensive income for the
period (unaudited) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 46,125 (109,403) – – – (73,654) – (136,932) (8,742) (145,674)
Total comprehensive income for the
period (unaudited) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 46,125 (109,403) – – – (73,654) 2,205,686 2,068,754 42,777 2,111,531
Dividends declared by subsidiaries to
non-controlling interests (unaudited) /H1118 – – ––––––––– (12,696) (12,696)
Recognition of share-based payment
expenses (unaudited) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 14,18 2––––––– 14,182 31 14,213
Cancellation of share incentive scheme
(unaudited) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 17,30 5––––––– 17,305 – 17,305
Safety production fund provided
(unaudited) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – – – 19,19 0–––– 19,190 – 19,190
Safety production fund used (unaudited) /H1118 – – – – – (19,190) –––– (19,190) – (19,190)
At 30 April 2024 (unaudited) /H1118/H1118/H1118/H1118/H1118/H11188,485,740 (215,654) 5,281,528 276,186 (2,182,171) – 3,963,424 59,244 185,728 54,275,233 70,129,258 1,163,128 71,292,386
APPENDIX I ACCOUNTANTS’ REPORT
– I-13 –


--- page 550 ---
Four months ended 30 April 2025
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 39) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40) (note 40)
At 1 January 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 (142,628) 5,171,761* (9,040)* (2,238,065)* –* 4,408,314* 59,244* 254,572* 55,974,108* 71,953,244 1,048,355 73,001,599
Profit for the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– 3,430,189 3,430,189 45,440 3,475,629
Other comprehensive income for the
period: /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 274,589 403,59 4––– (216,537) – 461,646 707 462,353
Total comprehensive income for the
period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 274,589 403,59 4––– (216,537) 3,430,189 3,891,835 46,147 3,937,982
Repurchase of ordinary shares /H1118/H1118/H1118/H1118/H1118/H1118– (1,055,419) –––––––– (1,055,419) – (1,055,419)
Repurchase obligation of ordinary shares
under share incentive scheme /H1118/H1118/H1118/H1118/H1118– 98,283 –––––––– 98,283 – 98,283
Dividends declared by subsidiaries to
non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– (2,410) (2,410)
Acquisition of non-controlling interests /H1118 – – 3,37 0––––––– 3,370 – 3,370
Disposal of non-controlling interests /H1118/H1118/H1118– – ––––––––– (5,164) (5,164)
Recognition of share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 19,95 0––––––– 19,950 56 20,006
Cancellation of share incentive scheme /H1118 – – 103,62 8––––––– 103,628 – 103,628
Safety production fund provided /H1118/H1118/H1118/H1118/H1118– – – – – 19,36 6–––– 19,366 – 19,366
Safety production fund used /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – – – (19,366) –––– (19,366) – (19,366)
At 30 April 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 (1,099,764) 5,298,709* 265,549* (1,834,471)* –* 4,408,314* 59,244* 38,035* 59,404,297* 75,014,891 1,086,984 76,101,875
* These reserve accounts comprise the consolidated reserves of RMB56,847,607,000, RMB59,758,931,000, RMB63,620,894,000 and RMB67,639,677,000 in the consolidated
statements of financial position as at 31 December 2022, 2023 and 2024 and 30 April 2025, respectively.
APPENDIX I ACCOUNTANTS’ REPORT
– I-14 –


--- page 551 ---
CONSOLIDATED STATEMENTS OF CASH FLOWS
Y ear ended 31 December
Four months ended
30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
CASH FLOWS FROM
OPERA TING ACTIVITIES
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,863,910 5,316,554 6,907,770 2,540,431 4,047,917
Adjustments for:
Interest expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,116,544 1,588,767 1,285,421 510,142 315,296
Share of profits and losses of
joint ventures and associates /H1118 (26,622) (49,938) (58,328) (40,313) 32,289
Interest income and financial
service income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,507,778) (1,777,531) (1,619,807) (596,716) (509,075)
(Gains)/losses on disposal of
items of property, plant and
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(11,964) 38,394 155,484 3,046 (4,046)
(Gains)/losses on disposal of
other intangible assets and
leasehold land included in
right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118(24,644) 744 (93,452) 122 (177)
(Losses)/gains on disposal of
investments in joint ventures
and associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,285) 6,69 7–––
Fair value losses/(gains), net:
Financial assets at fair value
through profit or loss /H1118/H1118/H1118/H1118384,513 (34,478) 56,631 (29,616) 65,445
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(134,250) 13,329 (166,189) (233,875) 438,178
Gains on disposal of
subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(29,046) (11,772) (96,997) – –
Net realised and unrealised
(gains)/losses on financial
assets at fair value through
profit or loss (“FVPL”) and
amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(677,868) 270,294 (464,730) (52,005) (295,837)
Dividend income from financial
assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(36,769) (38,199) (23,316) (4,265) (2,649)
Depreciation of property, plant
and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 2,087,044 2,500,201 2,822,995 974,105 910,305
Amortisation of other intangible
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 260,109 327,412 359,559 132,224 125,784
Depreciation of right-of-use
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 222,934 309,971 397,585 71,757 132,861
Depreciation of investment
properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 12,400 12,737 11,990 4,117 6,145
Impairment of property, plant
and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 5,211 – 1,254 – –
Impairment of other intangible
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 29 – 1,449 – –
Impairment of investment
properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 – – 40,727 – –
Equity-settled share-based
payment expense /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111859,117 21,746 70,146 14,213 20,006
6,561,585 8,494,928 9,588,192 3,293,367 5,282,442
APPENDIX I ACCOUNTANTS’ REPORT
– I-15 –


--- page 552 ---
Y ear ended 31 December
Four months ended
30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Increase in inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,277,124) (45,996) (259,744) (914,306) (559,496)
(Increase)/decrease in trade and
bills receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,517,824) 2,325,594 (2,003,952) (1,904,090) (2,735,903)
(Increase)/decrease in receivables
under finance lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,795,967) (3,948,871) (397,531) 1,769,500 107,993
Decrease/(increase) in contract
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,191 7,283 (25,293) (11,971) (15,810)
(Increase)/decrease in
prepayments, other receivables
and other assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,118,951) 933,826 (364,282) (118,813) 827,777
Increase/(decrease) in trade and
bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,243,591 (4,870,325) 6,664,903 3,220,130 3,021,513
Increase/(decrease) in other
payables and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H11182,689,783 (968,476) (410,013) (1,003,700) (681,703)
Increase in contract liabilities /H1118/H1118/H1118 131,173 293,195 346,960 127,468 43,643
Decrease in loans and advances /H1118/H1118 534,737 4,367,204 3,473,810 555,700 750,798
Increase in other non-current
liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(79,255) (41,443) (45,475) (17,658) (9,263)
Increase/(decrease) in deferred
income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118758,935 256,845 (40,097) 22,213 49,004
Decrease in restricted deposits /H1118/H1118/H1118 74,339 15,950 75,700 131,500 42,500
Increase/(decrease) in placements
from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,951,597 (1,090,400) (1,931,200) 957,799 46,216
Cash generated from operations /H1118/H1118 4,176,810 5,729,314 14,671,978 6,107,139 6,169,711
Interest received /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,219,797 1,415,770 1,141,005 546,914 354,459
Interest paid for financial services /H1118 (362,424) (391,673) (271,896) (76,771) (93,694)
Income taxes paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(937,048) (1,045,191) (726,809) (184,519) (244,713)
Net cash flows from operating
activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,097,135 5,708,220 14,814,278 6,392,763 6,185,763
CASH FLOWS FROM
INVESTING ACTIVITIES
Purchases of items of property,
plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,838,232) (4,092,164) (2,632,866) (1,059,120) (591,914)
Additions to right-of-use assets /H1118/H1118 (358,036) (200,259) (61,315) – –
Additions to other intangible
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(466,374) (232,798) (244,106) (73,258) (65,394)
Proceeds from disposal of items of
property, plant and equipment /H1118/H1118 125,023 314,818 114,240 74,594 123,735
Proceeds from disposal of
leasehold land included in
right-of-use assets and other
intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,089 80,391 134,526 9,536 1,191
APPENDIX I ACCOUNTANTS’ REPORT
– I-16 –


--- page 553 ---
Y ear ended 31 December
Four months ended
30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Additions to investment
properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,480) – – – (26,271)
Disposal of investment properties /H1118 790 1,887 4,597 – 1,982
Purchase of interest in associates /H1118 – (90,000) (23,000) (23,000) –
Purchase of interests in joint
ventures /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (2,308) – – –
Disposal of investment in
associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,950 – 11,690 – –
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,695) 22,665 (7,562) – –
Payment for acquisition of
financial assets at FVOCI /H1118/H1118/H1118/H1118(2,670) (64,681) – – –
Proceeds from disposal of
financial assets at FVOCI /H1118/H1118/H1118/H111813,731 112,126 380,465 40,231 –
Dividends from financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836,770 37,929 23,585 4,535 2,649
Payment for acquisition of debt
investments at amortised cost /H1118/H1118 – (1,184,911) (469,011) – –
Proceeds from disposal of debt
investments at amortised cost /H1118/H1118 2,334,794 – – – 489,838
Interest received from debt
investments at amortised cost /H1118/H1118 432,119 104,146 271,090 102,272 24,113
Payment for acquisition of
financial assets at FVPL /H1118/H1118/H1118/H1118/H1118(3,462,885) (2,909,278) (4,912,613) (1,584,383) (618,724)
Proceeds from disposal of
financial assets at FVPL /H1118/H1118/H1118/H1118/H11183,058,038 6,944,437 4,670,213 1,117,767 53,186
Investment income from financial
assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118651,799 600,756 487,428 131,980 180,475
Payment for acquisition of
derivative financial instruments /H1118 (3,310,684) (1,517,366) (2,484,079) (1,940,228) (1,005,759)
Proceeds from disposal of
derivative financial instruments /H1118 2,966,987 498,515 2,208,495 1,761,566 1,057,663
Dividends from associates /H1118/H1118/H1118/H1118/H11187,480 22,216 26,722 165 3,060
Dividends from joint ventures /H1118/H1118/H1118 80,044 2,31 8–––
Interest received from restricted
deposits and time deposits with
original maturity of more than
three months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111888,900 497,201 554,538 76,862 146,850
Decrease/(increase) in time
deposits with original maturity
of more than
three months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118832,388 (1,704,935) 850,185 (2,807,862) (3,449,421)
(Increase)/decrease in restricted
deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(41,460) 65,471 (61,070) 43,533 (2,247)
Net cash flows used in investing
activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,836,614) (2,693,824) (1,157,848) (4,124,810) (3,674,988)
APPENDIX I ACCOUNTANTS’ REPORT
– I-17 –


--- page 554 ---
Y ear ended 31 December
Four months ended
30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
CASH FLOWS FROM
FINANCING ACTIVITIES
Proceeds from issue of shares /H1118/H1118/H1118 696,919 607,666 573,298 17,305 –
New bank loans and other
borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858,425,924 25,904,569 28,229,878 9,988,555 5,522,561
Repayment of bank loans and
other borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(49,250,095) (30,131,222) (34,938,832) (8,436,434) (10,476,673)
Payment for repurchase of own
shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (621,115) (759,761) (102,578) (953,213)
Interest paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(749,003) (1,198,557) (1,035,075) (123,365) (242,568)
Dividends paid to equity
shareholders /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(3,800,033) (1,350,137) (1,859,656) – –
Dividends paid to subsidiaries
before respective acquisitions
under common control /H1118/H1118/H1118/H1118/H1118/H1118– – (38,674) – –
Dividends paid by subsidiaries to
non-controlling interests /H1118/H1118/H1118/H1118/H1118(174,777) (276,699) (66,170) (12,702) (2,447)
Lease payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(168,007) (291,992) (384,158) (60,759) (106,320)
Listing expenses paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– (402)
Payment for business combination
under common control /H1118/H1118/H1118/H1118/H1118/H1118240 (78,887) – – –
Acquisition of non-controlling
interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(154,729) (93,417) – – –
Net cash flows from/(used in)
financing activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,826,439 (7,529,791) (10,279,150) 1,270,022 (6,259,062)
NET INCREASE/(DECREASE) IN
CASH AND CASH
EQUIV ALENTS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,086,960 (4,515,395) 3,377,280 3,537,975 (3,748,287)
Cash and cash equivalents at
beginning of year/period /H1118/H1118/H1118/H1118/H11185,694,253 12,695,771 8,141,859 8,141,859 11,576,469
Effect of foreign exchange rate
changes, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(85,442) (38,517) 57,330 (19,724) 11,586
CASH AND CASH
EQUIV ALENTS A T
END OF YEAR/PERIOD /H1118/H1118/H1118/H111812,695,771 8,141,859 11,576,469 11,660,110 7,839,768
ANAL YSIS OF BALANCES OF
CASH AND CASH
EQUIV ALENTS
Cash and bank balances /H1118/H1118/H1118/H1118/H1118/H1118/H111812,499,609 7,838,573 11,127,158 11,559,204 7,737,053
Placements with banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118196,162 303,286 449,311 100,906 102,715
Cash and cash equivalents as
stated in the statements of
financial position and the
statements of cash flows /H1118/H1118/H1118/H1118/H111812,695,771 8,141,859 11,576,469 11,660,110 7,839,768
APPENDIX I ACCOUNTANTS’ REPORT
– I-18 –


--- page 555 ---
STATEMENTS OF FINANCIAL POSITION OF THE COMPANY
As at 31 December
As at
30 April
Notes 2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
NON-CURRENT ASSETS
Property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118341,942 58,244 40,857 39,583
Investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,698 4,257 1,756 512
Right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111846,911 326 217 181
Other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882,210 158,242 196,015 196,871
Investments in subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111853 22,428,536 23,577,030 23,239,090 23,919,333
Investments in associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 823,909 911,797 900,628 916,896
Financial assets at fair value through
other comprehensive income /H1118/H1118/H1118/H1118/H1118/H1118/H111820 1,207,022 909,935 548,771 548,771
Financial assets at fair value through
profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 239,945 239,253 236,254 238,131
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 – – – 64,656
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111842,920 35,545 28,973 16,527
Deferred tax assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 78,645 238,288 208,488 226,752
Other non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,412 – – –
Total non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825,316,150 26,132,917 25,401,049 26,168,213
CURRENT ASSETS
Inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828 648,769 778,451 707,219 586,443
Trade and bills receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 869,342 1,578,003 1,916,582 1,504,997
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,925 36,441 37,888 50,502
Prepayments, other receivables and other
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829 3,191,764 7,166,951 7,997,357 5,368,121
Financial assets at fair value through
other comprehensive income /H1118/H1118/H1118/H1118/H1118/H1118/H111820 55,644 25,619 50,567 63,640
Financial assets at fair value through
profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 2,528,750 617,658 302,687 1,246,166
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118145,752 20,029 86,835 31,744
Restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831 5,920,734 4,550,946 6,628,113 2,589,202
Time deposits with original maturity of
more than three months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831 3,604,480 6,147,375 243,962 2,242,235
Cash and cash equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831 3,494,455 707,789 3,990,624 1,195,471
Total current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,482,615 21,629,262 21,961,834 14,878,521
APPENDIX I ACCOUNTANTS’ REPORT
– I-19 –


--- page 556 ---
As at 31 December
As at
30 April
Notes 2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
CURRENT LIABILITIES
Trade payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832 926,964 1,884,365 2,130,936 1,785,826
Other payables and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833 12,970,225 15,263,104 12,765,951 10,088,365
Contract liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,647 23,973 61,166 76,845
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H11183,554 29,726 220 77,151
Interest-bearing bank and other
borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836 3,089,969 391,527 4,335,371 1,471,548
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118106 111 116 118
Tax payable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,226 1,226 1,226 1,226
Total current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,011,691 17,594,032 19,294,986 13,501,079
NET CURRENT ASSETS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,470,924 4,035,230 2,666,848 1,377,442
TOTAL ASSETS LESS CURRENT
LIABILITIES /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,787,074 30,168,147 28,067,897 27,545,655
NON-CURRENT LIABILITIES
Interest-bearing bank borrowings /H1118/H1118/H1118/H1118/H1118/H111836 8,643,000 9,683,046 5,081,500 5,246,500
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118104 360 122 –
Deferred income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111853,501 5,855 4,505 4,194
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838 360,504 336,143 273,414 254,382
Total non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,057,109 10,025,404 5,359,541 5,505,076
Net assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,729,965 20,142,743 22,708,356 22,040,579
EQUITY
Share capital /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111839 8,493,286 8,485,740 8,474,978 8,474,978
Treasury shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111839 (301,174) (215,654) (142,628) (1,099,764)
Reserves /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111840 11,537,853 11,872,657 14,376,006 14,665,365
Total equity /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,729,965 20,142,743 22,708,356 22,040,579
APPENDIX I ACCOUNTANTS’ REPORT
– I-20 –


--- page 557 ---
II NOTES TO THE HISTORICAL FINANCIAL INFORMATION
1. CORPORATE INFORMATION
The Company is a joint stock company with limited liability established in the People’s Republic of China
(“PRC”). The registered office of the Company is located at Changsha, Hunan Province, China.
During the Relevant Periods, the Company’s subsidiaries were involved in the following principal activities:
the production, sale and maintenance of concrete machinery, excavating machinery, hoisting machinery, road
machinery and piling machinery, and financial services.
As at 30 April 2025, the Company had direct and indirect interests in its subsidiaries, the particulars of which
are set out below:
Name
Place and date of
incorporation/
registration and
place of operations
Nominal value of
issued ordinary
shares/registered
share capital
Percentage of
equity attributable
to the Company
Principal activitiesDirect Indirect
SANY Heavy Machinery
(Chongqing) Co., Ltd. ɧɓ
ዚ(ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB100,000 100.00 – Manufacturing and sales
of excavating
machinery
Beijing SANY Intelligent
Technology Co., Ltd. ̏ԯɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB20,000 – 100.00 Manufacturing and sales
of pile driver
SANY Heavy Machinery
Co., Ltd.ʮ̡ /H1118
PRC/Mainland
China
RMB3,450,470 86.94 13.06 Manufacturing and sales
of excavating
machinery
Shanghai SANY Heavy
Machinery Co., Ltd. ɪऎɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB800,000 – 100.00 Manufacturing and sales
of medium excavators
Shanghai Huaxing Digital
Technology Co., Ltd. ɪऎശ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB13,180 – 100.00 Software technology
service
SANY Automobile
Manufacturing Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB1,008,300 100.00 – Manufacturing and sales
of truck-mounted
concrete pump and
truck mixer
Zhejiang SANY Equipment
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB431,800 – 99.93 Manufacturing and sales
of crawler crane
SANY Automobile Hoisting
Machinery Co. Ltd. ɧɓӛ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB163,400 – 99.93 Manufacturing and sales
of truck crane
Hunan SANY Medium
Hoisting Machinery Co.,
Ltd.ዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB100,000 – 99.93 Manufacturing and sales
of medium truck crane
SANY Auto Finance Co. Ltd.
(“Sany Auto Finance”) ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB2,683,551.4 95.77 – Financial service
SANY Financial Leasing Co.,
Ltd. (“SANY Financial
Leasing”)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
PRC/Mainland
China
RMB1,006,837.3 94.86 – Finance lease service
SANY International
Development Limited /H1118/H1118/H1118/H1118/H1118
Hong Kong USD306,920 100.00 – Sales of construction
machinery
Putzmeister Holding GmbH. /H1118/H1118Germany EUR40,000 – 99.10 Manufacturing and sales
of concrete machinery
SANY Heavy Industry India
Private Limited /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
India INR3,644,840 22.25 77.74 Manufacturing and sales
of construction
machinery in India
The above table lists the subsidiaries of the Company which, in the opinion of the directors, principally
affected the results for the Relevant Periods or formed a substantial portion of the net assets of the Group. To give
details of other subsidiaries would, in the opinion of the directors, result in particulars of excessive length.
APPENDIX I ACCOUNTANTS’ REPORT
– I-21 –


--- page 558 ---
2.1 BASIS OF PREPARATION
The Historical Financial Information has been prepared in accordance with IFRS Accounting Standards, which
comprise all standards and interpretations approved by the International Accounting Standards Board. All IFRS
Accounting Standards effective for the accounting period commencing from 1 January 2024, together with the
relevant transitional provisions, have been early adopted by the Group in the preparation of the Historical Financial
Information throughout the Relevant Periods.
The Historical Financial Information has been prepared under the historical cost convention, except for
financial assets at fair value through other comprehensive income, financial assets at fair value through profit or loss
and derivative financial instruments which have been measured at fair value.
Basis of consolidation
The Historical Financial Information includes the financial information of the Group for the Relevant Periods.
A subsidiary is an entity (including a structured entity), directly or indirectly, controlled by the Company. Control
is achieved when the Group is exposed, or has rights, to variable returns from its involvement with the investee and
has the ability to affect those returns through its power over the investee (i.e., existing rights that give the Group the
current ability to direct the relevant activities of the investee).
Generally, there is a presumption that a majority of voting rights results in control. When the Company has
less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and
circumstances in assessing whether it has power over an investee, including:
(a) the contractual arrangement with the other vote holders of the investee;
(b) rights arising from other contractual arrangements; and
(c) the Group’s voting rights and potential voting rights.
The financial statements of the subsidiaries are prepared for the same reporting period as the Company, using
consistent accounting policies. The results of subsidiaries are consolidated from the date on which the Group obtains
control, and continue to be consolidated until the date that such control ceases.
Profit or loss and each component of other comprehensive income are attributed to the owners of the parent
of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit
balance. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to transactions
between members of the Group are eliminated in full on consolidation.
The Group reassesses whether or not it controls an investee if facts and circumstances indicate that there are
changes to one or more of the three elements of control described above. A change in the ownership interest of a
subsidiary, without a loss of control, is accounted for as an equity transaction.
If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities,
any non-controlling interest; and recognises the fair value of any investment retained and any resulting surplus or
deficit in profit or loss. The Group’s share of components previously recognised in other comprehensive income is
reclassified to profit or loss or retained profits, as appropriate, on the same basis as would be required if the Group
had directly disposed of the related assets or liabilities.
2.2 ISSUED BUT NOT YET EFFECTIVE IFRS ACCOUNTING STANDARDS
The Group has not applied the following new and revised IFRS Accounting Standards, that have been issued
but are not yet effective, in the Historical Financial Information. The Group intends to apply these revised and new
IFRS Accounting Standards, if applicable, when they become effective.
Amendments to IFRS 10 and IAS 28 /H1118/H1118Sale or Contribution of Assets between an Investor and its
Associate or Joint V enture
1
Amendments to IFRS 9 and IFRS 7 /H1118/H1118/H1118Amendments to the Classification and Measurement of
Financial Instruments 2
Amendments to IFRS 9 and IFRS 7 /H1118/H1118/H1118Contracts Referencing Nature-dependent Electricity 2
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 559 ---
IFRS 18 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Presentation and Disclosure in Financial Statements 3
IFRS 19 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Subsidiaries without Public Accountability: Disclosures 3
Annual improvements to IFRS
Accounting Standards – V olume 11 /H1118/H1118
Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7 2
1 No mandatory effective date yet determined but available for adoption
2 Effective for annual periods beginning on or after 1 January 2026
3 Effective for annual periods beginning on or after 1 January 2027
The Group is in the process of making a detailed assessment of the impact of these new and revised IFRS
Accounting Standards upon initial application. So far, the Group considers that these new and revised IFRS
Accounting Standards, except for IFRS 18, may result in changes in certain accounting policies and no significant
impact on the Group’s financial performance and financial position is expected in the period of initial application.
The application of IFRS 18 is not expected to have a material impact on the financial position of the Group but is
expected to affect the presentation of the statement of profit or loss and other comprehensive income and statement
of cash flows and disclosures in the future financial information. The Group will continue to assess the impact of
IFRS 18 on the Group’s financial information.
2.3 MATERIAL ACCOUNTING POLICY INFORMATION
Business combinations
Business combinations are accounted for using the acquisition method. The consideration transferred is
measured at the acquisition date fair value which is the sum of the acquisition date fair values of assets transferred
by the Group, liabilities assumed by the Group to the former owners of the acquiree and the equity interests issued
by the Group in exchange for control of the acquiree. For each business combination, the Group elects whether to
measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree’s
identifiable net assets. All other components of non-controlling interests are measured at fair value. Acquisition-
related costs are expensed as incurred.
The Group determines that it has acquired a business when the acquired set of activities and assets includes
an input and a substantive process that together significantly contribute to the ability to create outputs.
When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic circumstances and pertinent
conditions as at the acquisition date. This includes the separation of embedded derivatives in host contracts of the
acquiree.
Any contingent consideration to be transferred by the acquirer is recognised at fair value at the acquisition
date. Contingent consideration classified as an asset or liability is measured at fair value with changes in fair value
recognised in profit or loss. Contingent consideration that is classified as equity is not remeasured and subsequent
settlement is accounted for within equity.
Goodwill is initially measured at cost, being the excess of the aggregate of the consideration transferred, the
amount recognised for non-controlling interests and any fair value of the Group’s previously held equity interests in
the acquiree over the identifiable assets acquired and liabilities assumed. If the sum of this consideration and other
items is lower than the fair value of the net assets acquired, the difference is, after reassessment, recognised in profit
or loss as a gain on bargain purchase.
After initial recognition, goodwill is measured at cost less any accumulated impairment losses. Goodwill is
tested for impairment annually or more frequently if events or changes in circumstances indicate that the carrying
value may be impaired. The Group performs its annual impairment test of goodwill as at 31 December. For the
purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated
to each of the Group’s cash-generating units, or groups of cash-generating units, that are expected to benefit from
the synergies of the combination, irrespective of whether other assets or liabilities of the Group are assigned to those
units or groups of units.
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 560 ---
Impairment is determined by assessing the recoverable amount of the cash-generating unit (group of
cash-generating units) to which the goodwill relates. Where the recoverable amount of the cash-generating unit
(group of cash-generating units) is less than the carrying amount, an impairment loss is recognised. An impairment
loss recognised for goodwill is not reversed in a subsequent period.
Where goodwill has been allocated to a cash-generating unit (or group of cash-generating units) and part of
the operation within that unit is disposed of, the goodwill associated with the operation disposed of is included in
the carrying amount of the operation when determining the gain or loss on the disposal. Goodwill disposed of in these
circumstances is measured based on the relative value of the operation disposed of and the portion of the
cash-generating unit retained.
Business combination under common control
A business combination involving entities under common control refers to a combination where all entities
involved are ultimately controlled by the same party both before and after the transaction, and such control is not
transitory.
The acquirer shall recognise the acquired assets and liabilities including any goodwill previously recognised
by the ultimate controlling party in its acquisition of the acquiree at their carrying amounts in the ultimate controlling
party’s consolidated financial statements as of the combination date. The difference between the carrying amount of
the net assets acquired and the carrying amount of the consideration paid shall be adjusted against share premium.
If share premium is insufficient, the balance shall be offset against retained earnings.
Investments in associates and joint ventures
An associate is an entity in which the Group has a long term interest of generally not less than 20% of the
equity voting rights and over which it has significant influence. Significant influence is the power to participate in
the financial and operating policy decisions of the investee, but is not control or joint control over those policies.
A joint venture is a type of joint arrangement whereby the parties that have joint control of the arrangement
have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an
arrangement, which exists only when decisions about the relevant activities require the unanimous consent of the
parties sharing control.
The Group’s investments in associates and joint ventures are stated in the consolidated statement of financial
position at the Group’s share of net assets under the equity method of accounting, less any impairment losses. The
Group’s share of the post-acquisition results and other comprehensive income of associates and joint ventures is
included in the consolidated statement of profit or loss and other comprehensive income. In addition, when there has
been a change recognised directly in the equity of the associate or joint venture, the Group recognises its share of
any changes, when applicable, in the consolidated statement of changes in equity. Unrealised gains and losses
resulting from transactions between the Group and its associates or joint ventures are eliminated to the extent of the
Group’s investments in the associates or joint ventures, except where unrealised losses provide evidence of an
impairment of the assets transferred. Goodwill arising from the acquisition of associates or joint ventures is included
as part of the Group’s investments in associates or joint ventures.
Upon loss of significant influence over the associate or joint control over the joint venture, the Group measures
and recognises any retained investment at its fair value. Any difference between the carrying amount of the associate
or joint venture upon loss of significant influence or joint control and the fair value of the retained investment and
proceeds from disposal is recognised in profit or loss.
Fair value measurement
The Group measures its derivative financial instruments, certain debt and equity investments at fair value at
the end of each reporting period. Fair value is the price that would be received to sell an asset or paid to transfer a
liability in an orderly transaction between market participants at the measurement date. The fair value measurement
is based on the presumption that the transaction to sell the asset or transfer the liability takes place either in the
principal market for the asset or liability, or in the absence of a principal market, in the most advantageous market
for the asset or liability. The principal or the most advantageous market must be accessible by the Group. The fair
value of an asset or a liability is measured using the assumptions that market participants would use when pricing
the asset or liability, assuming that market participants act in their economic best interest.
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 561 ---
A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate
economic benefits by using the asset in its highest and best use or by selling it to another market participant that
would use the asset in its highest and best use.
The Group uses valuation techniques that are appropriate in the circumstances and for which sufficient data
and other information are available to measure fair value, maximising the use of relevant observable inputs and
minimising the use of unobservable inputs.
All assets and liabilities for which fair value is measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant
to the fair value measurement as a whole:
Level 1 – based on quoted prices (unadjusted) in active markets for identical assets or liabilities
Level 2 – based on valuation techniques for which the lowest level input that is significant to the fair
value measurement is observable, either directly or indirectly
Level 3 – based on valuation techniques for which the lowest level input that is significant to the fair
value measurement is unobservable
For assets and liabilities that are recognised in the financial statements on a recurring basis, the Group
determines whether transfers have occurred between levels in the hierarchy by reassessing categorisation (based on
the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.
Impairment of non-financial assets
Where an indication of impairment exists, or when annual impairment testing for an asset is required (other
than inventories, contract assets, deferred tax assets and financial assets), the asset’s recoverable amount is estimated.
An asset’s recoverable amount is the higher of the asset’s or cash-generating unit’s value in use and its fair value less
costs of disposal, and is determined for an individual asset, unless the asset does not generate cash inflows that are
largely independent of those from other assets or groups of assets, in which case the recoverable amount is
determined for the cash-generating unit to which the asset belongs.
An impairment loss is recognised only if the carrying amount of an asset exceeds its recoverable amount. In
assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount
rate that reflects current market assessments of the time value of money and the risks specific to the asset. An
impairment loss is charged to profit or loss in the period in which it arises in those expense categories consistent with
the function of the impaired asset.
An assessment is made at the end of each reporting period as to whether there is an indication that previously
recognised impairment losses may no longer exist or may have decreased. If such an indication exists, the recoverable
amount is estimated. A previously recognised impairment loss of an asset other than goodwill is reversed only if there
has been a change in the estimates used to determine the recoverable amount of that asset, but not to an amount higher
than the carrying amount that would have been determined (net of any depreciation/amortisation) had no impairment
loss been recognised for the asset in prior years. A reversal of such an impairment loss is credited to profit or loss
in the period in which it arises.
Related parties
A party is considered to be related to the Group if:
(a) the party is a person or a close member of that person’s family and that person
(i) has control or joint control over the Group;
(ii) has significant influence over the Group; or
(iii) is a member of the key management personnel of the Group or of a parent of the Group;
or
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 562 ---
(b) the party is an entity where any of the following conditions applies:
(i) the entity and the Group are members of the same group;
(ii) one entity is an associate or joint venture of the other entity (or of a parent, subsidiary or fellow
subsidiary of the other entity);
(iii) the entity and the Group are joint ventures of the same third party;
(iv) one entity is a joint venture of a third entity and the other entity is an associate of the third entity;
(v) the entity is a post-employment benefit plan for the benefit of employees of either the Group or
an entity related to the Group;
(vi) the entity is controlled or jointly controlled by a person identified in (a);
(vii) a person identified in (a)(i) has significant influence over the entity or is a member of the key
management personnel of the entity (or of a parent of the entity); and
(viii) the entity, or any member of a group of which it is a part, provides key management personnel
services to the Group or to the parent of the Group.
Property, plant and equipment and depreciation
Property, plant and equipment, other than construction in progress, are stated at cost less accumulated
depreciation and any impairment losses. The cost of an item of property, plant and equipment comprises its purchase
price and any directly attributable costs of bringing the asset to its working condition and location for its intended
use.
Expenditure incurred after items of property, plant and equipment have been put into operation, such as repairs
and maintenance, is normally charged to profit or loss in the period in which it is incurred. In situations where the
recognition criteria are satisfied, the expenditure for a major inspection is capitalised in the carrying amount of the
asset as a replacement. Where significant parts of property, plant and equipment are required to be replaced at
intervals, the Group recognises such parts as individual assets with specific useful lives and depreciates them
accordingly.
Depreciation is calculated on the straight-line basis to write off the cost of each item of property, plant and
equipment to its residual value over its estimated useful life. The principal annual rates used for this purpose are as
follows:
Buildings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182.43% to 6.67%
Machinery equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186.47% to 25.00%
Transportation equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189.70% to 12.50%
Leasing out equipment under operating leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816.17% to 25.00%
Office and other equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186.47% to 50.00%
Leasehold improvements and renovation costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185.00% to 33.33%
Where parts of an item of property, plant and equipment have different useful lives, the cost of that item is
allocated on a reasonable basis among the parts and each part is depreciated separately. Residual values, useful lives
and the depreciation methods are reviewed, and adjusted if appropriate, at least at each financial year end.
An item of property, plant and equipment including any significant part initially recognised is derecognised
upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss on disposal
or retirement recognised in profit or loss in the year the asset is derecognised is the difference between the net sales
proceeds and the carrying amount of the relevant asset.
Construction in progress is stated at cost less any impairment losses, and is not depreciated. It is reclassified
to the appropriate category of property, plant and equipment when completed and ready for use.
APPENDIX I ACCOUNTANTS’ REPORT
– I-26 –


--- page 563 ---
Investment properties
Investment properties are properties held to earn rental income and/or for capital appreciation. Investment
properties include land use rights leased out, land use rights held for transfer upon capital appreciation, and buildings
leased out.
An investment property is measured initially at cost. If the economic benefits relating to an investment
property will probably flow in and the cost can be reliably measured, subsequent costs incurred for the property are
included in the cost of the investment property. Otherwise, subsequent costs are recognised in profit or loss as
incurred.
The Group uses the cost model for the subsequent measurement of investment properties, and adopts a
depreciation or amortisation policy for the investment properties which is consistent with that for buildings and land
use rights.
It is reclassified at its carrying amount at the date of the transfer when an owner-occupied property or inventory
is transferred to an investment property, or an investment property is transferred to owner-occupied properties.
When an investment property is transferred to owner-occupied properties, it is reclassified as a fixed asset or
an intangible asset at the date of the transfer. When an owner-occupied property is transferred out for earning rentals
or for capital appreciation, the fixed asset or intangible asset is reclassified as an investment property at the date of
the transfer. If it is transferred to an investment property measured by the cost model, its book value at the date of
the transfer shall be used as the value of the investment property; if it is transferred to an investment property
measured by the fair value model, its fair value at the date of the transfer shall be used as the value of the investment
property.
An investment property is derecognised on disposal or when the investment property is permanently withdrawn
from use and no future economic benefits are expected from its disposal. The net amount of proceeds from the sale,
transfer, retirement or damage of an investment property net of its carrying amount and related taxes is recognised
in profit or loss for the current period.
Non-current assets and disposal groups held for sale
Non-current assets and disposal groups are classified as held for sale if their carrying amounts will be
recovered principally through a sales transaction rather than through continuing use. For this to be the case, the asset
or disposal group must be available for immediate sale in its present condition subject only to terms that are usual
and customary for the sale of such assets or disposal groups and its sale must be highly probable. All assets and
liabilities of a subsidiary classified as a disposal group are reclassified as held for sale regardless of whether the
Group retains a non-controlling interest in its former subsidiary after the sale.
Non-current assets and disposal groups (other than investment properties and financial assets) classified as
held for sale are measured at the lower of their carrying amounts and fair values less costs to sell. Property, plant
and equipment and intangible assets classified as held for sale are not depreciated or amortised.
Intangible assets (other than goodwill)
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets
acquired in a business combination is the fair value at the date of acquisition. The useful lives of intangible assets
are assessed to be either finite or indefinite. Intangible assets with finite lives are subsequently amortised over the
useful economic life and assessed for impairment whenever there is an indication that the intangible assets may be
impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life are
reviewed at least at each financial year end.
Intangible assets with indefinite useful lives are tested for impairment annually either individually or at the
cash-generating unit level. Such intangible assets are not amortised. The useful life of an intangible asset with an
indefinite life is reviewed annually to determine whether the indefinite life assessment continues to be supportable.
If not, the change in the useful life assessment from indefinite to finite is accounted for on a prospective basis.
Trademarks are deemed to be intangible assets with indefinite useful lives.
APPENDIX I ACCOUNTANTS’ REPORT
– I-27 –


--- page 564 ---
Intangible assets are stated at cost less any impairment losses and are amortised on the straight-line basis over
their estimated useful lives. The estimated useful lives of intangible assets are as follows:
Categories Estimated useful lives
Putzmeister franchise /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 years
Proprietary technology /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 years
Software /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 years
Others* /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 to 50 years
* The others of intangible assets mainly included multiple technology platform developed by the company
and the estimated useful life is determined by the company based on its historical experience.
Research and development costs
All research costs are charged to profit or loss as incurred.
Expenditure incurred on projects to develop new products is capitalised and deferred only when the Group can
demonstrate the technical feasibility of completing the intangible asset so that it will be available for use or sale, its
intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the
availability of resources to complete the project and the ability to measure reliably the expenditure during the
development. Product development expenditure which does not meet these criteria is expensed when incurred.
Leases
The Group assesses at contract inception whether a contract is, or contains, a lease. A contract is, or contains,
a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration.
Group as a lessee
The Group applies a single recognition and measurement approach for all leases, except for short-term leases
and leases of low-value assets. The Group recognises lease liabilities to make lease payments and right-of-use assets
representing the right to use the underlying assets.
(a) Right-of-use assets
Right-of-use assets are recognised at the commencement date of the lease (that is the date the underlying asset
is available for use). Right-of-use assets are measured at cost, less accumulated depreciation and any impairment
losses, and adjusted for any remeasurement of lease liabilities. The cost of right-of-use assets includes the amount
of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement
date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter
of the lease terms and the estimated useful lives of the assets as follows:
Buildings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 to 10 years
Machinery equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 to 10 years
Transportation equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 to 4 years
Office equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 to 4 years
Leasehold land /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111850 years
If ownership of the leased asset transfers to the Group by the end of the lease term or the cost reflects the
exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.
(b) Lease liabilities
Lease liabilities are recognised at the commencement date of the lease at the present value of lease payments
to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments)
less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected
to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option
reasonably certain to be exercised by the Group and payments of penalties for termination of a lease, if the lease term
reflects the Group exercising the option to terminate the lease. The variable lease payments that do not depend on
an index or a rate are recognised as an expense in the period in which the event or condition that triggers the payment
occurs.
APPENDIX I ACCOUNTANTS’ REPORT
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In calculating the present value of lease payments, the Group uses its incremental borrowing rate at the lease
commencement date because the interest rate implicit in the lease is not readily determinable. After the
commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for
the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification,
a change in the lease term, a change in lease payments (e.g., a change to future lease payments resulting from a
change in an index or rate) or a change in assessment of an option to purchase the underlying asset.
(c) Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases (that is those leases that
have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also
applies the recognition exemption for leases of low-value assets to leases that are considered to be of low value.
Lease payments on short-term leases and leases of low-value assets are recognised as an expense on a
straight-line basis over the lease term.
Group as a lessor
When the Group acts as a lessor, it classifies at lease inception (or when there is a lease modification) each
of its leases as either an operating lease or a finance lease.
Leases in which the Group does not transfer substantially all the risks and rewards incidental to ownership of
an asset are classified as operating leases. When a contract contains lease and non-lease components, the Group
allocates the consideration in the contract to each component on a relative stand-alone selling price basis. Rental
income is accounted for on a straight-line basis over the lease term and is included in revenue in profit or loss due
to its operating nature. Initial direct costs incurred in negotiating and arranging an operating lease are added to the
carrying amount of the leased asset and recognised over the lease term on the same basis as rental income. Contingent
rents are recognised as revenue in the period in which they are earned.
Investments and other financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as subsequently measured at amortised cost, fair value
through other comprehensive income, and fair value through profit or loss.
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash
flow characteristics and the Group’s business model for managing them. With the exception of trade and bills
receivables that do not contain a significant financing component or for which the Group has applied the practical
expedient of not adjusting the effect of a significant financing component, the Group initially measures a financial
asset at its fair value, plus in the case of a financial asset not at fair value through profit or loss, transaction costs.
Trade and bills receivables that do not contain a significant financing component or for which the Group has applied
the practical expedient are measured at the transaction price determined under IFRS 15 in accordance with the
policies set out for “Revenue recognition” below.
In order for a financial asset to be classified and measured at amortised cost or fair value through other
comprehensive income, it needs to give rise to cash flows that are solely payments of principal and interest (“SPPI”)
on the principal amount outstanding. Financial assets with cash flows that are not SPPI are classified and measured
at fair value through profit or loss, irrespective of the business model.
The Group’s business model for managing financial assets refers to how it manages its financial assets in order
to generate cash flows. The business model determines whether cash flows will result from collecting contractual
cash flows, selling the financial assets, or both. Financial assets classified and measured at amortised cost are held
within a business model with the objective to hold financial assets in order to collect contractual cash flows, while
financial assets classified and measured at fair value through other comprehensive income are held within a business
model with the objective of both holding to collect contractual cash flows and selling. Financial assets which are not
held within the aforementioned business models are classified and measured at fair value through profit or loss.
Purchases or sales of financial assets that require delivery of assets within the period generally established by
regulation or convention in the marketplace are recognised on the trade date, that is, the date that the Group commits
to purchase or sell the asset.
APPENDIX I ACCOUNTANTS’ REPORT
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Subsequent measurement
The subsequent measurement of financial assets depends on their classification as follows:
Financial assets at amortised cost (debt instruments)
Financial assets at amortised cost are subsequently measured using the effective interest method and are
subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or
impaired.
Financial assets at fair value through other comprehensive income (debt instruments)
For debt investments at fair value through other comprehensive income, interest income, foreign exchange
revaluation and impairment losses or reversals are recognised in profit or loss and computed in the same manner as
for financial assets measured at amortised cost. The remaining fair value changes are recognised in other
comprehensive income. Upon derecognition, the cumulative fair value change recognised in other comprehensive
income is recycled to profit or loss.
Financial assets designated at fair value through other comprehensive income (equity investments)
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity
investments designated at fair value through other comprehensive income when they meet the definition of equity
under IAS 32 Financial Instruments: Presentation and are not held for trading. The classification is determined on
an instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other
income in profit or loss when the right of payment has been established, except when the Group benefits from such
proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in other
comprehensive income. Equity investments designated at fair value through other comprehensive income are not
subject to impairment assessment.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value
with net changes in fair value recognised in profit or loss.
This category includes derivative instruments and equity investments which the Group had not irrevocably
elected to classify at fair value through other comprehensive income. Dividends on the equity investments are also
recognised as other income in profit or loss when the right of payment has been established.
A derivative embedded in a hybrid contract, with a financial liability or non-financial host, is separated from
the host and accounted for as a separate derivative if the economic characteristics and risks are not closely related
to the host; a separate instrument with the same terms as the embedded derivative would meet the definition of a
derivative; and the hybrid contract is not measured at fair value through profit or loss. Embedded derivatives are
measured at fair value with changes in fair value recognised in profit or loss. Reassessment occurs if there is a change
in the terms of the contract that significantly modifies the cash flows.
A derivative embedded within a hybrid contract containing a financial asset host is not accounted for
separately. The financial asset host together with the embedded derivative is required to be classified in its entirety
as a financial asset at fair value through profit or loss.
Derecognition of financial assets
A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets)
is primarily derecognised (i.e., removed from the Group’s consolidated statement of financial position) when:
 the rights to receive cash flows from the asset have expired; or
 the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation
to pay the received cash flows in full without material delay to a third party under a “pass-through”
arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset,
or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset,
but has transferred control of the asset.
APPENDIX I ACCOUNTANTS’ REPORT
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When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if, and to what extent, it has retained the risk and rewards of ownership of the asset. When
it has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of
the asset, the Group continues to recognise the transferred asset to the extent of its continuing involvement. In that
case, the Group also recognises an associated liability. The transferred asset and the associated liability are measured
on a basis that reflects the rights and obligations that the Group has retained.
Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower
of the original carrying amount of the asset and the maximum amount of consideration that the Group could be
required to repay.
Impairment of financial assets
The Group recognises an allowance for expected credit losses (“ECLs”) for all debt instruments not held at
FVPL. ECLs are based on the difference between the contractual cash flows due in accordance with the contract and
all the cash flows that the Group expects to receive, discounted at an approximation of the original effective interest
rate. The expected cash flows will include cash flows from the sale of collateral held or other credit enhancements
that are integral to the contractual terms.
General approach
ECLs are recognised in two stages. For credit exposures for which there has not been a significant increase
in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are
possible within the next 12 months (a 12-month ECL). For those credit exposures for which there has been a
significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over
the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL).
At each reporting date, the Group assesses whether the credit risk on a financial instrument has increased
significantly since initial recognition. When making the assessment, the Group compares the risk of a default
occurring on the financial instrument as at the reporting date with the risk of a default occurring on the financial
instrument as at the date of initial recognition and considers reasonable and supportable information that is available
without undue cost or effort, including historical and forward-looking information.
The Group considers a financial asset in default when contractual payments are past due. However, in certain
cases, the Group may also consider a financial asset to be in default when internal or external information indicates
that the Group is unlikely to receive the outstanding contractual amounts in full before taking into account any credit
enhancements held by the Group.
A financial asset is written off when there is no reasonable expectation of recovering the contractual cash
flows.
Debt investments at fair value through other comprehensive income and financial assets at amortised cost are
subject to impairment under the general approach and they are classified within the following stages for measurement
of ECLs except for trade and bills receivables and contract assets which apply the simplified approach as detailed
below.
Stage 1 – Financial instruments for which credit risk has not increased significantly since initial
recognition and for which the loss allowance is measured at an amount equal to 12-month
ECLs
Stage 2 – Financial instruments for which credit risk has increased significantly since initial recognition
but that are not credit-impaired financial assets and for which the loss allowance is measured
at an amount equal to lifetime ECLs
Stage 3 – Financial assets that are credit-impaired at the reporting date (but that are not purchased or
originated credit-impaired) and for which the loss allowance is measured at an amount equal
to lifetime ECLs
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 568 ---
Simplified approach
For trade and bills receivables and contract assets that do not contain a significant financing component or
when the Group applies the practical expedient of not adjusting the effect of a significant financing component, the
Group applies the simplified approach in calculating ECLs. Under the simplified approach, the Group does not track
changes in credit risk, but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The
Group has established a provision matrix that is based on its historical credit loss experience, adjusted for
forward-looking factors specific to the debtors and the economic environment.
Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or
loss, loans and borrowings, or payables.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and
payables, net of directly attributable transaction costs.
The Group’s financial liabilities include trade and bills payables, other payables and accruals, derivative
financial instruments, placements from banks, lease liabilities, and interest-bearing bank and other borrowings.
Subsequent measurement
The subsequent measurement of financial liabilities depends on their classification as follows:
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss include financial liabilities held for trading.
Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the
near term. This category also includes derivative financial instruments entered into by the Group that are not
designated as hedging instruments in hedge relationships as defined by IFRS 9. Separated embedded derivatives are
also classified as held for trading unless they are designated as effective hedging instruments. Gains or losses on
liabilities held for trading are recognised in profit or loss. The net fair value gain or loss recognised in profit or loss
does not include any interest charged on these financial liabilities.
Financial liabilities at amortised cost (trade and other payables, and borrowings)
After initial recognition, trade and other payables, and interest-bearing borrowings are subsequently measured
at amortised cost, using the effective interest rate method unless the effect of discounting would be immaterial, in
which case they are stated at cost. Gains and losses are recognised in the statement of profit or loss when the
liabilities are derecognised as well as through the effective interest rate amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs
that are an integral part of the effective interest rate. The effective interest rate amortisation is included in finance
costs in profit or loss.
Financial guarantee contracts
Financial guarantee contracts issued by the Group are those contracts that require a payment to be made to
reimburse the holder for a loss it incurs because the specified debtor fails to make a payment when due in accordance
with the terms of a debt instrument. A financial guarantee contract is recognised initially as a liability at its fair value,
adjusted for transaction costs that are directly attributable to the issuance of the guarantee. Subsequent to initial
recognition, the Group measures the financial guarantee contracts at the higher of: (i) the ECL allowance determined
in accordance with the policy as set out in “Impairment of financial assets”; and (ii) the amount initially recognised
less, when appropriate, the cumulative amount of income recognised.
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 569 ---
Derecognition of financial liabilities
A financial liability is derecognised when the obligation under the liability is discharged or cancelled, or
expires.
When an existing financial liability is replaced by another from the same lender on substantially different
terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as
a derecognition of the original liability and a recognition of a new liability, and the difference between the respective
carrying amounts is recognised in profit or loss.
Derivative financial instruments
Initial recognition and subsequent measurement
The Group uses derivative financial instruments, such as forward currency contracts and interest rate swaps,
to hedge its foreign currency risk and interest rate risk, respectively. Such derivative financial instruments are
initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently
remeasured at fair value. Derivatives are carried as assets when the fair value is positive and as liabilities when the
fair value is negative.
Any gains or losses arising from changes in fair value of derivatives are taken directly to profit or loss, except
for the effective portion of cash flow hedges, which is recognised in other comprehensive income and later
reclassified to profit or loss when the hedged item affects profit or loss.
Inventories
The Group’s inventories include raw materials, semi-finished goods and finished goods.
Inventories are initially carried at planned cost. The difference between the planned cost and the actual cost
of raw materials is accounted for through the cost difference account. The cost difference belonging to inventories
transferred out is carried forward periodically to adjust the planned cost to the actual cost. The cost of inventories
consumed and transferred out is determined on the weighted average basis. Turnover materials include low value
consumables and packing materials, which are written off immediately.
The Group adopts a perpetual inventory system.
At the end of the reporting period, inventories are stated at the lower of cost and net realisable value. The
inventories are written down below cost to net realisable value and the write-down is recognised in profit or loss if
the cost is higher than the net realisable value. When the circumstances that previously caused the inventories to be
written down below cost no longer exist, in which case the net realisable value of inventories becomes higher than
the carrying amount, the amount of the write-down is reversed. The reversal is limited to the amount of the original
write-down, and is recognised in profit or loss.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs
of completion and the estimated costs necessary to make the sale and relevant taxes. Except for spare parts and other
inventories with low unit prices, the reserve for inventory price reduction shall be calculated according to a single
inventory item. Spare parts and other inventories with low unit prices shall be assessed for asset impairment
according to their actual conditions.
Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash on hand and at banks, and
short-term highly liquid deposits with a maturity of generally within three months that are readily convertible into
known amounts of cash, subject to an insignificant risk of changes in value and held for the purpose of meeting
short-term cash commitments.
For the purpose of the consolidated statement of cash flows, cash and cash equivalents comprise cash on hand
and at banks, and short-term deposits as defined above, which are repayable on demand and form an integral part of
the Group’s cash management.
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 570 ---
Special reserve — safety production fund
Provisions for the Group’s obligations for safety operations are based on the Group’s revenue arising from the
sale of construction machinery and equipment per year in accordance with related PRC rules and regulations. The
Group records a corresponding cost when such expenditure for safety operations is incurred. The remaining
provisions for the Group’s obligations for safety operations are recorded as a special reserve — safety production
fund. The remaining provisions are not recorded in profit or loss while the Group decreases its retained profits when
it recognises the special reserve — safety production fund.
Provisions
A provision is recognised when a present obligation (legal or constructive) has arisen as a result of a past event
and it is probable that a future outflow of resources will be required to settle the obligation, provided that a reliable
estimate can be made of the amount of the obligation.
When the effect of discounting is material, the amount recognised for a provision is the present value at the
end of the reporting period of the future expenditures expected to be required to settle the obligation. The increase
in the discounted present value amount arising from the passage of time is included in finance costs in profit or loss.
The Group provides for warranties in relation to the sale of construction machinery and equipment during the
warranty period. Provisions for these assurance-type warranties granted by the Group are initially recognised based
on sales volume and past experience of the level of repairs and returns, discounted to their present values as
appropriate. The warranty-related cost is revised annually.
Income tax
Income tax comprises current and deferred tax. Income tax relating to items recognised outside profit or loss
is recognised outside profit or loss, either in other comprehensive income or directly in equity.
Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the
taxation authorities, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of
each reporting period, taking into consideration interpretations and practices prevailing in the countries in which the
Group operates.
Deferred tax is provided, using the liability method, on all temporary differences at the end of each reporting
period between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all taxable temporary differences, except:
 when the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in
a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss and does not give rise to equal taxable and deductible
temporary differences; and
 in respect of taxable temporary differences associated with investments in subsidiaries, associates and
joint ventures, when the timing of the reversal of the temporary differences can be controlled and it is
probable that the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, and the carryforward of unused tax
credits and any unused tax losses. Deferred tax assets are recognised to the extent that it is probable that taxable profit
will be available against which the deductible temporary differences, and the carryforward of unused tax credits and
unused tax losses can be utilised, except:
 when the deferred tax asset relating to the deductible temporary differences arises from the initial
recognition of an asset or liability in a transaction that is not a business combination and, at the time
of the transaction, affects neither the accounting profit nor taxable profit or loss and does not give rise
to equal taxable and deductible temporary differences; and
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 571 ---
 in respect of deductible temporary differences associated with investments in subsidiaries, associates
and joint ventures, deferred tax assets are only recognised to the extent that it is probable that the
temporary differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the
extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred
tax asset to be utilised. Unrecognised deferred tax assets are reassessed at the end of each reporting period and are
recognised to the extent that it has become probable that sufficient taxable profit will be available to allow all or part
of the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when
the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively
enacted by the end of each reporting period.
Deferred tax assets and deferred tax liabilities are offset if and only if the Group has a legally enforceable right
to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to
income taxes levied by the same taxation authority on either the same taxable entity or different taxable entities which
intend either to settle current tax liabilities and assets on a net basis, or to realise the assets and settle the liabilities
simultaneously, in each future period in which significant amounts of deferred tax liabilities or assets are expected
to be settled or recovered.
Government grants
Government grants are recognised at their fair value where there is reasonable assurance that the grant will be
received and all attaching conditions will be complied with. When the grant relates to an expense item, it is
recognised as income on a systematic basis over the periods that the costs, for which it is intended to compensate,
are expensed.
Where the grant relates to an asset, the fair value is credited to a deferred income account and is released to
profit or loss over the expected useful life of the relevant asset by equal annual instalments or deducted from the
carrying amount of the asset and released to profit or loss by way of a reduced depreciation charge.
Revenue recognition
Revenue from contracts with customers
Revenue from contracts with customers is recognised when the Group has fulfilled its performance obligations
in the contracts, that is, when the customer obtains control of relevant goods or services. Control of relevant goods
or services refers to the ability to direct the use of the goods or the provision of the services, and obtain substantially
all of the remaining benefits from the goods or services.
Sale of products
A contract for the sale of products between the Group and the customer usually only includes the performance
obligation to transfer the products, with no continued management and effective control of the products associated
with ownership. The Group generally recognises the revenue when the relevant products are delivered to customer
and confirmed as accepted by the customer, on the basis of taking full consideration of the following factors: the
present right to collect payment for the products, the transfer of the key risks and returns in the product ownership,
the transfer of the legal ownership of the products, the transfer of the physical asset of the products, and the
acceptance of the products by the customer.
V ariable consideration
The Group determines the best estimate of variable consideration by using the expected value method or the
most likely amount method. However, the transaction price including variable consideration is limited to the extent
that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur
when the uncertainty associated with the variable consideration is subsequently resolved.
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 572 ---
Significant financing components
When the contract contains a significant financing component, the Group determines the transaction price
based on an amount that reflects the price that a customer would have paid for the goods or services in cash at the
time of obtaining control of the goods or services, and amortises the difference between the transaction price and the
consideration promised in the contract under the effective interest method within the contract period using the
discount rate that discounts the nominal amount of the contract consideration to the current selling price of the goods
or services. The Group does not consider the effects of a significant financing component in the contract if it is
expected that the period between when the customer obtains control of the goods or services and when the customer
pays for such goods or services will be one year or less.
Warranties
The Group provides warranties in connection with the sale of construction machinery and equipment in
accordance with the contract and the relevant laws and regulations, etc, which are assurance-type warranties that
provides the customer with the assurance that the good complies with agreed-upon specifications. In assessing
whether quality assurance is provided as a separate service other than providing guarantee to the customers that the
goods sold meet the established quality standards, the Group considers factors such as whether the quality assurance
is a statutory requirement, the term of quality assurance and nature of the Group’s commitment to perform its
obligations.
Revenue from other sources
Rental income
Rental income is recognised on a time proportion basis over the lease terms. V ariable lease payments that do
not depend on an index or a rate are recognised as income in the accounting period in which they are incurred.
Financial services
Interest income or interest expense for financial services is measured at the effective interest rate. The effective
interest rate is the rate at which a financial instrument’s expected future cash inflows or outflows are discounted to
the net book value of the financial instrument or financial liability over its expected lifetime or less. The measurement
of interest income takes into account the contractual terms of the financial instrument and includes all fees
attributable to the effective interest rate component and all transaction costs, but does not include future loan losses.
If the Group’s estimates of future revenues or expenses change, the carrying value of financial assets or liabilities
may also be adjusted accordingly. Since the adjusted book value is calculated at the original effective interest rate,
the change is also included in interest income or interest expense.
Contract assets
If the Group performs by transferring goods to a customer before being unconditionally entitled to the
consideration under the contract terms, a contract asset is recognised for the earned consideration that is conditional.
Contract assets are subject to impairment assessment, details of which are included in the accounting policies for
impairment of financial assets. They are reclassified to trade and bills receivables when the right to the consideration
becomes unconditional.
Contract liabilities
A contract liability is recognised when a payment is received or a payment is due (whichever is earlier) from
a customer before the Group transfers the related services. Contract liabilities are recognised as revenue when the
Group performs under the contract (i.e., transfers control of the related services to the customer).
Share-based payments
A share-based payment is classified as either an equity-settled share-based payment or a cash-settled
share-based payment. An equity-settled share-based payment is a transaction in which the Group receives services
and uses shares or other equity instruments as consideration for settlement.
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 573 ---
An equity-settled share-based payment in exchange for services received from employees is measured at the
fair value of the equity instruments granted to the employees. If such an equity-settled share-based payment vests
immediately, the related costs or expenses at an amount equal to the fair value on the grant date are recognised, with
a corresponding increase in capital reserves; if such an equity-settled share-based payment does not vest until the
completion of services for a vesting period, or until the achievement of a specified performance condition, the Group
recognises the services received for the current period as related costs and expenses at the end of each reporting
period during the vesting period, with a corresponding increase in capital reserves at an amount equal to the fair value
of the equity instruments at the grant date. Please refer to note 41 for the fair value of equity instruments.
For awards that do not ultimately vest because non-market performance and/or service conditions have not
been met, no expense is recognised. Where awards include a market or non-vesting condition, the transactions are
treated as vesting irrespective of whether the market or non-vesting condition is satisfied, provided that all other
performance and/or service conditions are satisfied.
Where the terms of an equity-settled share-based award are modified, as a minimum an expense is recognised
as if the terms had not been modified, if the original terms of the award are met. In addition, an expense is recognised
for any modification that increases the total fair value of the share-based payments, or is otherwise beneficial to the
employee as measured at the date of modification.
Where an equity-settled share-based award is cancelled, it is treated as if it had vested on the date of
cancellation, and any expense not yet recognised for the award is recognised immediately. This includes any award
where non-vesting conditions within the control of either the Group or the employee are not met. However, if a new
award is substituted for the cancelled award, and is designated as a replacement on the date that it is granted, the
cancelled and new awards are treated as if they were a modification of the original award, as described in the previous
paragraph.
Employee benefits
Employee benefits refer to all forms of consideration or compensation other than share-based payments given
by the Group in exchange for services rendered by employees or for termination of employment. Employee benefits
include short-term employee benefits, post-employment benefits, termination benefits and other long-term employee
benefits. Benefits given by the Group to an employee’s spouse, children and dependents, family members of deceased
employees and other beneficiaries are also considered employee benefits.
Short-term employee benefits
The Company recognises, in the accounting period in which an employee provides service, short-term
employee benefits actually incurred as liabilities, with a corresponding charge to profit or loss or the cost of a
relevant asset.
Post-employment benefits (defined contribution plan)
The employees of the Group participate in a pension scheme and unemployment insurance managed by the
local government. The corresponding expenses shall be included in the cost of related assets or profit or loss.
Post-employment benefits (defined benefit plan)
The Group operates a defined benefit pension plan which requires contributions to be made to a separately
administered fund. The benefits are unfunded. The cost of providing benefits under the defined benefit plan is
determined using the projected accumulative benefit unit method.
Remeasurements arising from the defined benefit pension plan, comprising actuarial gains and losses, the
effect of the asset ceiling (excluding amounts included in net interest on the net defined benefit liability) and the
return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognised
immediately in the statement of financial position with a corresponding debit or credit to equity through other
comprehensive income in the period in which they occur. Remeasurements are not reclassified to profit or loss in
subsequent periods.
Past service costs are recognised in profit or loss at the earlier of the date of the plan amendment and the date
that the Group recognises restructuring-related costs or termination benefits.
APPENDIX I ACCOUNTANTS’ REPORT
– I-37 –


--- page 574 ---
Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Group
recognises the following changes in the net defined benefit obligation under administrative expenses and financial
expenses in profit or loss: service costs comprising current service costs, past service costs, and gains and losses on
settlements; net interest comprising interest income on plan assets, interest costs on the defined benefit obligation and
interest on the effect of the asset ceiling.
Termination benefits
The Group provides termination benefits to employees and recognises an employee benefits liability for
termination benefits, with a corresponding charge to profit or loss, at the earlier of when the Group can no longer
withdraw the offer of those benefits resulting from an employment termination plan or a curtailment proposal and
when the Group recognises costs involving the payment of termination benefits.
Other long-term employee benefits
Other long-term employee benefits provided to employees shall be recognised in accordance with the relevant
provisions of post-employment benefits and used to measure net liabilities or net assets of other long-term employee
benefits, but the changes are recognised in profit or loss for the period or related asset costs.
Borrowing costs
Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, i.e.,
assets that necessarily take a substantial period of time to get ready for their intended use or sale, are capitalised as
part of the cost of those assets. The capitalisation of such borrowing costs ceases when the assets are substantially
ready for their intended use or sale. All other borrowing costs are expensed in the period in which they are incurred.
Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.
Dividends
The Company’s cash dividends are recognised as liabilities upon approval by the shareholders’ general
meeting. Final dividends are disclosed in note 11 to the Historical Financial Information.
Foreign currencies
The Historical Financial Information is presented in RMB, which is the Company’s functional currency. Each
entity in the Group determines its own functional currency and items included in the financial statements of each
entity are measured using that functional currency. Foreign currency transactions recorded by the entities in the
Group are initially recorded using their respective functional currency rates prevailing at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency rates of
exchange ruling at the end of each reporting period. Differences arising on settlement or translation of monetary items
are recognised in profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the
exchange rates at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency
are translated using the exchange rates at the date when the fair value was measured. The gain or loss arising on
translation of a non-monetary item measured at fair value is treated in line with the recognition of the gain or loss
on change in fair value of the item (i.e., translation difference on the item whose fair value gain or loss is recognised
in other comprehensive income or profit or loss is also recognised in other comprehensive income or profit or loss,
respectively).
In determining the exchange rate on initial recognition of the related asset, expense or income on the
derecognition of a non-monetary asset or non-monetary liability relating to an advance consideration, the date of
initial transaction is the date on which the Group initially recognises the non-monetary asset or non-monetary liability
arising from the advance consideration. If there are multiple payments or receipts in advance, the Group determines
the transaction date for each payment or receipt of the advance consideration.
The functional currencies of certain overseas subsidiaries, joint ventures and associates are currencies other
than the RMB. As at the end of the reporting period, the assets and liabilities of these entities are translated into RMB
at the exchange rates prevailing at the end of the reporting period and their statements of profit or loss are translated
into RMB at the exchange rates that approximate to those prevailing at the dates of the transactions.
APPENDIX I ACCOUNTANTS’ REPORT
– I-38 –


--- page 575 ---
The resulting exchange differences are recognised in other comprehensive income and accumulated in the
exchange fluctuation reserve, except to the extent that the differences are attributable to non-controlling interests. On
disposal of a foreign operation, the cumulative amount in the reserve relating to that particular foreign operation is
recognised in profit or loss.
For the purpose of the consolidated statement of cash flows, the cash flows of overseas subsidiaries are
translated into RMB at the exchange rates ruling at the dates of the cash flows. Frequently recurring cash flows of
overseas subsidiaries which arise throughout the year are translated into RMB at the weighted average exchange rates
for the year.
Share repurchase
The payment and transaction costs incurred on the repurchase of the Group’s own equity instruments are
accounted for as a deduction from equity. Other than share-based payments, the issuance (including refinancing),
repurchase, sale or cancellation of the Group’s own equity instruments shall be treated as changes in equity.
3. MATERIAL ACCOUNTING JUDGEMENTS AND ESTIMATES
The preparation of the Group’s Historical Financial Information requires management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and their
accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and
estimates could result in outcomes that could require a material adjustment to the carrying amounts of the assets or
liabilities affected in the future.
Judgements
In the process of applying the Group’s accounting policies, management has made the following judgements,
apart from those involving estimations, which have the most significant effect on the amounts recognised in the
Historical Financial Information.
Operating leases — the Group as lessor
The Group has entered into lease agreements on its investment property portfolio. Based on an evaluation of
the terms and conditions of the agreements, the Group has determined these leases to be operating leases, and it
retains substantially all the significant risks and rewards of ownership of these properties.
Business models
The classification of financial assets at initial recognition depends on the Group’s business model for managing
financial assets. When determining the business model, the Group considers the methods used to evaluate and report
financial asset performance to key management, the risks affecting the performance of financial assets and the risk
management, and the manner in which the relevant management receives remuneration. When assessing whether the
objective is to collect contractual cash flows, the Group needs to analyse and judge the reason, timing, frequency and
value of the sale before the maturity date of the financial assets.
Contractual cash flow characteristics
The classification of financial assets at initial recognition depends on the financial asset’s contractual cash
flow characteristics, and the judgements on whether the contractual cash flows are solely payments of principal and
interest on the principal amount outstanding, including assessing the modification of the time value of money,
determining whether there is any significant difference from the benchmark cash flow and evaluating whether the fair
value of the prepayment features is insignificant for financial assets with prepayment features, etc.
Estimation uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the end of each
reporting period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described below.
APPENDIX I ACCOUNTANTS’ REPORT
– I-39 –


--- page 576 ---
Provision for expected credit losses on financial instruments and contract assets
The Group uses the expected credit loss model to assess the impairment of financial instruments. The Group
is required to perform significant judgement and estimation and take into account all reasonable and supportable
information, including forward-looking information. When making such judgements and estimates, the Group infers
the expected changes in the debtor’s credit risk based on historical repayment data combined with economic policies,
macroeconomic indicators, industry risks and other factors. The different estimates may impact the impairment
assessment, and the provision for impairment may also not be representative of the actual impairment loss in the
future. The information about the ECLs on the Group’s financial instruments and contract assets is disclosed in note
22, note 23, note 24, note 25 and note 29 to the Historical Financial Information.
Impairment of non-current assets other than financial assets (other than goodwill)
The Group assesses whether there are any indicators of impairment for all non-current assets other than
financial assets at the end of each reporting period. Intangible assets with indefinite useful lives are tested for
impairment annually and at other times when such an indication exists. Other non-current assets other than financial
assets are tested for impairment when there are indications that the carrying amounts may not be recoverable. An
impairment exists when the carrying amount of an asset or asset group exceeds its recoverable amount, which is the
higher of its fair value less costs of disposal and the present value of the future cash flows expected to be derived
from it. The calculation of the fair value less costs of disposal is based on available data from binding sales
transactions in an arm’s length transaction of similar assets or observable market prices less incremental costs for
disposing of the assets. When the calculations of the present value of the future cash flows expected to be derived
from an asset or asset group are undertaken, management must estimate the expected future cash flows from the asset
or asset group and choose a suitable discount rate in order to calculate the present value of those cash flows.
Development expenditures
Development expenditures are capitalised in accordance with the accounting policy for research and
development costs in note 2.3 to the Historical Financial Information. Determining the amounts to be capitalised
requires management to make assumptions regarding the expected future cash flows from the assets, discount rates
to be applied and the expected period of benefits.
Deferred tax assets
Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable profit will
be available against which the losses can be utilised. Significant management judgement is required to determine the
amount of deferred tax assets that can be recognised, based upon the likely timing and level of future taxable profits
together with future tax planning strategies. Further details are disclosed in note 26 to the Historical Financial
Information.
Provisions
Based on the terms of the contracts, existing knowledge and historical experience, the Group estimates and
makes provision for product quality assurance, expected contract losses, liquidated damages of late delivery, etc.
Where a contingent event has formed a current obligation and the performance of such a current obligation is likely
to result in an outflow of economic benefits from the Group, the Group recognises the contingent event as an
anticipated liability in accordance with the best estimate of the expenditure required to fulfil the relevant current
obligation. The recognition and measurement of the estimated liabilities depend largely on the judgement of the
management. In making the judgement, the Group shall assess the risk, uncertainty and time value of the currency
associated with such contingencies.
The Group provides after-sales quality maintenance commitment for the selling, repairing and renovating of
goods to the customers, and recognises the estimated liabilities for the commitment. The Company’s recent
maintenance experience data has been taken into account in the estimated liabilities, and the risks and uncertainties
related to the maintenance matters have been comprehensively considered. Any increase or decrease in this provision
may affect profits and losses in the future.
The Company provides mortgage and financing guarantees to financing institutions for customers with
financing needs, and makes estimated liabilities based on the losses that may occur in the guarantee obligations. The
estimated liabilities have taken into account data such as the proportion of the guarantee obligation actually
performed and the proportion of actual losses incurred after performing the guarantee obligation, as well as factors
such as risks, uncertainties and time value of money related to the guarantee obligation. Any increase or decrease in
this provision may affect profits and losses in the future.
APPENDIX I ACCOUNTANTS’ REPORT
– I-40 –


--- page 577 ---
Inventory provision determined on net realisable value
According to the inventory accounting policy, the Group measures the inventory at the lower of cost and net
realisable value, and makes inventory provision for the obsolete inventory, slow-moving inventory and the inventory
of which the cost is higher than their net realisable value. At the end of each reporting period, the Group reviews
whether individual inventory items are obsolete or stagnant and whether their net realisable value is lower than their
cost. The impairment of inventory is based on the assessment of the inventory’s merchantability and its net realisable
value. Identification of inventory impairment requires management to make judgements and estimates based on solid
evidence and factors such as the purpose of holding the inventory and the impact of events after the end of each
reporting period. The difference between the actual result and the original estimate will affect the carrying amount
of inventories and the accrual or reversal of inventory provision during the period in which the estimate is changed.
Fair value of unlisted equity investments
The unlisted equity investments have been valued based on a market-based valuation technique as detailed in
note 51 to the Historical Financial Information. The valuation requires the Group to determine the comparable public
companies (peers) and select the price multiple. In addition, the Group makes estimates about the discount for
illiquidity and size differences. The Group classifies the fair value of these investments as Level 3. Further details
are included in note 20 and note 21 to the Historical Financial Information.
Share-based payment
The Company implemented restricted shares and employee stock ownership plan to exchange the services
provided by employees. The equity instruments granted under the plan are measured at fair value on the grant date.
If the instruments granted only vest after the respective employees complete a specific period of service or achieve
a performance condition, an expense during the vesting period is amortised using the straight-line method based on
the best estimate of the exercisable number of the instruments and capital reserves are increased by a corresponding
amount.
At the end of each reporting period during the vesting period, the Company determines whether the
performance forecast satisfies the prescriptive conditions of the incentive plan according to the recent development.
The best estimate of exercisable number of instruments is revised if recent evidence indicates that the estimated
future performance of the Company does not meet the prescriptive conditions of the incentive plan.
The Company’s management’s judgement is necessary in forecasting the performance to determine whether the
vesting conditions are satisfied.
4. OPERATING SEGMENT INFORMATION
For management purposes, the Group is organised into business units based on their products and services and
has six reportable operating segments as follows:
(a) Concrete machinery segment: Research, development, production and sale of concrete pump trucks,
concrete delivery pumps, batching plants, truck mixers, concrete truck-mounted pumps and so on;
(b) Excavating machinery segment: Research, development, production and sale of excavating machinery
products such as large excavators, medium excavators, small excavators and so on;
(c) Hoisting machinery segment: Research, development, production and sale of hoisting machinery
products such as truck cranes, all-terrain cranes, crawler cranes, tower cranes and so on;
(d) Piling machinery segment: Research, development, production and sale of piling machinery products
such as rotary drilling rigs, hydraulic grabs, continuous wall grabs and so on;
(e) Road machinery segment: Research, development, production and sale of pavement machinery products
such as rollers, motor graders, pavers, milling machines, asphalt batching plants and so on; and
(f) Financial service segment: Construction machinery product loans, finance lease, and interbank lending
and borrowing among financial institutions.
APPENDIX I ACCOUNTANTS’ REPORT
– I-41 –


--- page 578 ---
Management monitors the results of the Group’s operating segments separately for the purpose of making
decisions about resource allocation and performance assessment. Segment performance is evaluated based on
reportable segment gross profit.
The assets and liabilities of the operating segments will not be disclosed as they are not regularly reported to
the Group’s key operating decision-makers, and the assets and liabilities are governed by the Group.
Y ear ended
31 December 2022
Concrete
machinery
Excavating
machinery
Hoisting
machinery
Piling
machinery
Road
machinery
Financial
services Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Segment revenue (note 5)
Sales to external customers /H111815,080,363 35,755,616 12,669,948 3,065,233 3,080,834 804,035 10,382,501 80,838,530
Segment results /H1118/H1118/H1118/H1118/H1118/H1118/H11183,130,432 9,167,225 1,757,631 1,062,439 643,079 425,781 2,109,704 18,296,291
Reconciliation:
Selling and marketing
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (4,930,139)
Administrative expenses and
research and development
costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (9,979,136)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (624,875)
Other gains or expenses /H1118/H1118/H1118 2,101,769
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118 4,863,910
Y ear ended
31 December 2023
Concrete
machinery
Excavating
machinery
Hoisting
machinery
Piling
machinery
Road
machinery
Financial
services Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Segment revenue (note 5)
Sales to external customers /H111815,314,574 27,635,692 12,999,205 2,085,179 2,485,494 797,211 12,701,581 74,018,936
Segment results /H1118/H1118/H1118/H1118/H1118/H1118/H11183,317,262 8,527,198 2,990,011 680,306 706,114 405,538 2,949,781 19,576,210
Reconciliation:
Selling and marketing
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (5,101,926)
Administrative expenses and
research and development
costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (8,981,778)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (1,013,550)
Other gains or expenses /H1118/H1118/H1118 837,598
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118 5,316,554
APPENDIX I ACCOUNTANTS’ REPORT
– I-42 –


--- page 579 ---
Y ear ended
31 December 2024
Concrete
machinery
Excavating
machinery
Hoisting
machinery
Piling
machinery
Road
machinery
Financial
services Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Segment revenue (note 5)
Sales to external customers /H111814,368,034 30,373,600 13,115,027 2,076,069 3,001,227 609,988 14,839,434 78,383,379
Segment results /H1118/H1118/H1118/H1118/H1118/H1118/H11182,947,573 9,666,046 3,570,786 679,935 825,325 346,557 2,866,767 20,902,989
Reconciliation:
Selling and marketing
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (5,464,214)
Administrative expenses and
research and development
costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (8,868,321)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (845,080)
Other gains or expenses /H1118/H1118/H1118 1,182,396
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118 6,907,770
Four months ended
30 April 2024 (unaudited)
Concrete
machinery
Excavating
machinery
Hoisting
machinery
Piling
machinery
Road
machinery
Financial
services Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Segment revenue (note 5)
Sales to external customers /H11184,309,057 9,817,141 4,395,126 813,084 945,428 221,892 4,343,042 24,844,770
Segment results /H1118/H1118/H1118/H1118/H1118/H1118/H1118912,948 3,073,669 1,170,149 271,265 283,749 121,796 823,314 6,656,890
Reconciliation:
Selling and marketing
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (1,569,120)
Administrative expenses and
research and development
costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (2,808,184)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (337,737)
Other gains or expenses /H1118/H1118/H1118 598,582
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118 2,540,431
Four months ended
30 April 2025
Concrete
machinery
Excavating
machinery
Hoisting
machinery
Piling
machinery
Road
machinery
Financial
services Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Segment revenue (note 5)
Sales to external customers /H11185,043,427 11,696,247 4,933,714 1,033,915 1,394,573 167,281 5,156,877 29,426,034
Segment results /H1118/H1118/H1118/H1118/H1118/H1118/H11181,131,326 3,633,705 1,394,885 342,643 421,888 105,793 953,880 7,984,120
Reconciliation:
Selling and marketing
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (1,912,116)
Administrative expenses and
research and development
costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (2,459,251)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (208,319)
Other gains or expenses /H1118/H1118/H1118 643,483
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118 4,047,917
APPENDIX I ACCOUNTANTS’ REPORT
– I-43 –


--- page 580 ---
Geographical information
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,049,835 30,454,900 29,521,685 10,161,976 12,542,300
Outside Mainland China /H1118/H1118/H1118/H1118/H1118/H111836,788,695 43,564,036 48,861,694 14,682,794 16,883,734
Total revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 74,018,936 78,383,379 24,844,770 29,426,034
Information about major customers
No revenue from sales to a single customer or a group of customers under common control accounted for 10%
or more of the Group’s revenue for each of the Relevant Periods and the period covered by the Interim Comparative
Financial Information.
5. REVENUE, OTHER INCOME AND GAINS, NET
An analysis of revenue is as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Revenue from contracts
with customers /H1118/H1118/H1118/H1118/H1118/H111879,660,931 72,194,092 76,724,493 24,317,550 28,949,457
Revenue from other
sources
Financial service /H1118/H1118/H1118/H1118/H1118804,035 797,211 609,988 221,892 167,281
Gross rental income /H1118/H1118/H1118373,564 1,027,633 1,048,898 305,328 309,296
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,838,530 74,018,936 78,383,379 24,844,770 29,426,034
Revenue from contracts with customers
(a) Disaggregated revenue information
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Types of products or
services
Concrete machinery /H1118/H1118/H111815,080,363 15,314,574 14,368,034 4,309,057 5,043,427
Excavating machinery /H1118/H111835,755,616 27,635,692 30,373,600 9,817,141 11,696,247
Hoisting machinery /H1118/H1118/H1118/H111812,669,948 12,999,205 13,115,027 4,395,126 4,933,714
Piling machinery /H1118/H1118/H1118/H1118/H11183,065,233 2,085,179 2,076,069 813,084 1,033,915
Road machinery /H1118/H1118/H1118/H1118/H1118/H11183,080,834 2,485,494 3,001,227 945,428 1,394,573
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,008,937 11,673,948 13,790,536 4,037,714 4,847,581
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111879,660,931 72,194,092 76,724,493 24,317,550 28,949,457
APPENDIX I ACCOUNTANTS’ REPORT
– I-44 –


--- page 581 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Geographical markets
Mainland China /H1118/H1118/H1118/H1118/H1118/H111843,104,782 28,874,100 28,458,486 9,634,756 12,212,441
Outside Mainland China /H111836,556,149 43,319,992 48,266,007 14,682,794 16,737,016
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111879,660,931 72,194,092 76,724,493 24,317,550 28,949,457
Timing of revenue
recognition
Services transferred
over time /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118157,750 252,965 169,498 49,746 48,647
Goods transferred at
a point in time /H1118/H1118/H1118/H1118/H111879,503,181 71,941,127 76,554,995 24,267,804 28,900,810
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111879,660,931 72,194,092 76,724,493 24,317,550 28,949,457
The following table shows the amounts of revenue recognised during the Relevant Periods that were included
in the contract liabilities at the beginning of each reporting period.
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Revenue recognised that was included
in contract liabilities at the beginning
of the reporting period:
Sale of products /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,765,531 1,302,871 1,750,126 1,980,542
(b) Performance obligations
Information about the Group’s performance obligations is summarised below:
Sale of products
The performance obligation is satisfied upon delivery of products, and three main payment methods are
available to customers:
– full payment: Customers normally pay the majority of the purchase price before the product
delivery, with the remaining amount held as a warranty deposit.
– credit/installment payment: payment terms are of 3 to 24 months. Shipments are generally
dispatched once the customer has provided a down payment equal to a fixed percentage of the
product’s price.
– financing payment: Shipments are generally dispatched once the customer has provided a down
payment equal to a fixed percentage of the product’s price. Customers have the option to finance
their purchase through loan agreements or finance lease arrangements with financial institutions.
Rendering services
The performance obligation is satisfied over time as services are rendered and payment is generally due
based on the progress of service completion.
All the amounts of transaction prices allocated to the remaining performance obligations (unsatisfied or
partially unsatisfied) are expected to be recognised as revenue within one year.
APPENDIX I ACCOUNTANTS’ REPORT
– I-45 –


--- page 582 ---
An analysis of other income and gains, net is as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Other income and gains, net
Interest income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118703,743 980,320 1,009,363 374,824 340,715
Government grants*
– Related to assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,480 190,700 197,226 61,340 68,413
– Related to income /H1118/H1118/H1118/H1118/H1118/H1118/H11181,044,068 576,104 673,511 315,257 182,712
Gains/(losses) on disposal of
items of property, plant and
equipment, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,964 (38,394) (155,484) (3,046) 4,046
Gains/(losses) on disposal of
leasehold land included in
right-of-use assets and other
intangible assets, net /H1118/H1118/H1118/H1118/H111824,644 (744) 93,452 (122) 177
Foreign exchange differences,
net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118267,512 538,662 (305,967) (229,634) 497,800
Gains/(losses) on disposal of
investments in joint ventures
and associates, net /H1118/H1118/H1118/H1118/H1118/H1118/H11181,285 (6,697) – – –
Gains on disposal of
subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829,046 11,772 96,997 – –
Net realised and unrealised
gains/(losses) on financial
assets at FVPL and
amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118677,868 (270,294) 464,730 52,005 295,837
Dividend income from
financial assets at FVOCI /H1118/H111836,769 38,199 23,316 4,265 2,649
Fair value (losses)/gains on
financial assets at FVPL and
derivatives financial
instruments, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(250,263) 21,149 109,558 263,491 (503,623)
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118223,090 96,245 115,470 22,064 28,367
Total other income and gains,
net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,845,206 2,137,022 2,322,172 860,444 917,093
* Government grants received for which the related expenditure has not yet been undertaken are included
in deferred income in the statements of financial position. There are no unfulfilled conditions or
contingencies relating to these grants.
APPENDIX I ACCOUNTANTS’ REPORT
– I-46 –


--- page 583 ---
6. PROFIT BEFORE TAX
The Group’s profit before tax is arrived at after charging/(crediting):
Y ear ended 31 December Four months ended 30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Cost of inventories sold /H1118/H1118/H1118 53,042,820 45,673,947 47,704,606 14,551,198 17,944,840
Cost of services provided /H1118/H1118/H1118 363,981 377,252 256,435 97,134 60,122
Depreciation of property,
plant and equipment /H1118/H1118/H1118/H111813 2,087,044 2,500,201 2,822,995 974,105 910,305
Depreciation of right-of-use
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 222,934 309,971 397,585 71,757 132,861
Amortisation of other
intangible assets* /H1118/H1118/H1118/H1118/H1118/H111817 260,109 327,412 359,559 132,224 125,784
Depreciation of investment
properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 12,400 12,737 11,990 4,117 6,145
Research and development
costs
Current year expenditure /H1118/H1118 7,210,897 6,101,128 5,488,155 1,789,411 1,463,835
Less: Development
expenditures /H1118/H1118/H1118/H1118/H1118/H1118/H1118(287,984) (236,533) (107,534) (42,807) (41,930)
Net current year
expenditure /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,922,913 5,864,595 5,380,621 1,746,604 1,421,905
Lease payments not included
in the measurement of
lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H111815(c) 89,693 129,068 89,617 26,875 33,337
Auditor’s remuneration /H1118/H1118/H1118/H1118 6,968 6,850 7,100 2,367 1,767
Employee benefit expenses
(excluding directors’ and
supervisor’ remuneration
(note 8) ):
Wages, salaries and other
allowances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,288,035 9,019,571 9,895,259 3,121,754 2,979,846
Share-based payments /H1118/H1118/H1118/H1118/H111849,703 17,896 62,516 20,839 18,485
Pension scheme contributions
and social welfare** /H1118/H1118/H1118/H1118 539,749 552,600 531,407 179,068 171,635
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,877,487 9,590,067 10,489,182 3,321,661 3,169,966
Foreign exchange differences,
net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 (267,512) (538,662) 305,967 229,634 (497,800)
Impairment costs:
Inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111899,144 79,886 157,541 10,503 36,812
Property, plant and
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 5,211 – 1,254 – –
Investment properties /H1118/H1118/H1118/H111814 – – 40,727 – –
Other intangible assets /H1118/H1118/H111817 29 – 1,449 – –
Other non-current assets /H1118/H1118 3,565 (395) – – –
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118107,949 79,491 200,971 10,503 36,812
Impairment of financial
instruments and contract
assets, net:
Impairment of trade
receivables, net /H1118/H1118/H1118/H1118/H1118/H111823 341,754 1,089,953 781,645 150,472 254,994
Impairment of contract
assets, net
/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825 (397) 2 385 277 241
(Impairment)/reversal of
receivables under finance
lease, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111824 222,919 142,286 41,665 40,875 (89,321)
Reversal of impairment of
loans and advances /H1118/H1118/H1118/H111822 (13,234) (153,794) (82,752) 26,736 (23,491)
Impairment of financial
assets included in
prepayments, other
receivables and other
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829 9,649 114,995 203,557 62,436 31,848
Impairment of guarantee
contracts included in non-
current liabilities /H1118/H1118/H1118/H1118/H1118/H1118(492) (19,525) (47,181) (15,924) (6,563)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118560,199 1,173,917 897,319 264,872 167,708
APPENDIX I ACCOUNTANTS’ REPORT
– I-47 –


--- page 584 ---
Y ear ended 31 December Four months ended 30 April
Notes 2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Fair value (gains)/losses, net:
Financial assets at fair
value through profit or
loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118384,513 (34,478) 56,631 (29,616) 65,445
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(134,250) 13,329 (166,189) (233,875) 438,178
Losses on derecognition of
financial assets at
amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H111821,819 – 363 – –
Net realised and unrealised
(gains)/losses on financial
assets at FVPL and
amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H11185 (677,868) 270,294 (464,730) (52,005) (295,837)
Dividend income from equity
investments at fair value
through other
comprehensive income /H1118/H1118/H11185 (36,769) (38,199) (23,316) (4,265) (2,649)
Interest income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(696,432) (980,288) (1,009,363) (374,824) (340,715)
(Gains)/losses on disposal of
items of property, plant and
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(11,964) 38,394 155,484 3,046 (4,046)
(Gains)/losses on disposal of
other intangible assets and
leasehold land included in
right-of-use assets /H1118/H1118/H1118/H1118/H1118(24,644) 744 (93,452) 122 (177)
(Gains)/losses on disposal of
investments in joint
ventures and associates /H1118/H1118/H11185 (1,285) 6,69 7–––
Gains on disposal of
investments in subsidiaries /H1118 5 (29,046) (11,772) (96,997) – –
Donation expenses /H1118/H1118/H1118/H1118/H1118/H111845,769 27,872 29,291 16,523 11,211
* The amortisation of other intangible assets for the year and period are included in “Administrative
expenses” and “Research and development costs” in the consolidated statement of profit or loss.
** There are no forfeited contributions that may be used by the Group as the employer to reduce the
existing level of contributions.
7. FINANCE COSTS
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Interest on bank loans and
other borrowings /H1118/H1118/H1118/H1118/H1118642,735 1,017,942 815,613 333,166 196,133
Interest on lease liabilities /H1118 18,411 28,161 32,499 4,940 12,711
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118661,146 1,046,103 848,112 338,106 208,844
Less: Interest capitalised /H1118/H1118(36,271) (32,553) (3,032) (369) (525)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118624,875 1,013,550 845,080 337,737 208,319
APPENDIX I ACCOUNTANTS’ REPORT
– I-48 –


--- page 585 ---
8. DIRECTORS’ AND SUPERVISORS’ REMUNERATION
Directors’ and supervisors’ remuneration for the Relevant Periods and the period covered by the Interim
Comparative Financial Information, disclosed pursuant to the Listing Rules, section 383(1)(a), (b), (c) and (f) of the
Hong Kong Companies Ordinance and Part 2 of the Companies (Disclosure of Information about Benefits of
Directors) Regulation, is as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Fees /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118320 240 340 100 120
Other emoluments:
– Salaries, wages, bonuses
and benefits in kind
(including contributions
to pension plans) /H1118/H1118/H1118/H111838,612 23,144 25,941 8,984 7,363
– Share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,414 3,850 7,630 2,141 1,650
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111848,026 26,994 33,571 11,125 9,013
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111848,346 27,234 33,911 11,225 9,133
(a) Independent non-executive directors
The fees paid to independent non-executive directors during the Relevant Periods were as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Mr. Zhou Hua /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118120 120 120 40 36
Mr. Wu Zhongxin /H1118/H1118/H1118/H1118/H1118/H111880 120 120 40 42
Ms. Xi Qing /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 100 20 42
Mr. Su Zimeng /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 0––––
Ms. Tang Y a /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 0––––
Mr. Ma Guangyuan /H1118/H1118/H1118/H1118/H11184 0––––
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118320 240 340 100 120
There were no other emoluments payable to the independent non-executive directors during the Relevant
Periods.
(i) Mr. Su Zimeng resigned as an independent non-executive director of the Company in 25 April 2022.
(ii) Ms. Tang Y a resigned as an independent non-executive director of the Company in 25 April 2022.
(iii) Mr. Ma Guangyuan resigned as an independent non-executive director of the Company in 25 April 2022.
(iv) Mr. Wu Zhongxin was appointed as an independent non-executive director of the Company in 25 April
2022.
(v) Ms. Xi Qing was appointed as an independent non-executive director of the Company in 25 April 2022.
APPENDIX I ACCOUNTANTS’ REPORT
– I-49 –


--- page 586 ---
(b) Executive directors, non-executive directors and supervisors
Fees
Salaries, wages,
bonuses and
benefits in kind
(including
contributions to
pension plans)
Share-based
payment expenses
Total
remuneration
RMB’000 RMB’000 RMB’000 RMB’000
Y ear ended
31 December 2022
Executive directors:
Mr. Xiang Wenbo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,157 1,799 2,956
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 10,473 2,560 13,033
Mr. Yi Xiaogang /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 9,025 1,583 10,608
Mr. Huang Jianlong /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7,878 – 7,878
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 28,533 5,942 34,475
Non-executive directors:
Mr. Liang Wengen /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,114 – 1,114
Mr. Tang Xiuguo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 1,499 1,499
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,114 1,499 2,613
Supervisors:
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 8,629 1,973 10,602
Mr. Li Daocheng /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 306 – 306
Mr. Y ao Chuanda /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3 0 –3 0
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 8,965 1,973 10,938
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 38,612 9,414 48,026
Fees
Salaries, wages,
bonuses and
benefits in kind
(including
contributions to
pension plans)
Share-based
payment expenses
Total
remuneration
RMB’000 RMB’000 RMB’000 RMB’000
Y ear ended
31 December 2023
Executive directors:
Mr. Xiang Wenbo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 977 554 1,531
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,141 1,073 7,214
Mr. Yi Xiaogang /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,874 654 7,528
Mr. Huang Jianlong /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 5,284 19 5,303
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 19,276 2,300 21,576
Non-executive directors:
Mr. Liang Wengen /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,097 – 1,097
Mr. Tang Xiuguo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 462 462
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,097 462 1,559
Supervisors:
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,447 1,088 3,535
Mr. Li Daocheng /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 294 – 294
Mr. Y ao Chuanda /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3 0 –3 0
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,771 1,088 3,859
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 23,144 3,850 26,994
APPENDIX I ACCOUNTANTS’ REPORT
– I-50 –


--- page 587 ---
Fees
Salaries, wages,
bonuses and
benefits in kind
(including
contributions to
pension plans)
Share-based
payment expenses
Total
remuneration
RMB’000 RMB’000 RMB’000 RMB’000
Y ear ended
31 December 2024
Executive directors:
Mr. Xiang Wenbo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 929 1,661 2,590
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7,077 2,095 9,172
Mr. Yi Xiaogang /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7,775 1,533 9,308
Mr. Huang Jianlong /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 5,966 249 6,215
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 21,747 5,538 27,285
Non-executive directors:
Mr. Liang Wengen /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,084 – 1,084
Mr. Tang Xiuguo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 1,384 1,384
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,084 1,384 2,468
Supervisors:
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,792 708 3,500
Mr. Li Daocheng /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 288 – 288
Mr. Y ao Chuanda /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3 0 –3 0
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3,110 708 3,818
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 25,941 7,630 33,571
Fees
Salaries, wages,
bonuses and
benefits in kind
(including
contributions to
pension plans)
Share-based
payment expenses
Total
remuneration
RMB’000 RMB’000 RMB’000 RMB’000
Four months ended 30 April 2024
(Unaudited)
Executive directors:
Mr. Xiang Wenbo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 329 554 883
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3,469 663 4,132
Mr. Yi Xiaogang /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,266 368 2,634
Mr. Huang Jianlong /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,615 27 1,642
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7,679 1,612 9,291
Non-executive directors:
Mr. Liang Wengen /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 362 – 362
Mr. Tang Xiuguo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 504 504
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 362 504 866
Supervisors:
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 836 25 861
Mr. Li Daocheng /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–9 7 –9 7
Mr. Y ao Chuanda /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 0 –1 0
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 943 25 968
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 8,984 2,141 11,125
APPENDIX I ACCOUNTANTS’ REPORT
– I-51 –


--- page 588 ---
Fees
Salaries, wages,
bonuses and
benefits in kind
(including
contributions to
pension plans)
Share-based
payment expenses
Total
remuneration
RMB’000 RMB’000 RMB’000 RMB’000
Four months ended
30 April 2025
Executive directors:
Mr. Xiang Wenbo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 320 415 735
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,972 452 2,424
Mr. Yi Xiaogang /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,263 325 2,588
Mr. Huang Jianlong /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,606 57 1,663
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,161 1,249 7,410
Non-executive directors:
Mr. Liang Wengen /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 273 – 273
Mr. Tang Xiuguo /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 346 346
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 273 346 619
Supervisors:
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 822 55 877
Mr. Li Daocheng /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–9 7 –9 7
Mr. Y ao Chuanda /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 0 –1 0
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 929 55 984
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7,363 1,650 9,013
Mr. Liang Wengen served as an executive director before 20 January 2022 and a non-executive director since
20 January 2022.
There was no arrangement under which a director or a supervisor waived or agreed to waive any remuneration
during the Relevant Periods.
9. FIVE HIGHEST PAID EMPLOYEES
The five highest paid employees of the Group included three, nil, nil and three directors of the Company during
the Relevant Periods details of whose remuneration are set out in note 8 above. Details of the remuneration of the
remaining two, five, five and two highest paid employees who are not directors of the Company are as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Salaries, wages, bonuses
and benefits in kind
(including contributions
to pension plans) /H1118/H1118/H1118/H1118/H111825,683 61,542 66,829 16,015 8,305
Share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,147 700 3,132 364 229
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,830 62,242 69,961 16,379 8,534
APPENDIX I ACCOUNTANTS’ REPORT
– I-52 –


--- page 589 ---
The number of non-director highest paid employees whose remuneration fell within the following bands is as
follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
(Unaudited)
HK$2,000,000 to HK$3,000,000 /H1118/H1118 ––––1
HK$3,000,000 and above /H1118/H1118/H1118/H1118/H1118/H111825541
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825542
10. INCOME TAX
The Group is subject to income tax on an entity basis on profits arising in or derived from the jurisdictions
in which members of the Group are domiciled and/or operate.
Hong Kong
The subsidiary incorporated in Hong Kong is subject to Hong Kong profits tax at the rate of 16.5% on the
estimated assessable profits arising in Hong Kong.
Mainland China
Pursuant to the Enterprise Income Tax Law of the People’s Republic of China (ج)
and the respective regulations (the “EIT Law”), the subsidiaries which operate in Mainland China are subject to EIT
at a rate of 25% on the taxable income, except for those which are subject to tax concessions as set out below:
– Entities that qualify as high-technology enterprises under the tax law are entitled to a preferential
income tax rate of 15%.
Germany
The subsidiaries which operate in Germany are subject to profits tax at a rate of 15%.
Other overseas areas
The Company’s other overseas subsidiaries are subject to income tax at rates ranging from 9% to 35%.
The income tax expense of the Group for the Relevant Periods is analysed as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Current income tax /H1118/H1118/H1118/H1118/H11181,142,623 1,127,552 1,377,511 473,554 557,428
Deferred income tax /H1118/H1118/H1118/H1118(711,537) (417,108) (562,279) (190,328) 14,860
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118431,086 710,444 815,232 283,226 572,288
APPENDIX I ACCOUNTANTS’ REPORT
– I-53 –


--- page 590 ---
A reconciliation of the tax expense applicable to profit before tax at the statutory tax rate for the countries in
which the Company and its subsidiaries are domiciled and/or operate to the tax expense at the effective tax rate is
as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H11184,863,910 5,316,554 6,907,770 2,540,431 4,047,917
Tax at the statutory tax
rate of 25% /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,215,978 1,329,139 1,726,943 635,108 1,011,979
Effect of different tax
rates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(262,010) (333,851) (715,062) (307,441) (383,892)
Adjustments in respect of
current tax of previous
periods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111898,806 73,398 (15,465) (21,832) 22,289
Profits and losses
attributable to joint
ventures and associates /H1118 (5,622) (14,620) (19,606) (10,876) 3,573
Income not subject to tax /H1118 (56,759) (39,564) (104,283) (16,234) (8,881)
Expenses not deductible
for tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111867,680 78,413 44,809 13,749 11,446
Tax losses utilised from
previous period /H1118/H1118/H1118/H1118/H1118/H1118(36,573) (78,499) (1,102) (444) (57,034)
Tax losses and temporary
differences not
recognised /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118152,864 213,588 371,735 134,120 108,516
Super-deduction of
research and
development expenses /H1118/H1118(743,278) (517,560) (472,737) (142,924) (135,708)
Tax charge at the Group’s
effective tax rate /H1118/H1118/H1118/H1118/H1118431,086 710,444 815,232 283,226 572,288
Pillar Two income taxes
The Group is within the scope of the Pillar Two model rules. The Group has applied the mandatory exception
to recognising and disclosing information about deferred tax assets and liabilities arising from Pillar Two income
taxes, and will account for the Pillar Two income taxes as current tax when incurred. Pillar Two legislation has been
enacted or substantively enacted but not yet in effect as at 31 December 2024 and 30 April 2025 in certain
jurisdictions in which the Group operates.
However, the enactment or substantial enactment of Pillar Two legislation in additional jurisdictions in which
the Group operates does not have a material impact to the Group’s overall exposure to Pillar Two income taxes.
11. DIVIDENDS
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Final dividends in respect
of the previous year,
declared or paid during
the year/period (tax
inclusive) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,800,033 1,350,137 1,859,656 – –
The final dividends of RMB4.50, RMB1.6 and RMB2.20 per 10 shares (tax inclusive) in respect of the years
ended 31 December 2022, 2023, and 2024 were approved by the annual general meeting of the Company.
APPENDIX I ACCOUNTANTS’ REPORT
– I-54 –


--- page 591 ---
12. EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT
The calculation of the basic earnings per share amounts is based on the profit attributable to owners of the
parent and the weighted average number of ordinary shares outstanding during the Relevant Periods.
No adjustment has been made to the basic earnings per share amounts presented for the years ended 31
December 2022 and 2023 in respect of a dilution as the impact of the share scheme had an anti-dilutive effect on the
basic earnings per share amounts presented.
The calculation of the diluted earnings per share amounts for the year ended 31 December 2024 and the four
months ended 30 April 2025 is based on the profit for the year/period attributable to ordinary equity holders of the
parent. The weighted average number of ordinary shares used in the calculation is the number of ordinary shares
outstanding during the year/period, as used in the basic earnings per share calculation, and the weighted average
number of ordinary shares assumed to have been issued at no consideration on the deemed exercise or conversion
of all dilutive potential ordinary shares into ordinary shares.
The following reflects the income and share data used in the basic earnings per share computation:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
(Unaudited)
Earnings:
Profit for the year/period
attributable to owners of the
parent, used in the basic and
diluted earnings per share
calculation (RMB’000) /H1118/H1118/H1118/H11184,301,041 4,527,451 5,975,451 2,205,686 3,430,189
Number of shares:
Weighted average number of
ordinary shares outstanding
during the year/period used
in the basic earnings per
share calculation (in
thousand shares) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,452,624 8,464,028 8,459,104 8,463,651 8,472,172
Effect of dilution – weighted
average number of ordinary
shares:
Share scheme (in thousand
shares) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 3,730 – 4,374
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,452,624 8,464,028 8,462,834 8,463,651 8,476,546
The weighted average number of shares was after taking into account the effect of treasury shares held.
APPENDIX I ACCOUNTANTS’ REPORT
– I-55 –


--- page 592 ---
13. PROPERTY, PLANT AND EQUIPMENT
31 December 2022 Buildings
Machinery
equipment
Transportation
equipment
Leasing out
equipment
under
operating
leases
Office
and other
equipment
Leasehold
improvements and
renovation costs
Construction
in progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2022
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,580,035 11,811,207 313,775 232,020 1,896,529 40,307 7,463,459 34,337,332
Accumulated depreciation /H1118/H1118/H1118/H1118(4,751,461) (7,228,457) (212,951) (73,385) (1,084,163) (6,796) – (13,357,213)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(12,319) (30,984) (1,413) – (282) – (45,880) (90,878)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H11187,816,255 4,551,766 99,411 158,635 812,084 33,511 7,417,579 20,889,241
At 1 January 2022, net of
accumulated depreciation
and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,816,255 4,551,766 99,411 158,635 812,084 33,511 7,417,579 20,889,241
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111881,525 682,424 31,517 217,473 193,795 54,446 4,007,884 5,269,064
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(62,173) (143,566) (5,709) (2,882) (11,094) – – (225,424)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118(43,128) (4,431) (260) – 34 – – (47,785)
Depreciation provided during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(583,376) (1,034,158) (19,448) (70,699) (364,614) (14,749) – (2,087,044)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (5,211) – – – – – (5,211)
Transfer to investment properties /H1118 (15,771) – – – – – – (15,771)
Internal transfer /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,281,455 4,894,899 34,394 – 214,045 – (7,424,793) –
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H111857,188 4,620 640 1,665 2,146 – 208 66,467
At 31 December 2022, net of
accumulated depreciation /H1118/H1118/H11189,531,975 8,946,343 140,545 304,192 846,396 73,208 4,000,878 23,843,537
At 31 December 2022
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,903,462 16,611,961 350,882 398,191 2,149,765 76,551 4,046,758 38,537,570
Accumulated depreciation /H1118/H1118/H1118/H1118(5,341,843) (7,632,797) (208,988) (93,999) (1,303,049) (3,343) – (14,584,019)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(29,644) (32,821) (1,349) – (320) – (45,880) (110,014)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H11189,531,975 8,946,343 140,545 304,192 846,396 73,208 4,000,878 23,843,537
31 December 2023 Buildings
Machinery
equipment
Transportation
equipment
Leasing out
equipment
under
operating
leases
Office and
other
equipment
Leasehold
improvements and
renovation costs
Construction in
progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2023, net of
accumulated depreciation
and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,531,975 8,946,343 140,545 304,192 846,396 73,208 4,000,878 23,843,537
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118295,133 457,539 78,793 528,464 156,898 141,030 2,128,165 3,786,022
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(56,253) (100,867) – (40,743) (12,982) – – (210,845)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118– (1,188) – – (917) – – (2,105)
Depreciation provided during the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(725,954) (1,173,924) (15,834) (136,182) (418,050) (30,257) – (2,500,201)
Internal transfer /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,079,883 2,340,357 13,526 – 331,981 – (4,765,747) –
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H111861,009 15,791 2,791 (800) 5,322 – 3,637 87,750
At 31 December 2023, net of
accumulated depreciation and
impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,185,793 10,484,051 219,821 654,931 908,648 183,981 1,366,933 25,004,158
At 31 December 2023
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,311,470 18,827,752 416,419 872,224 2,566,975 217,581 1,412,813 41,625,234
Accumulated depreciation /H1118/H1118/H1118/H1118(6,098,362) (8,317,925) (195,457) (217,293) (1,658,219) (33,600) – (16,520,856)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(27,315) (25,776) (1,141) – (108) – (45,880) (100,220)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H111811,185,793 10,484,051 219,821 654,931 908,648 183,981 1,366,933 25,004,158
APPENDIX I ACCOUNTANTS’ REPORT
– I-56 –


--- page 593 ---
31 December 2024 Buildings
Machinery
equipment
Transportation
equipment
Leasing out
equipment
under
operating
leases
Office and
other
equipment
Leasehold
improvements and
renovation costs
Construction in
progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2024, net of
accumulated depreciation
and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,185,793 10,484,051 219,821 654,931 908,648 183,981 1,366,933 25,004,158
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118162,795 457,837 60,595 347,681 176,258 44,215 949,010 2,198,391
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(131,966) (45,868) (10,611) (186,325) (4,004) – – (378,774)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118– (103,995) (367) – (878) – – (105,240)
Depreciation provided during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(792,789) (1,329,743) (41,617) (180,260) (427,427) (51,159) – (2,822,995)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (1,254) – – – (1,254)
Transfers /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118322,049 647,747 4,777 – 59,574 – (1,174,926) (140,779)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118(43,237) (8,917) (2,610) (5,491) (5,850) – (1,061) (67,166)
At 31 December 2024, net of
accumulated depreciation and
impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,702,645 10,101,112 229,988 629,282 706,321 177,037 1,139,956 23,686,341
At 31 December 2024
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,344,702 19,616,113 455,148 880,620 2,756,155 261,796 1,185,836 42,500,370
Accumulated depreciation /H1118/H1118/H1118/H1118(6,622,309) (9,489,225) (224,209) (250,084) (2,049,726) (84,759) – (18,720,312)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(19,748) (25,776) (951) (1,254) (108) – (45,880) (93,717)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H111810,702,645 10,101,112 229,988 629,282 706,321 177,037 1,139,956 23,686,341
30 April 2025 Buildings
Machinery
equipment
Transportation
equipment
Leasing out
equipment
under
operating
leases
Office and
other
equipment
Leasehold
improvements and
renovation costs
Construction in
progress Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2025, net of
accumulated depreciation and
impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,702,645 10,101,112 229,988 629,282 706,321 177,037 1,139,956 23,686,341
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111864,371 103,739 18,440 22,532 34,341 6,324 168,100 417,847
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,302) (50,141) (2,308) (33,343) (2,914) – – (91,008)
Depreciation provided during
the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(266,407) (454,248) (12,656) (48,028) (115,514) (13,452) – (910,305)
Internal transfer /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,693 177,552 3,951 – 16,334 – (236,530) –
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H111862,574 15,694 943 4,542 5,414 489 2,672 92,328
At 30 April 2025, net of
accumulated depreciation /H1118/H1118/H111810,599,574 9,893,708 238,358 574,985 643,982 170,398 1,074,198 23,195,203
At 30 April 2025
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,581,420 19,839,534 473,731 802,004 2,803,480 268,120 1,120,078 42,888,367
Accumulated depreciation /H1118/H1118/H1118/H1118(6,962,036) (9,922,388) (234,422) (225,765) (2,159,390) (97,722) – (19,601,723)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(19,810) (23,438) (951) (1,254) (108) – (45,880) (91,441)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H111810,599,574 9,893,708 238,358 574,985 643,982 170,398 1,074,198 23,195,203
Certificates of ownership in respect of certain buildings of the Group with a total net carrying amount of
approximately RMB1,333,332,000, RMB981,073,000, RMB301,955,000 and RMB248,949,000, respectively, at 31
December 2022, 2023 and 2024 and 30 April 2025, have not yet been issued by the relevant authorities.
As at 31 December 2022 and 2024, based on the recoverable amount of nil and RMB4,658,000, respectively,
under the fair value less cost of disposal calculation, the impairment loss amounting to RMB5,211,000 and
RMB1,254,000, respectively, was recognised on the relevant equipment.
APPENDIX I ACCOUNTANTS’ REPORT
– I-57 –


--- page 594 ---
14. INVESTMENT PROPERTIES
31 December 2022 Buildings Leasehold land Total
RMB’000 RMB’000 RMB’000
At 1 January 2022, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118106,913 37,980 144,893
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,480 – 4,480
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(790) – (790)
Depreciation provided during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118(11,364) (1,036) (12,400)
Transferred from owner-occupied property /H1118/H1118/H1118/H1118/H11184,095 11,676 15,771
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118111 258 369
At 31 December 2022, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103,445 48,878 152,323
At 31 December 2022
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118255,665 64,192 319,857
Accumulated depreciation /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(150,511) (15,314) (165,825)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,709) – (1,709)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103,445 48,878 152,323
31 December 2023 Buildings Leasehold land Total
RMB’000 RMB’000 RMB’000
At 1 January 2023, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103,445 48,878 152,323
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,887) – (1,887)
Depreciation provided during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118(11,503) (1,234) (12,737)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118385 1,332 1,717
At 31 December 2023, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111890,440 48,976 139,416
At 31 December 2023
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118253,172 65,524 318,696
Accumulated depreciation /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(161,023) (16,548) (177,571)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,709) – (1,709)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111890,440 48,976 139,416
APPENDIX I ACCOUNTANTS’ REPORT
– I-58 –


--- page 595 ---
31 December 2024 Buildings Leasehold land Total
RMB’000 RMB’000 RMB’000
At 1 January 2024, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111890,440 48,976 139,416
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,597) – (4,597)
Depreciation provided during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118(10,958) (1,032) (11,990)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(40,727) – (40,727)
Transfers /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118140,780 (1,353) 139,427
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,133) (2,333) (3,466)
At 31 December 2024, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118173,805 44,258 218,063
At 31 December 2024
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118405,423 61,327 466,750
Accumulated depreciation /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(182,466) (17,069) (199,535)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(49,152) – (49,152)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118173,805 44,258 218,063
30 April 2025 Buildings Leasehold land Total
RMB’000 RMB’000 RMB’000
At 1 January 2025, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118173,805 44,258 218,063
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,271 – 26,271
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,982) – (1,982)
Depreciation provided during the period /H1118/H1118/H1118/H1118/H1118/H1118(5,809) (336) (6,145)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––
Transfers /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118462 859 1,321
At 30 April 2025, net of accumulated
depreciation and impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118192,747 44,781 237,528
At 30 April 2025
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118428,815 62,186 491,001
Accumulated depreciation /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(187,365) (17,405) (204,770)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(48,703) – (48,703)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118192,747 44,781 237,528
As at the end of each of the Relevant Periods, the fair values of investment properties, which are categorised
within Level 3 of the fair value hierarchy, are not materially different from their original cost.
As at 31 December 2024, based on the recoverable amount of RMB59,862,000, under the fair value less cost
of disposal calculation using the market approach, the impairment loss amounting to RMB40,727,000 was recognised
on the relevant investment property.
Certificates of ownership in respect of certain buildings included in investment properties of the Group with
a total net carrying amount of approximately RMB8,922,000, RMB8,351,000, RMB7,779,000 and RMB7,589,000,
respectively, at 31 December 2022, 2023, 2024 and 30 April 2025, have not yet been issued by the relevant
authorities.
APPENDIX I ACCOUNTANTS’ REPORT
– I-59 –


--- page 596 ---
15. LEASES
The Group as a lessee
The Group has lease contracts for various items of leasehold land, properties, plant and equipment used in its
operations. Leases of leasehold land generally have lease terms of 50 years, while leases of properties, plant and
equipment generally have lease terms between 1 and 10 years. Generally, the Group is restricted from assigning and
subleasing the leased assets outside the Group.
(a) Right-of-use assets
The carrying amounts of the right-of-use assets and the movements during the Relevant Periods are as follows:
Y ear ended
31 December 2022 Buildings
Machinery
equipment
Transportation
equipment
Office
equipment
Leasehold
land Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118154,641 8,564 915 17,815 2,139,812 2,321,747
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118363,574 – 1,132 65,685 358,036 788,427
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(6,057) – (5) (33) (10,747) (16,842)
Depreciation provided
during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(142,293) (2,286) (979) (20,073) (57,303) (222,934)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H11182,413 (32) (4) 901 (352) 2,926
As at 31 December 2022 /H1118/H1118/H1118/H1118/H1118372,278 6,246 1,059 64,295 2,429,446 2,873,324
Y ear ended
31 December 2023 Buildings
Machinery
equipment
Transportation
equipment
Office
equipment
Leasehold
land Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118372,278 6,246 1,059 64,295 2,429,446 2,873,324
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118549,243 12,989 9,911 23,274 250,087 845,504
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(999) – – (372) (45,627) (46,998)
Depreciation provided
during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(216,014) (8,546) (2,806) (21,766) (60,839) (309,971)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118(9,534) – (11) 594 310 (8,641)
As at 31 December 2023 /H1118/H1118/H1118/H1118/H1118694,974 10,689 8,153 66,025 2,573,377 3,353,218
Y ear ended
31 December 2024 Buildings
Machinery
equipment
Transportation
equipment
Office
equipment
Leasehold
land Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118694,974 10,689 8,153 66,025 2,573,377 3,353,218
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118224,540 9,870 26,049 43,658 66,756 370,873
Transfer from investment
properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – – 1,353 1,353
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(16,681) (1,924) (7,561) (6,045) (29,208) (61,419)
Depreciation provided
during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(282,269) (11,537) (13,755) (25,488) (64,536) (397,585)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118785 5,744 (8) (1,316) (49) 5,156
As at 31 December 2024 /H1118/H1118/H1118/H1118/H1118621,349 12,842 12,878 76,834 2,547,693 3,271,596
APPENDIX I ACCOUNTANTS’ REPORT
– I-60 –


--- page 597 ---
Four months ended 30 April 2025 Buildings
Machinery
equipment
Transportation
equipment
Office
equipment
Leasehold
land Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
As at 1 January 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118621,349 12,842 12,878 76,834 2,547,693 3,271,596
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118406,211 – – 9,292 – 415,503
Transfer from investment
properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– ––––
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(6,510) – – (180) – (6,690)
Depreciation provided during
the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(94,230) (3,241) (4,147) (10,136) (21,107) (132,861)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H11185,041 571 (177) 2,326 18 7,779
As at 30 April 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118931,861 10,172 8,554 78,136 2,526,604 3,555,327
(b) Lease liabilities
The carrying amounts of lease liabilities and the movements during the Relevant Periods are as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Carrying amount at beginning of
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118181,714 461,786 803,679 757,567
New leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118430,391 595,417 304,117 415,503
Accretion of interest recognised
during the year/period (note 7) /H1118/H1118 18,411 28,161 32,499 12,711
Payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(168,007) (291,992) (384,158) (106,320)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(723) 10,307 1,430 (7,744)
Carrying amount at end of
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118461,786 803,679 757,567 1,071,717
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118153,718 253,103 215,933 279,618
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118308,068 550,576 541,634 792,099
(c) The amounts recognised in profit or loss in relation to leases are as follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Interest on lease liabilities /H1118 18,411 28,161 32,499 5,775 12,711
Depreciation of right-of-
use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118222,934 309,971 397,585 93,232 132,861
Expense relating to short-
term leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111887,496 128,867 89,550 26,842 33,223
Expense relating to leases
of low-value assets /H1118/H1118/H1118/H11181,260 201 67 33 114
V ariable lease payments
not included in the
measurement of lease
liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189 3 7––––
Total amount recognised in
profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118331,038 467,200 519,701 125,882 178,909
APPENDIX I ACCOUNTANTS’ REPORT
– I-61 –


--- page 598 ---
(d) The total cash outflow for leases is disclosed in note 42(c) to the Historical Financial Information.
The Group as a lessor
The Group leases its buildings and equipment under operating lease arrangements. Details of rental income
recognised are included in note 5.
At the end of each of the Relevant Periods, the undiscounted lease payments receivable by the Group in future
periods under operating and finance leases with its tenants are as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Within one year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,684,819 6,994,099 7,111,868 405,418
After one year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,421,333 10,658,616 11,216,913 10,870,004
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,106,152 17,652,715 18,328,781 11,275,422
16. GOODWILL
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Carrying amount at beginning of
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111846,495 47,501 49,661 48,010
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,006 2,160 (1,651) 3,462
Carrying amount at end of
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111847,501 49,661 48,010 51,472
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Intermix GmbH /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836,747 38,907 37,256 40,718
Xianyang Tairuida Trading Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H11185,551 5,551 5,551 5,551
Shenyang Sanyyuan Construction
Machinery
Co., Ltdࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,866 2,866 2,866 2,866
North China Baosiwei (Tianjin)
Construction Machinery Co., Ltd
۾ܠ(ݵ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,337 2,337 2,337 2,337
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111847,501 49,661 48,010 51,472
APPENDIX I ACCOUNTANTS’ REPORT
– I-62 –


--- page 599 ---
Impairment testing of goodwill
Goodwill acquired through business combinations is allocated to the following cash-generating units for
impairment testing:
– EMEA CGU
– Xianyang Tairuida Trading Co., Ltd. CGU
– Shenyang Sanyyuan Construction Machinery Co., Ltd CGU
– North China Baosiwei (Tianjin) Construction Machinery Co., Ltd CGU
The recoverable amount of the EMEA CGU has been determined based on a value in use calculation using cash
flow projections based on financial budgets covering a 5-year period approved by senior management.
Assumptions were used in the value in use calculation of the EMEA CGU at the end of each of the Relevant
Periods. The following are the key assumptions on which management has based its cash flow projections to
undertake impairment testing of goodwill:
As at 31 December As at 30 April
2022 2023 2024 2025
Compound growth rate of revenue
over the forecast period /H1118/H1118/H1118/H1118/H1118/H1118/H11187%-17% 3%-9% 5%-13% 5%-13%
Pre-tax discount rate /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813.5% 15.2% 12.7% 11.0%
Terminal growth rate /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181% 1% 1% 1%
Compound growth rate of revenue — The basis is determined with reference to the average revenue achieved
in the years before the budget year, increased for management’s expectation of the future market.
Pre-tax discount rate — The discount rate used is before tax and reflects specific risks relating to the relevant
unit.
Terminal growth rate — The basis is determined with reference to the long-term Consumer Price Index of
China and the nature of the business.
The values assigned to the key assumptions on compound growth rate of revenue, discount rate and terminal
growth rate are consistent with external information sources.
Sensitivity analysis for the EMEA CGU valuation
In the opinion of the directors of the Company, for the EMEA cash-generating unit, a reasonably possible
change in the key assumptions of the cash flow projections would cause its carrying amount exceed its recoverable
amount. The headroom was RMB37,885,000, RMB48,901,000, RMB759,000 and RMB5,642,000 as at 31 December
2022, 2023 and 2024 and 30 April 2025, respectively. If the budgeted sales decreased by 21%, 46%, 2.1% and 3%,
or the pre-tax discount rate increased by 3.5%, 6.6%, 0.2% and 0.4%, or the terminal growth rate decreased by 3.8%,
23.8%, 0.12% and 0.42%, a further impairment on goodwill would be recognised during the year ended 31 December
2022, 2023 and 2024 and the four months ended 30 April 2025, respectively.
These sensitivities analysis are based on changing the relevant assumption while holding other assumptions
constant. In practice, this is unlikely to occur and changes in some of the assumptions may be correlated.
Considering there was still sufficient headroom based on the assessment, the management believe there was
no impairment for the goodwill as at the end of each of the Relevant Periods.
Based on the results of the abovementioned assessments as conducted by management and the independent
external valuer, the directors of the Company conclude that no impairment loss on the aforementioned goodwill is
required to be recognised as at the end of each of the Relevant Periods.
APPENDIX I ACCOUNTANTS’ REPORT
– I-63 –


--- page 600 ---
17. OTHER INTANGIBLE ASSETS
31 December 2022
Development
expenditures
Putzmeister
franchise Software
Proprietary
technology Trademarks Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2022:
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118506,964 139,615 582,603 2,234,619 991,401 79,797 4,534,999
Accumulated amortisation /H1118/H1118/H1118/H1118– (136,124) (375,587) (1,666,621) (11,701) (17,627) (2,207,660)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,194) (76,862) – – (79,056)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118506,964 3,491 204,822 491,136 979,700 62,170 2,248,283
At 1 January 2022,
net of accumulated
amortisation and impairment /H1118/H1118506,964 3,491 204,822 491,136 979,700 62,170 2,248,283
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118287,984 – 144,986 17,529 19 13,336 463,854
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (100) – – – (100)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118– – (14) – – – (14)
Amortisation provided during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (3,589) (95,895) (149,970) (370) (10,285) (260,109)
Impairment during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (29) – – (29)
Transfer /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(316,707) – 158,486 158,001 – 220 –
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118556 98 (834) 6,292 27,562 1,471 35,145
At 31 December 2022,
net of accumulated
amortisation and impairment /H1118/H1118478,797 – 411,451 522,959 1,006,911 66,912 2,487,030
At 31 December 2022:
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118478,797 143,544 882,459 2,443,293 1,019,338 95,606 5,063,037
Accumulated amortisation /H1118/H1118/H1118/H1118– (143,544) (468,762) (1,841,342) (12,427) (28,694) (2,494,769)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,246) (78,992) – – (81,238)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118478,797 – 411,451 522,959 1,006,911 66,912 2,487,030
31 December 2023
Development
expenditures
Putzmeister
franchise Software
Proprietary
technology Trademarks Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2023,
net of accumulated
amortisation and impairment /H1118/H1118478,797 – 411,451 522,959 1,006,911 66,912 2,487,030
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118236,533 – 117,994 24,191 223 492 379,433
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (20,144) (15,365) – – (35,509)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118– – (33,121) – – – (33,121)
Amortisation provided during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (147,128) (169,641) (423) (10,220) (327,412)
Transfer /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(430,110) – 167,251 262,85 9–––
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H11183,347 – 1,814 10,044 59,178 2,565 76,948
At 31 December 2023,
net of accumulated
amortisation and impairment /H1118/H1118288,567 – 498,117 635,047 1,065,889 59,749 2,547,369
At 31 December 2023:
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118288,567 151,981 1,112,350 2,764,990 1,079,464 100,444 5,497,796
Accumulated amortisation /H1118/H1118/H1118/H1118– (151,981) (611,855) (2,046,438) (13,575) (40,695) (2,864,544)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,378) (83,505) – – (85,883)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118288,567 – 498,117 635,047 1,065,889 59,749 2,547,369
APPENDIX I ACCOUNTANTS’ REPORT
– I-64 –


--- page 601 ---
31 December 2024
Development
expenditures
Putzmeister
franchise Software
Proprietary
technology Trademarks Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2024:
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118288,567 151,981 1,112,350 2,764,990 1,079,464 100,444 5,497,796
Accumulated amortisation /H1118/H1118/H1118/H1118– (151,981) (611,855) (2,046,438) (13,575) (40,695) (2,864,544)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,378) (83,505) – – (85,883)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118288,567 – 498,117 635,047 1,065,889 59,749 2,547,369
At 1 January 2024,
net of accumulated
amortisation and impairment /H1118/H1118288,567 – 498,117 635,047 1,065,889 59,749 2,547,369
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118107,534 – 86,178 20,253 345 36 214,346
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (7,767) (2,236) – – (10,003)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118– – (300) (20,449) – – (20,749)
Amortisation provided during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (178,270) (170,290) (456) (10,543) (359,559)
Impairment during the year /H1118/H1118/H1118– – – (1,449) – – (1,449)
Transfer /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(148,484) – 121,896 26,58 8–––
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118(4,948) – (327) (7,103) (45,228) (2,096) (59,702)
At 31 December 2024,
net of accumulated
amortisation and impairment /H1118/H1118242,669 – 519,527 480,361 1,020,550 47,146 2,310,253
At 31 December 2024:
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118242,669 145,532 1,236,081 2,530,523 1,034,016 96,555 5,285,376
Accumulated amortisation /H1118/H1118/H1118/H1118– (145,532) (714,277) (1,964,617) (13,466) (49,409) (2,887,301)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,277) (85,545) – – (87,822)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118242,669 – 519,527 480,361 1,020,550 47,146 2,310,253
30 April 2025
Development
expenditures
Putzmeister
franchise Software
Proprietary
technology Trademarks Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2025:
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118242,669 145,532 1,236,081 2,530,523 1,034,016 96,555 5,285,376
Accumulated amortisation /H1118/H1118/H1118/H1118– (145,532) (714,277) (1,964,617) (13,466) (49,409) (2,887,301)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,277) (85,545) – – (87,822)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118242,669 – 519,527 480,361 1,020,550 47,146 2,310,253
At 1 January 2025, net of
accumulated amortisation and
impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118242,669 – 519,527 480,361 1,020,550 47,146 2,310,253
Additions /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111841,930 – 16,827 1,994 373 – 61,124
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (1,288) (36) – – (1,324)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118–––––––
Amortisation provided during
the year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (61,948) (59,675) (176) (3,985) (125,784)
Impairment during the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––––––
Transfer /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(36,209) – 9,089 27,12 0–––
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H111814,274 – 629 12,329 94,823 3,309 125,364
At 30 April 2025, net of
accumulated amortisation and
impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118262,664 – 482,836 462,093 1,115,570 46,470 2,369,633
APPENDIX I ACCOUNTANTS’ REPORT
– I-65 –


--- page 602 ---
30 April 2025
Development
expenditures
Putzmeister
franchise Software
Proprietary
technology Trademarks Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 30 April 2025:
Cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118262,664 159,055,050 1,268,436 2,671,035 1,130,435 103,224 164,490,844
Accumulated amortisation /H1118/H1118/H1118/H1118– (159,055,050) (783,111) (2,115,653) (14,865) (56,754) (162,025,433)
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,489) (93,289) – – (95,778)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118262,664 – 482,836 462,093 1,115,570 46,470 2,369,633
Certain intangible assets are pledged, details of which are disclosed in note 44 to the Historical Financial
Information.
18. INVESTMENTS IN JOINT VENTURES
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Share of net assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118206,016 258,131 302,024 320,762
The following table illustrates the aggregate financial information of the Group’s joint ventures that are not
individually material:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Share of the joint ventures’ profit
for the year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,726 51,597 45,159 18,600
Share of the joint ventures’ total
comprehensive income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,726 51,597 45,159 18,600
Aggregate carrying amount of the
Group’s investments in the joint
ventures /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118206,016 258,131 302,024 320,762
During the year ended 31 December 2022, the Group did not recognise its share of profit of RMB3,223,000
of PALFINGER SANY CRANE CIS as the share of profit of the joint venture has been offset by the previous excess
losses in the joint venture.
APPENDIX I ACCOUNTANTS’ REPORT
– I-66 –


--- page 603 ---
19. INVESTMENTS IN ASSOCIATES
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Share of net assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,033,035 2,142,781 2,122,494 2,143,869
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Y uandong Construction Investment
Group CO., Ltd of Beijing
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118117,994 119,778 121,999 122,365
Hunan Sanxiang Bank Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118545,742 586,012 606,756 547,389
Huaxu (Guangzhou) Industrial
Investment Fund Management
Partnership Enterprise (Limited
Partnership)
ߜ(ᄿψ)၍ଣΥྫ
Άุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118760,974 772,228 768,873 854,009
Hunan DEUTZ Power Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118334,366 315,626 270,513 267,192
Tangshan Chite Mechanical
Equipment Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H11184,784 4,750 4,776 4,081
Lianyungang Anxin Machinery Sales
Co., Ltd.
ʮ̡ /H1118/H1118/H11188,844 7,477 – –
Wuhan Jiuzhoulong Engineering
Machinery Co., Ltd.
ʮ̡ /H1118/H1118/H111861,035 58,555 57,280 56,177
Wuxi Sany V enture Capital
Partnership Enterprise (Limited
Partnership)
ೌ፼ɧɓ௴ุҳ༟ΥྫΆุ(ࠢ
Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118116,017 201,806 194,440 193,570
Hunan Guozhong Zhilian
Engineering Machinery Research
Institute Co., Ltd
ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,536 1,632 1,778 1,732
Hunan Sany Jingchuang Technology
Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H111881,743 74,917 72,914 73,185
Xiangjiang Technology (Xinjiang)
Co., Ltd
Ҧ(อᖛ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118– – 23,165 24,169
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,033,035 2,142,781 2,122,494 2,143,869
APPENDIX I ACCOUNTANTS’ REPORT
– I-67 –


--- page 604 ---
The following table illustrates the aggregate financial information of the Group’s associates that are not
individually material:
As at 31 December As at 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Share of the associates’
profit/(loss) for the
year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,896 (1,659) 13,169 20,971 (50,890)
Share of the associates’ total
comprehensive
(loss)/income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(80,424) 41,962 (3,875) (79,480) 24,435
Aggregate carrying amount of
the Group’s investments in
the associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,033,035 2,142,781 2,122,494 2,086,137 2,143,869
During the year ended 31 December 2024, the Group has discontinued the recognition of its share of losses
of Lianyungang Anxin Machinery Sales Co., Ltd.ʮ̡ as the share of losses of the associate
exceeded the Group’s interest in the associate and the Group has no obligation to take up further losses. The amounts
of the Group’s unrecognised share of losses of this associate for the year ended 31 December 2024 and for the four
months ended 30 April 2025 was RMB16,739,000 and RMB16,109,000, respectively.
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Share of net assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118823,909 911,797 900,628 916,896
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Y uandong Construction Investment
Group CO., Ltd of Beijing
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118117,994 119,778 121,999 122,365
Huaxu (Guangzhou) Industrial
Investment Fund Management
Partnership Enterprise (Limited
Partnership)
ߜ(ᄿψ)၍ଣΥྫ
Άุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118591,069 593,289 586,948 603,746
Wuxi Sany V enture Capital
Partnership Enterprise (Limited
Partnership)
ೌ፼ɧɓ௴ุҳ༟ΥྫΆุ(ࠢ
Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118113,310 197,098 189,903 189,053
Hunan Guozhong Zhilian
Engineering Machinery Research
Institute Co., Ltd
ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,536 1,632 1,778 1,732
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118823,909 911,797 900,628 916,896
APPENDIX I ACCOUNTANTS’ REPORT
– I-68 –


--- page 605 ---
20. FINANCIAL ASSETS AT FVOCI
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Current portion
Bills receivables, at fair value /H1118/H1118/H1118/H1118294,478 365,819 456,501 470,046
Non-current portion
Listed equity investments, at fair
value
BANK of Changsha Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118336,316 313,961 – –
CHINA DEVELOPMENT BANK
FINANCIAL LEASING CO., LTD
ʮ̡/H1118/H1118/H1118/H1118/H111864,65 8–––
Unlisted equity investments, at fair
value
SVOLT Energy Technology
Company Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118275,634 108,479 159,072 159,072
Shenzhen Trinity Technology
Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118135,451 135,451 135,451 135,451
Suzhou Lvkong Transmission
Technology Co., Ltd.
ʮ̡ /H1118/H1118 48,000 48,000 48,000 48,000
Aerospace Kaitian Environmental
Tech. Co., Ltd.
ʮ̡ /H1118/H1118 40,000 40,000 40,000 40,000
Shanghai Kangfu Nuclear Power
Machinery Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H11186,017 6,017 6,017 6,017
Rootcloud Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118363,237 202,620 104,824 104,824
Zhejiang Chengfeng Engineering
Machinery Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H11182,294 2,294 2,294 2,294
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111861,035 114,075 112,797 112,797
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,332,642 970,897 608,455 608,455
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,627,120 1,336,716 1,064,956 1,078,501
The above equity investments were irrevocably designated at fair value through other comprehensive income
as the Group considers these investments to be strategic in nature.
APPENDIX I ACCOUNTANTS’ REPORT
– I-69 –


--- page 606 ---
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Current portion
Bills receivables, at fair value /H1118/H1118/H1118/H111855,644 25,619 50,567 63,640
Non-current portion
Listed equity investments, at fair
value
BANK of Changsha Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118336,316 313,961 – –
Unlisted equity investments, at fair
value
SVOLT Energy Technology
Company Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118275,634 108,479 159,072 159,072
Shenzhen Trinity Technology
Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118135,451 135,451 135,451 135,451
Suzhou Lvkong Transmission
Technology Co., Ltd.
ʮ̡ /H1118/H1118 48,000 48,000 48,000 48,000
Aerospace Kaitian Environmental
Tech. Co., Ltd.
ʮ̡ /H1118/H1118 40,000 40,000 40,000 40,000
Rootcloud Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118363,237 202,620 104,824 104,824
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,384 61,424 61,424 61,424
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,207,022 909,935 548,771 548,771
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,262,666 935,554 599,338 612,411
21. FINANCIAL ASSETS AT FVPL
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Current portion
Listed equity investments, at fair
value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,647 62,353 – –
Debt investments, at fair value /H1118/H1118/H1118/H111814,740,955 10,786,583 11,062,402 11,567,532
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,816,602 10,848,936 11,062,402 11,567,532
Non-current portion
Fund and non-listed equity
investments, at fair value /H1118/H1118/H1118/H1118/H1118/H1118340,288 310,913 285,051 277,337
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,156,890 11,159,849 11,347,453 11,844,869
APPENDIX I ACCOUNTANTS’ REPORT
– I-70 –


--- page 607 ---
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Current portion
Debt investments, at fair value /H1118/H1118/H11182,528,750 617,658 302,687 1,246,166
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,528,750 617,658 302,687 1,246,166
Non-current portion
Fund and non-listed equity
investments, at fair value /H1118/H1118/H1118/H1118/H1118239,945 239,253 236,254 238,131
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,768,695 856,911 538,941 1,484,297
Certain investments are pledged, details of which are disclosed in note 44 to the Historical Financial
Information.
22. LOANS AND ADV ANCES
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,632,338 7,100,985 3,540,820 2,789,083
Less: Loss allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(475,418) (321,624) (238,872) (215,381)
11,156,920 6,779,361 3,301,948 2,573,702
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,049,659 3,741,246 2,016,412 1,609,622
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,107,261 3,038,115 1,285,536 964,080
The movements in the loss allowance for impairment of loans and advances are as follows:
Y ear ended 31 December 2022
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118/H1118/H1118/H1118322,562 115,995 50,095 488,652
Transfer during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(22,105) 18,789 3,316 –
(Reversal)/provision of impairment
losses during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(18,620) (26,042) 31,428 (13,234)
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118281,837 108,742 84,839 475,418
Y ear ended 31 December 2023
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118/H1118/H1118/H1118281,837 108,742 84,839 475,418
Transfer during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837,967 (86,470) 48,503 –
Reversal of impairment losses
during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(128,540) (10,293) (14,961) (153,794)
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118191,264 11,979 118,381 321,624
APPENDIX I ACCOUNTANTS’ REPORT
– I-71 –


--- page 608 ---
Y ear ended 31 December 2024
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118/H1118/H1118/H1118191,264 11,979 118,381 321,624
Transfer during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(14,504) 10,584 3,920 –
(Reversal)/provision of impairment
losses during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(86,841) (12,079) 16,168 (82,752)
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111889,919 10,484 138,469 238,872
Four months ended 30 April 2025
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the period /H1118/H1118/H1118/H111889,919 10,484 138,469 238,872
Transfer during the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118(16,752) 16,540 212 –
(Reversal)/provision of impairment
losses during the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118(17,579) (4,522) (1,390) (23,491)
At the end of the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111855,588 22,502 137,291 215,381
Certain loans and advances are pledged, details of which are disclosed in note 44 to the Historical Financial
Information.
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year/period /H1118 488,652 475,418 321,624 238,872
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(13,234) (153,794) (82,752) (23,491)
At the end of the year/period /H1118/H1118/H1118/H1118/H1118475,418 321,624 238,872 215,381
23. TRADE AND BILLS RECEIV ABLES
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,005,099 32,873,445 35,143,568 37,920,461
Bills receivables, at amortised cost /H1118 588,860 306,049 397,632 446,794
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,752,550) (3,755,593) (4,284,353) (4,382,628)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831,841,409 29,423,901 31,256,847 33,984,627
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,395,762 26,573,655 28,343,222 30,499,169
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,445,647 2,850,246 2,913,625 3,485,458
APPENDIX I ACCOUNTANTS’ REPORT
– I-72 –


--- page 609 ---
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118865,223 1,547,828 1,923,634 1,596,791
Bills receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823,281 55,200 28,521 23,630
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(19,162) (25,025) (35,573) (50,768)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118869,342 1,578,003 1,916,582 1,569,653
The Group’s trading terms with its customers are mainly on credit. The credit terms for our PRC customers
under instalment and credit payment typically range from three to 24 months, whereas overseas customers are granted
terms of three to twelve months. The Group seeks to maintain strict control over its outstanding receivables and has
a credit control department to minimise credit risk. Overdue balances are reviewed regularly by senior management
and credit limits attributed to customers are reviewed once a month. Trade receivables are non-interest-bearing.
The amounts due from related parties included in trade receivables are disclosed in note 49 to the Historical
Financial Information.
Certain bills receivables are pledged, details of which are disclosed in note 44 to the Historical Financial
Information.
An ageing analysis of the trade and bills receivables as at the end of each of the Relevant Periods (based on
the invoice date) is as follows:
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Within one year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830,072,307 28,718,602 30,055,683 29,104,741
After one year but within two years /H1118 1,627,865 1,329,627 2,065,787 5,421,322
After two years but within three
years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118777,798 790,517 753,353 1,024,496
After three years but within four
years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118387,101 488,762 622,035 662,865
After four years but within five
years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118335,571 373,009 446,088 488,904
After five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,393,317 1,478,977 1,598,254 1,664,927
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,593,959 33,179,494 35,541,200 38,367,255
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Within one year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118849,791 1,565,242 1,879,571 1,470,875
After one year but within two years /H1118 15,837 15,338 47,029 121,555
After two years but within three
years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,826 5,293 10,934 13,418
After three years but within four
years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,858 8,846 2,979 3,223
After four years but within five
years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118359 7,156 4,487 1,331
After five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118833 1,153 7,155 10,019
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118888,504 1,603,028 1,952,155 1,620,421
APPENDIX I ACCOUNTANTS’ REPORT
– I-73 –


--- page 610 ---
The movements in the loss allowance for impairment of trade and bills receivables are as follows:
The Group
Y ear ended 31 December 2022
12-months
ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3
Simplified
approach Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118 109,094 – – 2,432,279 2,541,373
Impairment losses, net /H1118/H1118/H1118/H1118/H111839,344 – – 302,410 341,754
Amount written off as
uncollectible /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(46,868) – – (89,790) (136,658)
Exchange realignment /H1118/H1118/H1118/H1118/H1118– – – 6,081 6,081
At the end of the year /H1118/H1118/H1118/H1118/H1118101,570 – – 2,650,980 2,752,550
Y ear ended 31 December 2023
12-months
ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3
Simplified
approach Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118101,570 – – 2,650,980 2,752,550
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118(18,885) – – 1,108,838 1,089,953
Amount written off as
uncollectible /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (123,385) (123,385)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118– – – 36,475 36,475
At the end of the year /H1118/H1118/H1118/H1118/H1118/H111882,685 – – 3,672,908 3,755,593
Y ear ended 31 December 2024
12-months
ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3
Simplified
approach Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H111882,685 – – 3,672,908 3,755,593
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H111823,905 – – 757,740 781,645
Amount written off as
uncollectible /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (224,644) (224,644)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118– – – (28,241) (28,241)
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118106,590 – – 4,177,763 4,284,353
Four months ended 30 April 2025
12-months
ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3
Simplified
approach Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the period /H1118 106,590 – – 4,177,763 4,284,353
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H111815,861 – – 239,133 254,994
Amount written off as
uncollectible /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(22,817) – – (84,883) (107,700)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118– – – (49,019) (49,019)
At the end of the period /H1118/H1118/H1118/H111899,634 – – 4,282,994 4,382,628
APPENDIX I ACCOUNTANTS’ REPORT
– I-74 –


--- page 611 ---
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year/period /H1118 14,177 19,162 25,025 35,573
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,984 5,865 10,540 15,209
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 (2) 16 –
Amount written off as uncollectible /H1118 – – (8) (14)
At the end of the year/period /H1118/H1118/H1118/H1118/H111819,162 25,025 35,573 50,768
For bills receivables, the Group considered the non-settlement of these bills by the issuing banks on maturity
is not probable. Therefore, during the Relevant Periods, the Group estimated the expected loss rate for bills
receivables is minimal.
For trade receivables, the Group determines the ECLs using a provision matrix, estimated based on the
financial quality of the debtors and historical credit loss experience based on the days past due of the trade
receivables, adjusted as appropriate to reflect current conditions and estimates of future economic conditions. The
following table details the risk profile of trade receivables:
The Group
As at 31 December 2022
Gross carrying
amount
Expected
credit loss rate
Expected
credit losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H11182,017,888 38.63% 779,416
Provision for bad debts by portfolio of credit risk
characteristics
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,253,100 1.80% 507,782
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,583,354 10.00% 158,335
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118726,360 20.00% 145,272
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118325,386 35.00% 113,885
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118204,606 75.00% 153,455
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118894,405 100.00% 894,405
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,005,099 8.09% 2,752,550
As at 31 December 2023
Gross carrying
amount
Expected
credit loss rate
Expected
credit losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H11183,881,228 48.23% 1,871,799
Provision for bad debts by portfolio of credit risk
characteristics
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825,915,805 1.84% 476,712
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118891,600 10.00% 89,160
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118657,113 20.00% 131,423
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118421,390 35.00% 147,486
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118269,184 75.00% 201,888
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118837,125 100.00% 837,125
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832,873,445 11.42% 3,755,593
APPENDIX I ACCOUNTANTS’ REPORT
– I-75 –


--- page 612 ---
As at 31 December 2024
Gross carrying
amount
Expected
credit loss rate
Expected
credit losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H11184,105,234 50.95% 2,091,631
Provision for bad debts by portfolio of credit risk
characteristics
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,393,193 2.27% 620,978
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,375,855 10.00% 137,586
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118550,570 20.00% 110,114
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118483,022 35.00% 169,058
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118322,832 75.00% 242,124
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118912,862 100.00% 912,862
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111835,143,568 12.19% 4,284,353
As at 30 April 2025
Gross carrying
amount
Expected
credit loss rate
Expected
credit losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H11183,960,772 44.89% 1,777,794
Provision for bad debts by portfolio of credit risk
characteristics /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,624,090 2.17% 577,617
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,878,213 10.00% 487,821
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118588,531 20.00% 117,706
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118561,494 35.00% 196,523
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118328,775 75.00% 246,581
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118978,586 100.00% 978,586
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837,920,461 11.56% 4,382,628
The Company
As at 31 December 2022
Gross carrying
amount
Expected
credit loss rate
Expected credit
losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H1118444,572 – –
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118381,938 2.75% 10,511
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,837 10.00% 1,584
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,826 20.00% 2,165
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,858 35.00% 3,800
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118359 75.00% 269
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118833 100.00% 833
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118865,223 2.21% 19,162
As at 31 December 2023
Gross carrying
amount
Expected
credit loss rate
Expected credit
losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H1118822,501 – –
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118689,437 1.92% 13,258
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,466 10.00% 1,447
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,183 20.00% 1,037
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,966 35.00% 2,788
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,122 75.00% 5,342
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,153 100.00% 1,153
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,547,828 1.62% 25,025
APPENDIX I ACCOUNTANTS’ REPORT
– I-76 –


--- page 613 ---
As at 31 December 2024
Gross carrying
amount
Expected
credit loss rate
Expected credit
losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H1118986,704 0.30% 3,000
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118866,498 1.97% 17,032
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111846,397 10.00% 4,640
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,043 20.00% 2,009
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,979 35.00% 1,743
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,458 75.00% 5,594
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,555 100.00% 1,555
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,923,634 1.85% 35,573
As at 30 April 2025
Gross carrying
amount
Expected
credit loss rate
Expected credit
losses
RMB’000 RMB’000
Provision for bad debts on individual basis /H1118/H1118/H1118/H1118542,456 2.76% 14,996
Undue or overdue within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118909,394 1.07% 9,752
Overdue 1 to 2 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118118,531 10.00% 11,853
Overdue 2 to 3 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,468 20.00% 2,494
Overdue 3 to 4 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,220 35.00% 1,127
Overdue 4 to 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118703 75.00% 527
Overdue over 5 years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,019 100.00% 10,019
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,596,791 3.18% 50,768
There was no significant change in the ECL rates for the time band during the Relevant Periods, mainly
because no significant changes in the historical default rates of trade receivables, economic conditions and
performance, solvency and behaviour of the debtors were noted, based on which the ECL rates are determined.
24. RECEIV ABLES UNDER FINANCE LEASE
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Gross investments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,452,754 17,955,387 18,576,435 18,371,103
Unearned finance income /H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,022,509) (1,430,970) (1,614,418) (1,605,898)
12,430,245 16,524,417 16,962,017 16,765,205
Less: Loss allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(346,989) (492,290) (532,359) (443,541)
12,083,256 16,032,127 16,429,658 16,321,664
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,659,811 6,346,853 6,531,876 6,675,166
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,423,445 9,685,274 9,897,782 9,646,498
APPENDIX I ACCOUNTANTS’ REPORT
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The movements in the loss allowance for impairment of receivables under finance lease are as follows:
Y ear ended 31 December 2022
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118/H1118/H1118/H1118114,587 – – 114,587
Transfer during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5,283) 5,283 – –
Provision of impairment losses
during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118159,563 63,356 – 222,919
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,483 – – 9,483
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118278,350 68,639 – 346,989
Y ear ended 31 December 2023
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118/H1118/H1118/H1118278,350 68,639 – 346,989
Transfer during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825,809 (29,438) 3,629 –
Provision of impairment losses
during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118127,991 10,480 3,815 142,286
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,015 – – 3,015
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118435,165 49,681 7,444 492,290
Y ear ended 31 December 2024
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118/H1118/H1118/H1118435,165 49,681 7,444 492,290
Transfer during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(9,505) 8,128 1,377 –
Provision/(reversal) of impairment
losses during the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111846,556 (28,016) 23,125 41,665
Amount written off as uncollectible /H1118 ––––
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,596) – – (1,596)
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118470,620 29,793 31,946 532,359
Four months ended 30 April 2025
12-months ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3 Total
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the period /H1118/H1118/H1118/H1118470,620 29,793 31,946 532,359
Transfer during the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118(44,430) 41,023 3,407 –
Provision/(reversal) of impairment
losses during the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118(92,391) (1,973) 5,043 (89,321)
Amount written off as uncollectible /H1118 ––––
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118503 – – 503
At the end of the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118334,302 68,843 40,396 443,541
The Group provides equipment finance lease services to customers purchasing machinery products of the
Group or other vendors through its leasing subsidiaries. Under the finance lease arrangement, the collectability of the
minimum lease payments is reasonably predictable, there is no significant uncertainty surrounding the amount of
un-reimbursable cost yet to be incurred by the Group under the lease arrangement.
Certain receivables under finance lease are pledged, details of which are disclosed in note 44 to the Historical
Financial Information.
APPENDIX I ACCOUNTANTS’ REPORT
– I-78 –


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25. CONTRACT ASSETS
As at 1
January
2022
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Contract assets arising
from:
Sale of products /H1118/H1118/H1118/H1118/H1118/H1118/H1118152,409 135,631 128,350 154,028 170,079
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,321) (1,924) (1,926) (2,311) (2,552)
Net carrying amount /H1118/H1118/H1118/H1118150,088 133,707 126,424 151,717 167,527
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H111878,717 58,548 67,102 99,206 110,753
Non-current portion /H1118/H1118/H111871,371 75,159 59,322 52,511 56,774
Contract assets are initially recognised for revenue earned from the sale of products as the receipt of
consideration is conditional on successful completion of installation of the products. Upon completion of installation
or construction and acceptance by the customer, the amounts recognised as contract assets are reclassified to trade
receivables. The increase in contract assets in 2024 was the result of the increase in the ongoing sale of products.
The movements in the loss allowance for impairment of contract assets are as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year/period /H1118 2,321 1,924 1,926 2,311
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(397) 2 385 241
At the end of the year/period /H1118/H1118/H1118/H1118/H11181,924 1,926 2,311 2,552
An impairment analysis is performed at each reporting date using a provision matrix to measure expected
credit losses. The provision rates for the measurement of the expected credit losses of the contract assets are based
on those of the trade receivables as the contract assets and the trade receivables are from the same customer bases.
The provision rates of contract assets are based on days past due of trade receivables for groupings of various
customer segments with similar loss patterns (i.e., by geographical region, product type, customer type and rating,
and coverage by letters of credit or other forms of credit insurance). The calculation reflects the probability-weighted
outcome, the time value of money and reasonable and supportable information that is available at the reporting date
about past events, current conditions and forecasts of future economic conditions.
Set out below is the information about the credit risk exposure on the Group’s contract assets using a provision
matrix:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Expected credit loss rate /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181.42% 1.50% 1.50% 1.50%
Gross carrying amount (RMB’000) /H1118 135,631 128,350 154,028 170,079
Expected credit losses (RMB’000) /H1118/H1118 1,924 1,926 2,311 2,552
APPENDIX I ACCOUNTANTS’ REPORT
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26. DEFERRED TAX
The movements in deferred tax assets of the Group during the Relevant Periods are as follows:
Deferred tax assets
The Group
Provision for
impairment
of assets
Changes
in fair value of
derivative
financial
instruments
Depreciation of
property, plant
and equipment
Amortisation
of other
intangible
assets
Deferred
income
Tax
losses Accruals
Deductible
temporary
differences of
inventories Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2022 /H1118/H1118/H1118/H1118601,185 31,632 11,366 33,378 153,963 438,521 1,076,905 1,886,769 130,619 4,364,338
Deferred tax
(charged)/credited to
profit or loss during the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118112,475 (30,743) 2,267 5,376 137,250 561,785 148,236 43,914 42,933 1,023,493
Deferred tax
(charged)/credited to
other comprehensive
income during the year /H1118 – – – –––– – (1,669) (1,669)
Disposal of subsidiaries /H1118/H1118 –––– – (353) (47) – – (400)
Exchange realignment /H1118/H1118/H1118–––– – (2,225) – – – (2,225)
At 31 December 2022 /H1118/H1118/H1118713,660 889 13,633 38,754 291,213 997,728 1,225,094 1,930,683 171,883 5,383,537
At 1 January 2023 /H1118/H1118/H1118/H1118713,660 889 13,633 38,754 291,213 997,728 1,225,094 1,930,683 171,883 5,383,537
Deferred tax
(charged)/credited to
profit or loss during the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118166,764 8,813 916 27,458 (690) 509,268 (145,501) (528,551) 47,706 86,183
Deferred tax
(charged)/credited to
other comprehensive
income during the year /H1118 – – – –––– – (183) (183)
Disposal of subsidiaries /H1118/H1118 –––– – (12,746) (1,991) – – (14,737)
At 31 December 2023 /H1118/H1118/H1118880,424 9,702 14,549 66,212 290,523 1,494,250 1,077,602 1,402,132 219,406 5,454,800
At 1 January 2024 /H1118/H1118/H1118/H1118880,424 9,702 14,549 66,212 290,523 1,494,250 1,077,602 1,402,132 219,406 5,454,800
Deferred tax
(charged)/credited to
profit or loss during the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118109,701 (629) (6,317) (319) (27,689) 273,977 (45,331) (352,866) (7,679) (57,152)
Deferred tax
(charged)/credited to
other comprehensive
income and retained
profits during the year /H1118/H1118 –––– – (77,885) – – 978 (76,907)
Disposal of subsidiaries /H1118/H1118 (142) – – – – (29,190) (4,248) (241) (76) (33,897)
Exchange realignment /H1118/H1118/H11185 0 6––– – (151) 329 – (4,355) (3,671)
At 31 December 2024 /H1118/H1118/H1118990,489 9,073 8,232 65,893 262,834 1,661,001 1,028,352 1,049,025 208,274 5,283,173
At 1 January 2025 /H1118/H1118/H1118/H1118990,489 9,073 8,232 65,893 262,834 1,661,001 1,028,352 1,049,025 208,274 5,283,173
Deferred tax
(charged)/credited to
profit or loss during
the period /H1118/H1118/H1118/H1118/H1118/H1118/H111821,683 20,352 (4,504) 1,622 8,342 (24,679) 36,294 (70,152) (4,311) (15,353)
Deferred tax
(charged)/credited to
other comprehensive
income during the period /H1118 – – – –––– – (1,007) (1,007)
Exchange realignment /H1118/H1118/H1118(873) 99 – – – 4,194 1,126 – 10,320 14,866
At 30 April 2025 /H1118/H1118/H1118/H1118/H11181,011,299 29,524 3,728 67,515 271,176 1,640,516 1,065,772 978,873 213,276 5,281,679
APPENDIX I ACCOUNTANTS’ REPORT
– I-80 –


--- page 617 ---
The Company
Provision for
impairment
of assets
Changes in
fair value of
derivative
financial
instruments
Depreciation of
property, plant
and equipment
Amortisation
of other
intangible
assets
Deferred
income Tax losses Accruals
Deductible
temporary
differences of
inventories Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2022 /H1118/H1118/H1118/H1118601,186 31,632 11,366 33,378 153,963 438,521 1,076,905 1,886,769 69,552 4,303,272
Deferred tax
(charged)/credited to
profit or loss during the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(582,574) (30,743) (11,366) (33,378) (140,588) (253,868) (928,268) (1,804,762) (68,919) (3,854,466)
Deferred tax
(charged)/credited to
other comprehensive
income during the year /H1118 – – – –––– – (518) (518)
Disposal of subsidiaries /H1118/H1118 –––– – (473) – – – (473)
Exchange realignment /H1118/H1118/H1118–––– – ( 1 , 752) – – – (1,752)
At 31 December 2022 /H1118/H1118/H111818,612 889 – – 13,375 182,428 148,637 82,007 115 446,063
At 1 January 2023 /H1118/H1118/H1118/H111818,612 889 – – 13,375 182,428 148,637 82,007 115 446,063
Deferred tax
(charged)/credited to
profit or loss during the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,766 6,543 – 115 (11,911) 14,998 26,167 7,234 175 51,087
Deferred tax
(charged)/credited to
other comprehensive
income during the year /H1118 – – – –––– – (23) (23)
At 31 December 2023 /H1118/H1118/H111826,378 7,432 – 115 1,464 197,426 174,804 89,241 267 497,127
Provision
for
impairment
of assets
Changes in
fair value of
derivative
financial
instruments
Amortisation
of other
intangible
assets
Deferred
income Tax losses Accruals
Deductible
temporary
differences of
inventories Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2024 /H1118/H1118/H1118/H111826,378 7,432 115 1,464 197,426 174,804 89,241 267 497,127
Deferred tax
(charged)/credited to
profit or loss during the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,432 (7,377) (31) (338) (25,593) 11,169 (89,241) (58) (109,037)
Deferred tax
(charged)/credited to
other comprehensive
income and retained
profits during the year /H1118 – – –––– – ( 6 ) ( 6 )
Disposal of subsidiaries /H1118/H1118 – – – – (78,180) – – – (78,180)
At 31 December 2024 /H1118/H1118/H111828,810 55 84 1,126 93,653 185,973 – 203 309,904
At 1 January 2025 /H1118/H1118/H1118/H111828,810 55 84 1,126 93,653 185,973 – 203 309,904
Deferred tax
(charged)/credited to
profit or loss during the
period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,456 19,233 10 (77) (3,525) (20,136) 910 (30) (1,159)
Deferred tax
(charged)/credited to
other comprehensive
income during the
period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – –––– – 1 9 1 9
At 30 April 2025 /H1118/H1118/H1118/H1118/H111831,266 19,288 94 1,049 90,128 165,837 910 192 308,764
APPENDIX I ACCOUNTANTS’ REPORT
– I-81 –


--- page 618 ---
Deferred tax liabilities
The Group
Amortisation of
other intangible
assets
Depreciation of
property, plant
and equipment
Changes in fair
value of
financial assets
at FVPL and
derivative
financial
instruments
Trade
receivables Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111865,580 296,608 431,030 2,101,490 448,426 3,343,134
Deferred tax charged/(credited) to
profit or loss during the year /H1118/H1118 4,391 204,810 157,691 (110,042) 55,106 311,956
Deferred tax credited to other
comprehensive income during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (36,153) – – (36,153)
At 31 December 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H111869,971 501,418 552,568 1,991,448 503,532 3,618,937
At 1 January 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111869,971 501,418 552,568 1,991,448 503,532 3,618,937
Deferred tax charged/(credited) to
profit or loss during the year /H1118/H1118 3,172 359,483 (2,059) (712,495) 20,974 (330,925)
Deferred tax credited to other
comprehensive income during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (78,178) – – (78,178)
At 31 December 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H111873,143 860,901 472,331 1,278,953 524,506 3,209,834
At 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111873,143 860,901 472,331 1,278,953 524,506 3,209,834
Deferred tax charged/(credited) to
profit or loss during the year /H1118/H1118 7,173 (136,728) 7,355 (459,373) (37,858) (619,431)
Deferred tax credited to other
comprehensive income during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (91,826) – – (91,826)
Disposal of subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118– – – (451) (71) (522)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 7 7 7 7 7 7
At 31 December 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H111880,316 724,173 387,860 819,129 487,354 2,498,832
At 1 January 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,316 724,173 387,860 819,129 487,354 2,498,832
Deferred tax charged/(credited) to
profit or loss during the period /H1118 13,124 (457) 5,885 (92,375) 73,330 (493)
Deferred tax credited to other
comprehensive income during
the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 4,407 – – 4,407
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (30) – 514 484
At 30 April 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111893,440 723,716 398,122 726,754 561,198 2,503,230
APPENDIX I ACCOUNTANTS’ REPORT
– I-82 –


--- page 619 ---
The Company
Amortisation of
other intangible
assets
Depreciation of
property, plant
and equipment
Changes in fair
value of
financial assets
at FVPL and
derivative
financial
instruments
Trade
receivables Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111865,580 296,608 431,030 2,101,490 387,360 3,282,068
Deferred tax charged/(credited) to
profit or loss during the year /H1118/H1118(65,580) (296,608) (160,132) (2,012,919) (361,795) (2,897,034)
Deferred tax credited to other
comprehensive income during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (17,616) – – (17,616)
At 31 December 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 253,282 88,571 25,565 367,418
At 1 January 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 253,282 88,571 25,565 367,418
Deferred tax charged/(credited) to
profit or loss during the year /H1118/H1118 – – (32,207) 8,469 81 (23,657)
Deferred tax credited to other
comprehensive income during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (84,922) – – (84,922)
At 31 December 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 136,153 97,040 25,646 258,839
At 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 136,153 97,040 25,646 258,839
Deferred tax charged/(credited) to
profit or loss during the year /H1118/H1118 – – 8,967 (97,040) (27) (88,100)
Deferred tax credited to other
comprehensive income during
the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (69,323) – – (69,323)
At 31 December 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 75,797 – 25,619 101,416
At 1 January 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 75,797 – 25,619 101,416
Deferred tax charged/(credited) to
profit or loss during the period /H1118 – – (23,788) (14) (9) (23,811)
Deferred tax credited to other
comprehensive income during
the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 4,407 – – 4,407
At 30 April 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 56,416 (14) 25,610 82,012
APPENDIX I ACCOUNTANTS’ REPORT
– I-83 –


--- page 620 ---
For presentation purposes, certain deferred tax assets and liabilities have been offset in the consolidated
statements of financial position. The following is an analysis of the deferred tax balances of the Group for financial
reporting purposes:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Net deferred tax assets recognised in
the consolidated statements of
financial position /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,499,338 3,070,315 3,576,592 3,623,704
Net deferred tax liabilities
recognised in the consolidated
statements of financial position /H1118/H1118734,738 825,349 792,251 845,255
As at 31 December 2022, 2023 and 2024, and 30 April 2025, deferred tax assets have not been recognised in
respect of tax losses of RMB2,953,798,000, RMB2,957,318,000, and RMB3,637,582,000 and RMB3,363,555,000,
respectively, which will expire in one to ten years for offsetting against future taxable profits.
Deferred tax assets have not been recognised in respect of these losses and deductible temporary differences
as they have arisen in subsidiaries that have been loss-making for some time and it is not considered probable that
taxable profits will be available against which the tax losses and deductible temporary differences can be utilised.
27. OTHER NON-CURRENT ASSETS
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Prepayments for purchase of land
use right and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118180,131 70,250 52,542 51,328
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118109,489 22,907 12,842 17,240
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (3,960) (3,960) (3,960)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118289,620 89,197 61,424 64,608
28. INVENTORIES
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Raw materials /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,791,265 4,184,971 3,883,479 3,832,911
Work in progress /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,381,731 1,930,155 1,981,985 2,031,965
Finished goods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,023,768 14,146,525 14,640,170 15,217,397
20,196,764 20,261,651 20,505,634 21,082,273
Less: Provision for impairment loss /H1118 (458,402) (493,889) (557,653) (574,796)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,738,362 19,767,762 19,947,981 20,507,477
APPENDIX I ACCOUNTANTS’ REPORT
– I-84 –


--- page 621 ---
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Raw materials /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,538 11,039 20 44
Work in progress /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,201 12,386 79 62
Finished goods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118644,056 781,351 724,063 596,314
653,795 804,776 724,162 596,420
Less: Provision for impairment loss /H1118 (5,026) (26,325) (16,943) (9,977)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118648,769 778,451 707,219 586,443
29. PREPAYMENTS, OTHER RECEIV ABLES AND OTHER ASSETS
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Debt investments, at amortised cost /H1118 3,669,607 4,921,040 5,359,465 4,910,870
Prepayments for suppliers /H1118/H1118/H1118/H1118/H1118/H1118/H11181,041,546 751,872 970,721 1,207,702
Deposits and other receivables /H1118/H1118/H1118/H11183,395,273 3,658,313 3,764,265 3,950,331
V A T recoverable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,472,921 1,779,167 2,084,077 1,383,919
Prepayment of taxes /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118782,144 744,411 475,302 523,539
Deferred listing expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 7,053
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,242 6,408 7,194 7,678
11,376,733 11,861,211 12,661,024 11,991,092
Impairment allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(537,063) (647,415) (821,511) (853,644)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,839,670 11,213,796 11,839,513 11,137,448
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Debt investments, at amortised cost /H1118 1,653,690 4,881,576 5,339,837 4,863,480
Prepayments for suppliers /H1118/H1118/H1118/H1118/H1118/H1118/H111852,810 54,837 49,844 150,853
Deposits and other receivables /H1118/H1118/H1118/H11181,187,103 2,214,232 2,631,008 378,035
V A T recoverable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118346,666 68,610 32,655 26,281
Deferred listing expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 7,053
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 1 2––
3,240,270 7,219,267 8,053,344 5,425,702
Impairment allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(48,506) (52,316) (55,987) (57,581)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,191,764 7,166,951 7,997,357 5,368,121
An impairment analysis was performed at the end of each of the Relevant Periods. The Group has applied the
general approach to provide for expected credit losses for non-trade other receivables under IFRS 9. The Group
considered the historical loss rate and adjusted it for forward-looking macroeconomic data in calculating the expected
credit loss rate.
APPENDIX I ACCOUNTANTS’ REPORT
– I-85 –


--- page 622 ---
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year/period /H1118 532,151 537,063 647,415 821,511
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,649 114,995 203,557 31,848
Amount written off as uncollectible /H1118 – (4,091) (29,107) (27)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,737) (552) (354) 312
At the end of the year/period /H1118/H1118/H1118/H1118/H1118537,063 647,415 821,511 853,644
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year/period /H1118 48,240 48,506 52,316 55,987
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,696 4,906 4,171 1,594
Amount written off as uncollectible /H1118 (11,455) (1,098) (502) –
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 522–
At the end of the year/period /H1118/H1118/H1118/H1118/H111848,506 52,316 55,987 57,581
The amounts due from related parties included in other receivables are disclosed in note 49 to the Historical
Financial Information.
30. DERIV ATIVE FINANCIAL INSTRUMENTS
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Derivative financial assets
Forward currency contracts /H1118/H1118/H1118/H1118/H1118/H1118311,833 333,830 375,720 225,481
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111862,468 233 – –
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118374,301 334,063 375,720 225,481
Derivative financial liabilities
Forward currency contracts /H1118/H1118/H1118/H1118/H1118/H1118241,152 237,286 100,394 374,824
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 134 6,368 19,396
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118241,152 237,420 106,762 394,220
APPENDIX I ACCOUNTANTS’ REPORT
– I-86 –


--- page 623 ---
31. CASH AND CASH EQUIV ALENTS AND RESTRICTED DEPOSITS
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Cash and bank balances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,342,876 18,071,827 20,383,175 20,391,620
Placements with banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118196,162 303,286 449,311 102,715
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,539,038 18,375,113 20,832,486 20,494,335
Less:
Restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(962,954) (704,117) (689,488) (649,235)
Time deposits with original
maturity of more than three
months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(7,880,313) (9,529,137) (8,566,529) (12,005,332)
Cash and cash equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H111812,695,771 8,141,859 11,576,469 7,839,768
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Cash and bank balances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,019,669 11,406,110 10,862,699 6,026,908
Less:
Restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5,920,734) (4,550,946) (6,628,113) (2,589,202)
Time deposits with original
maturity of more than three
months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(3,604,480) (6,147,375) (243,962) (2,242,235)
Cash and cash equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H11183,494,455 707,789 3,990,624 1,195,471
At 31 December 2022, 2023 and 2024, and 30 April 2025, the cash and bank balances of the Group
denominated in RMB amounted to RMB12,503,118,000, RMB11,291,819,000, RMB10,880,575,000 and
RMB6,491,459,000, respectively. The RMB is not freely convertible into other currencies, however, under Mainland
China’s Foreign Exchange Control Regulations and Administration of Settlement, and Sale and Payment of Foreign
Exchange Regulations, the Group is permitted to exchange RMB for other currencies through banks authorised to
conduct foreign exchange business.
Certain bank deposits are pledged for the issuance of bankers’ acceptance, details of which are disclosed in
note 44 to the Historical Financial Information.
Cash at banks earns interest at floating rates based on daily bank deposit rates. The bank balances and pledged
deposits are deposited with creditworthy banks with no recent history of default. The carrying amounts of the cash
and cash equivalents approximated their fair values.
APPENDIX I ACCOUNTANTS’ REPORT
– I-87 –


--- page 624 ---
32. TRADE AND BILLS PAYABLES
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Trade payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,717,317 17,617,741 21,264,967 24,182,587
Bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,189,370 5,074,985 7,389,392 8,000,566
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,906,687 22,692,726 28,654,359 32,183,153
An ageing analysis of the trade and bills payables as at the end of each of the Relevant Periods is as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,801,871 22,506,872 28,396,361 31,896,177
Over 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118104,816 185,854 257,998 286,976
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,906,687 22,692,726 28,654,359 32,183,153
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Trade payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118926,964 1,884,365 2,130,936 1,785,826
An ageing analysis of the trade and bills payables as at the end of each of the Relevant Periods is as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118926,662 1,875,917 2,120,342 1,775,705
Over 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118302 8,448 10,594 10,121
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118926,964 1,884,365 2,130,936 1,785,826
Trade payables are non-interest-bearing.
As at the end of each of the Relevant Periods, the carrying amounts of trade and bills payables approximated
their fair values.
The amounts due to related parties included in trade payables are disclosed in note 49 to the Historical
Financial Information.
APPENDIX I ACCOUNTANTS’ REPORT
– I-88 –


--- page 625 ---
33. OTHER PAYABLES AND ACCRUALS
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Dividends payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118350,315 113,986 213,862 213,825
Payables for construction costs /H1118/H1118/H1118/H1118401,929 467,795 454,115 388,909
Payables for purchases of
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,345,899 1,291,437 1,102,258 1,044,969
Payables for asset-backed securities
and factoring transfer payments /H1118/H11182,246,948 1,823,086 1,532,317 1,323,308
Payables to individuals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118339,442 337,622 179,302 181,966
Employee benefits payables /H1118/H1118/H1118/H1118/H1118/H11183,166,739 3,017,925 3,139,635 2,562,833
Output V A T to be transferred /H1118/H1118/H1118/H1118/H11181,594,280 1,200,776 1,013,466 929,660
Provisions and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,704,044 4,449,940 4,341,943 4,258,116
Other tax payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118527,728 399,211 485,098 427,747
Other payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,311,424 2,395,512 2,108,094 2,228,659
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,988,748 15,497,290 14,570,090 13,559,992
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Dividends payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,015 1,012 1,012 1,012
Payables for construction costs /H1118/H1118/H1118/H11181,661 7,888 5,165 8,880
Payables for purchases of
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,045 45,598 38,054 1,971
Payables for asset-backed securities
and factoring transfer payments /H1118/H1118924,166 334,998 144,941 216,630
Payables to individuals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118222,012 215,912 12,549 12,706
Employee benefits payables /H1118/H1118/H1118/H1118/H1118/H1118273,385 251,772 519,964 463,151
Output V A T to be transferred /H1118/H1118/H1118/H1118/H11184,279 30,842 7,952 9,990
Provisions and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111855,090 49,006 110,529 90,380
Other tax payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,770 12,982 55,849 20,781
Other payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,471,802 14,313,094 11,869,936 9,262,864
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,970,225 15,263,104 12,765,951 10,088,365
Other payables are unsecured and repayable on demand or within one year.
The amounts due to related parties included in other payables are disclosed in note 49 to the Historical
Financial Information.
The dividend payable of RMB213.8 million will be settled prior to the Listing.
APPENDIX I ACCOUNTANTS’ REPORT
– I-89 –


--- page 626 ---
34. CONTRACT LIABILITIES
The Group recognised the following revenue-related contract liabilities:
As at
1 January
2022
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Short-term advances
received from customers
Sale of products /H1118/H1118/H1118/H1118/H1118/H1118/H11181,765,531 1,896,711 2,177,672 2,520,831 2,564,473
The Group receives payments from customers based on billing schedules as established in the contracts. A
portion of payments is usually received in advance of the performance under the contracts. The contract liabilities
comprise the prepayments received from customers, to whom the products have not yet been transferred. The increase
in contract liabilities as at 31 December 2022, 2023 and 2024, and 30 April 2025 is mainly due to the increase in
advances received from customers in relation to the sale of products.
The amounts due to related parties included in contract liabilities are disclosed in note 49 to the Historical
Financial Information.
35. PLACEMENTS FROM BANKS
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Analysed by type of counterparties
Banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,501,599 5,411,200 3,480,000 3,500,220
Accrued interest /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,136 24,197 27,970 26,046
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,523,735 5,435,397 3,507,970 3,526,266
36. INTEREST-BEARING BANK AND OTHER BORROWINGS
The Group
As at 31 December 2022 As at 31 December 2023 As at 31 December 2024 As at 30 April 2025
Effective
interest
rate (%) Maturity RMB’000
Effective
interest
rate (%) Maturity RMB’000
Effective
interest
rate (%) Maturity RMB’000
Effective
interest
rate (%) Maturity RMB’000
Current
Current portion of long-term
bank loans-unsecured /H1118/H1118/H1118
1.30-4.00 2023 1,930,348 1.30-3.55 2024 1,404,331 2.05-3.95 2025 3,738,637 1.95-3.25 2026 2,321,406
Current portion of long-term
bank loans-secured /H1118/H1118/H1118
– – – 2.40-6.99 2024 158,934 – – – 2.40-6.99 2026 230,539
Bank loans-unsecured /H1118/H1118/H11180.80-7.50 2023 4,198,569 0.80-6.71 2024 2,226,370 0.10-5.72 2025 3,442,289 0.83-2.50 2026 2,394,688
Bank loans-secured /H1118/H1118/H1118/H11183.00 2023 341,479 3.00 2024 1,889,254 2.10-3.00 2025 2,511,067 2.10-3.00 2026 2,511,239
Other borrowing-secured /H1118/H11181.20-3.80 2023 4,171,249 0.65-3.65 2024 1,791,222 0.65-2.7 2025 2,077,806 0.65-2.7 2026 996,795
Short term bonds /H1118/H1118/H1118/H1118/H11181.70-2.44 2023 1,706,425 – – – 1.93-1.98 2025 1,584,950 1.93-1.98 2026 188,659
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,348,070 7,470,111 13,354,749 8,643,326
Non-current
Bank loans-secured /H1118/H1118/H1118/H1118– – – 2.40-6.99 2025-2033 255,205 2.05-3.95 2026-2033 274,847 2.05-3.95 2027-2033 273,221
Bank loans-unsecured /H1118/H1118/H11181.42-6.05 2024-2033 21,624,937 2.40-6.99 2025-2033 23,300,523 2.05-3.95 2026-2033 11,281,335 1.95-3.25 2027-2033 11,243,356
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,624,937 23,555,728 11,556,182 11,516,577
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833,973,007 31,025,839 24,910,931 20,159,903
APPENDIX I ACCOUNTANTS’ REPORT
– I-90 –


--- page 627 ---
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Analysed into:
Bank loans repayable:
Within one year or on demand /H1118/H1118/H1118/H11186,470,396 5,678,889 9,691,993 7,457,872
In the one to second year, inclusive /H1118 1,813,287 9,451,735 4,385,206 4,191,182
In the second to third years,
inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,713,955 6,360,761 4,020,518 3,646,476
In the third to fourth years,
inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118364,187 278,150 454,046 437,016
In the fourth to fifth years,
inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,816,482 4,390,263 691,326 695,446
Over five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,917,026 3,074,819 2,005,086 2,546,457
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828,095,333 29,234,617 21,248,175 18,974,449
Other borrowings repayable:
Within one year or on demand /H1118/H1118/H1118/H11185,877,674 1,791,222 3,662,756 1,185,454
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833,973,007 31,025,839 24,910,931 20,159,903
The carrying amounts of borrowings are denominated in the following currencies:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
USD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,477,684 5,587,352 838,467 –
THB /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118807,078 1,000,950 1,313,880 1,234,931
EUR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118604,677 760,595 836,747 26,275
JPY /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118492,213 300,049 – 477,424
INR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118431,623 24,309 – 524,799
MYR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111863,088 97,654 101,163 –
SGD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836,743 39,979 92,068 106,170
AUD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 524 – 23,209
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,913,106 7,811,412 3,182,325 2,392,808
Except for the borrowings listed above, all borrowings are denominated in RMB.
The Group considers there is no indication that it will have difficulties in complying with the loan
covenant.
APPENDIX I ACCOUNTANTS’ REPORT
– I-91 –


--- page 628 ---
The Company
As at 31 December 2022 As at 31 December 2023 As at 31 December 2024 As at 30 April 2025
Effective
interest
rate (%) Maturity RMB’000
Effective
interest
rate (%) Maturity RMB’000
Effective
interest
rate (%) Maturity RMB’000
Effective
interest
rate (%) Maturity RMB’000
Current
Current portion of long-term
bank loans-unsecured /H1118/H1118/H1118
2.40-3.50 2023 653,443 2.52-3.55 2024 190,566 2.05-3.95 2025 2,125,062 1.95-2.20 2026 1,271,548
Current portion of long-term
bank loans-secured /H1118/H1118/H1118
––––––––––––
Bank loans-unsecured /H1118/H1118/H11183.10-4.99 2023 728,921 3.00-4.99 2024 200,961 2.50-3.00 2025 1,199,998 2.50 2026 200,000
Bank loans-secured /H1118/H1118/H1118/H1118––––––––––––
Other borrowing-secured /H1118/H11181.20-3.80 2023 1,180 – – – 0.65-2.7 2025 8,361 – – –
Short term bonds /H1118/H1118/H1118/H1118/H11181.70-2.44 2023 1,706,425 – – – 1.93-1.98 2025 1,001,950 – – –
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 3,089,969 391,527 4,335,371 1,471,548
Non-current
Bank loans-secured /H1118/H1118/H1118/H1118––––––––––––
Bank loans-unsecured /H1118/H1118/H11182.40-3.50 2024-2026 8,643,000 2.52-3.55 2025-2026 9,683,046 2.05-3.95 2026-2027 5,081,500 1.95-2.8 2027-2028 5,246,500
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 8,643,000 9,683,046 5,081,500 5,246,500
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,732,969 10,074,573 9,416,871 6,718,048
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Analysed into:
Bank loans repayable:
Within one year or on demand /H1118/H1118/H1118/H11181,382,364 391,527 3,325,060 1,471,548
In the one to second year, inclusive /H1118 600,000 5,917,955 2,021,000 2,549,000
In the second to third years,
inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,893,000 3,765,091 3,060,500 2,697,500
In the third to fourth years,
inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118150,000 – – –
In the fourth to fifth years,
inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––––
Over five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––––
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,025,364 10,074,573 8,406,560 6,718,048
Other borrowings repayable:
Within one year or on demand /H1118/H1118/H1118/H11181,707,605 – 1,010,311 –
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,732,969 10,074,573 9,416,871 6,718,048
APPENDIX I ACCOUNTANTS’ REPORT
– I-92 –


--- page 629 ---
The carrying amounts of borrowings are denominated in the following currencies:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
USD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118626,814 – – –
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118626,814 – – –
Except for the borrowings listed above, all borrowings are denominated in RMB.
The Group considers there is no indication that it will have difficulties in complying with the loan
covenant.
37. DEFERRED INCOME
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Government grants and subsidies
At beginning of year/period /H1118/H1118/H1118/H1118/H1118/H11181,371,693 2,130,628 2,387,473 2,347,376
Grants received /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118834,415 447,545 191,453 117,418
Charged to profit or loss (note 5) /H1118/H1118(75,480) (190,700) (197,226) (68,413)
Transferred out with the disposal of
property, plant and equipment /H1118/H1118/H1118 – – (34,324) –
At end of year/period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,130,628 2,387,473 2,347,376 2,396,381
The balances mainly represented the government grants received to build industrial parks and are released to
profit or loss over the expected useful lives of the relevant assets by equal annual instalments.
38. OTHER NON-CURRENT LIABILITIES
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Mortgage and finance lease
guarantee obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118196,825 177,300 130,119 123,557
Net liabilities of defined benefit
plan (note) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837,096 37,798 33,617 34,440
Other long-term employee benefits /H1118 50,719 31,717 29,365 29,065
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832,719 48,370 43,705 38,711
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118317,359 295,185 236,806 225,773
APPENDIX I ACCOUNTANTS’ REPORT
– I-93 –


--- page 630 ---
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Mortgage and finance lease
guarantee obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118360,504 336,143 266,902 247,870
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 6,512 6,512
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118360,504 336,143 273,414 254,382
Note:
The employees of Putzmeister Holding GmbH, a subsidiary of the Group, set up a defined benefit plan
(hereinafter referred to as “Benefit Plan”) based on annual revenue units according to the needs and
requirements of the German labor market. According to the Benefit Plan, employees who meet the
requirements of the Benefit Plan can participate in the Benefit Plan by reducing their monthly paid-in income.
Before the employee retires, the Benefit Plan injects funds into the nominal account in the Benefit Plan
according to a certain percentage each year; when the employee retires, the amount accumulated in the nominal
account will be fully converted into retirement pension or fully converted into retirement pension with spousal
benefits. As at 31 December 2022, 2023 and 2024, and 30 April 2025, the weighted average length of the
Benefit Plan was 2.7 years, 2.5 years, 5.7 years and 3.5 years, respectively; the average service life of the
Benefit Plan was 25.1 years, 26.1 years, 26.5 years and 26.8 years, respectively.
The Benefit Plan requires a fee to be paid into an independently managed fund. The Benefit Plan is in the legal
form of a fund and is administered by an independent trustee whose assets are held separately from those of
the Group. The trustee is responsible for determining the Benefit Plan’s investment strategy. The trustee
reviews the funding level of the plan. The review includes asset-liability matching strategies and investment
risk management strategies, as well as the use of annuities and life swaps to manage risk. The trustee decides
the amount to be paid based on the results of the annual review.
Benefit Plan is calculated annually by a qualified independent actuary using the expected unit benefit method.
As the calculation process involves uncertain factors, as at the end of each of the Relevant Periods, the net
liabilities of the Benefit Plan are calculated based on the management’s best judgment on uncertain factors
based on future development expectations, market environment and industry standards.
The principal actuarial assumptions used as at the end of each of the Relevant Periods were as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
Discount rate /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183.70% 3.80% 3.00% 3.40%
Pension growth rate /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11180.00%-1.75% 0.00%-1.75% 0.00%-3.00% 0.00%
Expected rate of return on planned
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118N/A N/A N/A N/A
Expected rate of return on
unplanned assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118N/A N/A N/A N/A
As at 31 December 2022, the actuarial valuation showed that the market value of plan assets were
RMB35,647,000, and that the actuarial value of these assets represented 49.00% of the benefits that had
accrued to qualified employees. The deficiency of RMB37,096,000 is expected to be cleared over the
remaining service period of 25.1 years.
As at 31 December 2023, the actuarial valuation showed that the market value of plan assets were
RMB37,071,000, and that the actuarial value of these assets represented 49.51% of the benefits that had
accrued to qualified employees. The deficiency of RMB37,798,000 is expected to be cleared over the
remaining service period of 26.1 years.
APPENDIX I ACCOUNTANTS’ REPORT
– I-94 –


--- page 631 ---
As at 31 December 2024, the actuarial valuation showed that the market value of plan assets were
RMB34,196,000, and that the actuarial value of these assets represented 50.43% of the benefits that had
accrued to qualified employees. The deficiency of RMB33,617,000 is expected to be cleared over the
remaining service period of 26.5 years.
As at 30 April 2025, the actuarial valuation showed that the market value of plan assets were RMB37,062,000,
and that the actuarial value of these assets represented 51.83% of the benefits that had accrued to qualified
employees. The deficiency of RMB34,440,000 is expected to be cleared over the remaining service period of
26.8 years.
The quantitative sensitivity analysis for significant assumptions used are as follows:
As at 31 December 2022
Increase
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost Decrease
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost
%%
Discount rate /H1118/H1118/H1118/H1118/H1118/H1118/H11180.50 (2,126) (5) 0.50 2,329 6
Pension growth rate /H1118/H1118/H11180.50 2,130 – 0.50 (1,981) –
As at 31 December 2023
Increase
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost Decrease
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost
%%
Discount rate /H1118/H1118/H1118/H1118/H1118/H1118/H11180.50 (2,061) (5) 0.50 2,280 5
Pension growth rate /H1118/H1118/H11180.50 2,809 – 0.50 (1,947) –
As at 31 December 2024
Increase
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost Decrease
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost
%%
Discount rate /H1118/H1118/H1118/H1118/H1118/H1118/H11180.50 (2,267) (5) 0.50 2,543 5
Pension growth rate /H1118/H1118/H11180.50 2,267 – 0.50 (2,068) –
As at 30 April 2025
Increase
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost Decrease
Increase/
(decrease) in
defined benefit
obligations
Increase/
(decrease) in
current service
cost
%%
Discount rate /H1118/H1118/H1118/H1118/H1118/H1118/H11180.50 (2,038) (3) 0.50 2,541 4
Pension growth rate /H1118/H1118/H11180.50 2,268 – 0.50 (1,947) –
The above sensitivity analysis has been determined based on a method that extrapolates the impact on defined
benefit plan obligations as a result of reasonable changes in key assumptions occurring at the end of each of
the Relevant Periods. The sensitivity analysis is based on a change in a significant assumption, with all other
assumptions remained constant. The sensitivity analysis may not be representative of an actual change in the
defined benefit plan obligations as it is unlikely that changes in assumptions would occur in isolation of one
another.
APPENDIX I ACCOUNTANTS’ REPORT
– I-95 –


--- page 632 ---
Movements in the present value of defined benefit obligations and the fair value of plan assets are as follows:
As at 31 December 2022
Present value of
defined benefit
plan obligations
Fair value of
plan assets
Net defined benefit
plan liability/(asset)
RMB’000 RMB’000 RMB’000
Opening balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111896,291 39,626 56,665
Charged to profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118919 537 382
Current service cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118208 211 (3)
Net interest /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118711 326 385
Recognised in other comprehensive income /H1118/H1118/H1118/H1118(14,475) 2,253 (16,728)
Actuarial gains or losses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(14,475) 2,253 (16,728)
Other changes /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(9,992) (6,769) (3,223)
Employer input /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111871 71 –
Benefits paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(10,063) (6,840) (3,223)
Closing balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111872,743 35,647 37,096
As at 31 December 2023
Present value of
defined benefit
plan obligations
Fair value of
plan assets
Net defined benefit
plan liability/(asset)
RMB’000 RMB’000 RMB’000
Opening balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111872,743 35,647 37,096
Charged to profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,553 1,578 975
Current service cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118150 210 (60)
Net interest /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,403 1,368 1,035
Recognised in other comprehensive income /H1118/H1118/H1118/H11185,010 2,047 2,963
Actuarial gains or losses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,010 2,047 2,963
Other changes /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5,437) (2,201) (3,236)
Employer input /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111881 81 –
Benefits paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5,518) (2,282) (3,236)
Closing balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874,869 37,071 37,798
As at 31 December 2024
Present value of
defined benefit
plan obligations
Fair value of
plan assets
Net defined benefit
plan liability/(asset)
RMB’000 RMB’000 RMB’000
Opening balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874,869 37,071 37,798
Charged to profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,390 1,499 891
Current service cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118141 177 (36)
Net interest /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,249 1,322 927
Recognised in other comprehensive income /H1118/H1118/H1118/H1118(3,236) (1,661) (1,575)
Actuarial gains or losses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(3,236) (1,661) (1,575)
Other changes /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(6,210) (2,713) (3,497)
Employer input /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111855 55 –
Benefits paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(6,265) (2,768) (3,497)
Closing balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111867,813 34,196 33,617
APPENDIX I ACCOUNTANTS’ REPORT
– I-96 –


--- page 633 ---
As at 30 April 2025
Present value of
defined benefit
plan obligations
Fair value of
plan assets
Net defined benefit
plan liability/(asset)
RMB’000 RMB’000 RMB’000
Opening balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111867,813 34,196 33,617
Charged to profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118663 365 298
Current service cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111847 – 47
Net interest /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118616 365 251
Recognised in other comprehensive income /H1118/H1118/H1118/H11185,121 3,286 1,835
Actuarial gains or losses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,121 3,286 1,835
Other changes /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,095) (785) (1,310)
Employer input /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 82 (82)
Benefits paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,095) (867) (1,228)
Closing balance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111871,502 37,062 34,440
39. SHARE CAPITAL/TREASURY SHARES
The Group
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Issued and fully paid:
Ordinary shares of RMB1.00 each /H1118/H11188,493,286 8,485,740 8,474,978 8,474,978
The Company
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Issued and fully paid:
Ordinary shares of RMB1.00 each /H1118/H11188,493,286 8,485,740 8,474,978 8,474,978
A summary of movements in the Company’s share capital is as follows:
Number of shares
in issue Share capital
in thousand shares RMB’000
At 31 December 2021 and 1 January 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,492,588 8,492,588
Exercise of the share option /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118698 698
At 31 December 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,493,286 8,493,286
Cancellation of shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(7,546) (7,546)
At 31 December 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,485,740 8,485,740
Cancellation of shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(10,762) (10,762)
At 31 December 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 8,474,978
Cancellation of shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––
As at 30 April 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 8,474,978
APPENDIX I ACCOUNTANTS’ REPORT
– I-97 –


--- page 634 ---
Treasury shares
A summary of movements in the Company’s treasury shares is as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
At the beginning of the year /H1118/H1118/H1118/H1118/H1118619,679 301,174 215,654 142,628
Granted of treasury shares under
share incentive scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118(534,755) (603,339) (624,048) –
Repurchase of shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118216,250 (94,971) 654,985 957,136
Cancellation of treasury shares /H1118/H1118/H1118/H1118– 612,790 (103,963) –
At the end of the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118301,174 215,654 142,628 1,099,764
40. RESERVES
The amounts of the Group’s reserves and the movements therein for the Relevant Periods are presented in the
consolidated statements of changes in equity.
(a) Capital reserve
The capital reserve of the Group includes the share premium contributed by the shareholders of the Company.
(b) Statutory surplus reserve
In accordance with the PRC Company Law and the articles of association of the subsidiaries established in the
PRC, the Group is required to appropriate 10% of its net profits after tax, as determined under the Chinese
Accounting Standards, to the statutory surplus reserve until the reserve balance reaches 50% of its registered capital.
Subject to certain restrictions set out in the relevant PRC regulations and in the articles of association of the
subsidiaries, the statutory surplus reserve may be used either to offset losses or to be converted to increase paid-in
capital, provided that the balance after such conversion is not less than 25% of the registered capital of the respective
entities. The reserve cannot be used for purposes other than those for which it is created and is not distributable as
cash dividends.
(c) Exchange fluctuation reserve
The exchange fluctuation reserve comprises all foreign exchange differences arising from the translation of
foreign operations of which the functional currencies are not RMB. The reserve is dealt with in accordance with the
accounting policy set out in note 2.3.
(d) Special reserve — safety production fund
Pursuant to certain regulations issued by the Ministry of Finance and the State Administration of Work Safety,
the Group is required to set aside an amount for maintenance, production and other similar funds. The funds can be
used for maintenance of production and improvements of safety and are not available for distribution to shareholders.
(e) General risk reserve
Pursuant to the relevant notices issued by regulatory bodies, one subsidiary in the financial services segment
in Mainland China is required to set aside a general risk reserve. In principle, the balance of general risk reserve shall
be no less than 1.5% of the ending balance of risk assets.
(f) Fair value reserve
The fair value reserve comprises the cumulative net change in the fair value of financial assets measured at
FVOCI under IFRS 9 that were held at the end of the Relevant Periods.
APPENDIX I ACCOUNTANTS’ REPORT
– I-98 –


--- page 635 ---
(g) Other reserve
Other reserve comprises the remeasurement of a defined benefit plan and share of other comprehensive
income/(loss) under equity method.
(h) Reserves movement of the Company
Y ear ended 31 December 2022
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Statutory
surplus
reserve
Other
reserve
Retained
profits Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2022 /H1118/H1118/H1118/H1118/H11186,068,013 534,185 1,149 3,159,572 70,415 4,264,956 14,098,290
Profit for the year /H1118/H1118/H1118/H1118/H1118––––– 1,058,595 1,058,595
Other comprehensive
income for the year: /H1118/H1118/H1118– (36,204) (4,921) – (8,678) – (49,803)
Total comprehensive
income for the year /H1118/H1118/H1118– (36,204) (4,921) – (8,678) 1,058,595 1,008,792
Exercise of the share
option /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,84 7––––– 3,847
Granted of treasury shares
under share incentive
scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118147,44 8––––– 147,448
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118/H1118––––– (3,800,033) (3,800,033)
Transfer of fair value
reserve upon the disposal
of financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (1,418) – – – 1,418 –
Recognition of share-based
payment expenses /H1118/H1118/H1118/H111859,11 3––––– 59,113
Cancellation of share
incentive scheme /H1118/H1118/H1118/H1118/H111820,39 6––––– 20,396
Transfer from retained
profits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 105,859 – (105,859) –
At 31 December 2022 /H1118/H1118/H11186,298,817 496,563 (3,772) 3,265,431 61,737 1,419,077 11,537,853
APPENDIX I ACCOUNTANTS’ REPORT
– I-99 –


--- page 636 ---
Y ear ended 31 December 2023
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Statutory
surplus
reserve
Other
reserve
Retained
profits Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2023 /H1118/H1118/H1118/H1118/H11186,298,817 496,563 (3,772) 3,265,431 61,737 1,419,077 11,537,853
Profit for the year /H1118/H1118/H1118/H1118/H1118––––– 1,984,537 1,984,537
Other comprehensive
income for the year: /H1118/H1118/H1118– (231,978) (1,050) – 4,972 – (228,056)
Total comprehensive
income for the year /H1118/H1118/H1118– (231,978) (1,050) – 4,972 1,984,537 1,756,481
Granted of treasury shares
under share incentive
scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(21,840) ––––– (21,840)
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118––––– (1,350,137) (1,350,137)
Business combination under
common control /H1118/H1118/H1118/H1118/H1118(9,198) ––––– (9,198)
Transfer of fair value
reserve upon the disposal
of financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (27,691) – – – 27,691 –
Recognition of share-based
payment expenses /H1118/H1118/H1118/H111821,74 7––––– 21,747
Cancellation of share
incentive scheme /H1118/H1118/H1118/H1118(62,249) ––––– (62,249)
Transfer from retained
profits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 198,454 – (198,454) –
At 31 December 2023 /H1118/H1118/H11186,227,277 236,894 (4,822) 3,463,885 66,709 1,882,714 11,872,657
Y ear ended 31 December 2024
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Statutory
surplus
reserve
Other
reserve
Retained
profits Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2024 /H1118/H1118/H1118/H1118/H11186,227,277 236,894 (4,822) 3,463,885 66,709 1,882,714 11,872,657
Profit for the period /H1118/H1118/H1118/H1118––––– 4,448,899 4,448,899
Other comprehensive
income for the year /H1118/H1118/H1118– (921) (1,177) – (7,891) – (9,989)
Total comprehensive
income for the year /H1118/H1118/H1118– (921) (1,177) – (7,891) 4,448,899 4,438,910
Cancellation of treasury
shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(93,201) ––––– (93,201)
Granted of treasury shares
under share incentive
scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(70,155) ––––– (70,155)
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118/H1118––––– (1,859,656) (1,859,656)
Transfer of fair value
reserve upon the disposal
of financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (234,541) – – – 234,541 –
Recognition of share-based
payment expenses /H1118/H1118/H1118/H111870,14 7––––– 70,147
Cancellation of share
incentive scheme /H1118/H1118/H1118/H1118/H111817,30 4––––– 17,304
Transfer from retained
profits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 444,890 – (444,890) –
At 31 December 2024 /H1118/H1118/H11186,151,372 1,432 (5,999) 3,908,775 58,818 4,261,608 14,376,006
APPENDIX I ACCOUNTANTS’ REPORT
– I-100 –


--- page 637 ---
Four months ended 30 April 2025
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Statutory
surplus
reserve
Other
reserve
Retained
profits Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
At 1 January 2025 /H1118/H1118/H1118/H1118/H11186,151,372 1,432 (5,999) 3,908,775 58,818 4,261,608 14,376,006
Profit for the period /H1118/H1118/H1118/H1118––––– 152,511 152,511
Other comprehensive
income for the period: /H1118/H1118 – (57) 48 – 13,222 – 13,213
Total comprehensive
income for the period /H1118/H1118 – (57) 48 – 13,222 152,511 165,724
Recognition of share-based
payment expenses /H1118/H1118/H1118/H111820,00 7––––– 20,007
Cancellation of share
incentive scheme /H1118/H1118/H1118/H1118/H1118103,62 8––––– 103,628
At 30 April 2025 /H1118/H1118/H1118/H1118/H1118/H11186,275,007 1,375 (5,951) 3,908,775 72,040 4,414,119 14,665,365
41. SHARE-BASED PAYMENTS
On 7 November 2016, the Proposal of Sany Heavy Industry Co., Ltd. on Granting Share options and Restricted
Share Incentive Plan (Draft) and its Summary of 2016 (the “Incentive Plan”) was approved by the Company’s second
extraordinary general meeting of shareholders in 2016. The participants of the Incentive Plan were the directors,
senior management (excluding independent directors and supervisors), key staff and key management personnel of
the Company and its subsidiaries who have a direct impact on or have made outstanding contributions to the
Company’s business results and ongoing development as a whole.
The Incentive Plans include share options plan and restricted share plan. The details are as follows:
Share options incentive plan: The Company has granted a total of 308.2773 million stock options to the
incentive targets. Among them, the 261.3253 million stock options granted in 2016, upon meeting the exercise
conditions, have the right to purchase 1 share of the Company’s stock at a price of RMB5.64 within the validity
period, and the 46.9520 million reserved stock options granted in 2017, upon meeting the exercise conditions, have
the right to purchase 1 share of the Company’s stock at a price of RMB7.95 within the validity period. The validity
period of the stock options shall not exceed 5 years. The stock options shall become exercisable 16 months after the
grant date and shall be effective in three batches on the three exercise effective dates at the ratios of 50%, 25%, and
25%, that is, each exercise effective date shall be the first trading day after the expiration of 16 months, 28 months,
and 40 months from the grant date, respectively. The main exercise condition is that the net profit growth rate for
each year from 2017 to 2019 shall not be less than 10% compared with the previous year. If the exercise conditions
of the stock options are met, the incentive targets shall exercise the stock options held by them year by year according
to the ratios specified in the plan. If the Company’s performance does not meet the performance assessment target
conditions in the first and second exercise periods, the corresponding stock options can be deferred to the next year
and exercised when the performance assessment target conditions are met in the next year. If the conditions are not
met in the next year, the stock options shall not be exercised and shall be cancelled by the Company. In the third
exercise period, if the Company’s performance assessment does not meet the performance assessment target
conditions, the stock options shall be cancelled by the Company. During the year ended 31 December 2022, 698,188
share options were exercised and 17,500 share options were lapsed and there were no outstanding share options as
at the end of each of the Relevant Periods.
Restricted Stock Incentive Plan: The Company has issued a total of 57.897676 million shares of restricted
stock to the equity incentive targets who meet the grant conditions through the method of targeted issuance of
restricted tradable shares. Among them, 47.077813 million shares were granted in 2016 at an issue price of RMB2.82
per share, and 10.819863 million shares were granted in 2017 at an issue price of RMB3.98 per share. The validity
period of the restricted stock shall not exceed 5 years. The restricted stock shall be locked immediately after the grant.
The lock-up period for all the restricted stock granted to the incentive targets is 16 months. After the lock-up period,
the restricted stock shall be unlocked in two batches at the ratio of 50% each on the two unlocking dates, that is, each
unlocking period shall be the first trading day after the expiration of 16 months and 28 months from the grant date,
respectively. The main unlocking condition is that the net profit growth rate for each year from 2017 to 2018 shall
APPENDIX I ACCOUNTANTS’ REPORT
– I-101 –


--- page 638 ---
not be less than 10% compared with the previous year. If the unlocking conditions of the restricted stock are met,
the equity held by the incentive targets shall be unlocked year by year according to the ratios specified in the plan.
If the Company’s performance does not meet the performance assessment target conditions in the first unlocking
period, the corresponding restricted stock can be deferred to the next year and unlocked when the performance
assessment target conditions are met in the next year. If the conditions are not met in the next year, the restricted stock
shall not be unlocked and shall be repurchased and cancelled by the Company. In the second unlocking period, if the
Company’s performance assessment does not meet the performance assessment target conditions, the restricted stock
shall be repurchased and cancelled by the Company.
On 29 July 2022, the Company convened its third extraordinary general meeting of 2022, during which the
Proposal on the Company’ s 2022 Restricted Stock Incentive Plan (Draft) and Its Summary (the “2022 Incentive
Plan”) was reviewed and approved. The incentive plan covers directors, senior management, and core technical
(business) personnel of the Company and its subsidiaries (excluding independent directors and supervisors).
Under the plan, the Company granted a total of 22,386,250 restricted shares at a grant price of RMB9.66 per
share to eligible participants. The restricted shares are subject to a maximum term of 45 months and are immediately
locked upon grant. All restricted shares are subject to a 20-month lock-up period, after which they will be released
in two equal tranches (50% each) on the first trading day following the 20th month and 32nd month from the grant
date. The key unlocking conditions are as follows:
First unlocking tranche (20th month): The Company must achieve either of the following for the 2023 fiscal
year:
(i) 10% or higher year-on-year revenue growth compared to 2022; or
(ii) 10% or higher year-on-year net profit growth compared to 2022.
Second unlocking tranche (32nd month): The Company must achieve either of the following for the 2024 fiscal
year:
(i) 20% or higher year-on-year revenue growth compared to 2022; or
(ii) 20% or higher year-on-year net profit growth compared to 2022.
If the unlocking conditions are met, the restricted shares will be released proportionally as stipulated. If the
Company fails to satisfy the performance targets, all corresponding restricted shares eligible for release in the
relevant fiscal year shall not be unlocked and will instead be repurchased and cancelled by the Company.
The difference between the employees’ subscription price and the fair value of the restricted shares on the grant
date constitutes a share-based payment expense.
On 14 December 2020, “Proposal on Measures for the Management of the 2020 Employee Stock Ownership
Plan” (hereinafter referred to as “2020 Employee Stock Ownership Plan”) was approved by the Company’s second
extraordinary general meeting of shareholders in 2020. The Company held its first Extraordinary General Meeting
of 2021 on 18 June 2021 to consider and approve the “Proposal on Measures for the Management of the 2021
Employee Stock Ownership Plan” (hereinafter referred to as “2021 ESOP”). At the 2021 Annual General Meeting of
Shareholders held on 13 May 2022, the Company deliberated and approved the Motion Concerning the “2022
Employee Stock Ownership Plan (Draft) and Summary” (hereinafter referred to as the “2022 ESOP”). The Company
held its Extraordinary General Meeting on 30 June 2023 to consider and approve the “Proposal on Measures for the
Management of the 2023 Employee Stock Ownership Plan” (hereinafter referred to as “2023 ESOP”). The Company
held its Extraordinary General Meeting on 19 April 2024 to consider and approve the “Proposal on Measures for the
Management of the 2023 Employee Stock Ownership Plan” (hereinafter referred to as “2024 ESOP”).
The participants of the Employee Stock Ownership Plan include directors, supervisors, senior management,
intermediate management, key position personnel and core business (technical) personnel of the Company and its
subsidiaries.
APPENDIX I ACCOUNTANTS’ REPORT
– I-102 –


--- page 639 ---
The details of Employee Stock Ownership Plan are as follows:
For 2020 Employee Stock Ownership Plan, the Company recognises 14 December 2020 as the grant date and
would repurchase 8,289,375 shares in special securities account to the account of 2020 Employee Stock Ownership
Plan on 25 December 2020 at the price of RMB16.94/share. Duration of such Employee Stock Ownership Plan is 72
months, and the lock-up period of underlying stocks acquired in Employee Stock Ownership Plan is 12 months, which
shall be vested to the Holders in five natural years. Thereafter, 20% of the stocks will be unlocked each year. From
the date when the last underlying stock mentioned in the Company notice is transferred to Employee Stock Ownership
Plan, trading is forbidden during the lock-up period mentioned above.
For 2021 Employee Stock Ownership Plan, the Company recognises 18 June 2021 as the grant date and would
repurchase 7,408,100 shares in special securities account to the account of 2021 Employee Stock Ownership Plan on
30 June 2021 at the price of RMB35.73/share. Duration of such Employee Stock Ownership Plan is 72 months, and
the lock-up period of underlying stocks acquired in Employee Stock Ownership Plan is 12 months, which shall be
vested to the Holders in five natural years. Thereafter, 20% of the stocks will be unlocked each year. From the date
when the last underlying stock mentioned in the Company notice is transferred to Employee Stock Ownership Plan,
trading is forbidden during the lock-up period mentioned above.
For 2022 Employee Stock Ownership Plan, the Company determined 13 May 2022 as the grant date, and
transferred 19,702,000 shares in the special securities account for repurchase to the 2022 Employee Stock Ownership
Plan account on 28 July 2022 at a grant price of RMB23.65 per share. The duration of the Employee Stock Ownership
Plan is 72 months, and the lockup period for the underlying stocks acquired by the Employee Stock Ownership Plan
is 12 months. The stock rights and interests of salaried employees are attributed to the holders in five natural years,
with an annual attribution of 20%; the stock rights and interests of employees under the share-based salary system
are attributed to the holders in two natural years, with an annual attribution of 50%. Starting from the date on which
the company announces the transfer of the last underlying stock to the Employee Stock Ownership Plan, no trading
shall be conducted during the aforementioned lockup period.
For 2023 Employee Stock Ownership Plan, the Company determined 30 June 2023 as the grant date, and
transferred 36,050,000 shares in the special securities account for repurchase to the 2023 Employee Stock Ownership
Plan account on 2 August 2023 at a grant price of RMB16.13 per share. The duration of the Employee Stock
Ownership Plan is 72 months, and the lockup period for the underlying stocks acquired by the Employee Stock
Ownership Plan is 12 months. The stock rights and interests of salaried employees are attributed to the holders in five
natural years, with an annual attribution of 20%; the stock rights and interests of employees under the share-based
salary system are attributed to the holders in two natural years, with an annual attribution of 50%. Starting from the
date on which the company announces the transfer of the last underlying stock to the Employee Stock Ownership
Plan, no trading shall be conducted during the aforementioned lockup period.
For 2024 Employee Stock Ownership Plan, the Company determined 19 April 2024 as the grant date, and
transferred 41,120,431 shares in the special securities account for repurchase to the 2024 Employee Stock Ownership
Plan account on 31 July 2024 at a grant price of RMB13.47 per share. The duration of the Employee Stock Ownership
Plan is 72 months, and the lockup period for the underlying stocks acquired by the Employee Stock Ownership Plan
is 12 months. The stock rights and interests of salaried employees are attributed to the holders in five natural years,
with an annual attribution of 20%; the stock rights and interests of employees under the share-based salary system
are attributed to the holders in two natural years, with an annual attribution of 50%. Starting from the date on which
the company announces the transfer of the last underlying stock to the Employee Stock Ownership Plan, no trading
shall be conducted during the aforementioned lockup period.
APPENDIX I ACCOUNTANTS’ REPORT
– I-103 –


--- page 640 ---
The following restricted shares were outstanding under the Employee Stock Ownership Plan and Restricted
Stock Incentive Plan during the Relevant Periods:
Y ear ended 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Outstanding as at beginning of the
year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,973,775 25,702,225 48,470,975 69,626,728
Granted /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,386,250 36,050,600 41,120,431 –
Exercised /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,536,299) (1,572,376) (14,673,751) (10,174,200)
Lapsed /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(121,501) (11,709,474) (5,290,927) (1,018,925)
Outstanding as at end of the year /H1118/H111825,702,225 48,470,975 69,626,728 58,433,603
The Company determines the fair value of the restricted shares based on the closing price of the restricted
shares on the grant date.
Basis for determining the number of exercisable equity instruments: On each balance sheet date during the
waiting period, the best estimate is made based on the latest changes in the number of exercisable employees,
expected performance completion, and other follow-up information, and the estimated number of exercisable equity
instruments is revised. On the vesting date, the final estimated number of exercisable equity instruments is consistent
with the actual number of exercisable equity instruments.
As at 31 December 2022, 2023 and 2024, and 30 April 2025, the accumulated amount of equity-settled
share-based payments included in capital reserve are RMB626,529,000, RMB650,958,000, RMB720,765,000 and
RMB740,740,000, respectively.
The Group recognised a share-based payment expense of RMB59,117,000, RMB21,746,000, RMB70,146,000
and RMB20,006,000, respectively, during the years ended 31 December 2022, 2023, 2024 and the four months ended
30 April 2025.
42. NOTES TO THE CONSOLIDATED STATEMENTS OF CASH FLOWS
(a) Major non-cash transactions
During the years ended 31 December 2022, 2023, 2024 and the four months ended 30 April 2025, the Group
had non-cash additions to right-of-use assets and lease liabilities of RMB430,391,000, RMB595,417,000, and
RMB304,117,000 and RMB415,503,000, respectively, in respect of lease arrangements for properties.
APPENDIX I ACCOUNTANTS’ REPORT
– I-104 –


--- page 641 ---
(b) Changes in liabilities arising from financing activities
Interest-bearing
bank and other
borrowings Lease liabilities Total
RMB’000 RMB’000 RMB’000
At 1 January 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,596,276 181,714 17,777,990
Changes from financing cash flows /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,426,826 (168,007) 8,258,819
New leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 430,391 430,391
Interest accretion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118642,735 18,411 661,146
Foreign exchange movement /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,307,170 (723) 7,306,447
At 31 December 2022 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833,973,007 461,786 34,434,793
At 1 January 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833,973,007 461,786 34,434,793
Changes from financing cash flows /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5,425,210) (291,992) (5,717,202)
New leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 595,417 595,417
Interest accretion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,017,942 28,161 1,046,103
Foreign exchange movement /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,460,100 10,307 1,470,407
At 31 December 2023 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831,025,839 803,679 31,829,518
At 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831,025,839 803,679 31,829,518
Changes from financing cash flows /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(7,744,029) (384,158) (8,128,187)
New leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 304,117 304,117
Interest accretion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118815,613 32,499 848,112
Foreign exchange movement /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118813,508 1,430 814,938
At 31 December 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111824,910,931 757,567 25,668,498
At 1 January 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111824,910,931 757,567 25,668,498
Changes from financing cash flows /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5,196,680) (106,320) (5,303,000)
New leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 415,503 415,503
Interest accretion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118196,133 12,711 208,844
Foreign exchange movement /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118249,519 (7,744) 241,775
At 30 April 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,159,903 1,071,717 21,231,620
(c) Total cash outflow for leases
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Within operating activities /H1118 (89,693) (129,067) (90,137) (26,875) (33,337)
Within financing activities /H1118 (168,007) (291,992) (384,158) (60,759) (106,320)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(257,700) (421,059) (474,295) (87,634) (139,657)
APPENDIX I ACCOUNTANTS’ REPORT
– I-105 –


--- page 642 ---
43. BUSINESS COMBINATIONS
The business combinations under common control that occurred during the Relevant Periods are presented
below:
The consolidated entity
The proportion of
equity interests
obtained in a business
combination Consolidated date
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111865.11% 31 December 2022
Sany Hongxiang Battery Co., Ltd.ʮ̡ /H1118/H1118/H111870.00% 31 December 2022
Changsha Sany Lithium Energy Enterprise Management
Partnership (Limited Partnership)Ӎɧɓ቞ঐΆุ၍ଣΥ
ྫ(Υྫ)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
99.90% 31 December 2022
Changsha Sany Xinneng Enterprise Management Partnership
(Limited Partnership)ӍɧɓอঐΆุ၍ଣΥྫ
(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
99.90% 31 December 2022
Sany Kinetic Energy for Electricity New Energy Technology
Development (Ezhou) Co., Ltd.Ҧ೯
࢝(ඈψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2022
Sany Kinetic Energy for Electricity New Energy Technology
Development (Zibo) Co., Ltd.࢝
(଍௹)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2022
Changde Taisheng Electric Power Development Co., Ltd. ੬ᅃ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Loudi Taisheng New Energy Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Loudi Zhongsheng New Energy Co., Ltd.̹ʕସอঐ๕Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Shaoyang Zhongsheng New Energy Co., Ltd.ජʕସอঐ๕
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Changsha Zhongsheng New Energy Co., Ltd.Ӎʕସอঐ๕
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Yiyang Zhongsheng New Energy Co., Ltd. ूජ̹ʕସอঐ๕
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Changshu Sansheng New Energy Co., Ltd. ੬ᆞɧସอঐ๕Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Anren Dayuan New Energy Development Co., Ltd τʠɽ๕อ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Sany Solar Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118100.00% 31 December 2023
Huzhou Taisheng New Energy Co, Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Shanghai Kaihuan New Energy Technology Co., Ltd ɪऎ௱ˌ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2023
Hunan Yimao Industrial Control Technology Co., Ltd.׸ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
100.00% 31 December 2024
APPENDIX I ACCOUNTANTS’ REPORT
– I-106 –


--- page 643 ---
44. RESTRICTED ASSETS
Details of the Group’s restricted assets at the end of each of the Relevant Periods are as follows:
As at 31 December As at 30 April
Notes 2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118i 962,954 704,117 689,488 649,235
Financial assets at fair value
through
profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118ii 4,885,192 2,307,789 2,134,213 6,264,587
Bills receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118iii 439,021 122,608 234,993 156,082
Receivables under finance
lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118iv 202,607 1,140,302 1,779,492 1,875,431
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118v – – 565,898 413,234
Other intangible assets /H1118/H1118/H1118/H1118/H1118vi 36,00 0–––
6,525,774 4,274,816 5,404,084 9,358,569
i. Certain bank deposits were pledged as securities for the issuance of bankers’ acceptance, mortgaged
borrowings and statutory deposit reserves placement with central bank as at 31 December 2022, 2023
and 2024, and 30 April 2025, respectively.
ii. Certain financial assets at fair value through profit or loss were pledged for repurchase of national debts
as at 31 December 2022, 2023 and 2024, and 30 April 2025, respectively.
iii. Certain bills receivables were pledged to obtain loans as at 31 December 2022, 2023 and 2024, and
30 April 2025, respectively.
iv. Certain receivables under finance lease were pledged for trade receivables factoring as at 31 December
2022, 2023 and 2024, and 30 April 2025, respectively.
v. Certain loans and advances were pledged to obtain loans as at 31 December 2024, and 30 April 2025,
respectively.
vi. Certain other intangible assets were pledged to obtain loans as at 31 December 2022.
45. CONTINGENT LIABILITIES
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Mortgage loan guarantee
obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,956,117 2,189,644 589,036 381,515
Finance lease guarantee obligations /H1118 20,990,208 16,762,808 13,311,285 12,800,267
24,946,325 18,952,452 13,900,321 13,181,782
(a) Certain end customers of the Group have utilised purchased construction machinery as collateral to
entrust our partnered distributors (hereinafter “Distributors”) or Hunan Zhongfa Intelligent Equipment
Co., Ltd. (hereinafter “Hunan Zhongfa”) in obtaining mortgage loans from financial institutions. The
mortgage contracts stipulate that individual buyers may obtain loans equivalent to 70% to 80% of the
machinery purchase price, with loan terms typically ranging from 2 to 4 years. Pursuant to agreements
between the Group and the mortgage lending institutions, in the event of buyer’s default on loan
repayments, both Hunan Zhongfa (or Distributors) and the Group are jointly liable for guaranteeing the
APPENDIX I ACCOUNTANTS’ REPORT
– I-107 –


--- page 644 ---
remaining mortgage loans to the financial institutions. As of 31 December 2022, 2023, and 2024, and
30 April 2025, the outstanding guarantee obligations assumed by the Group amounted to RMB3.96
billion, RMB2.19 billion, and RMB0.59 billion and RMB0.38 billion, respectively.
(b) Certain end customers of the Group acquire the Group’s machinery products through finance lease
arrangements. Users enter into sales agreements with dealers collaborating with the Group or directly
with the Group. Under these arrangements, the Group is obligated to repurchase outstanding finance
lease balances if the lessee fails to make lease payments under agreed terms during the repayment
period. As of 31 December 2022, 2023, and 2024, and 30 April 2025, the outstanding repurchase
guarantee obligations amounted to RMB20.99 billion, RMB16.76 billion, and RMB13.31 billion, and
RMB12.80 billion, respectively. Of these amounts, obligations related to finance lease agreements with
Kangfu International (hereinafter “Kangfu”) and Hunan Zhonghong Financial Leasing (hereinafter
“Hunan Zhonghong”) totalled RMB3.86 billion, RMB2.60 billion, RMB0.41 billion, and RMB0.31
billion for the Relevant Periods.
The Group issues asset-backed securities (ABS) and assumes liquidity shortfall payment obligations to cover
the deficit between distributable funds of each ABS special plan tranche and the fixed returns and principal payable
to priority ABS holders. As of 31 December 2022, 2023 and 2024 and 30 April 2025, the outstanding balances of such
obligations were RMB12.73 billion, RMB7.50 billion, and RMB7.95 billion and RMB6.86 billion, respectively.
Management assesses the likelihood of triggering these liquidity support obligations as low.
46. COMMITMENTS
The Group had the following contractual commitments at the end of each of the Relevant Periods:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Construction in progress /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,166,623 814,392 1,587,381 1,179,924
47. DISPOSAL OF SUBSIDIARIES
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Net assets disposed of:
Current assets /H1118/H1118/H1118/H1118/H1118/H1118/H111841,853 150,487 171,487 – –
Non-current assets /H1118/H1118/H1118/H111857,966 51,436 189,905 – –
Current liabilities /H1118/H1118/H1118/H1118/H1118(11,648) (215,504) (475,236) – –
Non-current liabilities /H1118/H1118 (67) – (308) – –
Non-controlling
interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,086) 3,395 17,146 – –
Transferred from other
comprehensive
income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (228) 9 – –
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111884,018 (10,414) (96,997) – –
Revaluation of remaining
interest /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(81,849) (1,358) – – –
Gain on disposal of
subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829,046 11,772 96,997 – –
Total consideration /H1118/H1118/H1118/H1118/H111831,21 5––––
Satisfied by: Cash /H1118/H1118/H1118/H1118/H1118/H111831,21 5––––
APPENDIX I ACCOUNTANTS’ REPORT
– I-108 –


--- page 645 ---
An analysis of the net inflow of cash and cash equivalents in respect of the disposal of subsidiaries are as
follows:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Cash consideration /H1118/H1118/H1118/H1118/H1118– 31,21 5–––
Cash and bank balances
disposed of /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,695) (8,550) (7,562) – –
Net (outflow)/inflow of
cash and cash
equivalents in respect of
the disposal of
subsidiaries /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,695) 22,665 (7,562) – –
48. PARTLY OWNED SUBSIDIARY WITH MATERIAL NON-CONTROLLING INTERESTS
Details of the Group’s subsidiaries that have material non-controlling interests are set out below:
As at 31 December As at 30 April
2022 2023 2024 2025
Percentage of equity interest held by
non-controlling interests:
Loudi Zhongxing Hydraulic
Components Co., Ltd. (“Loudi
Zhongxing”)
ʮ̡ /H1118/H1118/H1118/H111825.00 25.00 25.00 25.00
Loudi Zhongyuan New Materials
Co., Ltd. (“Loudi Zhongyuan”)
ʮ̡/H1118/H1118/H1118/H1118/H111825.16 25.16 25.16 25.16
SANY Auto Finance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184.23 4.23 4.23 4.23
SANY Financial Leasing /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185.14 5.14 5.14 5.14
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Profit/(loss) for the
year/period allocated to
non-controlling interests:
Loudi Zhongxing /H1118/H1118/H1118/H1118/H1118/H1118/H111834,092 27,483 46,832 20,133 23,175
Loudi Zhongyuan /H1118/H1118/H1118/H1118/H1118/H1118/H11183,210 (5,844) (7,125) 562 1,970
SANY Auto Finance /H1118/H1118/H1118/H1118/H1118/H111811,460 14,243 11,593 356 2,843
SANY Financial Leasing /H1118/H1118/H11185,213 9,548 10,039 4,013 3,545
Accumulated balances of
non-controlling interests at
the reporting date:
Loudi Zhongxing /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118156,024 183,522 130,111 203,674 153,632
Loudi Zhongyuan /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118128,013 122,189 115,089 122,754 117,069
SANY Auto Finance /H1118/H1118/H1118/H1118/H1118/H1118147,219 161,466 151,942 149,171 154,786
SANY Financial Leasing /H1118/H1118/H111859,255 68,802 78,845 72,815 82,391
APPENDIX I ACCOUNTANTS’ REPORT
– I-109 –


--- page 646 ---
The following tables illustrate the summarised financial information of the above subsidiaries. The amounts
disclosed are before any inter-company eliminations:
As at 31 December 2022
Loudi Zhongxing Loudi Zhongyuan
SANY Auto
Finance
SANY Financial
Leasing
RMB’000 RMB’000 RMB’000 RMB’000
Revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,670,050 595,835 804,035 256,520
Profit for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118136,368 12,761 205,750 101,428
Total comprehensive income
for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118136,405 12,766 205,750 101,428
Current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,628,771 170,775 8,132,730 1,392,686
Non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,721,636 465,987 8,108,358 2,132,934
Current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,868,868 115,592 12,764,016 2,372,648
Non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118857,445 12,321 – –
Net cash flows (used in)/from
operating activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(118,275) 724,487 (54,252) 627,723
As at 31 December 2023
Loudi Zhongxing Loudi Zhongyuan
SANY Auto
Finance
SANY Financial
Leasing
RMB’000 RMB’000 RMB’000 RMB’000
Revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,511,273 463,452 797,211 356,576
Profit/(loss) for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118109,933 (23,232) 336,390 185,775
Total comprehensive income/(loss)
for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118109,844 (23,224) 336,390 185,775
Current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,200,729 187,545 7,101,461 2,012,365
Non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,751,452 410,522 6,920,060 3,783,204
Current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118804,731 105,045 10,207,972 4,201,612
Non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,413,360 7,322 – 255,205
Net cash flows from/(used in)
operating activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118846,092 29,302 107,279 (1,778,286)
APPENDIX I ACCOUNTANTS’ REPORT
– I-110 –


--- page 647 ---
As at 31 December 2024
Loudi Zhongxing Loudi Zhongyuan
SANY Auto
Finance
SANY Financial
Leasing
RMB’000 RMB’000 RMB’000 RMB’000
Revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,619,914 479,303 609,988 342,802
Profit/(loss) for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118187,327 (28,321) 273,804 195,341
Total comprehensive income/(loss)
for the year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118186,031 (28,324) 273,804 195,341
Current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,584,563 226,552 3,915,901 2,162,157
Non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,666,002 376,383 7,426,597 3,664,455
Current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,411,036 140,641 7,753,880 4,175,691
Non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,319,084 4,816 – 116,756
Net cash flows from/(used in)
operating activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118450,458 23,852 65,211 (29,788)
As at 30 April 2024 (Unaudited)
Loudi Zhongxing Loudi Zhongyuan
SANY Auto
Finance
SANY Financial
Leasing
RMB’000 RMB’000 RMB’000 RMB’000
Revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118590,093 186,041 221,840 108,548
Profit/(loss) for the period /H1118/H1118/H1118/H1118/H1118/H1118/H111880,531 2,235 8,405 78,083
Total comprehensive income/(loss)
for the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111880,579 2,235 8,405 78,083
Current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,358,088 221,645 3,123,785 1,622,013
Non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,706,647 394,167 9,424,074 2,951,750
Current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118833,490 120,938 9,024,689 2,945,138
Non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,416,548 6,927 – 211,789
Net cash flows from/(used in)
operating activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118158,898 8,027 35,662 807,021
As at 30 April 2025
Loudi Zhongxing Loudi Zhongyuan
SANY Auto
Finance
SANY Financial
Leasing
RMB’000 RMB’000 RMB’000 RMB’000
Revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118621,551 182,287 167,281 116,617
Profit/(loss) for the period /H1118/H1118/H1118/H1118/H1118/H1118/H111892,699 7,467 67,145 68,979
Total comprehensive income/(loss)
for the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111893,955 7,834 67,145 68,979
Current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,613,375 234,856 3,590,862 1,818,295
Non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,631,554 361,081 6,668,357 3,624,684
Current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,295,417 126,042 6,603,435 3,566,609
Non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,334,987 4,546 – 273,222
Net cash flows from/(used in)
operating activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(12,054) (87,184) 148,061 583,252
APPENDIX I ACCOUNTANTS’ REPORT
– I-111 –


--- page 648 ---
49. RELATED PARTY TRANSACTIONS
(a) Parent entities
The Company’s parent company and ultimate holding company is SANY Group Co., Ltd.ࠢ
ʮ̡, and the ultimate controlling person is Mr. Liang Wengen.
(b) Names and relationships with related parties
The directors of the Company are of the view that the following parties were significant related parties of the
Group that had transactions or balances with the Group for the Relevant Periods:
Name of related parties Relationship with the Group
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓሿༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Joint venture
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Joint venture
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Joint venture
Y uandong Construction Investment Group CO., Ltd. of Beijing۬
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Associate
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘψᎲʈ೻ዚ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Tangshan Chite Mechanical Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථಥτːዚ૛ቖਯϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hunan Sany Jingchuang Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hunan Sanxiang Bank Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Associate
Wuxi Sany V enture Capital Partnership Enterprise (Limited Partnership)
ೌ፼ɧɓ௴ุҳ༟ΥྫΆุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hangzhou Serval Technology Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118An associate of the parent
company
Xi’an Hualei Shipbuilding Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent
company
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118An associate of the parent
company
Sichuan Lumaite Engineering Equipment Co., Ltd. ̬ʇ༩ᒕतʈ೻ண௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent
company
China Kangfu International Leasing Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent
company
MGB SANY(M) IBS SDN BHD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118An associate of the parent
company
Hunan Lehui Sports Culture Communication Co., Ltd.ᆀි᜗ԃ˖
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent
company
Kunshan Sany Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Subsidiary of and associate
Hunan Anren Sany Construction Technology Co., Ltd.τʠɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hunan Sany Building Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118Controlled by Mr. Liang
Wengen
Sany Handan Construction Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Sany Construction Engineering (Linli) Technology Co., Ltd. ɧɓጘʈ
(ᑗዥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Sany Construction Technology (Miluo) Co., Ltd.Ҧ(Әᖯ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Sany Construction Technology Co., Ltd.ʮ̡/H1118/H1118/H1118Controlled by Mr. Liang
Wengen
APPENDIX I ACCOUNTANTS’ REPORT
– I-112 –


--- page 649 ---
Name of related parties Relationship with the Group
Zhejiang Sany Construction Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Jiangsu Sany Construction Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Controlled by Mr. Liang
Wengen
Sany International (Hong Kong) Industry Co., Ltd. ɧɓ਷ყ(ಥ)ྼุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Controlled by Mr. Liang
Wengen
Sany Heavy Equipment International Holdings Co., Ltd.ༀ਷ყ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hunan Xingbida Network Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hunan AUTOMOBILE-LIMITED Companyப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Controlled by Mr. Liang
Wengen
Sany Heavy Energy Co., Ltd and its subsidiariesʮ̡
ʿՉɿʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Jiangsu Sany Environmental Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hunan Sany Construction Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Controlled by Mr. Liang
Wengen
Beijing Sany Architectural Design and Research Co., Ltd.ܔ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hunan Aika Internet Technology Co., Ltd.ʮ̡ /H1118Controlled by Mr. Liang
Wengen
Shanghai Sany Construction Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118Controlled by Mr. Liang
Wengen
Sany Construction Engineering (Xi’an) Technology Co., Ltd. ɧɓጘʈ
(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Sany Construction (Chongqing) Technology Co., Ltd. ɧɓጘʈ(ᅅ)߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Zhuhai Zhuxiang Cloud Technology Co., Ltd.ʮ̡/H1118Controlled by Mr. Liang
Wengen
Sany (Quanzhou) Construction Technology Co., Ltd. ɧɓ(ψ)߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hunan Sany Intelligent Construction Engineering Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Sany Construction (Quanzhou) Building Materials Co., Ltd. ɧɓጘʈ
(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Zhongxian Sany Construction Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Hubei Sany Truck Sales and Service Co., Ltd.ਕϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang
Wengen
Shengjing Intelligent Technology (Jiaxing) Co., Ltd.Ҧ(ྗ
ጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Robotics Technology Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Гτ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118A fellow subsidiary
SANY Marine Heavy Industry Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Technology Equipment Co., Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Oil Smart Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Logistics Equipment USA Co., Ltdʮ̡ /H1118/H1118A fellow subsidiary
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 650 ---
Name of related parties Relationship with the Group
Sany Heavy Equipment Indonesia Holdings Co., Ltd.ༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Intelligent Mining Technology Co., Ltd.ʮ̡ /H1118/H1118A fellow subsidiary
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Zhuzhou Sany Silicon Energy Technology Co., Ltd.ঐҦஔ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ঐอঐ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Beijing Sany Heavy Machinery Co., Ltd.ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Changsha Dilian Industrial Control Technology Co., Ltd.ᑌʈછ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Hunan Sany Interactive Marketing Technology Co., Ltd.ɧɓʝਗ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Environmental Industry Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Hunan Ground Unmanned Equipment Engineering Research Center Co.,
Ltd.ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan SANY Port Machinery Co., Ltd.ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Hunan Sany Cloud Oil Energy Co., Ltd.ʮ̡ /H1118/H1118A fellow subsidiary
Hunan Xingxiang Construction Supervision Consulting Co., Ltd.ጳ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Shenzhen Trinity Technology Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Hunan Zhushengyuan Property Service Co., Ltd.ਕϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Shufeng Enterprise Management Co., Ltd.Ӎዓ㋘Άุ၍ଣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Chongqing Sany Zhushengyuan Property Service Co., Ltd.ᅅɧɓ϶
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Kunshan Sany Environment Protecting Technology Co., Ltd.ʆɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Sanfeng Technology Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Shanghai Zhushengyuan Real Estate Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuhai SANY Port Machinery Co., Ltd.ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Hunan Zhonghong Financial Leasing Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany (Zhuhai) Investment Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Hunan Zizhuyuan Real Estate Co., Ltd.ʮ̡ /H1118/H1118/H1118A fellow subsidiary
China Wealth Machine Holdings Limitedʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Guangzhou Huayao Real Estate Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Changsha Three Silver Real Estate Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Lianyuan Zhushengyuan Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Loudi Zhushengyuan Real Estate Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Linli Zhushengyuan Real Estate Co., Ltd.ʮ̡/H1118/H1118A fellow subsidiary
Changsha Y unjing Real Estate Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118A fellow subsidiary
Changsha Y untian Real Estate Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118A fellow subsidiary
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.ɧɓ౽ᅆႡிϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Sany Smart Industry and Trade Co., Ltd.ɧɓ౽ᅆʈ൱Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
APPENDIX I ACCOUNTANTS’ REPORT
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--- page 651 ---
Name of related parties Relationship with the Group
Sany (Chongqing) Intelligent Equipment Co., Ltd. ɧɓ(ᅅ)౽ᅆༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Y unqi Real Estate Development Co., Ltd.ήପක
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Y unhui Real Estate Development Co., Ltd.ήପක
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Chongqing Zhushengyuan Real Estate Development Co., Ltd.ᅅ϶௷
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Sany Zhushengyuan Property Service Co., Ltd.ɧɓ϶௷
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Sanyin Commercial Management Co., Ltd.ɧვਠุ၍ଣϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Hydrogen Energy Technology Co., Ltd.ʮ̡ /H1118/H1118A fellow subsidiary
Sany Robot (Changsha) Co., Ltd. ɧɓዚኜɛ(Ӎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Hunan Anren Sany Heavy Steel Structure Co., Ltd.ۨࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Ningxia Jinanshun Construction Engineering Co., Ltd.ண
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Turbo Fly Machine Engineering Limitedʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Indonesia Mining Equipment Co., Ltdʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth Hongkong Machine Limitedʮ̡ /H1118/H1118/H1118/H1118A fellow subsidiary
China Wealth Saudi Machine Limitedʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
China Wealth Cambodia Machinery Co., Ltd.ʮ̡ /H1118A fellow subsidiary
China Wealth Equipment Pte Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
China Wealth Machinery Malaysia Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Gangyue Construction Engineering Co., Ltdʮ̡ /H1118/H1118/H1118A fellow subsidiary
Sany Construction Development (Malaysia) Limited࢝(৵Ը
Гԭ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Loudi Zizhu Y unzhi Industrial Park Development Co., Ltd.ഓ϶ථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
SANY PC Manufacturing SDN BHD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany International (Zambia) Industrial Co., Ltd ɧɓ਷ყ(ˢԭ)ྼุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
SANY MINING Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Huaxin Y ongkang Insurance Sales Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Sany Intelligent Industry Private Equity Fund Enterprise
(Limited Partnership)Άุ(Υྫ)/H1118
A fellow subsidiary
Sany Kinetic Energy For Electricity New Energy Technology
Development (Ezhou) Co., Ltd.࢝(ඈψ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Kinetic Energy For Electricity New Energy Technology
Development (Zibo) Co., Ltd.࢝(଍௹)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Ludian Lithium Energy (Jianshui) Co., Ltd. ၠཥ቞ঐ(˥)ʮ̡ /H1118/H1118A fellow subsidiary
Sany Lithium Energy (Chongqing) New Energy Co., Ltd. ɧɓ቞ঐ(ࠠ
ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Lithium Energy (Changsha) New Energy Co., Ltd. ɧɓ቞ঐ(Ӎ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Shanghai SANY Science and Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Lithium Energy (Zhengzhou) New Energy Technology
Co., Ltd. ɧɓ቞ঐ(ቍψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Shenzhen Sany Cloud Oil Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
APPENDIX I ACCOUNTANTS’ REPORT
– I-115 –


--- page 652 ---
Name of related parties Relationship with the Group
Sany Lithium Energy (Luoyang) New Energy Co., Ltd. ɧɓ቞ঐ(ජ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Construction Industry Development Africa (PTY) Ltd. ɧɓጘʈ೯
࢝(ݲڢ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth Machinery Malaysia Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Clover Environmental Development Co., Ltd.ɧ໢ণᐑྤ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth (Huayue) Limitedʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
China Wealth Asia Machine Limited. ʕబ(ݲ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sun Li Heng Machinery Co., Ltd. (Hong Kong)ʮ̡(࠰
ಥ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Rootcloud Technology Co., Ltd. and tis subsidiariesࠢ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel
exercise significant influence
Guangzhou Ygp Industrial Trading Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel
exercise significant influence
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)ʮ̡ /H1118Key Management personnel
exercise significant influence
Runze Hui Enterprise Management Co., Ltdʮ̡/H1118/H1118Key Management personnel
exercise significant influence
Shihezi Mingzhao Equity Investment Management Co., Ltd.׼
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel
exercise significant influence
Y aowu (Shenzhen) Technology Co., Ltd.ਕ(ଉέ)ʮ̡ /H1118/H1118/H1118/H1118Key Management personnel
exercise significant influence
Beijing Sany Public Welfare Foundationึ /H1118/H1118/H1118/H1118/H1118/H1118/H1118Key Management personnel
exercise significant influence
Guangzhou Yigongpin Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel
exercise significant influence
Hunan Zhongfa Intelligent Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel
exercise significant influence
Kunshan Zhongfa Asset Management Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel
exercise significant influence
Cuiyun Gonggong (Shanghai) Technology Co., Ltd. യථ΍ʈ(ɪऎ)Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel
exercise significant influence
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118The parent company
Hunan Sany Electronic Control Technology Co., LtdҦ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Yimao Industrial Control Technology Co., Ltd߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Construction Malaysia Limitedʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Xi’an Zhushengyuan Real Estate Co., Ltdʮ̡/H1118/H1118A fellow subsidiary
Zhongfu Laos Machinery Leasing Co., Ltdʮ̡ /H1118A fellow subsidiary
Beijing Xinhaoji Construction Machinery Co., Ltdਿʈ೻ዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Chengdu Shuneng Shenghe New Energy Co., Ltd ϓே໳ঐସձอঐ๕
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany International (OE) Industry Co., Ltd ɧɓ਷ყ(ᖯ౶)ப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
APPENDIX I ACCOUNTANTS’ REPORT
– I-116 –


--- page 653 ---
(c) Transactions with related parties
The following transactions and balances were carried out between the Group and its related parties during the
Relevant Periods. In the opinion of the directors of the Company, the related party transactions were carried out in
the normal course of business and at terms negotiated between the Group and the respective related parties. In
addition to those disclosed elsewhere in the Historical Financial Information, the Group has the following
transactions with related parties:
i. Purchases of goods from related parties
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Changsha Dilian Industrial Control
Technology Co., Ltd.ᑌʈછ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118483,016 404,597 1,129,178 192,184 614,036
SANY Heavy Equipment Co., Ltd. ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118966,722 561,020 946,298 235,834 246,918
Hunan AUTOMOBILE-LIMITED
Companyப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118132,238 342,419 615,444 97,505 100,324
SANY Marine Heavy Industry Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118532,034 1,330,365 481,401 167,177 120,526
Hunan Sany Body Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,340 139,617 405,823 136,517 203,803
Hunan DEUTZ Power Co., Ltd.ی
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118408,182 368,175 378,933 140,280 194,643
Sany Heavy Equipment International
Holdings Co., Ltd.ༀ਷ყછ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118919,552 976,955 327,506 88,734 61,584
Sany Logistics Equipment USA Co.,
Ltdʮ̡ /H1118/H1118/H1118– – 324,875 54,920 87,068
Sany International (Hong Kong)
Industry Co., Ltd. ɧɓ਷ყ(ಥ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 11,527 283,144 41,584 195,742
Hangzhou Lilong Hydraulic Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118199,676 184,739 237,879 82,944 83,588
Guangzhou Ygp Industrial Trading
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118217,438 219,640 194,408 63,002 80,908
Kunshan Sany Power Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118104,263 62,198 155,232 34,775 36,086
Sany Lithium Energy Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 137,628 – 284,247
APPENDIX I ACCOUNTANTS’ REPORT
– I-117 –


--- page 654 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Huachu Petrochemical (Guangdong)
Co., Ltd. ശᎷͩʷ(؇)ʮ̡ /H1118 33,203 59,394 87,910 28,833 45,136
Rootcloud Technology Co., Ltd. and
its subsidiariesࠢ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111897,386 77,866 49,531 18,900 1,580
Sany Robotics Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118378,417 50,912 47,385 38,546 23,831
Sany Intelligent Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 26,659 45,372 9,252 7,919
Sany Palfinger SPV Equipment Co.,
Ltd.त၇ԓሿༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,553 24,675 42,244 1,898 7,570
Sany Construction Technology
(Miluo) Co., Ltd.Ҧ(Ә
ᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 14 32,359 231 40,005
Hunan Anren Sany Construction
Technology Co., Ltd.τʠɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,388 2,338 23,393 3,269 33,690
Hunan Sany Building Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H11186,924 42,944 21,643 693 3,870
Zhuzhou Sany Silicon Energy New
Energy Co., Ltd.ঐอঐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 62 16,168 2,990 7,167
Sany Technology Equipment Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H11185,196 256,945 15,384 6,761 1,853
Shengjing Intelligent Technology
(Jiaxing) Co., Ltd.Ҧ
(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 4,569 11,775 4,369 2,693
Sany Heavy Equipment Indonesia
Holdings Co., Ltd.ༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 19,174 16,663 6,956 27,801
Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H111820,565 3,026 8,947 – 5,894
Sany Construction Engineering
(Linli) Technology Co., Ltd. ɧɓ
ጘʈ(ᑗዥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H11188,050 28,340 8,735 7,675 –
Hunan Ground Unmanned Equipment
Engineering Research Center Co.,
Ltd.Ӻ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 8,052 1,296 2
Zhejiang Sany Construction
Technology Co., Ltd. एϪɧɓጘʈ
ʮ̡
/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 14,377 6,151 3,164 –
Jiangsu Sany Construction Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 5,798 – –
APPENDIX I ACCOUNTANTS’ REPORT
– I-118 –


--- page 655 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Sany Silicon Energy (Zhuzhou) Co.,
Ltd.ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118– 15,646 5,540 1,717 832
Jiangsu Sany Environmental
Technology Co., Ltd. Ϫᘽɧɓᐑྤ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823,812 43,080 4,777 3,963 408
Sany Environmental Industry Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118– 4,198 3,557 1,060 361
Sany Energy Equipment Co., Ltd. ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,907 2,652 465 20
PT SANY MAKMUR PERKASA /H1118/H1118/H11181,458 – 1,699 175,453 1,870
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡
ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,814 22,403 1,183 900 49
Sany Robot Equipment (Xi’an) Co.,
Ltd. ɧɓዚኜɛༀ௪(Гτ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118291,622 86,168 962 – 675
Hangzhou Serval Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118– 263 908 656 –
Xi’an Hualei Shipbuilding Industry
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,761 916 550 – –
Sany Hydrogen Energy Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 475 – 281
Beijing Sany Heavy Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118– – 442 – 433
Hunan Xingbida Network Technology
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118673 11,935 432 230 –
Tangshan Chite Mechanical
Equipment Co., Ltd.ʆཱུतዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 124 291 83 215
Lianyungang Anxin Machinery Sales
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 114 228 75 16
Sany Intelligent Mining Technology
Co., Ltd.ʮ̡ /H1118/H11182,270 12 210 210 –
Wuhan Jiuzhoulong Engineering
Machinery Co., Ltd.ဏɘψᎲʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 222 197 3 –
Hunan Sany Interactive Marketing
Technology Co., Ltd.ɧɓʝਗ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 3 4––
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ঐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 4 5––
Runze Hui Enterprise Management
Co., Ltdʮ̡ /H1118 – 9 066–
APPENDIX I ACCOUNTANTS’ REPORT
– I-119 –


--- page 656 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Sany Handan Construction
Technology Co., Ltd. ɧɓᩒ⪅ጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––11–
Sany Oil Smart Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H11182,526 20 91––
SANY Group Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111895,423 64,36 9–––
Hunan Sany Construction Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,813 4,07 1–––
Hunan SANY Port Machinery Co.,
Ltd.ʮ̡ /H1118/H111858,607 739 – – 2,362
Hunan Sany Cloud Oil Energy Co.,
Ltd.ʮ̡ /H1118/H111838,558 43 8–––
Beijing Sany Architectural Design
and Research Co., Ltd.ܔ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188 4 1 2 5 4–––
Shenzhen Sany Cloud Oil Technology
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830,41 0––––
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,82 1––––
Beijing Sany Public Welfare
Foundationึ /H1118/H1118 3 9––––
Hunan Sany Electronic Control
Technology
Co., Ltdʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 6––––
Chengdu Shuneng Shenghe New
Energy Co., Ltd ϓே໳ঐସձอঐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 3 3 6
Hunan Xingxiang Construction
Supervision Consulting Co., Ltd.
ʮ̡ /H1118/H1118 –––– 1 6 5
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,100,621 5,469,705 6,089,549 1,655,111 2,526,507
APPENDIX I ACCOUNTANTS’ REPORT
– I-120 –


--- page 657 ---
ii. Receipt of services from related parties
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan AUTOMOBILE-LIMITED
Companyப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 83,058 127,101 42,427 44,484
SANY Group Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858,767 78,205 63,871 16,446 15,372
Wuhan Jiuzhoulong Engineering
Machinery
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111853,418 53,192 62,528 11,799 9,239
Hunan Zhushengyuan Property
Service Co., Ltd.ุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111856,648 56,865 51,675 16,837 17,668
Sichuan Lumaite Engineering
Equipment Co., Ltd. ̬ʇ༩ᒕतʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7,650 21,081 57,818 5,551
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡
ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,520 12,277 18,315 2,591 2,985
Jiulong Property Insurance Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 819 14,512 1,394 4,607
PT SANY MAKMUR PERKASA /H1118/H1118/H111810,402 16,752 8,147 3,836 1,467
Shihezi Mingzhao Equity Investment
Management Co., Ltd.׼
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111811,751 7,296 8,050 2,683 2,778
Shengjing Intelligent Technology
(Jiaxing) Co., Ltd.Ҧ
(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,073 4,658 3,327 103
Tangshan Chite Mechanical
Equipment Co., Ltd.ʆཱུतዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,546 6,181 4,655 2,774 958
Lianyungang Anxin Machinery Sales
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,154 2,109 2,625 486 118
Zhuzhou Sany Silicon Energy New
Energy Co., Ltd.ঐอঐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 2,198 83 699
Sany Intelligent Mining Technology
Co., Ltd.ʮ̡ /H1118/H1118 – – 1,726 – –
Sany Lithium Energy Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 1,610 – 143
Hunan Xingxiang Construction
Supervision Consulting Co., Ltd.
ʮ̡ /H1118/H11187,850 5,512 1,241 1,120 97
Sany Robotics Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111853,866 12,278 1,210 994 790
Hangzhou Lilong Hydraulic Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,012 3,010 943 472 –
Hunan Sanfeng Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118502 552 797 245 61
Hangzhou Serval Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118– 150 707 – 116
APPENDIX I ACCOUNTANTS’ REPORT
– I-121 –


--- page 658 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Chongqing Sany Zhushengyuan
Property Service Co., Ltd.ᅅɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118– 290 619 142 216
Hunan Anren Sany Construction
Technology Co., Ltd.τʠɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118191 1,207 449 74 162
Hunan Ground Unmanned Equipment
Engineering Research Center Co.,
Ltd.Ӻ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,403 235 4 –
Shenzhen Trinity Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118241 334 196 59 62
Sany Robot Equipment (Xi’an) Co.,
Ltd. ɧɓዚኜɛༀ௪(Гτ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858,851 18,218 194 – –
Hunan Xingbida Network Technology
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,791 100 153 42 303
Beijing Sany Heavy Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H11182,892 1,486 121 15 89
SANY Marine Heavy Industry Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118– – 109 – 17
SANY Heavy Equipment Co., Ltd. ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118160 271 106 19 35
Hunan Sany Body Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,367 8,210 95 – –
Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H11186,493 6,331 59 – 7,761
Jiangsu Sany Environmental
Technology Co., Ltd. Ϫᘽɧɓᐑྤ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 5 4––
Kunshan Sany Environment
Protecting Technology Co., Ltd.׺
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 5 2––
Sany Technology Equipment Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118– – 43 20 –
Sany Energy Equipment Co., Ltd. ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2 32 61 8 1
Sany Intelligent Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 2 144
Hunan Aika Internet Technology Co.,
Ltd.ʮ̡ /H1118/H1118 21 01 81 6 –
Sany Silicon Energy (Zhuzhou) Co.,
Ltd.ঐ(ݲࣺ)
ʮ̡ /H1118/H1118/H1118/H1118––5–1
Sany Silicon Energy (Shuozhou) Co.,
Ltd.ঐ(ψ)ʮ̡ /H1118/H1118/H1118/H1118––1––
Changsha Shufeng Enterprise
Management Co., Ltd.Ӎዓ㋘Ά
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,33 41–2
Rootcloud Technology Co., Ltd. and
its subsidiariesࠢ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111891 2,46 7–––
Zhejiang Sany Construction
Technology Co., Ltd. एϪɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3 9 6–––
APPENDIX I ACCOUNTANTS’ REPORT
– I-122 –


--- page 659 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan Sany Building Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H11182 1 5 4 7–––
Hunan SANY Port Machinery Co.,
Ltd.ʮ̡ /H1118/H1118 –5–––
Zhushengyuan Real Estate Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111811,75 23–––
Hunan Zizhuyuan Real Estate Co.,
Ltd.ʮ̡ /H1118/H11184,36 3––––
Beijing Sany Architectural Design
and Research Co., Ltd.ܔ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186 2 0––– 2 1
Hunan DEUTZ Power Co., Ltd.ی
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 7,950
Sany Construction Technology
(Miluo) Co., Ltd.Ҧ(Ә
ᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 5 4
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118389,465 391,114 400,207 165,745 123,914
iii. Other procurement expenditure
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan Xingxiang Construction
Supervision Consulting Co., Ltd.
ʮ̡ /H1118/H1118 – – 1,574 – –
Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H1118 – – 1,172 1,172 –
Beijing Sany Architectural Design
and Research Co., Ltd.ܔ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118449 855 719 75 –
Zhejiang Sany Construction
Technology Co., Ltd. एϪɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,421 221 558 73 –
Hunan Anren Sany Construction
Technology Co., Ltd.τʠɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,464 739 229 – –
Shanghai Sany Construction Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H11181,22 2––––
SANY Group Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,664 2,104 2,110 – –
Rootcloud Technology Co., Ltd. and
its subsidiariesࠢ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118236,246 168,912 214,149 79,366 48,515
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118263,466 172,831 220,511 80,686 48,515
APPENDIX I ACCOUNTANTS’ REPORT
– I-123 –


--- page 660 ---
iv. Sales of goods to related parties
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118269,985 727,288 1,306,277 467,187 557,939
PT SANY MAKMUR PERKASA /H1118/H1118/H1118245,929 373,105 594,475 49,380 199,331
Sany Logistics Equipment USA Co.,
Ltdʮ̡ /H1118/H1118/H1118– 213,653 550,183 299,973 153,424
SANY Heavy Equipment Co., Ltd. ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118387,437 321,482 354,128 132,671 105,279
SANY Marine Heavy Industry Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118213,481 348,635 300,822 93,738 96,545
Wuhan Jiuzhoulong Engineering
Machinery Co., Ltd.ဏɘψᎲʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118566,123 241,917 286,221 109,536 157,496
Sany Lithium Energy Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 269,082 – 103,168
Hunan AUTOMOBILE-LIMITED
Companyப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830,329 66,347 204,844 32,473 114,523
Sany Intelligent Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 19,803 113,462 35,299 44,437
Sany Energy Equipment Co., Ltd. ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,099 64,054 88,350 29,427 23,791
Turbo Fly Machine Engineering
Limitedʮ̡ /H1118/H1118/H111854,208 92,479 86,448 33,981 31,529
China Wealth Hong Kong Machine
Limitedʮ̡ /H1118/H1118/H111825,456 41,426 72,581 41,213 19,482
Tangshan Chite Mechanical
Equipment Co., Ltd.ʆཱུतዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118211,851 141,395 63,816 20,256 78,252
Lianyungang Anxin Machinery Sales
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118249,844 97,402 47,928 25,295 –
China Wealth Saudi Machine Limited
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 34,001 33,939 338 7,851
Sany Robotics Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111817,324 7,822 30,876 6,765 14,958
Hunan Ground Unmanned Equipment
Engineering Research Center Co.,
Ltd.Ӻ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 4,389 29,624 1,657 15
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡
ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111839,631 57,693 28,482 8,128 6,823
Hunan Sany Body Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111888 21,822 26,158 7,885 9,036
Sany Indonesia Mining Equipment
Co., Ltdʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 24,331 – 7
Sany Heavy Equipment Indonesia
Holdings Co., Ltd.ༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 37,559 23,337 15,470 619
Sichuan Lumaite Engineering
Equipment Co., Ltd. ̬ʇ༩ᒕतʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832,854 12,264 16,517 4,543 6,278
APPENDIX I ACCOUNTANTS’ REPORT
– I-124 –


--- page 661 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
China Wealth Equipment Pte Ltd. ʕ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,570 11,964 15,351 5,641 7,031
Sany Construction Technology
(Miluo) Co., Ltd.Ҧ(Ә
ᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111891 6,321 6,418 2,543 2,420
Hunan Xingbida Network Technology
Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,422 2,511 4,627 1,057 473
Changsha Dilian Industrial Control
Technology Co., Ltd.ᑌʈછ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,108 3,568 4,496 879 2,801
Guangzhou Ygp Industrial Trading
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118362 2,804 4,427 6,851 8,742
Jiulong Property Insurance Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,908 8,274 4,381 1,916 1,592
Hangzhou Lilong Hydraulic Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,983 2,741 3,245 1,606 133
Huachu Petrochemical (Guangdong)
Co., Ltd. ശᎷͩʷ(؇)ʮ̡ /H1118 – – 2,972 – 447
China Wealth Machinery Malaysia
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118485 3,141 2,669 1,018 1,165
Gangyue Construction Engineering
Co., Ltdʮ̡ /H1118/H11189,341 3,192 2,371 1,353 371
Sany Technology Equipment Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H11186,043 14,452 1,941 1,740 52
Hunan DEUTZ Power Co., Ltd.ی
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,755 3,478 1,823 966 561
Sany Oil Smart Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H111880,767 62,966 1,009 445 314
Sany Silicon Energy (Zhuzhou) Co.,
Ltd.ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118455 2,446 842 270 802
China Wealth Cambodia Machinery
Co., Ltd.ʮ̡ /H1118 756 721 831 72 202
Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H11181,279 1,060 660 279 166
SANY Group Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858,646 1,394 554 228 126
Sany Hydrogen Energy Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189 946 440 270 104
Sany Construction Development
(Malaysia) Limited࢝
(৵ԸГԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 740 434 – –
Zhuzhou Sany Silicon Energy New
Energy Co., Ltd.ঐอঐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 21 384 28 126
Hunan Anren Sany Construction
Technology Co., Ltd.τʠɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118467 2,093 371 308 47
Sany Environmental Industry Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H111830 797 346 201 1,059
APPENDIX I ACCOUNTANTS’ REPORT
– I-125 –


--- page 662 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan Zhushengyuan Property
Service Co., Ltd.ุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103 238 344 165 70
Rootcloud Technology Co., Ltd. and
its subsidiariesࠢ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,123 438 329 134 117
Zhejiang Sany Construction
Technology Co., Ltd. एϪɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118563 569 250 124 62
Hunan Anren Sany Heavy Steel
Structure
Co., Ltd.፻࿴Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 2 2 4––
Sany Silicon Energy (Shuozhou) Co.,
Ltd.ঐ(ψ)ʮ̡ /H1118/H1118/H1118/H1118– 168 188 27 382
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ঐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 756 155 62 10
Sany Robot Equipment (Xi’an) Co.,
Ltd. ɧɓዚኜɛༀ௪(Гτ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,310 6,305 109 103 84
Kunshan Sany Environment
Protecting Technology Co., Ltd.׺
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118137 29 106 94 –
Sany Intelligent Mining Technology
Co., Ltd.ʮ̡ /H1118/H111812,469 2,270 86 5 37
Sany Construction Engineering
(Xi’an) Technology Co., Ltd. ɧɓ
ጘʈ(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111850 39 72 4 28
Zhuzhou Sany Intelligent
Manufacturing Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111891 96 71 61 2
Hunan Sany Building Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H11188,312 4,810 70 21 58
Guangzhou Huayao Real Estate Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H111813 12 65 16 4
Hunan Xingxiang Construction
Supervision Consulting Co., Ltd.
ʮ̡ /H1118/H1118106 127 64 4 19
Jiangsu Sany Environmental
Technology Co., Ltd. Ϫᘽɧɓᐑྤ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,176 3,842 60 42 106
Changsha Y untian Real Estate Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118–– 5 7– 3 0
SANY PC Manufacturing SDN BHD /H1118 –3 5 6––
Hunan Sany Construction Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118277 214 55 27 16
Zhuzhou Sany Smart Industry and
Trade Co., Ltd.ɧɓ౽ᅆʈ൱
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181– 5 57 4 6
Zhuhai SANY Port Machinery Co.,
Ltd.ʮ̡ /H1118/H1118 –– 4 7––
APPENDIX I ACCOUNTANTS’ REPORT
– I-126 –


--- page 663 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Shengjing Intelligent Technology
(Jiaxing) Co., Ltd.Ҧ
(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 44 6 3 8
Hunan SANY Port Machinery Co.,
Ltd.ʮ̡ /H1118/H111830,439 – 45 – 11
Sany Robot (Changsha) Co., Ltd. ɧ
ɓዚኜɛ(Ӎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 3 8–3
Sany (Quanzhou) Construction
Technology Co., Ltd. ɧɓ(ψ)ጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 34 37 35 1
Sany (Zhuhai) Investment Co., Ltd.
ɧɓ(मऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111841 53 5 9 4
Shenzhen Trinity Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H111851 43 31 72 1
Chongqing Zhushengyuan Real Estate
Development Co., Ltd.ᅅ϶௷෤
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 47 33 27 1
Beijing Sany Heavy Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H11181 1 91 3 1–1
Hunan Zizhuyuan Real Estate Co.,
Ltd.ʮ̡ /H1118/H11181 1 39 23 12 0 5
Hunan Sany Intelligent Construction
Engineering Co., Ltd.ɧɓ౽
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 3 0– 1 7
Sany Palfinger SPV Equipment Co.,
Ltd.त၇ԓሿༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118170 107 30 – 38
Sany Construction Engineering
(Linli) Technology Co., Ltd. ɧɓ
ጘʈ(ᑗዥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111864 51 21 18 –
Changsha Shufeng Enterprise
Management Co., Ltd.Ӎዓ㋘Ά
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 2 0– 3 2
Changsha Y unhui Real Estate
Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 36 1 945
Sany Hydrogen Energy Technology
Co., Ltd.ʮ̡ /H1118/H1118 –5 1 881
Y aowu (Shenzhen) Technology Co.,
Ltd.ਕ(ଉέ)ʮ̡ /H1118/H1118/H1118/H111869 25 18 11 4
APPENDIX I ACCOUNTANTS’ REPORT
– I-127 –


--- page 664 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Sany (Zhuhai) Real Estate Co., Ltd.
ɧɓ(मऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H11185 03 1 6–1
Sany Handan Construction
Technology Co., Ltd. ɧɓᩒ⪅ጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111847 45 16 16 –
Zhuzhou Sany Zhushengyuan
Property Service Co., Ltd.ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H11181 35 1 454
Hunan Sanyin Commercial
Management Co., Ltd.ɧვਠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2 1 111
Sany Construction (Chongqing)
Technology Co., Ltd. ɧɓጘʈ(ࠠ
ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 3982–
Changsha Y unjing Real Estate Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H11181 4 0 2 2614
Jiangsu Sany Construction Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––4––
Loudi Zhushengyuan Real Estate
Development Co., Ltd.϶௷෤
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 6 2 743–
China Kangfu International Leasing
Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 15,48 74–9
China Wealth Machine Holdings
Limitedʮ̡ /H1118/H1118/H111810,00 0–44–
Loudi Zizhu Y unzhi Industrial Park
Development Co., Ltd.ഓ϶ථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––44–
Shanghai Sany Construction Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H11186 7 1 1 53–2
Changsha Y unqi Real Estate
Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––2––
Beijing Sany Architectural Design
and Research Co., Ltd.ܔ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1––
Hunan Aika Internet Technology Co.,
Ltd.ʮ̡ /H1118/H1118 2211–
Kunshan Sany Power Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 3 1–1–1
Linli Zhushengyuan Real Estate Co.,
Ltd.ʮ̡ /H1118/H1118 ––1–2
Sany (Chongqing) Intelligent
Equipment Co., Ltd. ɧɓ(ᅅ)౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1––
APPENDIX I ACCOUNTANTS’ REPORT
– I-128 –


--- page 665 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Changsha Three Silver Real Estate
Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 3–1––
Chongqing Sany Zhushengyuan
Property Service Co., Ltd.ᅅɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118––1––
Y uandong Construction Investment
Group CO., Ltd of Beijing۬
ʮ̡ /H1118/H1118/H1118/H1118––1––
Sany Construction (Quanzhou)
Building Materials Co., Ltd. ɧɓ
ጘʈ(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118––1––
Xi’an Hualei Shipbuilding Industry
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 8 4–––
MGB SANY(M) IBS SDN BHD /H1118/H1118/H1118/H1118– 8 2–––
Hunan Sanxiang Bank Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 3 7–––
Beijing Sany Public Welfare
Foundationึ /H1118/H1118 4 42–––
Shenzhen Sany Cloud Oil Technology
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 4––––
Xi’an Zhushengyuan Real Estate Co.,
Ltdʮ̡ /H1118/H1118/H11186––––
Hunan Sany Cloud Oil Energy Co.,
Ltd.ʮ̡ /H1118/H1118 1 8––––
Sany International (OE) Industry Co.,
Ltdɧɓ਷ყ(ᖯ౶)ப΂ʮ̡ /H1118 –––– 1 1,791
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,644,938 3,096,415 4,615,526 1,443,971 1,772,555
APPENDIX I ACCOUNTANTS’ REPORT
– I-129 –


--- page 666 ---
v. Rendering of service to related parties
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
SANY Marine Heavy Industry
Co., Ltd.ʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
16,418 84,923 55,763 4,696 7,554
Sany Heavy Energy Co., Ltd
and its subsidiariesࠠ
ʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
2,751 39,215 45,344 16,105 8,395
Hunan AUTOMOBILE-
LIMITED Companyӛ
ப΂ʮ̡ /H1118/H1118/H1118/H1118
logistics
service
2,589 16,438 34,757 3,603 11,371
SANY Heavy Equipment Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
3,581 1,459 31,953 1,377 11,896
Sany Logistics Equipment
USA Co., Ltdༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– – 23,300 339 9,868
Sany Silicon Energy
(Zhuzhou) Co., Ltd.ٞ
ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
1 1,466 15,542 1,632 11,460
Sany Heavy Equipment
Indonesia Holdings Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 2,634 14,779 – –
Wuxi Sany V enture Capital
Partnership Enterprise
(Limited Partnership) ೌ፼
ɧɓ௴ุҳ༟ΥྫΆุ(Ϟ
Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
management
consulting
service
13,208 13,208 13,208 4,403 3,769
SANY Heavy Equipment Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
352,479 80,882 11,712 5,419 1,883
Hunan Zhushengyuan
Property Service Co., Ltd.
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
13,204 10,440 9,679 3,602 2,973
Hunan Xingbida Network
Technology Co., Ltd.ی
ʮ̡ /H1118/H1118
administrative
service
487 8,572 9,190 1,514 770
Shengjing Intelligent
Technology (Jiaxing) Co.,
Ltd.Ҧ(ྗጳ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 7,072 7,331 3,187 902
SANY Marine Heavy Industry
Co., Ltd.ʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
165,264 26,340 6,896 3,066 1,698
Sany Lithium Energy Co.,
Ltd.ʮ̡ /H1118/H1118/H1118
administrative
service
– – 6,076 – 2,370
Sany Heavy Energy Co., Ltd
and its subsidiariesࠠ
ʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
– – 5,646 1,661 –
APPENDIX I ACCOUNTANTS’ REPORT
– I-130 –


--- page 667 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Sany Silicon Energy
(Shuozhou) Co., Ltd. ɧɓ
ঐ(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118
logistics
service
– – 5,090 755 2,255
Sany Construction
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118
logistics
service
10,007 12,451 5,043 1,216 677
Sany Silicon Energy
(Zhuzhou) Co., Ltd.ٞ
ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 128 4,913 24 31
Hunan DEUTZ Power Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
– 2,820 4,153 1,090 2,162
Sany Robotics Technology
Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
298 4,389 3,602 1,945 564
Sany Indonesia Mining
Equipment Co., Ltd ɧɓΙ
ʮ̡ /H1118/H1118/H1118/H1118
administrative
service
– – 3,507 – –
Sany International (Hong
Kong) Industry Co., Ltd.
ɧɓ਷ყ(ಥ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 354 3,265 – –
Sany Technology Equipment
Co., Ltd. ɧɓҦஔༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1,157 1,412 3,177 507 133
Sany Palfinger SPV
Equipment Co., Ltd. ɧɓ
ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
1,071 1,167 3,065 70 851
Hunan Xingbida Network
Technology Co., Ltd.ی
ʮ̡ /H1118/H1118
logistics
service
2,909 2,704 2,512 803 207
Hunan Sany Body Co., Ltd.
ʮ̡ /H1118/H1118/H1118
logistics
service
24 531 2,400 694 1,277
Hunan Anren Sany
Construction Technology
Co., Ltd.τʠɧɓጘ
ʮ̡
/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
4,156 3,039 2,299 715 739
Hunan Sany Building Co.,
Ltd.Иσʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
51 1,468 2,273 – –
Zhejiang Sany Construction
Technology Co., Ltd. एϪ
ʮ̡ /H1118/H1118/H1118
administrative
service
1,526 2,266 2,238 575 957
Sany Hydrogen Energy Co.,
Ltd.ʮ̡ /H1118/H1118/H1118
administrative
service
– 104 2,046 1,540 13
Sany Robotics Technology
Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
3,197 377 1,753 169 2,729
APPENDIX I ACCOUNTANTS’ REPORT
– I-131 –


--- page 668 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan AUTOMOBILE-
LIMITED Companyӛ
ப΂ʮ̡ /H1118/H1118/H1118/H1118
administrative
service
272 268 1,663 63 82
Sany Silicon Energy
(Shuozhou) Co., Ltd. ɧɓ
ঐ(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118
administrative
service
– 90 1,555 – 97
Sany Energy Equipment Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
445 71 1,493 332 39
Hangzhou Lilong Hydraulic
Co., Ltd.ψɢᎲ૰ᏀϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
– 670 1,428 613 364
SANY Group Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
4,323 1,557 1,407 221 387
Sany Intelligent Equipment
Co., Ltd. ɧɓ౽ᅆༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
– 315 1,361 406 519
Hunan DEUTZ Power Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1,006 1,813 1,267 170 389
Hangzhou Lilong Hydraulic
Co., Ltd.ψɢᎲ૰ᏀϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
136 508 1,193 227 101
Hunan Sany Body Co., Ltd.
ʮ̡ /H1118/H1118/H1118
administrative
service
41 329 1,105 50 55
Tangshan Chite Mechanical
Equipment Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118
logistics
service
2,867 2,074 1,098 413 244
Sany Construction
Technology (Miluo) Co.,
Ltd.Ҧ(Әᖯ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
– 8 976 18 2,246
Sany Oil Smart Equipment
Co., Ltd.౽ᅆༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
344 361 914 244 42
Sany Environmental Industry
Co., Ltd. ɧɓᐑྤପุϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
8 346 894 138 125
Sany Energy Equipment Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
553 158 873 65 130
Sany Robot Equipment
(Xi’an) Co., Ltd. ɧɓዚኜ
ɛༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118
administrative
service
474 755 837 235 1
Lianyungang Anxin
Machinery Sales Co., Ltd.
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
4,414 1,537 828 429 87
APPENDIX I ACCOUNTANTS’ REPORT
– I-132 –


--- page 669 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Changsha Y untian Real Estate
Co., Ltd.ήପ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 2 776 119 185
Sany Hydrogen Energy Co.,
Ltd.ʮ̡ /H1118/H1118/H1118
logistics
service
– 37 574 26 1
Sany Robotics Technology
Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
– 2,473 566 455 –
Hunan Anren Sany Heavy
Steel Structure Co., Ltd. ಳ
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– – 559 – 275
Sany Intelligent Equipment
Co., Ltd. ɧɓ౽ᅆༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
3 1,260 506 31 71
Sany Lithium Energy Co.,
Ltd.ʮ̡ /H1118/H1118/H1118
logistics
service
– – 497 – 302
Huaxin Y ongkang Insurance
Sales Co., Ltd.ڭ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 249 397 45 24
Sany Construction
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118
administrative
service
456 1,026 362 79 107
Sany Environmental Industry
Co., Ltd. ɧɓᐑྤପุϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
– – 353 290 9
Wuhan Jiuzhoulong
Engineering Machinery
Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
– 183 307 – –
Sany Construction
Technology (Miluo) Co.,
Ltd.Ҧ(Әᖯ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
5 81 287 35 130
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ݲࣺ
ʮ̡ /H1118/H1118/H1118
logistics
service
– 847 270 216 74
Changsha Y unjing Real Estate
Co., Ltd.ήପ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
912 943 214 96 30
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ݲࣺ
ʮ̡ /H1118/H1118/H1118
administrative
service
–2 1 7 833
Kunshan Sany Environment
Protecting Technology Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
169 179 175 39 18
Sany Technology Equipment
Co., Ltd. ɧɓҦஔༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
3 2 148 46 3
APPENDIX I ACCOUNTANTS’ REPORT
– I-133 –


--- page 670 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Zhuzhou Sany Intelligent
Manufacturing Co., Ltd.ࣺ
ʮ̡ /H1118/H1118
administrative
service
52 1 130 – –
Hunan SANY Port Machinery
Co., Ltd.ɧɓಥɹண
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
3,342 92 125 2 32
Sany Intelligent Mining
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
66 49 115 10 7
Hunan Sany Building Co.,
Ltd.Иσʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
2,080 1,450 113 – –
Jiangsu Sany Environmental
Technology Co., Ltd. Ϫᘽ
ʮ̡ /H1118/H1118/H1118
administrative
service
88 41 112 28 21
Sany Lithium Energy Co.,
Ltd.ʮ̡ /H1118/H1118/H1118
machine
processing
service
–– 9 9– 6 7
Jiulong Property Insurance
Co., Ltd.ᎈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
–9 19 8 44 3
Rootcloud Technology Co.,
Ltd. and its subsidiaries ዓ
ʮ̡ʿՉɿ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
39 88 95 3 23
Zhuzhou Sany Silicon Energy
New Energy Co., Ltd.ݲࣺ
ʮ̡ /H1118/H1118
administrative
service
–– 8 22 7 3
Zhuzhou Sany Smart Industry
and Trade Co., Ltd.ɧ
ʮ̡ /H1118/H1118/H1118/H1118
administrative
service
–1 6 9– 1 6
Sany Technology Equipment
Co., Ltd. ɧɓҦஔༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
7 1 8 2 1 15 75 7–
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ݲࣺ
ʮ̡ /H1118/H1118/H1118
machine
processing
service
– 434 56 53 –
Sany Robot (Changsha) Co.,
Ltd. ɧɓዚኜɛ(Ӎ)
ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
–– 5 4– 2 4
Sany Construction
Engineering (Xi’an)
Technology Co., Ltd. ɧɓ
ጘʈ(Гτ)ʮ̡ /H1118/H1118
administrative
service
15 16 52 3 24
Shenzhen Trinity Technology
Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1 7 3 –4 74 7 –
Sany Robot Equipment
(Xi’an) Co., Ltd. ɧɓዚኜ
ɛༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118
logistics
service
– 213 44 44 –
Sany (Zhuhai) Investment
Co., Ltd. ɧɓ(मऎ)ҳ༟Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
–3 3 1– 1 5
APPENDIX I ACCOUNTANTS’ REPORT
– I-134 –


--- page 671 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Sany Construction
Engineering (Linli)
Technology Co., Ltd. ɧɓ
ጘʈ(ᑗዥ)ʮ̡ /H1118/H1118
administrative
service
75 2 816
Sany International (Zambia)
Industrial Co., Ltd ɧɓ਷
ყ(ˢԭ)ʮ̡ /H1118/H1118
logistics
service
–– 2 6––
Wuhan Jiuzhoulong
Engineering Machinery
Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 253 22 – 30
Hunan Xingxiang
Construction Supervision
Consulting Co., Ltd.ی
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
24 55 13 7 8
Beijing Sany Heavy
Machinery Co., Ltd. ̏ԯ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
–6 1 242
Hunan Sany Construction
Co., Ltd.ɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
35 44 10 3 1
Sany Construction
(Chongqing) Technology
Co., Ltd. ɧɓጘʈ(ᅅ)߅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
12 12 10 3 1
Runze Hui Enterprise
Management Co., Ltd ᆗዣ
ʮ̡ /H1118/H1118/H1118/H1118
administrative
service
– 3 09––
SANY Marine Heavy Industry
Co., Ltd.ʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
––99–
Hunan SANY Port Machinery
Co., Ltd.ɧɓಥɹண
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
28,948 2,19 87–1
Guangzhou Ygp Industrial
Trading Co., Ltd.׸
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 300 6 1 726
Hunan Aika Internet
Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118
administrative
service
2 1 352–
Sany Hydrogen Energy
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 1 3 8511
China Wealth Saudi Machine
Limitedࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
––55–
Shanghai Sany Construction
Co., Ltd.ܔ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1 9 8 6 0 544–
Changsha Y unhui Real Estate
Development Co., Ltd.ڗ
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
––41–
APPENDIX I ACCOUNTANTS’ REPORT
– I-135 –


--- page 672 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
China Wealth Machinery
Malaysia Co., Ltd. ʕబዚ
ʮ̡ /H1118/H1118/H1118/H1118
administrative
service
––4––
Beijing Sany Architectural
Design and Research Co.,
Ltd.Ӻ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
–33––
Hunan Sany Intelligent
Construction Engineering
Co., Ltd.ܔ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
––3–6
Sany (Zhuhai) Real Estate
Co., Ltd. ɧɓ(मऎ)ໄุϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1 2531 1
China Wealth Equipment Pte
Ltd.ʮ̡ /H1118/H1118/H1118
logistics
service
––33–
Wuhan Jiuzhoulong
Engineering Machinery
Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
management
consulting
service
––2–2
Sany Handan Construction
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118
administrative
service
751––
Zhuhai Zhuxiang Cloud
Technology Co., Ltd. मऎ
ʮ̡ /H1118/H1118/H1118/H1118
administrative
service
111––
Sany Oil Smart Equipment
Co., Ltd.౽ᅆༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
6,062 1,64 11––
Turbo Fly Machine
Engineering Limited࠭
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
––1––
Sichuan Lumaite Engineering
Equipment Co., Ltd. ̬ʇ
ʮ̡ /H1118/H1118
administrative
service
– 157 – – 48
Huachu Petrochemical
(Guangdong) Co., Ltd. ശ
Ꮇͩʷ(؇)ʮ̡ /H1118/H1118/H1118
administrative
service
3 3 1 2 2–––
Sany (Chongqing) Intelligent
Equipment Co., Ltd. ɧɓ
(ᅅ)ʮ̡ /H1118/H1118
administrative
service
– 2 8–––
Kunshan Sany Power Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
5 7 5 1 5–––
Zhuzhou Sany Zhushengyuan
Property Service Co., Ltd.
ਕϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
– 1 3–––
Changsha Dilian Industrial
Control Technology Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
7 0 8 1 0–––
APPENDIX I ACCOUNTANTS’ REPORT
– I-136 –


--- page 673 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Zhongxian Sany Construction
Technology Co., Ltd.ጤ
ʮ̡ /H1118/H1118/H1118
administrative
service
–5–––
Guangzhou Huayao Real
Estate Co., Ltd. ᄿψശᘴໄ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
–3–– 1 8
Hubei Sany Truck Sales and
Service Co., Ltd. ಳ̏ɧɓ
ʮ̡ /H1118/H1118/H1118
administrative
service
–1–––
Loudi Zhushengyuan Real
Estate Development Co.,
Ltd.ήପක೯
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
–1–––
Guangzhou Yigongpin
Technology Co., Ltd. ᄿψ
ʮ̡ /H1118/H1118/H1118
administrative
service
–1–––
Kunshan Sany Power Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
1,379 13 2–––
SANY Group Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
7 1 3 5–––
Hunan Sany Construction
Co., Ltd.ɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
5 9 2 5–––
Kunshan Sany Environment
Protecting Technology Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
2 3 88–––
Sany Intelligent Mining
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
–4–––
SANY MINING Equipment
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
–2–––
Hunan Anren Sany
Construction Technology
Co., Ltd.τʠɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
11–––
Sany Robot Equipment
(Xi’an) Co., Ltd. ɧɓዚኜ
ɛༀ௪(
Гτ)ʮ̡ /H1118/H1118/H1118
maintenance
and repair
service
2 1 2 8 7 6–––
Sany Construction
Technology (Miluo) Co.,
Ltd.Ҧ(Әᖯ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
– 8 6 5–––
Sany Silicon Energy
(Zhuzhou) Co., Ltd.ٞ
ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
96 847 – – –
Sany Heavy Energy Co., Ltd
and its subsidiariesࠠ
ʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
5 5 4 1 8 2–––
APPENDIX I ACCOUNTANTS’ REPORT
– I-137 –


--- page 674 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
SANY Heavy Equipment Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
1,999 10 7–––
Sany Robotics Technology
Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
3 2 0 6 8–––
Hangzhou Lilong Hydraulic
Co., Ltd.ψɢᎲ૰ᏀϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
9 8 1 0–––
Hunan AUTOMOBILE-
LIMITED Companyӛ
ப΂ʮ̡ /H1118/H1118/H1118/H1118
machine
processing
service
3,207 62 9–––
Sany Oil Smart Equipment
Co., Ltd.౽ᅆༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
– 1 5 5–––
Sany Silicon Energy
(Zhuzhou) Co., Ltd.ٞ
ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
– 5 0–––
Hunan Anren Sany
Construction Technology
Co., Ltd.τʠɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
–7–––
Hunan Xingbida Network
Technology Co., Ltd.ی
ʮ̡ /H1118/H1118
machine
processing
service
–1–––
Hunan Sany Intelligent
Industry Private Equity
Fund Enterprise (Limited
Partnership)ɧɓ౽ᅆ
Άุ(Ϟ
Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
management
consulting
service
6,604 2,98 5–––
Sichuan Lumaite Engineering
Equipment Co., Ltd. ̬ʇ
ʮ̡ /H1118/H1118
logistics
service
1 5 5––––
Palfinger Sany Crane CIS /H1118/H1118/H1118logistics
service
3,19 3––––
China Wealth Machine
Holdings Limited ʕబዚ૛
ʮ̡
/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
1,37 2––––
Jiangsu Sany Environmental
Technology Co., Ltd. Ϫᘽ
ʮ̡ /H1118/H1118/H1118
logistics
service
4––––
Hunan Zizhuyuan Real Estate
Co., Ltd.ή
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1 1 3––––
Hunan Sany Cloud Oil
Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1 2––––
Lianyungang Anxin
Machinery Sales Co., Ltd.
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
1 1––––
APPENDIX I ACCOUNTANTS’ REPORT
– I-138 –


--- page 675 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Tangshan Chite Mechanical
Equipment Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118
administrative
service
1 0–––2
Jiangsu Sany Construction
Co., Ltd. ϪᘽɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
3––––
SANY Heavy Equipment Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
8 5––––
Hunan SANY Port Machinery
Co., Ltd.ɧɓಥɹண
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
3 6––––
SANY Group Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
4 2 4––––
Sany Construction
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118
maintenance
and repair
service
2 8 5––––
Hunan AUTOMOBILE-
LIMITED Companyӛ
ப΂ʮ̡ /H1118/H1118/H1118/H1118
maintenance
and repair
service
1 2 8––––
Beijing Sany Heavy
Machinery Co., Ltd. ̏ԯ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
maintenance
and repair
service
1 2 7––––
Beijing Sany Heavy
Machinery Co., Ltd. ̏ԯ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
logistics
service
––––3
The Bank of Sanxiang Co.
Ltd of Hunan Province ಳ
ʮ̡ /H1118/H1118
administrative
service
–––– 1 2 9
Sany Palfinger SPV
Equipment Co., Ltd. ɧɓ
ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
administrative
service
––––4
Zhuzhou Sany Intelligent
Manufacturing Co., Ltd.ࣺ
ʮ̡ /H1118/H1118
administrative
service
––––9
Sany Environmental Industry
Co., Ltd. ɧɓᐑྤପุϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
machine
processing
service
–––– 7 4
Sany Heavy Energy Co., Ltd
and its subsidiariesࠠ
ʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
EPC
contracting
services
–––– 40,773
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118674,802 359,352 369,149 66,109 135,834
APPENDIX I ACCOUNTANTS’ REPORT
– I-139 –


--- page 676 ---
vi. Leasing with related parties as lessor
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Sany Palfinger SPV
Equipment Co., Ltd. ɧɓ
त၇ԓሿༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 7,475 8,198 7,852 2,617 2,683
Hunan Lehui Sports Culture
Communication Co., Ltd.
ᆀි᜗ԃ˖ʷෂᅧϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 4,760 5,049 6,064 2,071 1,443
Sany Robotics Technology
Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 2,247 5,202 1,605 2,049
Sany Technology Equipment
Co., Ltd. ɧɓҦஔༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 4,661 4,880 4,759 1,459 631
Hunan Xingbida Network
Technology Co., Ltd.ی
ʮ̡ /H1118
Building leasing – 39 3,445 708 635
Hunan Anren Sany
Construction Technology
Co., Ltd.τʠɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 1,221 5,856 3,349 2,210 2,910
SANY Marine Heavy
Industry Co., Ltd. ɧɓऎ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 458 2,622 1,905 1,180 94
Hunan Anren Sany Heavy
Steel Structure Co., Ltd.
፻࿴Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – – 1,639 – –
Sany Lithium Energy Co.,
Ltd.ʮ̡ /H1118/H1118
Building leasing – – 1,636 – 1,329
Zhejiang Sany Construction
Technology Co., Ltd. एϪ
ʮ̡ /H1118/H1118
Building leasing 3,194 1,994 1,537 3 –
Sany Heavy Energy Co., Ltd
and its subsidiariesࠠ
ʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 426 470 1,310 76 –
SANY Group Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 2,745 42 631 23 –
SANY Heavy Equipment
Co., Ltd.ༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 482 394 414 255 150
Changsha Y unqi Real Estate
Development Co., Ltd.ڗ
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 85 185 63 –
Sany Environmental Industry
Co., Ltd. ɧɓᐑྤପุϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 75 179 25 97
Hunan Sanyin Commercial
Management Co., Ltd. ಳ
ʮ̡ /H1118
Building leasing – 27 128 43 43
APPENDIX I ACCOUNTANTS’ REPORT
– I-140 –


--- page 677 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Beijing Sany Public Welfare
Foundation ̏ԯɧɓʮू
ึ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 64 85 21 –
Sany Energy Equipment Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 241 2 61 14 14
Kunshan Sany Environment
Protecting Technology
Co., Ltd.߅ڭ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 115 6 34 34 –
Hunan DEUTZ Power Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 1,107 31 27 15 –
Sany Hydrogen Energy
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
Building leasing 20 71 20 20 –
Sany Construction
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118
Building leasing 17 6 17 – –
Hunan Zhushengyuan
Property Service Co., Ltd.
ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 2,295 17 11 11 –
Sany Hydrogen Energy Co.,
Ltd.ʮ̡ /H1118/H1118
Building leasing 60 22 788–
Sany Oil Smart Equipment
Co., Ltd.౽ᅆༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing –5422
Beijing Sany Heavy
Machinery Co., Ltd. ̏ԯ
ʮ̡ /H1118/H1118/H1118/H1118
Building leasing ––2– 1
Jiangsu Sany Environmental
Technology Co., Ltd. Ϫᘽ
ʮ̡ /H1118/H1118
Building leasing –822–
Sany Robot Equipment
(Xi’an) Co., Ltd. ɧɓዚ
ኜɛༀ௪(Гτ)ʮ̡ /H1118
Building leasing 654 3,16 22––
Sany Robot (Changsha) Co.,
Ltd. ɧɓዚኜɛ(Ӎ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing ––1––
Hunan SANY Port
Machinery Co., Ltd.ی
ʮ̡ /H1118/H1118
Building leasing 2,42 4––––
Hunan Sany Construction
Co., Ltd.ɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 2,143 2,14 3–––
Hunan Sany Building Co.,
Ltd.Иσ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 2,690 1,46 7–––
Shanghai Sany Construction
Co., Ltd.ܔ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 1,624 1,04 4–––
APPENDIX I ACCOUNTANTS’ REPORT
– I-141 –


--- page 678 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Rootcloud Technology Co.,
Ltd. and its subsidiaries
ʮ̡ʿ
Չɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 975 24 5–––
Kunshan Sany Power Co.,
Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 32 7––––
Sichuan Lumaite
Engineering Equipment
Co., Ltd. ̬ʇ༩ᒕतʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 136 – – 45
Wuhan Jiuzhoulong
Engineering Machinery
Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 73 – – 17
Hunan Sanfeng Technology
Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 20 1 0–––
Sany Silicon Energy
(Zhuzhou) Co., Ltd. ɧɓ
ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118
Building leasing –5–––
Hunan Sany Cloud Oil
Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
Building leasing 4––––
Sany Intelligent Mining
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
Building leasing –4–––
Hunan Xingxiang
Construction Supervision
Consulting Co., Ltd.ی
ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 31–––
Hangzhou Lilong Hydraulic
Co., Ltd.ψɢᎲ૰ᏀϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing –1–––
Hunan Sany Body Co., Ltd.
ʮ̡ /H1118/H1118
Building leasing –1–––
Sany Heavy Energy Co., Ltd
and its subsidiariesࠠ
ʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
48,250 81,567 87,978 6,303 4,973
Hunan Sany Intelligent
Construction Engineering
Co., Ltd.ܔ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
– 47 1,057 133 –
SANY Marine Heavy
Industry Co., Ltd. ɧɓऎ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
1,368 1,527 847 322 555
Sany Kinetic Energy For
Electricity New Energy
Technology Development
(Ezhou) Co., Ltd. ɧɓਗ
࢝(ඈ
ψ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
– – 656 – 441
APPENDIX I ACCOUNTANTS’ REPORT
– I-142 –


--- page 679 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Sany Lithium Energy Co.,
Ltd.ʮ̡ /H1118/H1118
Equipment
leasing
– – 627 – 596
Ludian Lithium Energy
(Jianshui) Co., Ltd. ၠཥ
቞ঐ(˥)ʮ̡ /H1118/H1118/H1118/H1118
Equipment
leasing
– – 100 – 79
Sany Lithium Energy
(Chongqing) New Energy
Co., Ltd. ɧɓ቞ঐ(ᅅ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
–– 9 8– 7 9
Sany Construction
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118
Equipment
leasing
– – 81 23 –
Sany Lithium Energy
(Changsha) New Energy
Co., Ltd. ɧɓ቞ঐ(Ӎ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
–– 8 0––
Sany Kinetic Energy For
Electricity New Energy
Technology Development
(Zibo) Co., Ltd. ɧɓਗঐ
࢝(଍௹)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
–– 2 5– 3 7
Sany Construction
Technology (Miluo) Co.,
Ltd.Ҧ(Әᖯ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
–3 91 9 2 –
SANY Heavy Equipment
Co., Ltd.ༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
8 2–11–
Hunan SANY Port
Machinery Co., Ltd.ی
ʮ̡ /H1118/H1118
Equipment
leasing
4 1 6––––
Sany Intelligent Mining
Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
Equipment
leasing
– 1,46 3–––
Sany Technology Equipment
Co., Ltd. ɧɓҦஔༀ௪Ϟ
ʮ̡
/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
1 2 5 1 0 0–––
Lianyungang Anxin
Machinery Sales Co., Ltd.
ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
– 8 8–––
Sany Environmental Industry
Co., Ltd. ɧɓᐑྤପุϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment
leasing
–4–––
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111890,382 125,542 132,078 19,249 18,903
APPENDIX I ACCOUNTANTS’ REPORT
– I-143 –


--- page 680 ---
vii. Leasing with related parties as lessee
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H111849,239 75,459 78,052 27,170 26,006
Sany (Chongqing) Intelligent Equipment Co.,
Ltd. ɧɓ(ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111845,778 59,312 60,428 20,112 18,722
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,941 20,497 23,707 7,751 7,383
Shenzhen Trinity Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,894 5,239 6,064 1,431 512
Hunan Sany Jingchuang Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,426 5,704 5,704 1,901 2,650
China Kangfu International Leasing Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 3,292 – –
Hunan DEUTZ Power Co., Ltd.༸Աভਗ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,615 1,787 754 516
Shanghai SANY Science and Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118593 550 502 253 198
SANY Heavy Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118273 275 344 2 –
Hunan Zhushengyuan Property Service
Co., Ltd.ʮ̡/H1118/H1118/H1118/H1118–– 1 4 1––
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,394 – 72 – 132
Hunan Xingbida Network Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 532 43 31 –
Hunan SANY Port Machinery Co., Ltd.ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 1 1––––
Sany Energy Equipment Co., Ltd. ɧɓঐ๕ༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––––2
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118124,649 169,183 180,136 59,405 56,121
APPENDIX I ACCOUNTANTS’ REPORT
– I-144 –


--- page 681 ---
viii. Property transferred to related parties
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H11187,002 2,232 804 238 2,095
Sany Technology Equipment Co., Ltd. ɧɓҦ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118634 470 179 177 18
Jiangsu Sany Environmental Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 9 9 2 0–––
Sany Energy Equipment Co., Ltd. ɧɓঐ๕ༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 6 6 8 0555
SANY Marine Heavy Industry Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118353 809 9,929 8,564 6,875
Hangzhou Lilong Hydraulic Co., Ltd.ψɢᎲ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 0 4 1 0 722–
Sany Robotics Technology Co., Ltd. ɧɓዚኜ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118298 100 392 370 33
Sany Environmental Industry Co., Ltd. ɧɓᐑ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118290 210 2 – 27
Sany Oil Smart Equipment Co., Ltd.ذ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118201 3,589 55 55 23
Hunan Aika Internet Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188 9662–
Hunan Xingbida Network Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111883 38 604 122 46
Sany Intelligent Equipment Co., Ltd. ɧɓ౽ᅆ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882 2,240 15 12 7
SANY Heavy Equipment Co., Ltd.ༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111841 5,244 560 476 575
Tangshan Chite Mechanical Equipment Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 3––––
Xi’an Hualei Shipbuilding Industry Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 1––––
Hunan Zhonghong Financial Leasing Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 846––
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188 395 78 – –
Hunan Yimao Industrial Control Technology
Co., Ltdʮ̡ /H1118/H1118/H1118/H1118/H11188––––
Hunan Zhushengyuan Property Service Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H11186 20 117 72 553
Kunshan Sany Environment Protecting
Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186 1 0 8–––
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836 2 51 5 2
Sany Intelligent Mining Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183–3––
Hunan Zizhuyuan Real Estate Co., Ltd.ഓ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118382–1
Hunan Sany Building Co., Ltd.ɧɓҞϾ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833–––
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓ
ዚኜɛༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 1 2 7–––
Changsha Y unhui Real Estate Development
Co., Ltd.ʮ̡/H1118/H1118/H1118/H11181––––
APPENDIX I ACCOUNTANTS’ REPORT
– I-145 –


--- page 682 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan AUTOMOBILE-LIMITED Company
ப΂ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 748 340 301 12
Shengjing Intelligent Technology (Jiaxing) Co.,
Ltd.Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 76 205 192 –
Sany Silicon Energy (Shuozhou) Co., Ltd.
ঐ(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 8 6 1 5 712
Sany Lithium Energy Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 1 9– 3 5
Hunan Sany Jingchuang Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 6 5––
Sany Silicon Energy (Zhuzhou) Co., Ltd. ɧɓ
ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 271 49 42 32
Sany Construction Technology (Miluo) Co.,
Ltd.Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118–5 84 9 – –
Shenzhen Trinity Technology Co., Ltd. ଉέ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 64 9 – –
Hunan Ground Unmanned Equipment
Engineering Research Center Co., Ltd.ی
ப΂ʮ̡ /H1118 –– 4 0––
Hunan Sany Body Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 23,335 36 3 –
Sany Hydrogen Energy Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 837 34 33 3
Sany Construction Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–4 2 933
Zhuzhou Sany Silicon Energy New Energy
Co., Ltd.ʮ̡/H1118/H1118/H1118/H1118–– 2 74–
Changsha Y unqi Real Estate Development Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118–1 2 4––
Loudi Zhushengyuan Real Estate Development
Co., Ltd.ʮ̡ /H1118/H1118 –– 1 62–
Zhuzhou Sany Silicon Energy Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–5 91 31 3 –
Changsha Y untian Real Estate Co., Ltd.Ӎථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–132–
Chongqing Sany Zhushengyuan Property
Service Co., Ltd.ਕϞ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–13––
Changsha Y unjing Real Estate Co., Ltd.Ӎථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–42––
Hunan Sany Intelligent Construction
Engineering Co., Ltd.ிʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1––
Changsha Shufeng Enterprise Management Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1––
Hunan Xingxiang Construction Supervision
Consulting Co., Ltd.ண္ଣፔ༔
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3–––
Hunan Anren Sany Construction Technology
Co., Ltd.ʮ̡ /H1118/H1118 – 1,06 6–––
Hunan Sany Construction Co., Ltd.ɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3–––
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,248 42,385 14,046 10,692 10,397
APPENDIX I ACCOUNTANTS’ REPORT
– I-146 –


--- page 683 ---
ix. Property purchased from related parties
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan AUTOMOBILE-LIMITED Company
ப΂ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,788 4,080 395 19 2
Hunan Xingbida Network Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,765 160 135 99 4
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,662 6,743 5,670 2,881 1,834
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H11185,136 137,588 22,006 19,081 31
SANY Heavy Equipment Co., Ltd.ༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,043 52 178 41 123
Hunan Sany Body Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 6 9 2 0–––
Hunan SANY Port Machinery Co., Ltd.ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 8 1––––
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡ʿՉɿʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118458 439 21 – –
Hunan Zhushengyuan Property Service Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118363 – 18 11 2
Hunan Sany Building Co., Ltd.ɧɓҞϾ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874 80 16 8 1
Shenzhen Sany Cloud Oil Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 7––––
Sany Oil Smart Equipment Co., Ltd.ذ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111845 2,01 6––1
Hunan Sany Electronic Control Technology
Co., Ltdʮ̡ /H1118/H1118/H1118/H1118/H11182 9––––
Sany Technology Equipment Co., Ltd. ɧɓҦ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 20 3,962 5 1,845
Hunan Zhonghong Financial Leasing Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 6 1 511–
Hunan Zizhuyuan Real Estate Co., Ltd.ഓ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812 1 905 1 1
SANY Marine Heavy Industry Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811 3,720 7,579 7,460 1
Sany Construction Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 0– 6 22–
Kunshan Sany Environment Protecting
Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187 2 13–4
Hunan Xingxiang Construction Supervision
Consulting Co., Ltd.ண္ଣፔ༔
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184231–
Sany Robotics Technology Co., Ltd. ɧɓዚኜ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 820 2,242 1,449 756
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓ
ዚኜɛༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 367 291 288 –
Hunan Sany Jingchuang Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 9 6––
Shengjing Intelligent Technology (Jiaxing) Co.,
Ltd.Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 6 1–1
Sany Hydrogen Energy Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 23 31 5 2
Zhuzhou Sany Silicon Energy Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 62 72 1 6
APPENDIX I ACCOUNTANTS’ REPORT
– I-147 –


--- page 684 ---
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
RMB’000
Hunan Aika Internet Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3 02 32 2 –
Sany Hydrogen Energy Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 20 20 –
Sany (Chongqing) Intelligent Equipment Co.,
Ltd. ɧɓ(ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 7––
Sany Energy Equipment Co., Ltd. ɧɓঐ๕ༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 1 7–2
Zhushengyuan Real Estate Co., Ltd. ɪऎ϶௷
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 5––
Sany Lithium Energy Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 1– 1 4
Hunan Sany Construction Co., Ltd.ɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 10,33 07––
Sany Silicon Energy (Zhuzhou) Co., Ltd. ɧɓ
ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1 966 2 5
Sany Intelligent Mining Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,48 55––
Sany Silicon Energy (Shuozhou) Co., Ltd. ɧ
ঐ(ψ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––2–4
Zhuzhou Sany Zhushengyuan Property Service
Co., Ltd.ʮ̡ /H1118 ––2––
Shenzhen Trinity Technology Co., Ltd. ଉέ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––11–
Zhuhai Zhuxiang Cloud Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1––
Hunan Ground Unmanned Equipment
Engineering Research Center Co., Ltd.ی
ப΂ʮ̡ /H1118 – 1,33 6–––
Shanghai SANY Science and Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 9 9 0–––
Sany Construction Technology (Miluo) Co.,
Ltd.Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2 2 3–––
Hunan Anren Sany Construction Technology
Co., Ltd.ʮ̡ /H1118/H1118 – 4 8–––
Hangzhou Lilong Hydraulic Co., Ltd.ψɢᎲ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2 4–––
Changsha Three Silver Real Estate
Development Co., Ltd.ήପක೯
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–8–––
Changsha Y unjing Real Estate Co., Ltd.Ӎථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–4–––
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111851,541 171,670 43,831 31,432 4,659
APPENDIX I ACCOUNTANTS’ REPORT
– I-148 –


--- page 685 ---
(d) Outstanding balances with related parties:
i. Prepayments and other receivables
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Sany Construction Technology Co., Ltd.߅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,529 46,550 44,526
Wuhan Jiuzhoulong Engineering Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836,502 34,622 34,622 34,633
SANY Marine Heavy Industry Co., Ltd.ࠠݱ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,651 40,331 29,111 38,224
Sany International (Hong Kong) Industry Co., Ltd.
ɧɓ਷ყ(ಥ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 360 14,752 14,012
SANY Heavy Equipment Co., Ltd.ༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,811 684 10,487 5,568
Sichuan Lumaite Engineering Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 757 4,859 6,479
Sany Robotics Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830,602 3,678 4,065 951
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛ
ༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,639 320 3,654 3,654
Sany Heavy Energy Co., Ltd and its subsidiaries ɧ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874 708 3,416 4,473
China Wealth Machinery Malaysia Co., Ltd. ʕబዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 928 928 –
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111832,462 753 691 842
Hunan DEUTZ Power Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812 593 624 983
China Wealth Machinery Malaysia Co., Ltd. ʕబண
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 554 554 –
Shengjing Intelligent Technology (Jiaxing) Co., Ltd.
Ҧ(ྗጳ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,505 486 497
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118 – – 238 11
Hunan SANY Port Machinery Co., Ltd.ɧɓಥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,030 248 197 196
Hangzhou Lilong Hydraulic Co., Ltd.ψɢᎲ૰Ꮐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118167 160 186 –
Changsha Y untian Real Estate Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 127 –
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–9 89 6 –
Sany Energy Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 5 5 –7 97 9
Hunan AUTOMOBILE-LIMITED Companyӛ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 61 56
Sany Technology Equipment Co., Ltd. ɧɓҦஔༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118213 55 55 75
Huaxin Y ongkang Insurance Sales Co., Ltd. ശอ͑
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–5 85 58 3
Hunan Xingbida Network Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 49 66
Hunan Sany Cloud Oil Energy Co., Ltd.ɧɓථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118543 47 47 47
Xi’an Hualei Shipbuilding Industry Co., Ltd. Гτശ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 23 23 23
Sany Palfinger SPV Equipment Co., Ltd.ဧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 17 18
Sany Intelligent Equipment Co., Ltd. ɧɓ౽ᅆༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 16 77
Shanghai Sany Construction Co., Ltd. ɪऎɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 63
Zhuzhou Clover Environmental Development Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 0–
APPENDIX I ACCOUNTANTS’ REPORT
– I-149 –


--- page 686 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
China Wealth Saudi Machine Limited
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––5–
Jiulong Property Insurance Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 6–4–
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ̹ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––3 1 6 3
Guangzhou Ygp Industrial Trading Co., Ltd. ᄿψ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–222
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ໄุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1–
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1–
Changsha Dilian Industrial Control Technology Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,970 – –
Hunan Sany Building Co., Ltd.Иσ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,416 1,380 – –
Hunan Aika Internet Technology Co., Ltd.ฌ̔
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2 9 –2 0
Hunan Zhonghong Financial Leasing Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111899––
Kunshan Sany Power Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118157 17 – –
China Wealth Machine Holdings Limited ʕబዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 4,500 – 4,500
Rootcloud Technology Co., Ltd. and its subsidiaries
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118134 117 – 1
Kunshan Zhongfa Asset Management Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2 0––
Hunan Sany Intelligent Construction Engineering
Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118–9––
Sany Environmental Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–5–6
Kunshan Sany Environment Protecting Technology
Co., Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–5–1
Zhejiang Sany Construction Technology Co., Ltd. ए
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3– 5 4 9
Hunan Ground Unmanned Equipment Engineering
Research Center Co., Ltd.ೌɛༀ௪ʈ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,01 8–––
Jiangsu Sany Environmental Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 5 0–––
Hunan Anren Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118182 – – 21
Sany Hydrogen Energy Technology Co., Ltd. ɧɓ૫
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 1––3
Sany Logistics Equipment Americaߕ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 1,243
Sany Technical Equipment Co., Ltd ɧɓҦஔༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––– 7 5
Sany Mining Machinery Co., Ltdʮ̡/H1118 –––8
Tangshan Chite Machinery Equipment Co., Ltdʆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––2
Changsha Y unjing Real Estate Co., Ltdג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––6
Zhuzhou Sany Silicon Energy New Energy Co., Ltd
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––4
Sany Construction Technology (Miluo) Co., Ltd. ɧ
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 3,673
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118132,297 101,077 156,087 165,853
APPENDIX I ACCOUNTANTS’ REPORT
– I-150 –


--- page 687 ---
ii. Trade and bills receivables
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118217,486 150,717 410,263 297,680
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118119,876 178,994 377,352 402,731
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118 – – 227,330 208,839
Sany Logistics Equipment USA Co., Ltdༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 212,927 206,666 287,655
Sany Heavy Energy Co., Ltd and its subsidiaries
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837,753 114,417 94,735 57,642
Sany Heavy Equipment Indonesia Holdings Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 45,051 85,202 82,284
SANY Heavy Equipment Co., Ltd.ༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111889,408 52,846 70,712 71,026
Hunan AUTOMOBILE-LIMITED Company
ப΂ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,098 13,545 69,498 91,159
Turbo Fly Machine Engineering Limitedዚ૛ண
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833,046 70,321 66,241 69,870
China Wealth Saudi Machine Limited ʕబӍतዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 31,654 55,588 55,457
SANY Marine Heavy Industry Co., Ltd.ࠠݱ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111849,777 58,223 40,582 82,269
Hunan SANY Port Machinery Co., Ltd.ɧɓಥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833,964 34,280 31,495 34,380
China Wealth Hong Kong Machine Limited࠰
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,051 27,570 34,106 28,108
Sichuan Lumaite Engineering Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111858,687 39,553 27,505 24,930
Sany Robotics Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,832 581 18,286 29,448
Sany Intelligent Equipment Co., Ltd. ɧɓ౽ᅆༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 2,218 15,539 27,581
Gangyue Construction Engineering Co., Ltd
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,474 11,992 14,535 16,594
Tangshan Chite Mechanical Equipment Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,594 23,737 13,803 69,853
Sany Energy Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,394 3,686 13,862 11,167
Lianyungang Anxin Machinery Sales Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111887,829 36,046 24,649 17,029
Hunan Ground Unmanned Equipment Engineering
Research Center Co., Ltd.ೌɛༀ௪ʈ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,285 5 11,404 19
China Wealth Equipment Pte Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118861 7,723 15,745 28,922
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111812,507 13,467 10,807 1,855
Hunan Lehui Sports Culture Communication Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,749 7,640 10,245 11,101
Sany Construction Development (Malaysia) Limited
࢝(৵ԸГԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 9,391 9,603 –
Sany Construction Industry Development Africa
(PTY) Ltd.࢝(ݲڢ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H11184,494 4,570 4,638 27,564
China Wealth Cambodia Machinery Co., Ltd.ݕ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,663 3,395 4,252 4,714
APPENDIX I ACCOUNTANTS’ REPORT
– I-151 –


--- page 688 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Sany Palfinger SPV Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,875 3,249 3,877 4,345
Sany Indonesia Mining Equipment Co., Ltd
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 3,869 3,713
Hunan Sany Body Co., Ltd.ʮ̡ /H1118 10 1,072 3,467 8,341
China Wealth Machinery Malaysia Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,263 2,117 3,132 8,417
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ
(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834 341 2,838 4,809
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ
(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 13 1,542 1,089
Hunan Xingbida Network Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118889 1,106 1,483 683
Zhuhai SANY Port Machinery Co., Ltd. मऎɧɓಥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,402 1,485 1,467 1,562
Sany Construction Technology Co., Ltd.߅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,520 916 2,088 463
Guangzhou Ygp Industrial Trading Co., Ltd. ᄿψ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118208 15 1,322 9,802
Hunan Sany Intelligent Construction Engineering
Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118– 53 1,007 226
Hunan DEUTZ Power Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118124 3,793 838 3,237
Hunan Sany Building Co., Ltd.Иσ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,432 37 660 64
Sany Construction Technology (Miluo) Co., Ltd.
Ҧ(Әᖯ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111866 1,098 602 2,056
Sany Construction (Chongqing) Technology Co.,
Ltd. ɧɓጘʈ(ᅅ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 14 535 –
Hangzhou Lilong Hydraulic Co., Ltd.ψɢᎲ૰Ꮐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111835 436 296 160
Sany Construction Engineering (Xi’an) Technology
Co., Ltd. ɧɓጘʈ(Гτ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118125 85 280 4
Sany Oil Smart Equipment Co., Ltd.౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,692 1,142 940 114
Sany Technology Equipment Co., Ltd. ɧɓҦஔༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118991 27 206 183
Rootcloud Technology Co., Ltd. and its subsidiaries
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118101 55 162 214
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118 1 79 147 110
China Wealth Machine Holdings Limited ʕబዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,229 1,168 141 7,232
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 8 141 33,583
Wuhan Jiuzhoulong Engineering Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118105,748 17,102 696 22,139
Sany Environmental Industry Co., Ltd. ɧɓᐑྤପ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834 59 99 929
Hunan Zhushengyuan Property Service Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111883 269 94 88
Xi’an Hualei Shipbuilding Industry Co., Ltd. Гτശ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–7 17 17 1
APPENDIX I ACCOUNTANTS’ REPORT
– I-152 –


--- page 689 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Zhuzhou Sany Silicon Energy Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 705 64 10
Hunan Anren Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111884 287 50 76
Hunan Xingxiang Construction Supervision
Consulting Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111852 145 48 15
Sany Intelligent Mining Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 4 7 54 62 4
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷ
ͩʷ(؇)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 45 464
Hunan Anren Sany Heavy Steel Structure Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 4 5–
Sany International (Zambia) Industrial Co., Ltd ɧɓ
਷ყ(ˢԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 29 29
Guangzhou Huayao Real Estate Co., Ltd. ᄿψശᘴ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 32 8 6
Changsha Y untian Real Estate Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 25 18
Zhejiang Sany Construction Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118126 10 224 39
Zhuzhou Sany Smart Industry and Trade Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 2 42
Jiangsu Sany Environmental Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118635 18 18 25
Sany Robot (Changsha) Co., Ltd. ɧɓዚኜɛ(Ӎ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 81
Zhuzhou Sany Zhushengyuan Property Service Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111814 13 17 16
Hunan Zizhuyuan Real Estate Co., Ltd.ഓ϶๕
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118116 211 14 18
Y aowu (Shenzhen) Technology Co., Ltd.ਕ(ଉέ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831 – 14 –
Shenzhen Trinity Technology Co., Ltd. ଉέ̹ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 6 13 12
Hunan Sany Construction Co., Ltd.ɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118138 99 12 13
Shengjing Intelligent Technology (Jiaxing) Co., Ltd.
Ҧ(ྗጳ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3 71 1 1
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ̹ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118271 – 9 3,400
Kunshan Sany Environment Protecting Technology
Co., Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111887 35 8 3
Sany Hydrogen Energy Technology Co., Ltd. ɧɓ૫
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–48–
Changsha Y unhui Real Estate Development Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 1–83
Sany (Zhuhai) Investment Co., Ltd. ɧɓ(मऎ)ҳ༟
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185174
Hunan Sanxiang Bank Co., Ltd.΅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–444
Jiangsu Sany Construction Co., Ltd. ϪᘽɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––4–
APPENDIX I ACCOUNTANTS’ REPORT
– I-153 –


--- page 690 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Chongqing Zhushengyuan Real Estate Development
Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H11184 3 331
Changsha Y unjing Real Estate Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812 10 3 1
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ໄุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 8223
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 522–
Kunshan Sany Power Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118564 120 1 1
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛ
ༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,223 47 1 2
Sany (Quanzhou) Construction Technology Co., Ltd.
ɧɓ(ψ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 39 1 1
Sany (Chongqing) Intelligent Equipment Co., Ltd.
ɧɓ(ᅅ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1–
Changsha Y unqi Real Estate Development Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1–
Changsha Three Silver Real Estate Development
Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118––11
Sany Construction (Quanzhou) Building Materials
Co., Ltd. ɧɓጘʈ(ψ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1–
Hunan Sany Intelligent Industry Private Equity Fund
Enterprise (Limited Partnership)ɧɓ౽ᅆପ
Άุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,000 7,000 – –
Sany Handan Construction Technology Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812 32 – –
MGB SANY(M) IBS SDN BHD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1 2––
SANY MINING Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2––
Sany Construction Malaysia Limited ɧɓጘʈ৵Ը
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,59 2–––
Beijing Xinhaoji Construction Machinery Co., Ltd
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,52 9–––
China Wealth Machinery Malaysia Co., Ltd. ʕబண
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 3 2–––
Jiulong Property Insurance Co., Ltd.ᎈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118383 – – 654
Hunan Zhonghong Financial Leasing Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 2–––
Sany Construction Engineering (Linli) Technology
Co., Ltd. ɧɓጘʈ(ᑗዥ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185–––
Xi’an Zhushengyuan Real Estate Co., Ltd Гτ϶௷
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184–––
Hunan Aika Internet Technology Co., Ltd.ฌ̔
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–––
Shanghai Sany Construction Co., Ltd. ɪऎɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––2
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118985,621 1,199,251 1,997,453 2,158,360
APPENDIX I ACCOUNTANTS’ REPORT
– I-154 –


--- page 691 ---
iii. Trade and bills payables
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Hunan AUTOMOBILE-LIMITED Companyӛ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,395 245,639 562,504 518,109
SANY Heavy Equipment Co., Ltd.ༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118332,489 372,781 527,247 380,454
Sany Heavy Equipment International Holdings Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118541,906 475,956 449,422 401,597
Changsha Dilian Industrial Control Technology Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118181,175 220,034 786,767 219,719
SANY Marine Heavy Industry Co., Ltd.ࠠݱ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118401,965 1,068,626 307,229 325,386
Hunan Sany Body Co., Ltd.ʮ̡ /H1118 306 18,996 271,411 122,488
Sany Logistics Equipment USA Co., Ltdༀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 249,166 279,301
Sany International (Hong Kong) Industry Co., Ltd.
ɧɓ਷ყ(ಥ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 11,431 194,812 320,484
Guangzhou Ygp Industrial Trading Co., Ltd. ᄿψ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118156,411 128,174 148,107 45,174
Hangzhou Lilong Hydraulic Co., Ltd.ψɢᎲ૰Ꮐ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,778 29,938 83,945 100,983
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷ
ͩʷ(؇)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,288 47,036 62,380 32,971
Hunan DEUTZ Power Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111839,744 16,928 50,398 85,345
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118 – – 46,164 183,148
Sany Heavy Equipment Indonesia Holdings Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 21,065 39,151 67,337
Sany Intelligent Equipment Co., Ltd. ɧɓ౽ᅆༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 26,659 27,699 13,476
Sany Construction Technology (Miluo) Co., Ltd. ɧ
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 11 27,206 53,042
Kunshan Sany Power Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818 8,332 18,001 13,656
Hunan Sany Building Co., Ltd.Иσ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118624 34,628 13,301 17,171
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ
(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,520 6,682 6,601
Sany Palfinger SPV Equipment Co., Ltd.ဧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,720 8,083 6,603 33,838
Hunan Anren Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820 748 6,186 16,928
Sany Robotics Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118995 176 5,835 18,050
Rootcloud Technology Co., Ltd. and its subsidiaries
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,728 4,816 5,439 8,599
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,994 3,574 2,595 2,014
Sany Environmental Industry Co., Ltd. ɧɓᐑྤପ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 155 1,609 741
Sany Energy Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 64 1,537 1,447
Shengjing Intelligent Technology (Jiaxing) Co., Ltd.
Ҧ(ྗጳ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,539 1,030 162
APPENDIX I ACCOUNTANTS’ REPORT
– I-155 –


--- page 692 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Xi’an Hualei Shipbuilding Industry Co., Ltd. Гτശ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 916 988 988
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 107 200
Sany Technology Equipment Co., Ltd. ɧɓҦஔༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,139 1 79 41
Hunan SANY Port Machinery Co., Ltd.ɧɓಥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,485 2,231 74 2,413
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛ
ༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118247 36 33 33
Hunan Ground Unmanned Equipment Engineering
Research Center Co., Ltd.ೌɛༀ௪ʈ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118567 39 12 2
Hunan Xingbida Network Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 4 35–
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 1 02–
Tangshan Chite Mechanical Equipment Co., Ltd.ࡥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–11 1 4
Sany Construction Engineering (Linli) Technology
Co., Ltd. ɧɓጘʈ(ᑗዥ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,949 3,137 – –
Sany Construction Technology Co., Ltd.߅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,605 2,400 – 4,579
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118102,631 1,192 – –
Jiangsu Sany Environmental Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1 2 7––
Wuhan Jiuzhoulong Engineering Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832 42 – 3,522
Hunan Xingxiang Construction Supervision
Consulting Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838 38 – –
Sany Heavy Energy Co., Ltd and its subsidiaries ɧ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,437 – – 56
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 8 2–––
Shenzhen Sany Cloud Oil Technology Co., Ltd. ଉέ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 3 4–––
Sany Intelligent Mining Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 6 6–––
Hunan Sany Cloud Oil Energy Co., Ltd.ɧɓථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186 5–––
Sany Oil Smart Equipment Co., Ltd.౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 6–––
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,952,666 2,757,122 3,903,727 3,280,069
APPENDIX I ACCOUNTANTS’ REPORT
– I-156 –


--- page 693 ---
iv. Other payables and accruals
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118278,185 537,102 309,401 300,963
China Wealth Asia Machine Limited. ʕబ(ݲ)ዚ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118275,000 – 138,550 –
Liang Wengen and other natural personഃІ
್ɛ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874,300 74,300 74,300 74,300
Sany Technology Equipment Co., Ltd. ɧɓҦஔༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118105 48,793 47,856 35,497
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛ
ༀ௪(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111894,518 70,487 33,420 32,778
Sany Robotics Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,359 24,631 17,357 17,041
Jiangsu Sany Construction Co., Ltd. ϪᘽɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,281 8,056 14,376 4,320
Jiangsu Sany Environmental Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,668 18,421 11,170 11,657
Hunan AUTOMOBILE-LIMITED Companyӛ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 10,265 10,351 12,328
Shihezi Mingzhao Equity Investment Management
Co., Ltd.ʮ̡ /H1118/H1118/H11189,199 9,848 9,335 6,143
Sany Construction Technology Co., Ltd.߅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,049 – 8,220 15,458
Sany Heavy Energy Co., Ltd and its subsidiaries ɧ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111859,896 39,569 6,528 19,762
Sany (Chongqing) Intelligent Equipment Co., Ltd.
ɧɓ(ᅅ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,294 5,480 5,481 5,102
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 4,966 428
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118 – – 4,753 4,173
Rootcloud Technology Co., Ltd. and its subsidiaries
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,048 1,888 4,365 2,355
Shengjing Intelligent Technology (Jiaxing) Co., Ltd.
Ҧ(ྗጳ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3,446 2,410 2,426
China Wealth Machine Holdings Limited ʕబዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,154 4,266 4,288 2,240
Hunan Zhushengyuan Property Service Co., Ltd. ಳ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118424 1,096 1,561 1,080
Changsha Dilian Industrial Control Technology Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118446 18 1,695 1,244
Hunan Anren Sany Construction Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118758 880 1,130 1,014
Beijing Sany Architectural Design and Research Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,109 1,114 1,114 1,114
Hunan Sany Building Co., Ltd.Иσ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,835 1,486 1,099 1,099
Hunan Lehui Sports Culture Communication Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,002 1,002 1,002 1,002
Jiulong Property Insurance Co., Ltd.ᎈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 35 1,011 344
Sany Environmental Industry Co., Ltd. ɧɓᐑྤପ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 739 38
Hunan Xingbida Network Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118171 – 710 960
APPENDIX I ACCOUNTANTS’ REPORT
– I-157 –


--- page 694 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
SANY Heavy Equipment Co., Ltd.ༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 676 651 649
Guangzhou Ygp Industrial Trading Co., Ltd. ᄿψ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,679 1,434 643 996
Sany Construction Technology (Miluo) Co., Ltd. ɧ
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 609 35
Sany Energy Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118556 549 555 –
Kunshan Zhongfa Asset Management Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118529 531 529 529
Zhejiang Sany Construction Technology Co., Ltd. ए
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 249 506 20
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷ
ͩʷ(؇)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 124 476 239
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118 – – 443 556
Y uandong Construction Investment Group CO., Ltd
of Beijingʮ̡ /H1118/H1118 – – 400 400
Loudi Zhushengyuan Real Estate Development Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 397 –
Sany Intelligent Mining Technology Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,114 330 330 330
Hunan Xingxiang Construction Supervision
Consulting Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118149 75 324 375
China Wealth Saudi Machine Limited ʕబӍतዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118260 304 310 310
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 87 310 100
Tangshan Chite Mechanical Equipment Co., Ltd.ࡥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118166 114 313 –
China Wealth Hong Kong Machine Limited࠰
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832 39 419 61
SANY Marine Heavy Industry Co., Ltd.ࠠݱ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,235 296 391 –
Turbo Fly Machine Engineering Limitedዚ૛ண
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 228 5
Changsha Y unhui Real Estate Development Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 158 –
Changsha Y unjing Real Estate Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 148 148
Sun Li Heng Machinery Co., Ltd. (Hong Kong) อл
ʮ̡(ಥ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111842,117 42,723 132 43,752
Hunan Ground Unmanned Equipment Engineering
Research Center Co., Ltd.ೌɛༀ௪ʈ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 387 119 –
Wuhan Jiuzhoulong Engineering Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118190 90 104 90
Hunan Sany Body Co., Ltd.ʮ̡ /H1118 – – 100 –
Hunan Sany Construction Co., Ltd.ɧɓጘʈϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,514 498 97 95
Changsha Y untian Real Estate Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 7 6–
APPENDIX I ACCOUNTANTS’ REPORT
– I-158 –


--- page 695 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Zhushengyuan Real Estate Co., Ltd. ɪऎ϶௷෤ήପ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875 75 75 75
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ໄุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 6 3–
Chongqing Sany Zhushengyuan Property Service
Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118–3 86 01 9
Hunan Zhongfa Intelligent Equipment Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 5 9–
Hangzhou Serval Technology Co., Ltd.߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 5 23 8
PT SANY MAKMUR PERKASAPT SANY
MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 2 1–
China Kangfu International Leasing Co., Ltd. ʕ਷
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 15,832 17 –
Beijing Sany Public Welfare Foundation ̏ԯɧɓʮ
ึ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 61 61 6
China Wealth (Huayue) Limitedࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811 11 11 –
Cuiyun Gonggong (Shanghai) Technology Co., Ltd.
യථ΍ʈ(ɪऎ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186–9–
Hubei Sany Truck Sales and Service Co., Ltd. ಳ̏
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–999
Hunan DEUTZ Power Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––4–
Sany Oil Smart Equipment Co., Ltd.౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182222
Sany Palfinger SPV Equipment Co., Ltd.ဧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––22
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ̹ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,536 – 2 153
Hunan Aika Internet Technology Co., Ltd.ฌ̔
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1 2 0
Sichuan Lumaite Engineering Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––11
Hunan Sanyin Commercial Management Co., Ltd. ಳ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–11–
Shenzhen Trinity Technology Co., Ltd. ଉέ̹ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111861 37 – –
Kunshan Sany Environment Protecting Technology
Co., Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3 9––
Chongqing Zhushengyuan Real Estate Development
Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118–3––
Beijing Xinhaoji Construction Machinery Co., Ltd
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 8 7–––
Shenzhen Sany Cloud Oil Technology Co., Ltd. ଉέ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187 2–––
Hunan SANY Port Machinery Co., Ltd.ɧɓಥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 2–––
Palfinger Sany Crane CISPalfinger Sany Crane CIS /H1118 –9––
Sany Intelligent Equipment Co., Ltd. ɧɓ౽ᅆༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181 7 9–––
APPENDIX I ACCOUNTANTS’ REPORT
– I-159 –


--- page 696 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ
(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187 7––2
Shanghai Sany Construction Co., Ltd. ɪऎɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 7–––
Hunan Sanxiang Bank Co., Ltd.΅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184–––
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––– 4 0 6
Hunan Sanfeng Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––– 6 5
Shanghai SANY Science and Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––– 1 4 6
Hunan Sany Jingchuang Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––– 7 2 2
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118931,831 926,772 726,332 605,202
v. Contract liabilities
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
China Wealth Machine Holdings Limited ʕబዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,332 15,584 15,758 17,901
Sany Energy Equipment Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,273 4,227 4,267 4,818
Turbo Fly Machine Engineering Limitedዚ૛ண
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 1,750 503
China Wealth Hong Kong Machine Limited࠰
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118244 297 1,036 –
SANY Marine Heavy Industry Co., Ltd.ࠠݱ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111851 – 893 1,028
Changsha Dilian Industrial Control Technology Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,433 141 617 500
Jiulong Property Insurance Co., Ltd.ᎈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 266 468 1
Hunan Zhongfa Intelligent Equipment Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818 44 458 570
PT SANY MAKMUR PERKASAPT SANY
MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 163 176
China Kangfu International Leasing Co., Ltd. ʕ਷
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118127 127 127 144
Tangshan Chite Mechanical Equipment Co., Ltd.ࡥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118216 878 126 182
Wuhan Jiuzhoulong Engineering Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 109 2,049
China Wealth (Huayue) Limitedࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882 82 82 93
Cuiyun Gonggong (Shanghai) Technology Co., Ltd.
യථ΍ʈ(ɪऎ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 4 –6 97 8
Guangzhou Ygp Industrial Trading Co., Ltd. ᄿψ̹
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 242 67 164
APPENDIX I ACCOUNTANTS’ REPORT
– I-160 –


--- page 697 ---
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Hunan DEUTZ Power Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 27 31
Hunan Xingbida Network Technology Co., Ltd.ی
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–– 1 5–
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ̹ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 15 16
Hunan Sanyin Commercial Management Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–44 2 7
Loudi Zhushengyuan Real Estate Development Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–111
Sany Robotics Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––1 1 3
Sany Heavy Energy Co., Ltd and its subsidiaries
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,086 – 38
Sany Technology Equipment Co., Ltd. ɧɓҦஔༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118805 813 – –
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118297 297 – –
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1 2 7––
Zhejiang Sany Construction Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7 5––
Palfinger Sany Crane CISPalfinger Sany Crane CIS /H1118 – 68 – 1,409
Kunshan Zhongfa Asset Management Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1 8––
Changsha Y unhui Real Estate Development Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1––
Hunan Zhushengyuan Property Service Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1––
Sany Intelligent Equipment Co., Ltd. ɧɓ౽ᅆༀ௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,37 5–––
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ
(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 9 6–––
Shanghai Sany Construction Co., Ltd. ɪऎɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 8 3–––
Hunan SANY Port Machinery Co., Ltd.ɧɓಥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 5–––
Hunan Sanxiang Bank Co., Ltd.΅
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183 3–––
Rootcloud Technology Co., Ltd. and its subsidiaries
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–––
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,266 29,379 26,053 29,742
APPENDIX I ACCOUNTANTS’ REPORT
– I-161 –


--- page 698 ---
vi. Lease liabilities
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111857,473 239,155 215,913 312,747
Beijing Sany Heavy Machinery Co., Ltd. ̏ԯ̹ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118117,450 103,748 91,528 85,546
China Kangfu International Leasing Co., Ltd. ʕ਷
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 12,802 14,980
Shenzhen Trinity Technology Co., Ltd. ଉέ̹ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 11,075 4,148
Sany (Chongqing) Intelligent Equipment Co., Ltd.
ɧɓ(ᅅ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118116,576 139,465 2,973 228,967
Sany Heavy Energy Co., Ltd and its subsidiaries ɧ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 1,265 1,120
Hunan DEUTZ Power Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 512 3,779
SANY Heavy Equipment Co., Ltd.ༀ௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 74 195 146
Hunan Zhushengyuan Property Service Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 138 55
Hunan Sany Jingchuang Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 22,856
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118291,499 482,442 336,401 674,344
All above outstanding balances with related parties are in trade nature.
(e) Commitments with related parties
To promote the sales of the Group’s construction machinery equipment and meet customer demands, the Group
has established finance lease sales cooperation with Kangfu and Hunan Zhonghong. The Group has entered into
bank-enterprise cooperation agreements for finance lease with Kangfu, Hunan Zhonghong, and relevant financial
institutions. Pursuant to the agreements, Kangfu and Hunan Zhonghong provide finance lease services to the Group’s
end customers, transferring their receivables from finance leases to financial institutions. Should the lessees fail to
make rental payments according to agreed terms during the repayment period, the Group is obligated to guarantee
the related leased assets under the cooperation agreements to the financial institutions. As of 31 December 2022,
2023, and 2024, and 30 April 2025, the outstanding balance of such guarantee obligations undertaken by the Group
amounted to RMB3,861 million, RMB2,601 million, RMB408 million, and RMB421 million, respectively.
The Group has entered into trade receivables factoring arrangements with certain financial institutions and
transferred specific non-current portion of trade receivables to them. As of 31 December 2022, 2023, and 2024, and
30 April 2025, the carrying amount of the unexpired non-current portion of trade receivables under these
arrangements totalled RMB289 million, RMB116 million, RMB26 million, and Nil, respectively, with guarantee
responsibilities assumed by the Company’s parent company, Sany Group Co., Ltd.
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Sany Heavy
Equipment International Holdings Co., Ltd. and its subsidiaries, or its distributors to provide financial leasing and
mortgage services to their customers. According to the cooperation agreement, Sany Heavy Equipment International
Holdings Co., Ltd. and its subsidiaries committed to assume guarantee for the lessee or borrower. As of 31 December
2022, 2023 and 2024, and 30 April 2025, the balance of the guarantee was RMB1,177 million, RMB3,433 million,
RMB2,436 million, and RMB2,560 million.
The subsidiaries of the Group, SANY Auto Finance Co., Ltd. cooperate with Sany Construction Technology
Co., Ltd. and its subsidiaries, or its distributors to provide financial leasing and mortgage services to their customers.
According to the cooperation agreement, Sany Construction Technology Co., Ltd. and its subsidiaries committed to
assume guarantee for the lessee or borrower. As of 31 December 2022, 2023 and 2024, and 30 April 2025, the balance
of the guarantee was nil, RMB363 million, RMB220 million, and RMB170 million, respectively.
APPENDIX I ACCOUNTANTS’ REPORT
– I-162 –


--- page 699 ---
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Hunan
AUTOMOBILE-LIMITED Company, or its distributors to provide financial leasing and mortgage services to their
customers. According to the cooperation agreement, Hunan AUTOMOBILE-LIMITED Company committed to
assume guarantee for the lessee or borrower. As of 31 December 2022, 2023 and 2024, and 30 April 2025, the balance
of the guarantee was nil, RMB583 million, RMB1,458 million, and RMB2,772 million, respectively.
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Sany
Environmental Industry Co., Ltd., or its distributors to provide financial leasing and mortgage services to their
customers. According to the cooperation agreement, Sany Environmental Industry Co., Ltd. committed to assume
guarantee for the lessee or borrower. As of 31 December 2022, 2023 and 2024, and 30 April 2025, the balance of the
guarantee was nil, RMB3 million, RMB16 million, and RMB23 million, respectively.
The subsidiaries of the Group, SANY Auto Finance cooperate with Kunshan Sany Environment Protecting
Technology Co., Ltd. or its distributors to provide financial leasing and mortgage services to their customers.
According to the cooperation agreement, Kunshan Sany Environment Protecting Technology Co., Ltd. committed to
assume guarantee for the lessee or borrower. As of 31 December 2022, 2023 and 2024, and 30 April 2025, the balance
of the guarantee was nil, RMB16 million, RMB11 million, and RMB11 million, respectively.
The subsidiaries of the Group, SANY Auto Finance cooperate with Sany Palfinger SPV Equipment Co., Ltd.
or its distributors to provide financial leasing and mortgage services to their customers. According to the cooperation
agreement, Sany Palfinger SPV Equipment Co., Ltd. committed to assume guarantee for the lessee or borrower. As
of 31 December 2022, 2023 and 2024, and 30 April 2025, the balance of the guarantee was nil, RMB0.3 million,
RMB0.2 million, and RMB2 million, respectively.
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Sany
Robotics Technology Co., Ltd. or its distributors to provide financial leasing and mortgage services to their
customers. According to the cooperation agreement, Sany Robotics Technology Co., Ltd. committed to assume
guarantee for the lessee or borrower. As of 31 December 2022, 2023 and 2024, and 30 April 2025, the balance of the
guarantee was nil, nil, RMB141 million, and RMB328 million, respectively.
The balance of the related guarantee will gradually be released as the end customers, lessee or borrower make
the payment and will not be fully released before listing.
(f) Compensation of key management personnel of the Group:
Y ear ended 31 December Four months ended 30 April
2022 2023 2024 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(Unaudited)
Short term employee
benefits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103,254 43,194 50,243 16,358 17,661
Equity-settled share-based
payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,990 5,272 9,434 2,344 1,836
115,244 48,466 59,677 18,702 19,497
Further details of directors’ and the supervisors’ emoluments are included in note 8 to the Historical Financial
Information.
(g) Monetary funds deposited with related parties:
As at 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Hunan Sanxiang Bank Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H11185,163,994 5,508,557 3,512,915 2,596,327
APPENDIX I ACCOUNTANTS’ REPORT
– I-163 –


--- page 700 ---
50. FINANCIAL INSTRUMENTS BY CATEGORY
The carrying amounts of each of the categories of financial instruments at the end of each of the Relevant
Periods were as follows:
As at 31 December 2022
Financial assets
Financial assets at FVPL Financial assets at FVOCI
Designated
as such
upon initial
recognition
Mandatorily
designated
as such
Debt
investments
Equity
investments
Financial
assets at
amortised cost Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 294,478 1,332,642 – 1,627,120
Financial assets at
FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,437,989 3,718,90 1––– 15,156,890
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 374,30 1––– 374,301
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 31,841,409 31,841,409
Financial assets
included in
prepayments,
other receivables and
other assets /H1118/H1118/H1118/H1118/H1118/H1118–––– 6,527,817 6,527,817
Loans and advances /H1118/H1118/H1118–––– 1 1,156,920 11,156,920
Receivables under
finance lease /H1118/H1118/H1118/H1118/H1118/H1118–––– 12,083,256 12,083,256
Restricted deposits /H1118/H1118/H1118–––– 962,954 962,954
Time deposits with
original maturity of
more than three
months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 7,880,313 7,880,313
Cash and cash
equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 12,695,771 12,695,771
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,437,989 4,093,202 294,478 1,332,642 83,148,440 100,306,751
APPENDIX I ACCOUNTANTS’ REPORT
– I-164 –


--- page 701 ---
As at 31 December 2022
Financial liabilities
Financial
liabilities at fair
value through
profit or loss
Held for trading
Financial liabilities
at amortised cost Total
RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118241,152 – 241,152
Trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 28,906,687 28,906,687
Financial liabilities included in other payables
and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 7,686,291 7,686,291
Placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,523,735 6,523,735
Interest-bearing bank and other borrowings /H1118/H1118/H1118/H1118– 33,973,007 33,973,007
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 461,786 461,786
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,473 1,473
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118241,152 77,552,979 77,794,131
As at 31 December 2023
Financial assets
Financial assets at FVPL Financial assets at FVOCI
Designated
as such
upon initial
recognition
Mandatorily
designated
as such
Debt
investments
Equity
investments
Financial
assets at
amortised cost Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 365,819 970,897 – 1,336,716
Financial assets at
FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,272,040 1,887,80 9––– 1 1,159,849
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 334,06 3––– 334,063
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 29,423,901 29,423,901
Financial assets
included in
prepayments,
other receivables and
other assets /H1118/H1118/H1118/H1118/H1118/H1118–––– 7,931,668 7,931,668
Loans and advances /H1118/H1118/H1118–––– 6,779,361 6,779,361
Receivables under
finance lease /H1118/H1118/H1118/H1118/H1118/H1118–––– 16,032,127 16,032,127
Restricted deposits /H1118/H1118/H1118–––– 704,117 704,117
Time deposits with
original maturity of
more than three
months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 9,529,137 9,529,137
Cash and cash
equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 8,141,859 8,141,859
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,272,040 2,221,872 365,819 970,897 78,542,170 91,372,798
APPENDIX I ACCOUNTANTS’ REPORT
– I-165 –


--- page 702 ---
As at 31 December 2023
Financial liabilities
Financial
liabilities at fair
value through
profit or loss
Held for trading
Financial liabilities
at amortised cost Total
RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118237,420 – 237,420
Trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 22,692,726 22,692,726
Financial liabilities included in other payables
and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,902,169 6,902,169
Placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 5,435,397 5,435,397
Interest-bearing bank and other borrowings /H1118/H1118/H1118/H1118– 31,025,839 31,025,839
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 803,679 803,679
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 15,415 15,415
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118237,420 66,875,225 67,112,645
As at 31 December 2024
Financial assets
Financial assets at FVPL Financial assets at FVOCI
Designated
as such
upon initial
recognition
Mandatorily
designated
as such
Debt
investments
Equity
investments
Financial
assets at
amortised cost Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 456,501 608,455 – 1,064,956
Financial assets at
FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,150,818 2,196,63 5––– 1 1,347,453
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 375,72 0––– 375,720
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 31,256,847 31,256,847
Financial assets
included in
prepayments,
other receivables and
other assets /H1118/H1118/H1118/H1118/H1118/H1118–––– 8,301,171 8,301,171
Loans and advances /H1118/H1118/H1118–––– 3,301,948 3,301,948
Receivables under
finance lease /H1118/H1118/H1118/H1118/H1118/H1118–––– 16,429,658 16,429,658
Restricted deposits /H1118/H1118/H1118–––– 689,488 689,488
Time deposits with
original maturity of
more than three
months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 8,566,529 8,566,529
Cash and cash
equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 1 1,576,469 11,576,469
9,150,818 2,572,355 456,501 608,455 80,122,110 92,910,239
APPENDIX I ACCOUNTANTS’ REPORT
– I-166 –


--- page 703 ---
As at 31 December 2024
Financial liabilities
Financial
liabilities at fair
value through
profit or loss
Held for trading
Financial liabilities
at amortised cost Total
RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118106,762 – 106,762
Trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 28,654,359 28,654,359
Financial liabilities included in other payables
and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 6,081,631 6,081,631
Placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3,507,970 3,507,970
Interest-bearing bank and other borrowings /H1118/H1118/H1118/H1118– 24,910,931 24,910,931
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 757,567 757,567
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 477 477
106,762 63,912,935 64,019,697
As at 30 April 2025
Financial assets
Financial assets at FVPL Financial assets at FVOCI
Designated as
such upon
initial
recognition
Mandatorily
designated as
such
Debt
investments
Equity
investments
Financial
assets at
amortised cost Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 470,046 608,455 – 1,078,501
Financial assets at
FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,788,535 5,056,33 4––– 1 1,844,869
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 225,48 1––– 225,481
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 33,984,627 33,984,627
Financial assets
included in
prepayments, other
receivables and other
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 8,006,325 8,006,325
Loans and advances /H1118/H1118/H1118–––– 2,573,702 2,573,702
Receivables under
finance lease /H1118/H1118/H1118/H1118/H1118/H1118–––– 16,321,664 16,321,664
Restricted deposits /H1118/H1118/H1118–––– 649,235 649,235
Time deposits with
original maturity of
more than three
months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 12,005,332 12,005,332
Cash and cash
equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H1118–––– 7,839,768 7,839,768
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,788,535 5,281,815 470,046 608,455 81,380,653 94,529,504
APPENDIX I ACCOUNTANTS’ REPORT
– I-167 –


--- page 704 ---
As at 30 April 2025
Financial liabilities
Financial
liabilities at fair
value through
profit or loss
Held for trading
Financial liabilities
at amortised cost Total
RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118394,220 – 394,220
Trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 32,183,153 32,183,153
Financial liabilities included in other payables
and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 5,391,953 5,391,953
Placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3,526,266 3,526,266
Interest-bearing bank and other borrowings /H1118/H1118/H1118/H1118– 20,159,903 20,159,903
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,071,717 1,071,717
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 225,773 225,773
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118394,220 62,558,765 62,952,985
Transfers of financial assets
Transferred financial assets that are not derecognised in their entirety
At 31 December 2022, 2023 and 2024, and 30 April 2025, the Group endorsed certain bills receivables
(the “Endorsed Bills”) with a carrying amount of RMB302,547,000, RMB117,575,000 and RMB229,204,000,
and RMB146,826,630, respectively, to certain of its suppliers in order to settle the trade payables due to such
suppliers (the “Endorsement”); the Group discounted certain bills receivable (the “Discounted Bills”) with a
carrying amount of RMB136,474,000, RMB5,033,000 and RMB5,789,000, and RMB9,255,320, respectively.
In the opinion of the directors, the Group has retained the substantial risks and rewards, which include default
risks relating to such Endorsed Bills and Discounted Bills, and accordingly, it continued to recognise the full
carrying amounts of the Endorsed Bills and the associated trade payables settled, and the Discounted Bills and
the associated interest-bearing loans settled. Subsequent to the Endorsement, the Group did not retain any
rights on the use of the Endorsed Bills, including the sale, transfer or pledge of the Endorsed Bills to any other
third parties.
As part of its normal business, the Group entered into a long-term receivables factoring arrangement and
transferred certain trade receivables and loan and advances to a financial institutions. Pursuant to the
arrangement, the Group may be required to repay the payment if any trade debtors delay payment. The Group
retain substantially all risks and rewards of the ownership of financial assets, and not derecognised the
financial assets. Subsequent to the transfer, the Group did not retain any rights on the use of the trade
receivables and loan and advances, including the sale, transfer or pledge of the trade receivables and loan and
advances to any other third parties. The carrying amount of the trade receivables transferred under the
arrangement that have not been settled as at 31 December 2022, 2023 and 2024, and 30 April 2025 was
RMB202,607,000, RMB1,157,667,000 and RMB2,170,412,000, and RMB1,936,259,000, respectively. The
carrying amount of the loan and advances transferred under the arrangement that have not been settled as at
31 December 2022, 2023 and 2024, and 30 April 2025 was RMBnil, RMBnil and RMB218,441,000 and
RMB393,042,000 respectively.
Transferred financial assets that are derecognised in their entirety
At 31 December 2022, 2023 and 2024, and 30 April 2025, the Group endorsed certain bills receivable
accepted by banks in Mainland China to certain of its suppliers in order to settle the trade payables due to such
suppliers and certain unmatured discounted bills receivables (the “Derecognised Bills”) with a carrying
amount in aggregate of RMB1,306,696,000, RMB524,300,000 and RMB883,339,000, and RMB1,013,036,000,
respectively. The Derecognised Bills had a maturity of one to twelve months at the end of each of the Relevant
Periods. In accordance with the Law of Negotiable Instruments in the PRC, the holders of the Derecognised
Bills may exercise the right of recourse against any, several or all of the persons liable for the Derecognised
Bills, including the Group, in disregard of the order of precedence (the “Continuing Involvement”). In the
opinion of the directors, the risk of the Group being claimed by the holders of the Derecognised Bills is remote
in the absence of a default of the accepted banks. The Group has transferred substantially all risks and rewards
APPENDIX I ACCOUNTANTS’ REPORT
– I-168 –


--- page 705 ---
relating to the Derecognised Bills. Accordingly, it has derecognised the full carrying amounts of the
Derecognised Bills and the associated trade payables. The maximum exposure to loss from the Group’s
Continuing Involvement in the Derecognised Bills and the undiscounted cash flows to repurchase these
Derecognised Bills is equal to their carrying amounts. In the opinion of the directors, the fair values of the
Group’s Continuing Involvement in the Derecognised Bills are not significant.
During the years ended 31 December 2022 and 2023, the Group did not recognise any gain or loss on
the date of transfer of the Derecognised Bills. No gains or losses were recognised from the Continuing
Involvement, both during the year or cumulatively. The endorsement has been made evenly throughout the
year. During the year ended 31 December 2024, and 30 April 2025, the Group has recognised a loss of
RMB2,826,000 and RMB1,307,000 on the date of transfer of the Derecognised Bills.
51. FAIR V ALUE AND FAIR V ALUE HIERARCHY OF FINANCIAL INSTRUMENTS
The carrying amounts and fair values of the Group’s financial instruments are as follows:
As at 31 December 2022
Carrying amounts Fair values
RMB’000 RMB’000
Financial assets
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,156,890 15,156,890
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,627,120 1,627,120
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118374,301 374,301
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,158,311 17,158,311
Financial liabilities
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118241,152 241,152
As at 31 December 2023
Carrying amounts Fair values
RMB’000 RMB’000
Financial assets
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,159,849 11,159,849
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,336,716 1,336,716
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118334,063 334,063
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,830,628 12,830,628
Financial liabilities
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118237,420 237,420
As at 31 December 2024
Carrying amounts Fair values
RMB’000 RMB’000
Financial assets
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,347,453 11,347,453
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,064,956 1,064,956
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118375,720 375,720
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,788,129 12,788,129
Financial liabilities
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118106,762 106,762
APPENDIX I ACCOUNTANTS’ REPORT
– I-169 –


--- page 706 ---
As at 30 April 2025
Carrying amounts Fair values
RMB’000 RMB’000
Financial assets
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,844,869 11,844,869
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,078,501 1,078,501
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118225,481 225,481
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,148,851 13,148,851
Financial liabilities
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118394,220 394,220
Management has assessed that the fair values of cash and cash equivalents, trade and bills receivables, loans
and advances, receivables under finance lease, financial assets included in other receivables, restricted deposits, time
deposits with original maturity of more than three months, interest-bearing bank and other borrowings, trade and bills
payables, placements from banks and financial liabilities included in other payables and accruals approximate to their
carrying amounts largely due to the short term maturities of these instruments.
The Group’s finance team headed by the chief finance controller/his or her designator is responsible for
determining the policies and procedures for the fair value measurement of financial instruments. The finance team
reports directly to the head of finance. At each reporting date, the finance team analyses the movements in the values
of financial instruments and determines the major inputs applied in the valuation. The valuation is reviewed and
approved by the head of finance.
The fair values of the financial assets and liabilities are included at the amount at which the instrument could
be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following
methods and assumptions were used to estimate the fair values:
The fair values of the non-current portion of trade receivables, loans and advances, receivables under finance
lease, and interest-bearing bank and other borrowings have been calculated by discounting the expected future cash
flows using rates currently available for instruments with similar terms, credit risk and remaining maturities. The
changes in fair value as a result of the Group’s own non-performance risk as at the end of the Relevant Periods were
assessed to be insignificant.
The fair values of listed equity investments are based on quoted market prices. The fair values of unlisted
equity investments designated at fair value through other comprehensive income have been estimated using a
market-based valuation technique based on assumptions that are not supported by observable market prices or rates.
The valuation requires the directors to determine comparable public companies (peers) based on industry, size,
leverage and strategy, and to calculate an appropriate price multiple, such as enterprise value to earnings before
interest, taxes, depreciation and amortisation (“EV/EBITDA”) multiple and price to earnings (“P/E”) multiple, for
each comparable company identified. The multiple is calculated by dividing the enterprise value of the comparable
company by an earnings measure. The trading multiple is then discounted for considerations such as illiquidity and
size differences between the comparable companies based on company-specific facts and circumstances. The
discounted multiple is applied to the corresponding earnings measure of the unlisted equity investments to measure
the fair value. The directors believe that the estimated fair values resulting from the valuation technique, which are
recorded in the consolidated statement of financial position, and the related changes in fair values, which are recorded
in other comprehensive income, are reasonable, and that they were the most appropriate values at the end of the
Relevant Periods.
The Group invests in unlisted investments, which represent wealth management products issued by banks in
Mainland China. The Group has estimated the fair value of these unlisted investments by using a discounted cash flow
valuation model based on the market interest rates of instruments with similar terms and risks.
The Group enters into derivative financial instruments with various counterparties, principally financial
institutions with AAA credit ratings. Derivative financial instruments, including forward currency contracts, interest
rate swaps and futures contracts, are measured using valuation techniques similar to forward pricing and swap
models, using present value calculations. The models incorporate various market observable inputs including the
credit quality of counterparties, foreign exchange spot and forward rates and interest rate curves. The carrying
amounts of forward currency contracts, interest rate swaps and futures contracts are the same as their fair values.
For the fair value of the unlisted equity investments at fair value through other comprehensive income,
management has estimated the potential effect of using reasonably possible alternatives as inputs to the valuation
model.
APPENDIX I ACCOUNTANTS’ REPORT
– I-170 –


--- page 707 ---
Below is a summary of significant unobservable inputs to the valuation of financial instruments as at the end
of the Relevant Periods:
Equity investments Valuation technique
Significant
unobservable input Range
Sensitivity relationship to unobservable
input to fair value
31 December
2022 /H1118/H1118/H1118/H1118/H1118/H1118
V aluation
multiples
Discount for
lack of
marketability
20% to 30% Should the discount for lack of
marketability be increased/decreased
by 3%, the fair value of unlisted
equity investments would be
decreased/increased by approximately
RMB11,843,000.
Control premium 10% Should the Control premium be
increased/decreased by 2%, the fair
value of unlisted equity investments
would be decreased/increased by
approximately RMB7,895,000.
31 December
2023 /H1118/H1118/H1118/H1118/H1118/H1118
V aluation
multiples
Discount for
lack of
marketability
20% to 30% Should the discount for lack of
marketability be increased/decreased
by 3%, the fair value of unlisted
equity investments would be
decreased/increased by approximately
RMB9,457,000.
Control premium 10% Should the Control premium be
increased/decreased by 2%, the fair
value of unlisted equity investments
would be decreased/increased by
approximately RMB6,305,000.
31 December
2024 /H1118/H1118/H1118/H1118/H1118/H1118
V aluation
multiples
Discount for
lack of
marketability
20% to 25% Should the discount for lack of
marketability be increased/decreased
by 3%, the fair value of unlisted
equity investments would be
decreased/increased by approximately
RMB24,547,000.
30 April 2025 /H1118/H1118V aluation
multiples
Discount for
lack of
marketability
20% to 25% Should the discount for lack of
marketability be increased/decreased
by 3%, the fair value of unlisted
equity investments would be
decreased/increased by approximately
RMB29,195,000.
Fair value hierarchy
The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments.
Assets measured at fair value
As at 31 December 2022
Fair value measurement using
Quoted prices
in active markets
Significant
observable inputs
Significant
unobservable
inputs
Total(Level 1) (Level 2) (Level 3)
RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,122,717 4,693,885 340,288 15,156,890
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118400,974 294,478 931,668 1,627,120
Derivative financial instruments /H1118/H1118/H1118 – 374,301 – 374,301
10,523,691 5,362,664 1,271,956 17,158,311
APPENDIX I ACCOUNTANTS’ REPORT
– I-171 –


--- page 708 ---
As at 31 December 2023
Fair value measurement using
Quoted prices
in active markets
Significant
observable inputs
Significant
unobservable
inputs
Total(Level 1) (Level 2) (Level 3)
RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,286,110 2,562,826 310,913 11,159,849
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118313,961 365,819 656,936 1,336,716
Derivative financial instruments /H1118/H1118/H1118 – 334,063 – 334,063
8,600,071 3,262,708 967,849 12,830,628
As at 31 December 2024
Fair value measurement using
Quoted prices
in active markets
Significant
observable inputs
Significant
unobservable
inputs
Total(Level 1) (Level 2) (Level 3)
RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,592,118 1,470,284 285,051 11,347,453
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 456,501 608,455 1,064,956
Derivative financial instruments /H1118/H1118/H1118 – 375,720 – 375,720
9,592,118 2,302,505 893,506 12,788,129
As at 30 April 2025
Fair value measurement using
Quoted prices in
active markets
Significant
observable inputs
Significant
unobservable
inputs
(Level 1) (Level 2) (Level 3) Total
RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,316,699 4,250,833 277,337 11,844,869
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 470,046 608,455 1,078,501
Derivative financial instruments /H1118/H1118/H1118 – 225,481 – 225,481
7,316,699 4,946,360 885,792 13,148,851
APPENDIX I ACCOUNTANTS’ REPORT
– I-172 –


--- page 709 ---
The movements in fair value measurements within Level 3 during the Relevant Periods are as follows:
As at 31 December As at 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Equity investments at FVPL
At 1 January /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118388,449 340,288 310,913 285,051
Total gains/(losses) recognised in
profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(13,341) (45,096) (38,944) (7,714)
Purchases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,958 27,487 16,101 –
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(39,778) (11,766) (3,019) –
At 31 December /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118340,288 310,913 285,051 277,337
Equity investments at FVOCI
At 1 January /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118934,884 931,668 656,936 608,455
Total gains/(losses) recognised in
other comprehensive income /H1118/H1118/H1118/H1118– (327,772) (47,203) –
Purchases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,467 55,000 – –
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5,683) (1,960) (1,278) –
At 31 December /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118931,668 656,936 608,455 608,455
Liabilities measured at fair value
As at 31 December 2022
Fair value measurement using
Quoted prices
in active markets
Significant
observable inputs
Significant
unobservable
inputs
Total(Level 1) (Level 2) (Level 3)
RMB’000 RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118 – 241,152 – 241,152
As at 31 December 2023
Fair value measurement using
Quoted prices
in active markets
Significant
observable inputs
Significant
unobservable
inputs
Total(Level 1) (Level 2) (Level 3)
RMB’000 RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118 – 237,420 – 237,420
As at 31 December 2024
Fair value measurement using
Quoted prices in
active markets
Significant
observable inputs
Significant
unobservable
inputs
Total(Level 1) (Level 2) (Level 3)
RMB’000 RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118 – 106,762 – 106,762
APPENDIX I ACCOUNTANTS’ REPORT
– I-173 –


--- page 710 ---
As at 30 April 2025
Fair value measurement using
Quoted prices in
active markets
Significant
observable inputs
Significant
unobservable
inputs
(Level 1) (Level 2) (Level 3) Total
RMB’000 RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118 – 394,220 – 394,220
During the Relevant Periods, there were no transfers of fair value measurements between Level 1 and Level
2 and no transfers into or out of Level 3 for financial liabilities.
52. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
The Group’s principal financial instruments, other than derivatives, comprise interest-bearing bank and other
borrowings, financial assets at FVPL and FVOCI, time deposits with original maturity of more than three months and
cash and cash equivalents. The main purpose of these financial instruments is to raise finance for the Group’s
operations. The Group has various other financial assets and liabilities such as trade receivables and trade payables,
which arise directly from its operations.
The Group also enters into derivative transactions, including principally interest rate swaps, forward currency
contracts and futures contracts. The purpose is to manage the interest rate and currency risks arising from the Group’s
operations and its sources of finance.
The main risks arising from the Group’s financial instruments are interest rate risk, foreign currency risk,
credit risk, liquidity risk and equity price risk. The board of directors reviews and agrees policies for managing each
of these risks and they are summarised below. The Group’s accounting policies in relation to derivatives are set out
in note 2.3 to the financial statements.
Interest rate risk
The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s long term
debt obligations with a floating interest rate.
The Group’s policy is to manage its interest cost using a mix of fixed and variable rate debts. The Group enters
into interest rate swaps, in which the Group agrees to exchange, at specified intervals, the difference between fixed
and variable rate interest amounts calculated by reference to an agreed-upon notional principal amount.
The sensitivity analysis below has been determined based on the exposure to interest rates for variable rate
bank borrowings at the end of the Relevant Periods, assuming that the amounts of liabilities outstanding at the end
of the Relevant Periods were outstanding for the whole year. A 100-basis-point increase or decrease is used when
reporting interest rate risk internally to key management personnel and represents management’s assessment of the
reasonably possible change in interest rates.
If interest rates had been 100 basis points higher/lower and all other variables were held constant, the Group’s
profit after tax for the years ended 31 December 2022, 2023 and 2024 and the four months ended 30 April 2025 would
have decreased/increased by RMB156,822,000, RMB177,340,000 and RMB107,140,000, and RMB94,212,535,
respectively; the Group’s total equity would have decreased/increased by RMB156,141,000, RMB172,097,000 and
RMB103,639,000, and RMB91,020,545 respectively. This is mainly attributable to the Group’s exposure to variable
interest rates on its bank loans.
APPENDIX I ACCOUNTANTS’ REPORT
– I-174 –


--- page 711 ---
Foreign currency risk
The Group has transactional currency exposures. Such exposures arise from sales or purchases by operating
units and investing and financing activities by investment holding units in currencies other than the units’ functional
currencies.
The following table demonstrates the sensitivity at the end of each of the Relevant Periods to a reasonably
possible change in the foreign exchange rates, with all other variables held constant, of the Group’s profit after tax
and equity.
Increase/(decrease)
in foreign currency
rate
Increase/(decrease)
in profit after tax
Increase/(decrease)
in shareholder’s
equity
% RMB’000 RMB’000
As at 31 December 2022
If the RMB strengthens against the AUD /H1118/H1118/H1118/H1118/H1118/H11185 (4,018) (4,018)
If the RMB weakens against the AUD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 4,018 4,018
If the RMB strengthens against the BRL /H1118/H1118/H1118/H1118/H1118/H11185 4,199 4,199
If the RMB weakens against the BRL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (4,199) (4,199)
If the RMB strengthens against the RUB /H1118/H1118/H1118/H1118/H1118/H11185 (5,927) (5,927)
If the RMB weakens against the RUB /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 5,927 5,927
If the RMB strengthens against the HKD /H1118/H1118/H1118/H1118/H1118/H11185 9,744 9,744
If the RMB weakens against the HKD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (9,744) (9,744)
If the RMB strengthens against the USD /H1118/H1118/H1118/H1118/H1118/H11185 (46,750) (46,750)
If the RMB weakens against the USD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 46,750 46,750
If the RMB strengthens against the ZAR /H1118/H1118/H1118/H1118/H1118/H11185 5,788 5,788
If the RMB weakens against the ZAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (5,788) (5,788)
If the RMB strengthens against the NGN /H1118/H1118/H1118/H1118/H1118/H11185 (3,330) (3,330)
If the RMB weakens against the NGN /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 3,330 3,330
If the RMB strengthens against the EUR /H1118/H1118/H1118/H1118/H1118/H11185 48,102 48,102
If the RMB weakens against the EUR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (48,102) (48,102)
If the RMB strengthens against the JPY /H1118/H1118/H1118/H1118/H1118/H11185 (2,138) (2,138)
If the RMB weakens against the JPY /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,138 2,138
If the RMB strengthens against the THB /H1118/H1118/H1118/H1118/H1118/H11185 (4,224) (4,224)
If the RMB weakens against the THB /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 4,224 4,224
If the RMB strengthens against the SGD /H1118/H1118/H1118/H1118/H1118/H11185 (6,109) (6,109)
If the RMB weakens against the SGD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 6,109 6,109
If the RMB strengthens against the INR /H1118/H1118/H1118/H1118/H1118/H11185 (87,866) (87,866)
If the RMB weakens against the INR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 87,866 87,866
If the RMB strengthens against the IDR /H1118/H1118/H1118/H1118/H1118/H11185 (134,320) (134,320)
If the RMB weakens against the IDR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 134,320 134,320
If the RMB strengthens against the CAD /H1118/H1118/H1118/H1118/H1118/H11185 (4,522) (4,522)
If the RMB weakens against the CAD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 4,522 4,522
If the RMB strengthens against the MYR /H1118/H1118/H1118/H1118/H11185 (9,684) (9,684)
If the RMB weakens against the MYR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 9,684 9,684
If the RMB strengthens against the GBP /H1118/H1118/H1118/H1118/H1118/H11185 (7,553) (7,553)
If the RMB weakens against the GBP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 7,553 7,553
If the RMB strengthens against the COP /H1118/H1118/H1118/H1118/H1118/H11185 (884) (884)
If the RMB weakens against the COP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 884 884
If the RMB strengthens against the SAR /H1118/H1118/H1118/H1118/H1118/H11185 (25,962) (25,962)
If the RMB weakens against the SAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 25,962 25,962
APPENDIX I ACCOUNTANTS’ REPORT
– I-175 –


--- page 712 ---
Increase/(decrease)
in foreign currency
rate
Increase/(decrease)
in profit after tax
Increase/(decrease)
in shareholder’s
equity
% RMB’000 RMB’000
As at 31 December 2023
If the RMB strengthens against the AED /H1118/H1118/H1118/H1118/H1118/H11185 (1,778) (1,778)
If the RMB weakens against the AED /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 1,778 1,778
If the RMB strengthens against the AOA /H1118/H1118/H1118/H1118/H1118/H11185 (416) (416)
If the RMB weakens against the AOA /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 416 416
If the RMB strengthens against the AUD /H1118/H1118/H1118/H1118/H1118/H11185 (5,877) (5,877)
If the RMB weakens against the AUD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 5,877 5,877
If the RMB strengthens against the BRL /H1118/H1118/H1118/H1118/H1118/H11185 21,312 21,312
If the RMB weakens against the BRL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (21,312) (21,312)
If the RMB strengthens against the RUB /H1118/H1118/H1118/H1118/H1118/H11185 (1,158) (1,158)
If the RMB weakens against the RUB /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 1,158 1,158
If the RMB strengthens against the HKD /H1118/H1118/H1118/H1118/H1118/H11185 9,306 9,306
If the RMB weakens against the HKD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (9,306) (9,306)
If the RMB strengthens against the USD /H1118/H1118/H1118/H1118/H1118/H11185 171,855 171,855
If the RMB weakens against the USD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (171,855) (171,855)
If the RMB strengthens against the ZAR /H1118/H1118/H1118/H1118/H1118/H11185 10,922 10,922
If the RMB weakens against the ZAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (10,922) (10,922)
If the RMB strengthens against the NGN /H1118/H1118/H1118/H1118/H1118/H11185 (690) (690)
If the RMB weakens against the NGN /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 690 690
If the RMB strengthens against the EUR /H1118/H1118/H1118/H1118/H1118/H11185 78,323 78,323
If the RMB weakens against the EUR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (78,323) (78,323)
If the RMB strengthens against the JPY /H1118/H1118/H1118/H1118/H1118/H11185 (2,593) (2,593)
If the RMB weakens against the JPY /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,593 2,593
If the RMB strengthens against the THB /H1118/H1118/H1118/H1118/H1118/H11185 (2,159) (2,159)
If the RMB weakens against the THB /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,159 2,159
If the RMB strengthens against the SGD /H1118/H1118/H1118/H1118/H1118/H11185 (12,290) (12,290)
If the RMB weakens against the SGD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 12,290 12,290
If the RMB strengthens against the INR /H1118/H1118/H1118/H1118/H1118/H11185 (61,226) (61,226)
If the RMB weakens against the INR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 61,226 61,226
If the RMB strengthens against the IDR /H1118/H1118/H1118/H1118/H1118/H11185 (119,245) (119,245)
If the RMB weakens against the IDR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 119,245 119,245
If the RMB strengthens against the CAD /H1118/H1118/H1118/H1118/H1118/H11185 (3,273) (3,273)
If the RMB weakens against the CAD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 3,273 3,273
If the RMB strengthens against the MYR /H1118/H1118/H1118/H1118/H11185 (7,580) (7,580)
If the RMB weakens against the MYR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 7,580 7,580
If the RMB strengthens against the GBP /H1118/H1118/H1118/H1118/H1118/H11185 (2,593) (2,593)
If the RMB weakens against the GBP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,593 2,593
If the RMB strengthens against the COP /H1118/H1118/H1118/H1118/H1118/H11185 (773) (773)
If the RMB weakens against the COP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 773 773
If the RMB strengthens against the SAR /H1118/H1118/H1118/H1118/H1118/H11185 (60,089) (60,089)
If the RMB weakens against the SAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 60,089 60,089
If the RMB strengthens against the MXN /H1118/H1118/H1118/H1118/H11185 (251) (251)
If the RMB weakens against the MXN /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 251 251
If the RMB strengthens against the GNF /H1118/H1118/H1118/H1118/H1118/H11185 (242) (242)
If the RMB weakens against the GNF /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 242 242
APPENDIX I ACCOUNTANTS’ REPORT
– I-176 –


--- page 713 ---
Increase/(decrease)
in foreign currency
rate
Increase/(decrease)
in profit after tax
Increase/(decrease)
in shareholder’s
equity
% RMB’000 RMB’000
As at 31 December 2024
If the RMB strengthens against the AED /H1118/H1118/H1118/H1118/H1118/H11185 (56,125) (56,125)
If the RMB weakens against the AED /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 56,125 56,125
If the RMB strengthens against the AUD /H1118/H1118/H1118/H1118/H1118/H11185 9,296 9,296
If the RMB weakens against the AUD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (9,296) (9,296)
If the RMB strengthens against the BRL /H1118/H1118/H1118/H1118/H1118/H11185 23,946 23,946
If the RMB weakens against the BRL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (23,946) (23,946)
If the RMB strengthens against the RUB /H1118/H1118/H1118/H1118/H1118/H11185 (2,880) (2,880)
If the RMB weakens against the RUB /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,880 2,880
If the RMB strengthens against the HKD /H1118/H1118/H1118/H1118/H1118/H11185 12,391 12,391
If the RMB weakens against the HKD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (12,391) (12,391)
If the RMB strengthens against the USD /H1118/H1118/H1118/H1118/H1118/H11185 (531,340) (531,340)
If the RMB weakens against the USD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 531,340 531,340
If the RMB strengthens against the ZAR /H1118/H1118/H1118/H1118/H1118/H11185 6,834 6,834
If the RMB weakens against the ZAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (6,834) (6,834)
If the RMB strengthens against the EUR /H1118/H1118/H1118/H1118/H1118/H11185 32,881 32,881
If the RMB weakens against the EUR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (32,881) (32,881)
If the RMB strengthens against the JPY /H1118/H1118/H1118/H1118/H1118/H11185 (4,743) (4,743)
If the RMB weakens against the JPY /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 4,743 4,743
If the RMB strengthens against the THB /H1118/H1118/H1118/H1118/H1118/H11185 38,663 38,663
If the RMB weakens against the THB /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (38,663) (38,663)
If the RMB strengthens against the SGD /H1118/H1118/H1118/H1118/H1118/H11185 (5,805) (5,805)
If the RMB weakens against the SGD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 5,805 5,805
If the RMB strengthens against the INR /H1118/H1118/H1118/H1118/H1118/H11185 64,727 64,727
If the RMB weakens against the INR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (64,727) (64,727)
If the RMB strengthens against the IDR /H1118/H1118/H1118/H1118/H1118/H11185 51,289 51,289
If the RMB weakens against the IDR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (51,289) (51,289)
If the RMB strengthens against the CAD /H1118/H1118/H1118/H1118/H1118/H11185 6,881 6,881
If the RMB weakens against the CAD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (6,881) (6,881)
If the RMB strengthens against the MYR /H1118/H1118/H1118/H1118/H11185 11,111 11,111
If the RMB weakens against the MYR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (11,111) (11,111)
If the RMB strengthens against the GBP /H1118/H1118/H1118/H1118/H1118/H11185 4,107 4,107
If the RMB weakens against the GBP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (4,107) (4,107)
If the RMB strengthens against the COP /H1118/H1118/H1118/H1118/H1118/H11185 5,670 5,670
If the RMB weakens against the COP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (5,670) (5,670)
If the RMB strengthens against the SAR /H1118/H1118/H1118/H1118/H1118/H11185 (78,535) (78,535)
If the RMB weakens against the SAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 78,535 78,535
If the RMB strengthens against the MXN /H1118/H1118/H1118/H1118/H11185 9,716 9,716
If the RMB weakens against the MXN /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (9,716) (9,716)
If the RMB strengthens against the GNF /H1118/H1118/H1118/H1118/H1118/H11185 (430) (430)
If the RMB weakens against the GNF /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 430 430
If the RMB strengthens against the VND /H1118/H1118/H1118/H1118/H1118/H11185 (2,482) (2,482)
If the RMB weakens against the VND /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,482 2,482
APPENDIX I ACCOUNTANTS’ REPORT
– I-177 –


--- page 714 ---
Increase/(decrease)
in foreign currency
rate
Increase/(decrease)
in profit after tax
Increase/(decrease)
in shareholder’s
equity
% RMB’000 RMB’000
As at 30 April 2025
If the RMB strengthens against the AED /H1118/H1118/H1118/H1118/H1118/H11185 (3,333) (3,333)
If the RMB weakens against the AED /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 3,333 3,333
If the RMB strengthens against the AUD /H1118/H1118/H1118/H1118/H1118/H11185 535 535
If the RMB weakens against the AUD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (535) (535)
If the RMB strengthens against the BRL /H1118/H1118/H1118/H1118/H1118/H11185 30,125 30,125
If the RMB weakens against the BRL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (30,125) (30,125)
If the RMB strengthens against the RUB /H1118/H1118/H1118/H1118/H1118/H11185 (19,171) (19,171)
If the RMB weakens against the RUB /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 19,171 19,171
If the RMB strengthens against the HKD /H1118/H1118/H1118/H1118/H1118/H11185 (18,910) (18,910)
If the RMB weakens against the HKD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 18,910 18,910
If the RMB strengthens against the USD /H1118/H1118/H1118/H1118/H1118/H11185 (800,092) (800,092)
If the RMB weakens against the USD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 800,092 800,092
If the RMB strengthens against the ZAR /H1118/H1118/H1118/H1118/H1118/H11185 16,748 16,748
If the RMB weakens against the ZAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (16,748) (16,748)
If the RMB strengthens against the EUR /H1118/H1118/H1118/H1118/H1118/H11185 61,318 61,318
If the RMB weakens against the EUR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (61,318) (61,318)
If the RMB strengthens against the JPY /H1118/H1118/H1118/H1118/H1118/H11185 (10,442) (10,442)
If the RMB weakens against the JPY /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 10,442 10,442
If the RMB strengthens against the THB /H1118/H1118/H1118/H1118/H1118/H11185 34,732 34,732
If the RMB weakens against the THB /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (34,732) (34,732)
If the RMB strengthens against the SGD /H1118/H1118/H1118/H1118/H1118/H11185 4,749 4,749
If the RMB weakens against the SGD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (4,749) (4,749)
If the RMB strengthens against the INR /H1118/H1118/H1118/H1118/H1118/H11185 52,516 52,516
If the RMB weakens against the INR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (52,516) (52,516)
If the RMB strengthens against the IDR /H1118/H1118/H1118/H1118/H1118/H11185 71,406 71,406
If the RMB weakens against the IDR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (71,406) (71,406)
If the RMB strengthens against the CAD /H1118/H1118/H1118/H1118/H1118/H11185 3,645 3,645
If the RMB weakens against the CAD /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (3,645) (3,645)
If the RMB strengthens against the MYR /H1118/H1118/H1118/H1118/H11185 16,820 16,820
If the RMB weakens against the MYR /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (16,820) (16,820)
If the RMB strengthens against the GBP /H1118/H1118/H1118/H1118/H1118/H11185 6,086 6,086
If the RMB weakens against the GBP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (6,086) (6,086)
If the RMB strengthens against the COP /H1118/H1118/H1118/H1118/H1118/H11185 5,018 5,018
If the RMB weakens against the COP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (5,018) (5,018)
If the RMB strengthens against the SAR /H1118/H1118/H1118/H1118/H1118/H11185 (69,549) (69,549)
If the RMB weakens against the SAR /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 69,549 69,549
If the RMB strengthens against the MXN /H1118/H1118/H1118/H1118/H11185 9,966 9,966
If the RMB weakens against the MXN /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (9,966) (9,966)
If the RMB strengthens against the GNF /H1118/H1118/H1118/H1118/H1118/H11185 562 562
If the RMB weakens against the GNF /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (562) (562)
If the RMB strengthens against the VND /H1118/H1118/H1118/H1118/H1118/H11185 (2,197) (2,197)
If the RMB weakens against the VND /H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,197 2,197
If the RMB strengthens against the PHP /H1118/H1118/H1118/H1118/H1118/H11185 1,630 1,630
If the RMB weakens against the PHP /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) (1,630) (1,630)
If the RMB strengthens against the UZS /H1118/H1118/H1118/H1118/H1118/H11185 (2,061) (2,061)
If the RMB weakens against the UZS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 2,061 2,061
If the RMB strengthens against the PLN /H1118/H1118/H1118/H1118/H1118/H11185 (350) (350)
If the RMB weakens against the PLN /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 350 350
If the RMB strengthens against the KES /H1118/H1118/H1118/H1118/H1118/H11185 (864) (864)
If the RMB weakens against the KES /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(5) 864 864
APPENDIX I ACCOUNTANTS’ REPORT
– I-178 –


--- page 715 ---
Credit risk
An impairment analysis was performed at the end of each of the Relevant Periods using a provision matrix to
measure expected credit losses. The provision rates are based on ageing for groupings of various customer segments
with similar loss patterns. The calculation reflects the probability-weighted outcome, the time value of money and
reasonable and supportable information that is available at the reporting date about past events, current conditions
and forecasts of future economic conditions.
Maximum exposure and year-end staging
The table below shows the credit quality and the maximum exposure to credit risk based on the Group’s credit
policy, which is mainly based on ageing information unless other information is available without undue cost or
effort, and year-end staging classification as at the end of each of the Relevant Periods. The amounts presented are
gross carrying amounts for financial assets.
As at 31 December 2022
12-month ECLs Lifetime ECLs
TotalStage 1 Stage 2 Stage 3
Simplified
approach
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,332,072 – – 28,261,887 34,593,959
Receivables under finance
lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,153,394 276,851 – – 12,430,245
Financial assets included
in prepayments, other
receivables and other
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,756,154 1,203,535 106,308 – 7,065,997
Financial assets at FVOCI /H1118 1,627,12 0––– 1,627,120
Loans and advances /H1118/H1118/H1118/H1118/H111810,447,294 1,059,745 125,299 – 11,632,338
Restricted deposits /H1118/H1118/H1118/H1118/H1118962,95 4––– 962,954
Time deposits with
original maturity of
more than three months /H1118 7,880,31 3––– 7,880,313
Cash and cash equivalents /H111812,692,449 – – – 12,692,449
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111857,851,750 2,540,131 231,607 28,261,887 88,885,375
APPENDIX I ACCOUNTANTS’ REPORT
– I-179 –


--- page 716 ---
As at 31 December 2023
12-month ECLs Lifetime ECLs
TotalStage 1 Stage 2 Stage 3
Simplified
approach
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,033,449 – 2,359 28,143,686 33,179,494
Receivables under finance
lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,009,066 500,146 15,205 – 16,524,417
Financial assets included
in prepayments, other
receivables and other
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,026,332 1,422,309 130,712 – 8,579,353
Financial assets at FVOCI /H1118 1,336,71 6––– 1,336,716
Loans and advances /H1118/H1118/H1118/H1118/H11186,821,996 107,629 171,360 – 7,100,985
Restricted deposits /H1118/H1118/H1118/H1118/H1118704,11 7––– 704,117
Time deposits with
original maturity of
more than three months /H1118 9,529,13 7––– 9,529,137
Cash and cash equivalents /H1118 8,138,61 8––– 8,138,618
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111854,599,431 2,030,084 319,636 28,143,686 85,092,837
As at 31 December 2024
12-month ECLs Lifetime ECLs
TotalStage 1 Stage 2 Stage 3
Simplified
approach
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,430,865 – 18,410 30,091,925 35,541,200
Receivables under finance
lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,037,984 876,430 47,603 – 16,962,017
Financial assets included
in prepayments, other
receivables and other
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,011,767 1,981,421 130,543 – 9,123,731
Financial assets at FVOCI /H1118 1,064,95 6––– 1,064,956
Loans and advances /H1118/H1118/H1118/H1118/H11183,080,779 306,256 153,785 – 3,540,820
Restricted deposits /H1118/H1118/H1118/H1118/H1118689,48 8––– 689,488
Time deposits with
original maturity of
more than three months /H1118 8,566,52 9––– 8,566,529
Cash and cash equivalents /H111811,573,981 – – – 11,573,981
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111853,456,349 3,164,107 350,341 30,091,925 87,062,722
APPENDIX I ACCOUNTANTS’ REPORT
– I-180 –


--- page 717 ---
As at 30 April 2025
12-month ECLs Lifetime ECLs
Stage 1 Stage 2 Stage 3
Simplified
approach Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Trade and bills
receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,080,727 470 1,685 32,284,373 38,367,255
Receivables under finance
lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,150,440 3,510,078 104,687 – 16,765,205
Financial assets included
in prepayments, other
receivables and other
assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,549,505 2,202,611 109,085 – 8,861,201
Financial assets at FVOCI /H1118 1,078,50 1––– 1,078,501
Loans and advances /H1118/H1118/H1118/H1118/H11181,945,267 688,914 154,902 – 2,789,083
Restricted deposits /H1118/H1118/H1118/H1118/H1118649,23 5––– 649,235
Time deposits with
original maturity of
more than three months /H111812,005,332 – – – 12,005,332
Cash and cash equivalents /H1118 7,839,76 8––– 7,839,768
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111849,298,775 6,402,073 370,359 32,284,373 88,355,580
Liquidity risk
The Group monitors its risk to a shortage of funds using a recurring liquidity planning tool. This tool considers
the maturity of both its financial instruments and financial assets (e.g., trade and bills receivables) and projected cash
flows from operations.
The maturity profile of the Group’s financial liabilities and lease liabilities as at the end of each of the Relevant
Periods, based on the contractual undiscounted payments, is as follows:
As at 31 December 2022
Less than
1 year 1 to 3 years 3 to 5 years Over 5 years Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Interest-bearing bank and
other borrowings /H1118/H1118/H1118/H1118/H111812,548,746 14,773,241 6,670,225 1,538,709 35,530,921
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118180,772 209,928 55,180 88,836 534,716
Trade and bills payables /H1118/H111828,906,687 – – – 28,906,687
Other payables and
accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,686,29 1––– 7,686,291
Placements from banks /H1118/H1118/H11186,604,61 8––– 6,604,618
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118241,15 2––– 241,152
Other non-current
liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,473 – – 1,473
56,168,266 14,984,642 6,725,405 1,627,545 79,505,858
APPENDIX I ACCOUNTANTS’ REPORT
– I-181 –


--- page 718 ---
As at 31 December 2023
Less than
1 year 1 to 3 years 3 to 5 years Over 5 years Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Interest-bearing bank and
other borrowings /H1118/H1118/H1118/H1118/H11187,535,341 17,140,783 1,468,097 6,514,443 32,658,664
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118300,532 279,774 185,666 183,879 949,851
Trade and bills payables /H1118/H111822,692,726 – – – 22,692,726
Other payables and
accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,914,12 7––– 6,914,127
Placements from banks /H1118/H1118/H11185,516,04 7––– 5,516,047
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118237,42 0––– 237,420
Other non-current
liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 15,415 – – 15,415
43,196,193 17,435,972 1,653,763 6,698,322 68,984,250
As at 31 December 2024
Less than
1 year 1 to 3 years 3 to 5 years Over 5 years Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Interest-bearing bank and
other borrowings /H1118/H1118/H1118/H1118/H111813,502,305 9,512,615 1,253,236 2,035,746 26,303,902
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118249,370 290,931 199,110 136,044 875,455
Trade and bills payables /H1118/H111828,654,359 – – – 28,654,359
Other payables and
accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,081,63 1––– 6,081,631
Placements from banks /H1118/H1118/H11183,544,25 9––– 3,544,259
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118106,76 2––– 106,762
Other non-current
liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 477 – – 477
52,138,686 9,804,023 1,452,346 2,171,790 65,566,845
As at 30 April 2025
Less than
1 year 1 to 3 years 3 to 5 years Over 5 years Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Interest-bearing bank and
other borrowings /H1118/H1118/H1118/H1118/H11188,928,432 8,189,325 1,219,450 1,240,842 19,578,049
Placements from banks /H1118/H1118/H11183,544,25 9––– 3,544,259
Derivative financial
instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118106,76 2––– 106,762
Trade and bills payables /H1118/H111832,203,205 – – – 32,203,205
Other payables and
accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,740,90 2––– 5,740,902
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118335,208 441,841 349,930 151,457 1,278,436
Other non-current
liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 508 – – 508
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111850,858,768 8,631,674 1,569,380 1,392,299 62,452,121
APPENDIX I ACCOUNTANTS’ REPORT
– I-182 –


--- page 719 ---
Equity price risk
Equity price risk is the risk that the fair values of equity securities decrease as a result of changes in the levels
of equity indices and the value of individual securities. The Group is exposed to equity price risk arising from
individual equity investments included in financial assets at fair value through profit or loss (note 21) and equity
investments at fair value through other comprehensive income (note 20) as at 31 December 2022, 2023 and 2024, and
30 April 2025.
The following table demonstrates the sensitivity to every 5% change in the fair values of the equity
investments, with all other variables held constant and after any impact on tax, based on their carrying amounts at
the end of the Relevant Periods.
Carrying amount
Increase/(decrease)
in other
comprehensive
income/net profit
Increase/(decrease)
in total equity
RMB’000 RMB’000 RMB’000
As at 31 December 2022
Equity investments:
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,332,642 51,160/(51,160) 51,160/(51,160)
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,647 3,158/(3,158) 3,158/(3,158)
As at 31 December 2023
Equity investments:
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118970,897 36,537/(36,537) 36,537/(36,537)
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111862,353 2,604/(2,604) 2,604/(2,604)
As at 31 December 2024
Equity investments:
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118608,455 22,945/(22,945) 22,945/(22,945)
As at 30 April 2025
Equity investments:
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118608,455 22,936/(22,936) 22,936/(22,936)
Capital management
The primary objective of the Group’s capital management is to ensure that it maintains a strong credit profile
and healthy capital ratios in order to support its business and maximise shareholders’ value.
The Group manages its capital structure and makes adjustments to it in light of changes in economic conditions
and the risk characteristics of the underlying assets. To maintain or adjust the capital structure, the Group may adjust
the dividend payment to shareholders, return capital to shareholders or issue new shares. The Group is not subject
to any externally imposed capital requirements. No changes were made in the objectives, policies or processes for
managing capital during the Relevant Periods.
APPENDIX I ACCOUNTANTS’ REPORT
– I-183 –


--- page 720 ---
The Group monitors capital using a gearing ratio, which is net debt divided by the equity attributable to owners
of the parent plus net debt. The gearing ratios as at the end of the Relevant Periods were as follows:
Y ear ended 31 December
Four months
ended 30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Total liabilities (excluding deferred tax
liabilities, income tax payables, total
employee benefits payables, deferred
income and total accruals and
provisions) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111881,129,981 70,424,690 67,555,244 66,632,863
Less: Cash and bank balances /H1118/H1118/H1118/H1118/H1118/H1118/H1118(21,342,876) (18,071,827) (20,383,175) (20,391,620)
Net debt /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111859,787,105 52,352,863 47,172,069 46,241,243
Equity attributable to owners of the
parent /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111865,039,719 68,029,017 71,953,244 75,014,891
Capital and net debt /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118124,826,824 120,381,880 119,125,313 121,256,134
Gearing ratio /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111847.90% 43.49% 39.60% 38.14%
53. INVESTMENTS IN SUBSIDIARIES
The Company
At the end of Relevant Periods, the Company’s investments in subsidiaries were as follows:
Y ear ended 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Sany Heavy Machinery Investment
Co., Ltdʮ̡ /H1118/H1118900,933 904,913 915,287 917,865
Sany International Development Co.,
Ltdʮ̡ /H1118/H1118/H1118/H1118/H11181,748,634 1,928,080 1,928,080 1,928,080
Sany Automobile Manufacturing
Co., Ltdʮ̡ /H1118/H11183,334,432 3,342,036 3,357,054 3,362,253
Jiangsu Sany Heavy Industry Tower
Crane Co., Ltdʈ෫ዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118427,895 427,895 427,895 427,895
STE Transmission Equipment Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118747,111 747,437 748,409 748,801
Jiashi Fund — Exclusive No. 1
Single Asset Management Plan
ږ—ਖ਼Ԯ1໮ఊɓ༟ପ၍ଣ
ྌ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,036,029 1,036,029 985,942 1,285,942
Zhongjin Xiangyang No. 3 Single
Asset Management PlanΣජ
3ྌ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,416,181 2,416,181 2,416,181 2,416,181
Sany Automotive Finance Co., Ltd
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H11182,923,747 2,923,835 2,923,912 2,923,933
CITIC Securities Sany Exclusive
Customized No. 1 Single Asset
Management Plan൛Վɧɓయ
Փ1ྌ /H1118/H1118/H1118/H11182,200,000 2,200,000 2,200,000 2,200,000
Sany Financing Guarantee Company
Limitedʮ̡ /H1118/H11181,000,000 1,000,000 300,000 300,000
APPENDIX I ACCOUNTANTS’ REPORT
– I-184 –


--- page 721 ---
Y ear ended 31 December
As at
30 April
2022 2023 2024 2025
RMB’000 RMB’000 RMB’000 RMB’000
Sany Financial Leasing Co., Ltd ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118954,349 954,354 954,424 954,427
Sany Heavy Machinery Co., Ltd ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 3,000,000 3,000,000 3,000,000
CITIC Securities Asset Management
Xinxin Xiangrong Lexiang No. 1
FOF Single Asset Management
PlanΣ࿲ᆀԮ1
໮FOFྌ /H1118/H1118/H1118/H1118/H1118/H1118– – 500,000 800,000
Hunan Sany Zhongyang Machinery
Co., Ltd /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118331,361 331,968 332,748 333,057
Lerui Quan Bond No. 8 Securities
Investment Private Fund ᆀ๿Όව
8ږH1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118755,053 146,869 – –
Tianhong Innovation Hongye No. 6
Single Asset Management Plan ˂
̾௴อุ̾6ྌ /H1118 900,000 – – –
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,752,811 2,217,433 2,249,158 2,320,899
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,428,536 23,577,030 23,239,090 23,919,333
54. EVENTS AFTER THE RELEV ANT PERIODS
In May 2025, the Company’s shareholders approved the payment of a final dividend of RMB0.36 per share
at the 2024 Annual General Meeting. A cash dividend totaling RMB3,029.9 million was subsequently distributed to
shareholders in June 2025.
In September 2025, the Company’s shareholders approved the payment of 2025 interim dividend of RMB0.31
per share. A cash dividend of RMB2,613.7 million was subsequently distributed to shareholders in October 2025.
55. SUBSEQUENT FINANCIAL STATEMENTS
No audited financial statements have been prepared by the Company, the Group or any of the companies now
comprising the Group in respect of any period subsequent to 30 April 2025.
APPENDIX I ACCOUNTANTS’ REPORT
– I-185 –


--- page 722 ---
The following is the text of a report set out on pages IA-1 to IA-2, received from the
Company’ s reporting accountants, Ernst & Young, Certified Public Accountants, Hong Kong,
for the purpose of incorporation in this prospectus. The information set out below is the
unaudited interim condensed consolidated financial information of the Group for the six
months ended June 30 2025 and does not form part of the Accountants’ Report from the
reporting accountants, Ernst & Young, Certified Public Accountants, Hong Kong, as set out in
Appendix I to this prospectus, and is included herein for information purpose only.
⭰㰟㛪姯⸒Ṳ⋀㈧
榀㸖毩歁㵳勘䙮怺979噆
⤑⏋✱ᷧ⺎27㧺
Tel 曢婘: +852 2846 9888
Fax ₚ䜆: +852 2868 4432
ey.com
Ernst & Young
27/F, One Taikoo Place
979 King’s Road
Quarry Bay, Hon
g Kong
REPORT ON REVIEW OF INTERIM FINANCIAL INFORMATION
TO THE DIRECTORS OF SANY HEA VY INDUSTRY CO., LTD.
(Incorporated in the People’s Republic of China with limited liability)
Introduction
We have reviewed the interim financial information set out on pages IA-3 to IA-71, which
comprises the condensed consolidated statement of financial position of SANY Heavy Industry
Co., Ltd (the “Company”) and its subsidiaries (the “Group”) as at 30 June 2025 and the related
condensed consolidated statements of profit or loss and other comprehensive income, changes
in equity and cash flows for the six months period then ended, and explanatory notes (the
“Interim Financial Information”). The Interim Financial Information has been prepared by the
directors of the Company solely for the purpose of inclusion in the prospectus of the Company
dated 20 October 2025 (the “Prospectus”) in connection with the initial listing of the shares of
the Company on the Main Board of the Stock Exchange of Hong Kong Limited (the “Stock
Exchange”).
The directors of the Company are responsible for the preparation and presentation of the
Interim Financial Information in accordance with International Accounting Standard 34 Interim
Financial Reporting (“IAS 34”) as issued by the International Accounting Standard Board. Our
responsibility is to express a conclusion on this Interim Financial Information based on our
review. Our report is made solely to you, as a body, in accordance with our agreed terms of
engagement, and for no other purpose. We do not assume responsibility towards or accept
liability to any other person for the contents of this report.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-1 –


--- page 723 ---
Scope of Review
We conducted our review in accordance with Hong Kong Standard on Review
Engagements 2410 Review of Interim Financial Information Performed by the Independent
Auditor of the Entity as issued by the Hong Kong Institute of Certified Public Accountants. A
review of Interim Financial Information consists of making inquiries, primarily of persons
responsible for financial and accounting matters, and applying analytical and other review
procedures. A review is substantially less in scope than an audit conducted in accordance with
Hong Kong Standards on Auditing and consequently does not enable us to obtain assurance that
we would become aware of all significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the
Interim Financial Information is not prepared, in all material respects, in accordance with IAS
34.
Other Matter
The comparative information for the interim condensed consolidated statement of
financial position is based on the audited financial statements as at 31 December 2024. The
comparative information for the interim condensed consolidated statements of profit or loss
and other comprehensive income, changes in equity and cash flows, and related explanatory
notes, for the six months ended 30 June 2024 has not been audited or reviewed.
Ernst & Y oung
Certified Public Accountants
Hong Kong
20 October 2025
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-2 –


--- page 724 ---
I INTERIM FINANCIAL INFORMATION
INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
Six months ended 30 June
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
REVENUE /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 44,780,205 39,060,381
Cost of sales /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(32,404,266) (28,537,615)
Gross profit /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,375,939 10,522,766
Other income and gains, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 1,158,532 1,093,395
Selling and marketing expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,927,943) (2,472,815)
Administrative expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,565,562) (1,545,247)
Research and development costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,162,242) (2,612,253)
Impairment losses on financial instruments and
contract assets, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(382,855) (415,590)
Other expenses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(104,797) (70,925)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186 (288,294) (450,712)
Share of profits and losses of:
Joint ventures /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,018 41,481
Associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(46,885) 29,679
PROFIT BEFORE TAX /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185 6,076,911 4,119,779
Income tax expense /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187 (791,729) (471,350)
PROFIT FOR THE PERIOD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,285,182 3,648,429
Including: profit/(loss) after tax from business
combination under common control /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (2)
OTHER COMPREHENSIVE INCOME/(LOSS)
Other comprehensive income/(loss) that will not
be reclassified to profit or loss in subsequent
periods:
Remeasurement of a defined benefit plan, net of
tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,850 21
Share of other comprehensive income/(loss) under
equity method, net of tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111852,594 (89,504)
Changes in fair value of equity investments at fair
value through other comprehensive income, net
of tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 45,490
Net other comprehensive income/(loss) that will
not be reclassified to profit or loss in
subsequent periods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111854,444 (43,993)
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-3 –


--- page 725 ---
Six months ended 30 June
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Other comprehensive income/(loss) that may be
reclassified to profit or loss in subsequent
periods:
Share of other comprehensive (loss)/income under
equity method /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(12,964) 9,104
Changes in fair value of bills receivables at fair
value through other comprehensive income, net
of tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,824 (370)
Exchange differences on translation of foreign
operations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118422,690 10,958
Net other comprehensive income that may be
reclassified to profit or loss in subsequent
periods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118414,550 19,692
OTHER COMPREHENSIVE INCOME/(LOSS)
FOR THE PERIOD, NET OF TAX /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118468,994 (24,301)
TOTAL COMPREHENSIVE INCOME FOR THE
PERIOD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,754,176 3,624,128
Profit attributable to:
Owners of the parent /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,216,316 3,572,762
Non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111868,866 75,667
5,285,182 3,648,429
Total comprehensive income attributable to:
Owners of the parent /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,676,943 3,553,504
Non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111877,233 70,624
5,754,176 3,624,128
EARNING PER SHARE A TTRIBUTABLE TO
ORDINARY EQUITY HOLDERS OF THE
PARENT 9
Basic (RMB) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11180.6175 0.4224
Diluted (RMB) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11180.6175 0.4224
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-4 –


--- page 726 ---
INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at
30 June
As at
31 December
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (audited)
NON-CURRENT ASSETS
Property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 22,969,566 23,686,341
Investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118233,179 218,063
Right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811 3,525,538 3,271,596
Goodwill /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111852,351 48,010
Other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812 2,371,549 2,310,253
Investments in joint ventures /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118322,275 302,024
Investments in associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 2,127,482 2,122,494
Financial assets at fair value through other
comprehensive income (“FVOCI”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 607,555 608,455
Financial assets at fair value through profit
or loss (“FVPL”) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 278,512 285,051
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816 868,930 1,285,536
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 3,829,620 2,913,625
Receivables under finance lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818 9,439,911 9,897,782
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 69,245 52,511
Deferred tax assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820 3,797,850 3,576,592
Other non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111859,533 61,424
Total non-current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111850,553,096 50,639,757
CURRENT ASSETS
Inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 20,195,402 19,947,981
Trade and bills receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 31,067,901 28,343,222
Contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 94,397 99,206
Prepayments, other receivables and other assets /H1118/H111822 10,827,387 11,839,513
Financial assets at fair value through other
comprehensive income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 371,770 456,501
Financial assets at fair value through profit or
loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 12,572,089 11,062,402
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 82,655 375,720
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816 1,450,643 2,016,412
Receivables under finance lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818 6,337,383 6,531,876
Restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118576,177 689,488
Time deposits with original maturity of more than
three months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,397,299 8,566,529
Cash and cash equivalents /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,095,184 11,576,469
Total current assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103,068,287 101,505,319
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-5 –


--- page 727 ---
As at
30 June
As at
31 December
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (audited)
CURRENT LIABILITIES
Trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111824 32,456,363 28,654,359
Other payables and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825 13,807,020 14,570,090
Contract liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 2,475,241 2,520,831
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 565,536 106,762
Placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827 3,558,975 3,507,970
Interest-bearing bank and other borrowings /H1118/H1118/H1118/H1118/H1118/H111828 10,152,997 13,354,749
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118272,740 215,933
Income tax payable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,064,703 738,534
Total current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111864,353,575 63,669,228
NET CURRENT ASSETS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,714,712 37,836,091
TOTAL ASSETS LESS CURRENT LIABILITIES /H1118 89,267,808 88,475,848
NON-CURRENT LIABILITIES
Interest-bearing bank and other borrowings /H1118/H1118/H1118/H1118/H1118/H111828 10,391,504 11,556,182
Lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118770,889 541,634
Deferred income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,403,503 2,347,376
Deferred tax liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820 882,710 792,251
Other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118215,842 236,806
Total non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,664,448 15,474,249
Net assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874,603,360 73,001,599
EQUITY
Equity attributable to owners of the parent
Share capital /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829 8,474,978 8,474,978
Treasury shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,403,634) (142,628)
Reserves /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830 66,413,987 63,620,894
73,485,331 71,953,244
Non-controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,118,029 1,048,355
Total equity /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874,603,360 73,001,599
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-6 –


--- page 728 ---
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Six months ended 30 June 2025 (unaudited)
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 29) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30)
At 1 January 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 (142,628) 5,171,761 (9,040) (2,238,065) – 4,408,314 59,244 254,572 55,974,108 71,953,244 1,048,355 73,001,599
Profit for the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– 5,216,316 5,216,316 68,866 5,285,182
Other comprehensive income for the
period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 4,358 414,80 7––– 41,462 – 460,627 8,367 468,994
Total comprehensive income for the
period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 4,358 414,80 7––– 41,462 5,216,316 5,676,943 77,233 5,754,176
Repurchase of ordinary shares /H1118/H1118/H1118– (1,355,369) –––––––– (1,355,369) – (1,355,369)
Repurchase obligation of ordinary
shares under share incentive
scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 94,363 –––––––– 94,363 – 94,363
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– (3,029,640) (3,029,640) – (3,029,640)
Dividends declared by subsidiaries
to non-controlling interests /H1118/H1118/H1118/H1118– – ––––––––– (2,410) (2,410)
Acquisition of non-controlling
interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 3,51 8––––––– 3,518 – 3,518
Disposal of non-controlling
interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– (5,313) (5,313)
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-7 –


--- page 729 ---
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 29) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30)
Recognition of share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 38,64 4––––––– 38,644 164 38,808
Cancellation of share incentive
scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 103,62 8––––––– 103,628 – 103,628
Safety production fund provided /H1118/H1118 – – – – – 29,02 0–––– 29,020 – 29,020
Safety production fund used /H1118/H1118/H1118/H1118– – – – – (29,020) –––– (29,020) – (29,020)
At 30 June 2025 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 (1,403,634) 5,317,551* (4,682)* (1,823,258)* –* 4,408,314* 59,244* 296,034* 58,160,784* 73,485,331 1,118,029 74,603,360
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-8 –


--- page 730 ---
Six months ended 30 June 2024 (unaudited)
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 29) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30)
At 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,485,740 (215,654) 5,250,041 230,061 (2,072,768) – 3,963,424 59,244 259,382 52,069,547 68,029,017 1,133,016 69,162,033
Profit for the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– 3,572,762 3,572,762 75,667 3,648,429
Other comprehensive income for the
period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 45,396 15,72 6––– (80,380) – (19,258) (5,043) (24,301)
Total comprehensive income for the
period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – 45,396 15,72 6––– (80,380) 3,572,762 3,553,504 70,624 3,624,128
Repurchase of ordinary shares /H1118/H1118/H1118– (657,184) –––––––– (657,184) – (657,184)
Repurchase obligation of ordinary
shares under share incentive
scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,369 –––––––– 2,369 – 2,369
Cash dividends /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––– (1,859,825) (1,859,825) – (1,859,825)
Dividends declared by subsidiaries
to non-controlling interests /H1118/H1118/H1118/H1118– – ––––––––– (12,702) (12,702)
Capital injection from non-
controlling interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– 2,100 2,100
Acquisition of non-controlling
interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – (2,036) ––––––– (2,036) – (2,036)
Disposal of non-controlling
interests /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – ––––––––– 2,037 2,037
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-9 –


--- page 731 ---
Attributable to owners of the parent
Share
capital
Treasury
shares
Capital
reserve
Fair value
reserve
Exchange
fluctuation
reserve
Safety
production
fund
Statutory
surplus
reserve
General
risk
reserve
Other
reserve
Retained
profits Total
Non-
controlling
interests
Total
equity
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
(note 29) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30) (note 30)
Transfer of fair value reserve upon
the disposal of financial assets at
FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – – (9,266) ––––– 9,26 6–––
Recognition of share-based payment
expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 32,69 9––––––– 32,699 144 32,843
Cancellation of share incentive
scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– – 17,30 5––––––– 17,305 – 17,305
Safety production fund provided /H1118/H1118 – – – – – 27,71 2–––– 27,712 – 27,712
Safety production fund used /H1118/H1118/H1118/H1118– – – – – (27,712) –––– (27,712) – (27,712)
At 30 June 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,485,740 (870,469) 5,298,009* 266,191* (2,057,042)* –* 3,963,424* 59,244* 179,002* 53,791,750* 69,115,849 1,195,219 70,311,068
* These reserve accounts comprise the consolidated reserves of RMB66,413,987,000 in the interim condensed consolidated statement of financial pos ition as at 30 June 2025.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-10 –


--- page 732 ---
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Six months ended 30 June
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
CASH FLOWS FROM OPERA TING ACTIVITIES
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,076,911 4,119,779
Adjustments for:
Interest expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118481,317 694,592
Share of profits and losses of joint ventures and associates /H1118/H1118/H1118/H1118/H1118 25,867 (71,160)
Interest income and financial service income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(792,186) (918,875)
Gains on disposal of items of property, plant and equipment /H1118/H1118 5,760 19,079
(Gains)/losses on disposal of other intangible assets and
leasehold land included in right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(313) 74
Financial assets at fair value through profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(78,093) 401
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118754,896 (184,866)
Net realised and unrealised gains on FVPL and amortised cost /H1118 (268,027) (200,137)
Dividend income from financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,077) (4,305)
Depreciation of property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,365,604 1,448,490
Amortisation of other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118189,069 166,847
Depreciation of right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118200,126 192,817
Depreciation of investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,190 6,163
Equity-settled share-based payment expense /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,808 32,843
8,004,852 5,301,742
Increase in inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(247,421) (999,819)
Increase in trade and bills receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,018,805) (2,187,445)
Decrease/(increase) in receivables under finance lease /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118652,363 (884,697)
Increase in contract assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(11,925) (9,191)
Decrease in prepayments, other receivables and
other assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118116,904 61,671
Increase in trade and bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,829,896 4,785,511
Increase/(decrease) in other payables and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,923 (247,662)
Decrease in contract liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(45,590) (12,203)
Decrease in loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118980,524 1,854,649
Decrease in other non-current liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(18,449) (28,679)
Increase in deferred income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111856,127 31,391
Decrease in restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118113,311 119,000
Increase in placements from banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111851,005 499,451
Cash generated from operations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,466,715 8,283,719
Interest received /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118429,384 839,314
Interest paid for financial services /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(102,121) (162,766)
Income taxes paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(659,699) (522,436)
Net cash flows from operating activities
/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,134,279 8,437,831
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of items of property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(976,962) (1,626,437)
Additions to other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(98,642) (120,087)
Proceeds from disposal of items of property, plant and equipment /H1118 163,895 155,012
Proceeds from disposal of leasehold land included in right-of-use
assets and other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,095 12,742
Additions to investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(28,604) –
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-11 –


--- page 733 ---
Six months ended 30 June
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Disposal of investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,088 2,130
Purchase of interest in associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (23,000)
Proceeds from disposal of financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118900 57,055
Dividends from financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,310 4,575
Proceeds from disposal of debt investments at amortised cost /H1118/H1118/H1118 1,026,652 –
Interest received from debt investments at amortised cost /H1118/H1118/H1118/H1118/H1118/H1118105,876 143,478
Payment for acquisition of financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,333,343) (6,202,933)
Proceeds from disposal of financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,994,161 2,961,526
Investment income from financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118203,579 247,367
Payment for acquisition of derivative financial instruments /H1118/H1118/H1118/H1118/H1118(1,402,771) (2,257,864)
Proceeds from disposal of derivative financial instruments /H1118/H1118/H1118/H1118/H1118 1,403,779 2,174,271
Dividends from associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,286 165
Interest received from restricted deposits and time deposits with
original maturity of more than three months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118530,310 163,543
(Increase)/decrease in time deposits with original maturity of
more than three months /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,993,151) 425,330
Increase in restricted deposits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(63,007) (44,050)
Net cash flows used in investing activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,450,549) (3,927,177)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118115,875 19,405
New bank loans and other borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,761,927 15,716,671
Repayment of bank loans and other borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(17,978,169) (15,444,502)
Payment for repurchase of own shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,360,658) (657,183)
Interest paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(368,336) (579,970)
Dividends paid to equity shareholders /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(3,029,640) (1,859,825)
Dividends paid by subsidiaries to non-controlling interests /H1118/H1118/H1118/H1118/H1118 (102,410) –
Listing expenses paid /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(885) –
Lease payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(210,339) (159,815)
Net cash flows used in financing activities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(10,172,635) (2,965,219)
NET (DECREASE)/INCREASE IN CASH AND CASH
EQUIV ALENTS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,488,905) 1,545,435
Cash and cash equivalents at beginning of the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,576,469 8,141,859
Effect of foreign exchange rate changes, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,620 (32,213)
CASH AND CASH EQUIV ALENTS A T END OF PERIOD /H1118/H1118/H1118/H1118/H1118 9,095,184 9,655,081
ANAL YSIS OF BALANCES OF CASH AND CASH
EQUIV ALENTS
Cash and bank balances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,892,460 9,205,770
Placements with banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118202,724 449,311
Cash and cash equivalents as stated in the statement of financial
position and the statement of cash flows /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,095,184 9,655,081
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-12 –


--- page 734 ---
II NOTES TO THE INTERIM FINANCIAL INFORMATION
1. CORPORATE INFORMATION AND BASIS OF PREPARATION
1.1 CORPORATE INFORMATION
The Company is a joint stock company with limited liability established in the People’s Republic of China
(“PRC”). The registered office of the Company is located at Changsha, Hunan Province, China.
During the six months ended 30 June 2025 and 2024 (the “Relevant Periods”), the Company’s subsidiaries
were involved in the following principal activities: the production, sale and maintenance of concrete machinery,
excavating machinery, hoisting machinery, road machinery and piling machinery, and financial services.
1.2 BASIS OF PREPARATION
The interim condensed consolidated financial information for the six months ended 30 June 2025 has been
prepared in accordance with IAS 34 Interim Financial Reporting as issued by the International Accounting Standard
Board. The interim condensed consolidated financial information does not include all the information and disclosures
required for a complete set of financial statements prepared in accordance with the IFRS Accounting Standards, and
should be read in conjunction with the Group’s consolidated financial statements as set out in the accountants’ report
(the “Accountants’ Report”) included in Appendix I to the Company’s documents dated 20 October 2025 (the
“Documents”) in connection with the initial public offering of the Company’s shares on the Main Board of The Stock
Exchange of Hong Kong Limited (the “Stock Exchange”).
This interim condensed consolidated financial information is presented in Renminbi (“RMB”) and all values
are rounded to the nearest thousand except when otherwise indicated.
2. CHANGE IN ACCOUNTING POLICIES AND DISCLOSURES
The accounting policies adopted in the preparation of the interim condensed consolidated financial information
are consistent with those applied in the preparation of the Group’s Accountants’ Report, except for the adoption of
the following amended IFRS Accounting Standards for the first time for the current period’s financial information.
Amendments to IAS 21 /H1118/H1118/H1118/H1118/H1118/H1118/H1118Lack of Exchangeability
The nature and impact of the amended IFRS Accounting Standard are described below:
Amendments to IAS 21 specify how an entity shall assess whether a currency is exchangeable into another
currency and how it shall estimate a spot exchange rate at a measurement date when exchangeability is lacking. The
amendments require disclosures of information that enable users of financial statements to understand the impact of
a currency not being exchangeable. As the currencies that the Group had transacted with and the functional currencies
of group entities for translation into the Group’s presentation currency were exchangeable, the amendments did not
have any impact on the interim condensed consolidated financial information.
3. OPERATING SEGMENT INFORMATION
For management purposes, the Group is organised into business units based on their products and services and
has six reportable operating segments as follows:
(a) Concrete machinery segment: Research, development, production and sale of concrete pump trucks,
concrete delivery pumps, batching plants, truck mixers, concrete truck-mounted pumps and so on;
(b) Excavating machinery segment: Research, development, production and sale of excavating machinery
products such as large excavators, medium excavators, small excavators and so on;
(c) Hoisting machinery segment: Research, development, production and sale of hoisting machinery
products such as truck cranes, all-terrain cranes, crawler cranes, tower cranes and so on;
(d) Piling machinery segment: Research, development, production and sale of piling machinery products
such as rotary drilling rigs, hydraulic grabs, continuous wall grabs and so on;
(e) Road machinery segment: Research, development, production and sale of pavement machinery products
such as rollers, motor graders, pavers, milling machines, asphalt batching plants and so on; and
(f) Financial service segment: Construction machinery product loans, finance lease, and interbank lending
and borrowing among financial institutions.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-13 –


--- page 735 ---
Management monitors the results of the Group’s operating segments separately for the purpose of making
decisions about resource allocation and performance assessment. Segment performance is evaluated based on
reportable segment gross profit.
The assets and liabilities of the operating segments will not be disclosed as they are not regularly reported to
the Group’s key operating decision-makers, and the assets and liabilities are governed by the Group.
Six months ended 30 June 2025
(unaudited)
Concrete
machinery
Excavating
machinery
Hoisting
machinery
Piling
machinery
Road
machinery Financial services Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Segment revenue (note 4)
Sales to external customers /H1118/H1118/H11187,440,916 17,496,960 7,804,300 1,340,919 2,158,602 246,561 8,291,947 44,780,205
Segment results /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,702,394 5,728,501 2,267,879 393,752 602,578 157,482 1,523,353 12,375,939
Reconciliation:
Selling and marketing expenses /H1118/H1118 (2,927,943)
Administrative expenses and
research and development costs /H1118 (3,727,804)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (288,294)
Other gains or expenses /H1118/H1118/H1118/H1118/H1118 645,013
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 6,076,911
Six months ended 30 June 2024
(unaudited)
Concrete
machinery
Excavating
machinery
Hoisting
machinery
Piling
machinery
Road
machinery Financial services Others Total
RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000 RMB’000
Segment revenue (note 4)
Sales to external customers /H1118/H1118/H11187,957,302 15,214,791 6,619,742 1,165,485 1,577,569 322,221 6,203,271 39,060,381
Segment results /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,688,154 4,850,441 1,728,018 343,745 446,124 180,552 1,285,732 10,522,766
Reconciliation:
Selling and marketing expenses /H1118/H1118 (2,472,815)
Administrative expenses and
research and development costs /H1118 (4,157,500)
Finance costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 (450,712)
Other gains or expenses /H1118/H1118/H1118/H1118/H1118 678,040
Profit before tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118 4,119,779
Geographical information
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,289,699 15,320,785
Outside Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,490,506 23,739,596
Total revenue /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,780,205 39,060,381
Information about major customers
No revenue from sales to a single customer or a group of customers under common control accounted for 10%
or more of the Group’s revenue for each of the Relevant Periods.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-14 –


--- page 736 ---
4. REVENUE, OTHER INCOME AND GAINS, NET
An analysis of revenue is as follows:
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Revenue from contracts with customers /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,132,448 38,229,991
Revenue from other sources
Financial service /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118246,561 322,221
Gross rental income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118401,196 508,169
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,780,205 39,060,381
Revenue from contracts with customers
(a) Disaggregated revenue information
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Types of products or services
Concrete machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,440,916 7,957,302
Excavating machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,496,960 15,214,791
Hoisting machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,804,300 6,619,742
Piling machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,340,919 1,165,485
Road machinery /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,158,602 1,577,569
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,890,751 5,695,102
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,132,448 38,229,991
Geographical markets
Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,858,560 14,791,257
Outside Mainland China /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,273,888 23,438,734
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,132,448 38,229,991
Timing of revenue recognition
Services transferred over time /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111849,981 100,677
Goods transferred at a point in time /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,082,467 38,129,314
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844,132,448 38,229,991
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-15 –


--- page 737 ---
An analysis of other income and gains, net is as follows:
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Other income and gains, net
Interest income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118507,527 500,657
Government grants*
– Related to assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118101,960 93,449
– Related to income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118243,161 378,216
Gains/(losses) on disposal of leasehold land included in right-
of-use assets and other intangible assets, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118313 (74)
Foreign exchange differences, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118668,501 (282,908)
Net realised and unrealised gains on financial assets at FVPL
and amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118268,027 200,137
Dividend income from financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,077 4,305
Fair value (losses)/gains on financial assets at FVPL and
derivatives financial instruments, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(676,803) 184,465
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111841,769 15,148
Total other income and gains, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,158,532 1,093,395
* Government grants received for which the related expenditure has not yet been undertaken are included
in deferred income in the statements of financial position. There are no unfulfilled conditions or
contingencies relating to these grants.
5. PROFIT BEFORE TAX
The Group’s profit before tax is arrived at after charging/(crediting):
Six months ended 30 June
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Cost of inventories sold /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,203,641 22,765,725
Cost of services provided /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111886,979 148,144
Depreciation of property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H11181,365,604 1,448,490
Amortisation of other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118189,069 166,847
Depreciation of right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811 200,126 192,817
Depreciation of investment properties /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,190 6,163
Losses on disposal of items of property, plant and
equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,760 19,079
Donation expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,193 12,049
Lease payments not included in the measurement of
lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811(b) 43,116 41,628
Fair value (gains)/losses, net:
Financial assets at fair value through profit or loss /H1118/H1118/H1118 (78,093) 401
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118754,896 (184,866)
Auditor’s remuneration /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,650 3,550
Listing expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118885 –
Interest income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(507,527) (500,657)
Foreign exchange differences, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(668,501) 282,908
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-16 –


--- page 738 ---
Six months ended 30 June
Notes 2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Dividend income from equity investments at fair value
through other comprehensive income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,077) (4,305)
Net realised and unrealised gains on financial assets at
FVPL and amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(268,027) (200,137)
Impairment losses recognized on inventories, net of
reversal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(58,835) (36,830)
Impairment losses under expected credit model, net of
reversal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(382,855) (415,590)
Employee benefit expenses:
Wages, salaries and other allowances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,637,064 4,393,496
Share-based payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,808 32,843
Pension scheme contributions and social welfare* /H1118/H1118/H1118/H1118 316,281 337,693
Total employee benefits expenses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,992,153 4,764,032
* There are no forfeited contributions that may be used by the Group as the employer to reduce the
existing level of contributions.
6. FINANCE COSTS
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Interest on bank loans and other borrowings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118266,481 435,090
Interest on lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,568 17,422
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118289,049 452,512
Less: Interest capitalised /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(755) (1,800)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118288,294 450,712
7. INCOME TAX
The Group is subject to income tax on an entity basis on profits arising in or derived from the jurisdictions
in which members of the Group are domiciled and/or operate.
Hong Kong
The subsidiary incorporated in Hong Kong is subject to Hong Kong profits tax at the rate of 16.5% on the
estimated assessable profits arising in Hong Kong.
Mainland China
Pursuant to the Enterprise Income Tax Law of the People’s Republic of China (ج)
and the respective regulations (the “EIT Law”), the subsidiaries which operate in Mainland China are subject to EIT
at a rate of 25% on the taxable income, except for those which are subject to tax concessions as set out below:
– Entities that qualify as high-technology enterprises under the tax law are entitled to a preferential
income tax rate of 15%.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-17 –


--- page 739 ---
Germany
The subsidiaries which operate in Germany are subject to profits tax at a rate of 15%.
Other overseas areas
The Company’s other overseas subsidiaries are subject to income tax at rates ranging from 9% to 35%.
The income tax expense of the Group for the Relevant Periods is analysed as follows:
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Current income tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118947,598 711,213
Deferred income tax /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(155,869) (239,863)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118791,729 471,350
8. DIVIDENDS
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Final dividends in respect of the previous year, declared or
paid during the period (tax inclusive) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,029,640 1,859,825
The final dividends of RMB2.20 and RMB3.60 per 10 shares (tax inclusive) in respect of the years ended
31 December 2024 and 2023 were approved by the annual general meeting of the Company in April 2025 and 2024,
respectively, and were paid in June 2025 and 2024, respectively.
9. EARNINGS PER SHARE ATTRIBUTABLE TO ORDINARY EQUITY HOLDERS OF THE PARENT
The calculation of the basic earnings per share amounts is based on the profit attributable to owners of the
parent and the weighted average number of ordinary shares outstanding during the Relevant Periods.
The calculation of the diluted earnings per share amounts is based on the profit for the period attributable to
ordinary equity holders of the parent. The weighted average number of ordinary shares used in the calculation is the
number of ordinary shares outstanding during the period, as used in the basic earnings per share calculation, and the
weighted average number of ordinary shares assumed to have been issued at no consideration on the deemed exercise
or conversion of all dilutive potential ordinary shares into ordinary shares.
The following reflects the income and share data used in the basic earnings per share computation:
Six months ended 30 June
2025 2024
(unaudited) (unaudited)
Earnings:
Profit attributable to owners of the parent, used in the basic
and diluted earnings per share calculation (RMB’000) /H1118/H1118/H1118/H11185,216,316 3,572,762
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-18 –


--- page 740 ---
Six months ended 30 June
2025 2024
(unaudited) (unaudited)
Number of shares:
Weighted average number of ordinary shares outstanding
during the period used in the basic and diluted earnings per
share calculation (in thousand shares) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,447,908 8,453,320
The weighted average number of shares was after taking into account the effect of treasury shares held.
10. PROPERTY, PLANT AND EQUIPMENT
During the six months ended 30 June 2025, the Group acquired items of property, plant and equipment with
a cost of RMB665,277,000 (30 June 2024: RMB1,221,705,000).
Items of property, plant and equipment with a net book value of RMB134,067,000 were disposed of by the
Group during the six months ended 30 June 2025 (30 June 2024: RMB161,864,000), resulting in a net loss on disposal
of RMB5,760,000 (30 June 2024: RMB19,079,000).
As at 30 June 2025, the Group has not obtained the certificates for certain of the buildings with an aggregate
net carrying amount of approximately RMB241,925,000 (31 December 2024: RMB301,955,000). The directors were
of the opinion that the aforesaid matter did not have any significant impact on the Group’s financial position as at
30 June 2025.
11. LEASES
The Group as a lessee
(a) Right-of-use assets
The carrying amounts of the right-of-use assets are as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Buildings /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118908,701 621,349
Machinery equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,602 12,842
Transportation equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,292 12,878
Office equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111878,377 76,834
Leasehold land /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,516,566 2,547,693
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,525,538 3,271,596
(b) The amounts recognised in profit or loss in relation to leases are as follows:
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Interest on lease liabilities /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,568 17,422
Depreciation of right-of-use assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118200,126 192,817
Expense relating to short-term leases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111843,024 41,628
Expense relating to leases of low-value assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111892 –
Total amount recognised in profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118265,810 251,867
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-19 –


--- page 741 ---
12. OTHER INTANGIBLE ASSETS
During the six months ended 30 June 2025, the Group acquired items of other intangible assets with a cost of
RMB95,027,000 (30 June 2024: RMB106,767,000).
Items of other intangible assets with a net book value of RMB2,095,000 were disposed of by the Group during
the six months ended 30 June 2025 (30 June 2024: RMB6,884,000), resulting in a net loss on disposal of RMB4,000
(30 June 2024: RMB74,000).
13. INVESTMENTS IN ASSOCIATES
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Share of net assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,127,482 2,122,494
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Y uandong Construction Investment Group CO., Ltd of Beijing
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118120,704 121,999
Hunan Sanxiang Bank Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118564,827 606,756
Huaxu (Guangzhou) Industrial Investment Fund Management
Partnership Enterprise (Limited Partnership)
ߜ(ᄿψ)၍ଣΥྫΆุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118832,630 768,873
Hunan DEUTZ Power Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118262,193 270,513
Tangshan Chite Mechanical Equipment Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,160 4,776
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111854,725 57,280
Wuxi Sany V enture Capital Partnership Enterprise
(Limited Partnership)
ೌ፼ɧɓ௴ุҳ༟ΥྫΆุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118192,676 194,440
Hunan Guozhong Zhilian Engineering Machinery
Research Institute Co., Ltd
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,754 1,778
Hunan Sany Jingchuang Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111871,671 72,914
Xiangjiang Technology (Xinjiang) Co., Ltd
Ҧ(อᖛ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822,142 23,165
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,127,482 2,122,494
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-20 –


--- page 742 ---
The following table illustrates the aggregate financial information of the Group’s associates that are not
individually material:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Share of the associates’ (loss)/profit for the period /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(46,885) 13,169
Share of the associates’ total comprehensive income/(loss) /H1118/H1118/H1118 10,274 (3,875)
Aggregate carrying amount of the Group’s investments in the
associates /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,127,482 2,122,494
14. FINANCIAL ASSETS AT FVOCI
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Current portion
Bills receivables, at fair value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118371,770 456,501
Non-current portion
Unlisted equity investments, at fair value
SVOLT Energy Technology Company Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118159,072 159,072
Shenzhen Trinity Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118135,451 135,451
Suzhou Lvkong Transmission Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111848,000 48,000
Aerospace Kaitian Environmental Tech. Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111840,000 40,000
Shanghai Guohe Machinery Co., Ltd.ʮ̡ /H1118 6,017 6,017
Rootcloud Technology Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118104,824 104,824
Zhejiang Chengfeng Engineering Machinery Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,294 2,294
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118111,897 112,797
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118607,555 608,455
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118979,325 1,064,956
The above equity investments were irrevocably designated at fair value through other comprehensive income
as the Group considers these investments to be strategic in nature.
15. FINANCIAL ASSETS AT FVPL
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Current portion
Debt investments, at fair value /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,572,089 11,062,402
Non-current portion
Fund and non-listed equity investments, at fair value /H1118/H1118/H1118/H1118/H1118/H1118278,512 285,051
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,850,601 11,347,453
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-21 –


--- page 743 ---
16. LOANS AND ADV ANCES
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Loans and advances /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,522,844 3,540,820
Less: Loss allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(203,271) (238,872)
2,319,573 3,301,948
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,450,643 2,016,412
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118868,930 1,285,536
The movements in the loss allowance for impairment of loans and advances are as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
At the beginning of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118238,872 321,624
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(35,601) (82,752)
At the end of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118203,271 238,872
17. TRADE AND BILLS RECEIV ABLES
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,998,099 35,143,568
Bills receivables, at amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118371,439 397,632
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,472,017) (4,284,353)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,897,521 31,256,847
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831,067,901 28,343,222
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,829,620 2,913,625
The Group’s trading terms with its customers are mainly on credit. The credit terms for our PRC customers
under instalment and credit payment typically range from three to 24 months, whereas overseas customers are granted
terms of three to twelve months. The Group seeks to maintain strict control over its outstanding receivables and has
a credit control department to minimise credit risk. Overdue balances are reviewed regularly by senior management
and credit limits attributed to customers are reviewed once a month. Trade receivables are non-interest-bearing.
The amounts due from related parties included in trade receivables are disclosed in note 33 to the Interim
Financial Information.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-22 –


--- page 744 ---
An ageing analysis of the trade and bills receivables as at 30 June 2025 and 31 December 2024 (based on the
invoice date) is as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Within one year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833,472,802 30,055,683
After one year but within two years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,849,428 2,065,787
After two years but within three years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,091,723 753,353
After three years but within four years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118646,618 622,035
After four years but within five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118599,640 446,088
After five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,709,327 1,598,254
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111839,369,538 35,541,200
The movements in the loss allowance for impairment of trade and bills receivables are as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
At the beginning of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,284,353 3,755,593
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118244,800 781,645
Amount written off as uncollectible /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(28,972) (224,644)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(28,164) (28,241)
At the end of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,472,017 4,284,353
For bills receivables, the Group considered the non-settlement of these bills by the issuing banks on maturity
is not probable. Therefore, the Group estimated the expected loss rate for bills receivables is minimal.
18. RECEIV ABLES UNDER FINANCE LEASE
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Gross investments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,828,718 18,576,435
Unearned finance income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,423,881) (1,614,418)
16,404,837 16,962,017
Less: Loss allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(627,543) (532,359)
15,777,294 16,429,658
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,337,383 6,531,876
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,439,911 9,897,782
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-23 –


--- page 745 ---
The movements in the loss allowance for impairment of receivables under finance lease are as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
At the beginning of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118532,359 492,290
Provision of impairment losses during the period/year /H1118/H1118/H1118/H1118/H1118/H111891,516 41,665
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,668 (1,596)
At the end of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118627,543 532,359
The Group provides equipment finance lease services to customers purchasing machinery products of the
Group or other vendors through its leasing subsidiaries. Under the finance lease arrangement, the collectability of the
minimum lease payments is reasonably predictable, there is no significant uncertainty surrounding the amount of
un-reimbursable cost yet to be incurred by the Group under the lease arrangement.
19. CONTRACT ASSETS
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Contract assets arising from:
Sale of products /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118166,134 154,028
Impairment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,492) (2,311)
Net carrying amount /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118163,642 151,717
Analysed into:
Current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111894,397 99,206
Non-current portion /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111869,245 52,511
The movements in the loss allowance for impairment of contract assets are as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
At the beginning of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,311 1,926
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118181 385
At the end of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,492 2,311
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-24 –


--- page 746 ---
20. DEFERRED TAX
The movements in deferred tax assets of the Group during the Relevant Periods are as follows:
Deferred tax assets
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Provision for impairment of assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,037,406 990,489
Changes in fair value of derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837,717 9,073
Depreciation of property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,502 8,232
Amortisation of other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111870,386 65,893
Deferred income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118268,399 262,834
Tax losses /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,577,038 1,661,001
Accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,124,090 1,028,352
Deductible temporary differences of inventories /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,093,397 1,049,025
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118254,104 208,274
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,466,039 5,283,173
Deferred tax liabilities
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Amortisation of other intangible assets /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111895,455 80,316
Depreciation of property, plant and equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118710,786 724,173
Changes in fair value of financial assets at FVPL and derivative
financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118421,564 387,860
Trade receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118754,865 819,129
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118568,229 487,354
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,550,899 2,498,832
For presentation purposes, certain deferred tax assets and liabilities have been offset in the consolidated
statement of financial position. The following is an analysis of the deferred tax balances of the Group for financial
reporting purposes:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Net deferred tax assets recognised in the consolidated
statement of financial position /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,797,850 3,576,592
Net deferred tax liabilities recognised in the consolidated
statement of financial position /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118882,710 792,251
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-25 –


--- page 747 ---
21. INVENTORIES
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Raw materials /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,033,798 3,883,479
Work in progress /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,975,724 1,981,985
Finished goods /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,748,359 14,640,170
20,757,881 20,505,634
Less: Provision for impairment loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(562,479) (557,653)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,195,402 19,947,981
22. PREPAYMENTS, OTHER RECEIV ABLES AND OTHER ASSETS
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Debt investments, at amortised cost /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,322,594 5,359,465
Prepayments for suppliers /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,114,676 970,721
Deposits and other receivables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,822,674 3,764,265
V A T recoverable /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,875,067 2,084,077
Prepayment of taxes /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118592,630 475,302
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,516 7,194
11,755,157 12,661,024
Impairment allowance /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(927,770) (821,511)
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,827,387 11,839,513
An impairment analysis was performed at the end of each of reporting period. The Group has applied the
general approach to provide for expected credit losses for non-trade other receivables under IFRS 9. The Group
considered the historical loss rate and adjusted it for forward-looking macroeconomic data in calculating the expected
credit loss rate.
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
At the beginning of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118821,511 647,415
Impairment losses, net /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118108,131 203,557
Amount written off as uncollectible /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(2,176) (29,107)
Exchange realignment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118304 (354)
At the end of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118927,770 821,511
The amounts due from related parties included in other receivables are disclosed in note 33 to the Interim
Financial Information.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-26 –


--- page 748 ---
23. DERIV ATIVE FINANCIAL INSTRUMENTS
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Derivative financial assets
Forward currency contracts /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882,655 375,720
Derivative financial liabilities
Forward currency contracts /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118547,323 100,394
Others /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,213 6,368
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118565,536 106,762
24. TRADE AND BILLS PAYABLES
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Trade payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111824,365,624 21,264,967
Bills payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,090,739 7,389,392
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832,456,363 28,654,359
An ageing analysis of the trade and bills payables as at 30 June 2025 and 31 December 2024 is as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Within 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832,130,597 28,396,361
Over 1 year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118325,766 257,998
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832,456,363 28,654,359
Trade payables are non-interest-bearing.
The amounts due to related parties included in trade payables are disclosed in note 33 to the Interim Financial
Information.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-27 –


--- page 749 ---
25. OTHER PAYABLES AND ACCRUALS
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Dividends payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118113,862 213,862
Payables for construction costs /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118432,480 454,115
Payables for purchases of equipment /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118976,793 1,102,258
Payables for asset-backed securities and factoring
transfer payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,726,538 1,532,317
Payables to individuals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118155,436 179,302
Employee benefits payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,765,752 3,139,635
Output V A T to be transferred /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118910,874 1,013,466
Provisions and accruals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,366,977 4,341,943
Other tax payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118537,198 485,098
Other payables /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,821,110 2,108,094
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,807,020 14,570,090
Other payables are unsecured and repayable on demand or within one year.
The amounts due to related parties included in other payables are disclosed in note 33 to the Interim Financial
Information.
26. CONTRACT LIABILITIES
The Group recognised the following revenue-related contract liabilities:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Short-term advances received from customers
Sale of products /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,475,241 2,520,831
The amounts due to related parties included in contract liabilities are disclosed in note 33 to the Interim
Financial Information.
27. PLACEMENTS FROM BANKS
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Analysed by type of counterparties
Banks /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,537,888 3,480,000
Accrued interest /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,087 27,970
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,558,975 3,507,970
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-28 –


--- page 750 ---
28. INTEREST-BEARING BANK AND OTHER BORROWINGS
As at 30 June 2025 As at 31 December 2024
Effective
interest rate Maturity RMB’000
Effective
interest rate Maturity RMB’000
(%) (unaudited) (%) (audited)
Current
Current portion of long-term bank
loans – unsecured /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181.95-3.20 2025-2026 2,926,914 2.05-3.95 2025 3,738,637
Current portion of long-term bank
loans – secured /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182.10-3.20 2026 216,25 9–––
Bank loans – unsecured /H1118/H1118/H1118/H1118/H1118/H11180.83-5.67 2025-2026 3,701,601 0.10-5.72 2025 3,442,289
Bank loans – secured /H1118/H1118/H1118/H1118/H1118/H1118/H11181.93-3.00 2025-2026 1,575,575 2.10-3.00 2025 2,511,067
Other borrowing – secured /H1118/H1118/H1118/H11180.65-2.7 2026 1,618,517 0.65-2.7 2025 2,077,806
Short term bonds /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181.93-1.98 2026 114,131 1.93-1.98 2025 1,584,950
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,152,997 13,354,749
Non-current
Bank loans – secured /H1118/H1118/H1118/H1118/H1118/H1118/H11182.10-3.20 2027-2033 256,192 2.05-3.95 2026-2033 274,847
Bank loans – unsecured /H1118/H1118/H1118/H1118/H1118/H11181.95-3.25 2027-2033 10,135,312 2.05-3.95 2026-2033 11,281,335
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,391,504 11,556,182
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,544,501 24,910,931
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Analysed into:
Bank loans repayable:
Within one year or on demand /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,420,349 9,691,993
In the one to second year, inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,169,208 4,385,206
In the second to third years, inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,904,101 4,020,518
In the third to fourth years, inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118447,849 454,046
In the fourth to fifth years, inclusive /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118684,433 691,326
Over five years /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,185,913 2,005,086
Subtotal /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818,811,853 21,248,175
Other borrowings repayable:
Within one year or on demand /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,732,648 3,662,756
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820,544,501 24,910,931
29. SHARE CAPITAL
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Issued and fully paid:
Ordinary shares of RMB1.00 each /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 8,474,978
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-29 –


--- page 751 ---
A summary of movements in the Company’s share capital is as follows:
Number of
shares in issue Share capital
in thousand shares RMB’000
At 1 January 2024 /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,485,740 8,485,740
Cancellation of shares /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(10,762) (10,762)
At 31 December 2024 (audited) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 8,474,978
As at 30 June 2025 (unaudited) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,474,978 8,474,978
30. RESERVES
The amounts of the Group’s reserves and the movements therein for the Relevant Periods are presented in the
interim condensed consolidated statement of changes in equity.
(a) Capital reserve
The capital reserve of the Group includes the share premium contributed by the shareholders of the Company.
(b) Statutory surplus reserve
In accordance with the PRC Company Law and the articles of association of the subsidiaries established in the
PRC, the Group is required to appropriate 10% of its net profits after tax, as determined under the Chinese
Accounting Standards, to the statutory surplus reserve until the reserve balance reaches 50% of its registered capital.
Subject to certain restrictions set out in the relevant PRC regulations and in the articles of association of the
subsidiaries, the statutory surplus reserve may be used either to offset losses or to be converted to increase paid-in
capital, provided that the balance after such conversion is not less than 25% of the registered capital of the respective
entities. The reserve cannot be used for purposes other than those for which it is created and is not distributable as
cash dividends.
(c) Exchange fluctuation reserve
The exchange fluctuation reserve comprises all foreign exchange differences arising from the translation of
foreign operations of which the functional currencies are not RMB.
(d) Special reserve — safety production fund
Pursuant to certain regulations issued by the Ministry of Finance and the State Administration of Work Safety,
the Group is required to set aside an amount for maintenance, production and other similar funds. The funds can be
used for maintenance of production and improvements of safety and are not available for distribution to shareholders.
(e) General risk reserve
Pursuant to the relevant notices issued by regulatory bodies, one subsidiary in the financial services segment
in Mainland China is required to set aside a general risk reserve. In principle, the balance of general risk reserve shall
be no less than 1.5% of the ending balance of risk assets.
(f) Fair value reserve
The fair value reserve comprises the cumulative net change in the fair value of financial assets measured at
FVOCI under IFRS 9 that were held at the end of reporting period.
(g) Other reserve
Other reserve comprises the remeasurement of a defined benefit plan and share of other comprehensive
income/(loss) under equity method.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-30 –


--- page 752 ---
31. CONTINGENT LIABILITIES
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Mortgage loan guarantee obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118639,163 589,036
Finance lease guarantee obligations /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,803,962 13,311,285
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814,443,125 13,900,321
(a) Certain end customers of the Group have utilised purchased construction machinery as collateral to
entrust our partnered distributors (hereinafter “Distributors”) or Hunan Zhongfa Intelligent Equipment
Co., Ltd. (hereinafter “Hunan Zhongfa”) in obtaining mortgage loans from financial institutions. The
mortgage contracts stipulate that individual buyers may obtain loans equivalent to 70% to 80% of the
machinery purchase price, with loan terms typically ranging from 2 to 4 years. Pursuant to agreements
between the Group and the mortgage lending institutions, in the event of buyer’s default on loan
repayments, both Hunan Zhongfa (or Distributors) and the Group are jointly liable for guaranteeing the
remaining mortgage loans to the financial institutions. As of 30 June 2025 and 31 December 2024, the
outstanding guarantee obligations assumed by the Group amounted to RMB0.64 billion and RMB0.59
billion, respectively.
(b) Certain end customers of the Group acquire the Group’s machinery products through finance lease
arrangements. Users enter into sales agreements with dealers collaborating with the Group or directly
with the Group. Under these arrangements, the Group is obligated to repurchase outstanding finance
lease balances if the lessee fails to make lease payments under agreed terms during the repayment
period. As of 30 June 2025 and 31 December 2024, the outstanding repurchase guarantee obligations
amounted to RMB13.80 billion and RMB13.31 billion respectively. Of these amounts, obligations
related to finance lease agreements with Kangfu International (hereinafter “Kangfu”) and Hunan
Zhonghong Financial Leasing (hereinafter “Hunan Zhonghong”) totalled RMB0.32 billion and
RMB0.41 billion for the Relevant Periods.
32. COMMITMENTS
The Group had the following contractual commitments as at 30 June 2025 and 31 December 2024:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Construction in progress /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,046,369 1,587,381
33. RELATED PARTY TRANSACTIONS
(a) Parent entities
The Company’s parent company and ultimate holding company is SANY Group Co., Ltd.ʮ̡,
and the ultimate controlling person is Mr. Liang Wengen.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-31 –


--- page 753 ---
(b) Names and relationships with related parties
The directors of the Company are of the view that the following parties were significant related parties of the
Group that had transactions or balances with the Group for the Relevant Periods:
Name of related parties Relationship with the Group
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓሿ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Joint venture
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Joint venture
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Joint venture
Y uandong Construction Investment Group CO., Ltd. of Beijing
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118Associate
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘψᎲ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ૛ண
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථಥτːዚ૛ቖ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hunan Sany Jingchuang Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hunan Sanxiang Bank Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118Associate
Wuxi Sany V enture Capital Partnership Enterprise (Limited
Partnership) ೌ፼ɧɓ௴ุҳ༟ΥྫΆุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Associate
Hangzhou Serval Technology Co., Ltd.ʮ̡ /H1118/H1118An associate of the parent company
Xi’an Hualei Shipbuilding Industry Co., Ltd. Гτശཤ୵୴ྼุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent company
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118An associate of the parent company
Sichuan Lumaite Engineering Equipment Co., Ltd. ̬ʇ༩ᒕतʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent company
China Kangfu International Leasing Co., Ltd. ʕ਷ੰబ਷ყॡ༣
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent company
MGB SANY(M) IBS SDN BHD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118An associate of the parent company
Hunan Lehui Sports Culture Communication Co., Ltd.ᆀි
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
An associate of the parent company
Kunshan Sany Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118Subsidiary of and associate
Hunan Anren Sany Construction Technology Co., Ltd.τʠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Hunan Sany Building Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany Handan Construction Technology Co., Ltd.߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany Construction Engineering (Linli) Technology Co., Ltd. ɧɓ
ጘʈ(ᑗዥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany Construction Technology (Miluo) Co., Ltd.Ҧ
(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany Construction Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Zhejiang Sany Construction Technology Co., Ltd. एϪɧɓጘʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Jiangsu Sany Construction Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118Controlled by Mr. Liang Wengen
Sany International (Hong Kong) Industry Co., Ltd. ɧɓ਷ყ(࠰
ಥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118Controlled by Mr. Liang Wengen
Sany Heavy Equipment International Holdings Co., Ltd.ࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-32 –


--- page 754 ---
Name of related parties Relationship with the Group
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣᑌ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Hunan AUTOMOBILE-LIMITED Companyப
΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Controlled by Mr. Liang Wengen
Sany Heavy Energy Co., Ltd and its subsidiaries΅Ϟ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Jiangsu Sany Environmental Technology Co., Ltd. Ϫᘽɧɓᐑྤ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Hunan Sany Construction Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118Controlled by Mr. Liang Wengen
Beijing Sany Architectural Design and Research Co., Ltd. ̏ԯɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Hunan Aika Internet Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Shanghai Sany Construction Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany Construction Engineering (Xi’an) Technology Co., Ltd. ɧ
ɓጘʈ(Гτ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany Construction (Chongqing) Technology Co., Ltd. ɧɓጘʈ
(ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Zhuhai Zhuxiang Cloud Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany (Quanzhou) Construction Technology Co., Ltd. ɧɓ(ψ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Hunan Sany Intelligent Construction Engineering Co., Ltd.ی
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Sany Construction (Quanzhou) Building Materials Co., Ltd. ɧɓ
ጘʈ(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Zhongxian Sany Construction Technology Co., Ltd.ጤɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Hubei Sany Truck Sales and Service Co., Ltd. ಳ̏ɧɓ̔ԓቖਯ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Controlled by Mr. Liang Wengen
Shengjing Intelligent Technology (Jiaxing) Co., Ltd.߅
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Robotics Technology Co., Ltd.ʮ̡ /H1118/H1118A fellow subsidiary
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Гτ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
SANY Marine Heavy Industry Co., Ltd.ʮ̡ /H1118A fellow subsidiary
Sany Technology Equipment Co., Ltd.ʮ̡/H1118/H1118/H1118A fellow subsidiary
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany Oil Smart Equipment Co., Ltd.ʮ̡ /H1118A fellow subsidiary
Sany Logistics Equipment USA Co., Ltdࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Heavy Equipment Indonesia Holdings Co., Ltd.ࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Intelligent Mining Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Zhuzhou Sany Silicon Energy Technology Co., Ltd.ٞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ٞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-33 –


--- page 755 ---
Name of related parties Relationship with the Group
Beijing Sany Heavy Machinery Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Dilian Industrial Control Technology Co., Ltd.܎
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Hunan Sany Interactive Marketing Technology Co., Ltd.ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Environmental Industry Co., Ltd.ʮ̡ /H1118/H1118A fellow subsidiary
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan SANY Port Machinery Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Sany Cloud Oil Energy Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Xingxiang Construction Supervision Consulting Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Shenzhen Trinity Technology Co., Ltd.ʮ̡ /H1118A fellow subsidiary
Hunan Zhushengyuan Property Service Co., Ltd.ุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Shufeng Enterprise Management Co., Ltd.Ӎዓ㋘Ά
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Chongqing Sany Zhushengyuan Property Service Co., Ltd.ᅅ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Kunshan Sany Environment Protecting Technology Co., Ltd.ʆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Sanfeng Technology Co., Ltd.ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Zhushengyuan Real Estate Co., Ltd.ʮ̡/H1118/H1118/H1118A fellow subsidiary
Zhuhai SANY Port Machinery Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Zhonghong Financial Leasing Co., Ltd.ʕ҃ፄ༟ॡ༣
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany (Zhuhai) Investment Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Hunan Zizhuyuan Real Estate Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth Machine Holdings Limitedʮ̡ /H1118A fellow subsidiary
Guangzhou Huayao Real Estate Co., Ltd.ʮ̡ /H1118A fellow subsidiary
Changsha Three Silver Real Estate Development Co., Ltd.Ӎ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Lianyuan Zhushengyuan Real Estate Co., Ltd.ή
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Loudi Zhushengyuan Real Estate Development Co., Ltd.϶
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Linli Zhushengyuan Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Y unjing Real Estate Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Y untian Real Estate Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.ɧɓ౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Sany Smart Industry and Trade Co., Ltd.ɧɓ౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-34 –


--- page 756 ---
Name of related parties Relationship with the Group
Sany (Chongqing) Intelligent Equipment Co., Ltd. ɧɓ(ᅅ)౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Y unqi Real Estate Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Changsha Y unhui Real Estate Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Chongqing Zhushengyuan Real Estate Development Co., Ltd.ࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Sany Zhushengyuan Property Service Co., Ltd.ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Sanyin Commercial Management Co., Ltd.ɧვਠุ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Hydrogen Energy Technology Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Robot (Changsha) Co., Ltd. ɧɓዚኜɛ(Ӎ)ʮ̡ /H1118/H1118/H1118A fellow subsidiary
Hunan Anren Sany Heavy Steel Structure Co., Ltd.τʠɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Ningxia Jinanshun Construction Engineering Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Turbo Fly Machine Engineering Limitedʮ̡ /H1118A fellow subsidiary
Sany Indonesia Mining Equipment Co., Ltd ɧɓΙ̵ᘤʆண௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth Hongkong Machine Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth Saudi Machine Limitedʮ̡ /H1118/H1118/H1118A fellow subsidiary
China Wealth Cambodia Machinery Co., Ltd.྽ዚ૛Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth Equipment Pte Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
China Wealth Machinery Malaysia Co., Ltd. ʕబዚ૛৵ԸГԭϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Gangyue Construction Engineering Co., Ltdʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Construction Development (Malaysia) Limited ɧɓጘʈ೯
࢝(৵ԸГԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Loudi Zizhu Y unzhi Industrial Park Development Co., Ltd.ֵ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
SANY PC Manufacturing SDN BHD /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Sany International (Zambia) Industrial Co., Ltd ɧɓ਷ყ(ˢԭ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
SANY MINING Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
Huaxin Y ongkang Insurance Sales Co., Ltd.ᎈቖਯϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Sany Intelligent Industry Private Equity Fund Enterprise
(Limited Partnership)Άุ(Ϟ
Υྫ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Kinetic Energy For Electricity New Energy Technology
Development (Ezhou) Co., Ltd.࢝
(ඈψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Kinetic Energy For Electricity New Energy Technology
Development (Zibo) Co., Ltd.࢝(଍
௹)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Ludian Lithium Energy (Jianshui) Co., Ltd. ၠཥ቞ঐ(˥)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Lithium Energy (Chongqing) New Energy Co., Ltd. ɧɓ቞
ঐ(ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-35 –


--- page 757 ---
Name of related parties Relationship with the Group
Sany Lithium Energy (Changsha) New Energy Co., Ltd. ɧɓ቞
ঐ(Ӎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Shanghai SANY Science and Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Lithium Energy (Zhengzhou) New Energy Technology Co.,
Ltd. ɧɓ቞ঐ(ቍψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Shenzhen Sany Cloud Oil Technology Co., Ltd.߅ذ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Lithium Energy (Luoyang) New Energy Co., Ltd. ɧɓ቞ঐ
(ජ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Construction Industry Development Africa (PTY) Ltd. ɧɓ
࢝(ݲڢ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth Machinery Malaysia Co., Ltd. ʕబண௪৵ԸГԭϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhuzhou Clover Environmental Development Co., Ltd.ɧ໢
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
China Wealth (Huayue) Limitedʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
China Wealth Asia Machine Limited. ʕబ(ݲ)ʮ̡ /H1118/H1118A fellow subsidiary
Sun Li Heng Machinery Co., Ltd. (Hong Kong)ࠢ
ʮ̡(ಥ) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Rootcloud Technology Co., Ltd. and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Guangzhou Ygp Industrial Trading Co., Ltd.Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Runze Hui Enterprise Management Co., Ltdࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Shihezi Mingzhao Equity Investment Management Co., Ltd.ئ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Y aowu (Shenzhen) Technology Co., Ltd.ਕ(ଉέ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Beijing Sany Public Welfare Foundationึ /H1118/H1118/H1118Key Management personnel exercise
significant influence
Guangzhou Yigongpin Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Hunan Zhongfa Intelligent Equipment Co., Ltd.ʕ೯౽ᅆༀ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Kunshan Zhongfa Asset Management Co., Ltd.ʆʕ೯༟ପ၍ଣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
Cuiyun Gonggong (Shanghai) Technology Co., Ltd. യථ΍ʈ(ɪ
ऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Key Management personnel exercise
significant influence
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118The parent company
Hunan Sany Electronic Control Technology Co., Ltdɧɓཥ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Hunan Yimao Industrial Control Technology Co., Ltd൱ʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Sany Construction Malaysia Limitedʮ̡ /H1118A fellow subsidiary
Xi’an Zhushengyuan Real Estate Co., Ltdࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Zhongfu Laotian Machinery Leasing Co., Ltd ʕబϼዅዚ૛ॡ༣
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Beijing Xinhaoji Construction Machinery Co., Ltdਿʈ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Chengdu Shuneng Shenghe New Energy Co., Ltd ϓே໳ঐସձ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-36 –


--- page 758 ---
Name of related parties Relationship with the Group
Sany International (OE) Industry Co., Ltd ɧɓ਷ყ(ᖯ౶)ࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
Chengdu Shuneng Shenghe New Energy Co., Ltd ϓே໳ঐସձ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A fellow subsidiary
SANY INTERNA TIONAL LLC /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
SANY EUROPE CHINA WEALTH LIMIT /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118A fellow subsidiary
(c) Transactions with related parties
The following transactions and balances were carried out between the Group and its related parties during the
Relevant Periods. In the opinion of the directors of the Company, the related party transactions were carried out in
the normal course of business and at terms negotiated between the Group and the respective related parties. In
addition to those disclosed elsewhere in the Interim Financial Information, the Group has the following transactions
with related parties:
i. Purchases of goods from related parties
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Changsha Dilian Industrial Control Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118827,850 358,117
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118425,319 –
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118370,366 448,812
Sany International (Hong Kong) Industry Co., Ltd. ɧɓ਷ყ
(ಥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118303,820 76,833
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118297,734 224,010
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118292,726 224,283
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118257,774 237,308
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118147,060 270,913
Sany Logistics Equipment USA Co., Ltd਷Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118127,149 127,688
Guangzhou Ygp Industrial Trading Co., Ltd.൱
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118119,318 96,058
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118 114,973 117,568
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,732 45,272
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111863,212 5,962
Sany Heavy Equipment International Holdings Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111861,584 139,011
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111852,589 998
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111851,967 6,853
Kunshan Sany Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H111851,859 52,672
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111843,062 29,145
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,884 40,870
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-37 –


--- page 759 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Heavy Equipment Indonesia Holdings Co., Ltd. ɧɓΙ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111831,104 6,968
Rootcloud Technology Co., Ltd. and its subsidiariesʝᑌ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823,714 27,818
Hunan SANY Port Machinery Co., Ltd.ɧɓಥɹண௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,217 –
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,928 4,420
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,696 1,183
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 8,298 9,288
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,213 –
SANY INTERNA TIONAL LLC /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,483 –
Hunan Sany Building Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,870 773
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 3,869 6,783
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,825 6,258
Jiangsu Sany Environmental Technology Co., Ltd. Ϫᘽɧɓᐑ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,598 4,203
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,529 –
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,729 1,717
Sany Environmental Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,289 1,060
Chengdu Shuneng Shenghe New Energy Co., Ltd ϓே໳ঐସ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,147 –
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118737 422
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118700 –
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118538 78
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118398 –
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118295 127
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118210 309
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118138 197
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 37 635
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථಥτːዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816 99
Zhejiang Sany Construction Technology Co., Ltd. एϪɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 4,357
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 1,561
Hangzhou Serval Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 656
Sany Intelligent Mining Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 210
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-38 –


--- page 760 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Handan Construction Technology Co., Ltd. ɧɓᩒ⪅ጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Sany Construction Engineering (Linli) Technology Co., Ltd.
ɧɓጘʈ(ᑗዥ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 8,734
Runze Hui Enterprise Management Co., Ltd ᆗዣිΆุ၍ଣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–6
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,856,560 2,590,236
ii. Receipt of services from related parties
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Rootcloud Technology Co., Ltd. and its subsidiariesʝᑌ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111875,180 99,975
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111851,017 67,811
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,805 25,365
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111824,510 42,452
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,479 19,483
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118 8,362 4,941
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,968 –
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118 7,950 –
Sichuan Lumaite Engineering Equipment Co., Ltd. ̬ʇ༩ᒕ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,661 10,795
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,670 5,076
Shihezi Mingzhao Equity Investment Management Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,167 4,591
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,582 1,654
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,486 3,182
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,048 1,180
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118829 999
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118595 –
Hunan Sanfeng Technology Co., Ltd.ʮ̡ /H1118 486 245
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118451 38
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118350 524
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118344 42
Chongqing Sany Zhushengyuan Property Service Co., Ltd.ࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118323 218
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-39 –


--- page 761 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118294 132
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 253 9
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118212 –
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118164 19
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118144 –
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථಥτːዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118118 1,944
Hangzhou Serval Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118116 –
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103 3,720
Shenzhen Trinity Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111896 98
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 79 42
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 74 29
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 63 19
Beijing Sany Architectural Design and Research Co., Ltd. ̏
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830 –
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–
Changsha Shufeng Enterprise Management Co., Ltd.Ӎዓ㋘
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 123
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118 – 943
Hunan Aika Internet Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 6
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 171
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118245,013 295,836
iii. Other procurement expenditure
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Zhejiang Sany Construction Technology Co., Ltd. एϪɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–7 3
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,172
Beijing Sany Architectural Design and Research Co., Ltd. ̏
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 719
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 745
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 2,709
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-40 –


--- page 762 ---
iv. Sales of goods to related parties
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118687,682 653,604
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118284,656 260,006
Sany Logistics Equipment USA Co., Ltd਷Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118270,068 345,386
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118225,969 43,117
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118198,617 147,353
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118196,003 –
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118156,121 188,677
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118147,718 141,865
SANY INTERNA TIONAL LLC /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118112,607 –
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118107,317 45,365
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 55,333 49,733
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 44,813 47,047
China Wealth Hongkong Machine Limitedࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111841,090 46,917
Turbo Fly Machine Engineering Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,307 38,391
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,033 12,522
Sichuan Lumaite Engineering Equipment Co., Ltd. ̬ʇ༩ᒕ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,767 10,990
Sun Li Heng Machinery Co., Ltd. (Hong Kong) อл㛬ዚ૛Ϟ
ʮ̡(ಥ)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,338 –
China Wealth Saudi Machine Limitedʮ̡ /H1118 15,026 11,137
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111814,681 13,244
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,922 12,243
Guangzhou Ygp Industrial Trading Co., Ltd.൱
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,076 591
Changsha Dilian Industrial Control Technology Co., Ltd.Ӎ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,259 1,120
China Wealth Equipment Pte Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H11187,644 6,251
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,573 3,815
Sany Environmental Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,561 212
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118 1,690 2,535
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,226 1,389
China Wealth Machinery Malaysia Co., Ltd. ʕబዚ૛৵ԸГ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,172 1,714
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,085 390
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118 1,020 1,255
Sany Heavy Equipment Indonesia Holdings Co., Ltd. ɧɓΙ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118957 16,034
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-41 –


--- page 763 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118680 1,856
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118637 –
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118467 479
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118433 41
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118417 426
Gangyue Construction Engineering Co., Ltdጘʈ೻Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118371 1,353
China Wealth Cambodia Machinery Co., Ltd.྽ዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118317 72
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118313 72
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118249 340
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118 215 2,359
Zhejiang Sany Construction Technology Co., Ltd. एϪɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118156 158
Rootcloud Technology Co., Ltd. and its subsidiariesʝᑌ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118140 152
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118137 217
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118127 323
Jiangsu Sany Environmental Technology Co., Ltd. Ϫᘽɧɓᐑ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118118 45
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118111 103
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118111 8
Sany Construction Engineering (Xi’an) Technology Co., Ltd.
ɧɓጘʈ(Гτ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111892 27
Zhuzhou Sany Smart Industry and Trade Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111874 7
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111869 323
Hunan Sany Building Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111860 30
Sany Intelligent Mining Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111856 13
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 56 1,847
Changsha Y untian Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111849 12
SANY EUROPE CHINA WEALTH LIMIT /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111842 –
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837 6
Hunan SANY Port Machinery Co., Ltd.ɧɓಥɹண௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111835 –
Changsha Shufeng Enterprise Management Co., Ltd.Ӎዓ㋘
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833 19
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-42 –


--- page 764 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Hunan Sany Intelligent Construction Engineering Co., Ltd. ಳ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829 1
Shenzhen Trinity Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825 17
Hunan Sany Construction Co., Ltd.ʮ̡ /H1118/H1118 19 40
Sany Robot (Changsha) Co., Ltd. ɧɓዚኜɛ(Ӎ)ʮ̡ /H1118 19 –
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 4
Zhuzhou Sany Silicon Energy Technology Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 68
Guangzhou Huayao Real Estate Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812 34
Zhuzhou Sany Zhushengyuan Property Service Co., Ltd.ݲࣺ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 6
China Kangfu International Leasing Co., Ltd. ʕ਷ੰబ਷ყॡ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189–
Changsha Y unjing Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111891
Chongqing Zhushengyuan Real Estate Development Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111892 9
Changsha Y unhui Real Estate Development Co., Ltd.Ӎථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111878
Sany Indonesia Mining Equipment Co., Ltd ɧɓΙ̵ᘤʆண௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187–
Sany (Zhuhai) Investment Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118 62 6
Hunan Zizhuyuan Real Estate Co., Ltd.ήପϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111852 1
Y aowu (Shenzhen) Technology Co., Ltd.ਕ(ଉέ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111841 1
Shanghai Sany Construction Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184–
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183–
Kunshan Sany Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H11183–
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 8
Linli Zhushengyuan Real Estate Co., Ltd.ήପ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–
Sany Hydrogen Energy Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828
Zhuhai Zhuxiang Cloud Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Sany (Quanzhou) Construction Technology Co., Ltd. ɧɓ(ݰ
ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 5
Sany (Chongqing) Intelligent Equipment Co., Ltd. ɧɓ(ᅅ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Chongqing Sany Zhushengyuan Property Service Co., Ltd.ࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118 11 6
Hunan Sanyin Commercial Management Co., Ltd.ɧვਠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818
Sany Construction (Chongqing) Technology Co., Ltd. ɧɓጘ
ʈ(ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–7
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-43 –


--- page 765 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Kunshan Sany Environment Protecting Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–9 5
Sany Handan Construction Technology Co., Ltd. ɧɓᩒ⪅ጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 6
China Wealth Machine Holdings Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–4
Loudi Zhushengyuan Real Estate Development Co., Ltd.ֵ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3
Loudi Zizhu Y unzhi Industrial Park Development Co., Ltd. ੇ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–4
Sany Construction Development (Malaysia) Limited ɧɓጘʈ
࢝(৵ԸГԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 414
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථಥτːዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 36,060
Sany Construction Engineering (Linli) Technology Co., Ltd.
ɧɓጘʈ(ᑗዥ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 8
Hunan Aika Internet Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,701,152 2,150,214
v. Rendering of service to related parties
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡ʿ
Չɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 104,845 26,510
SANY Heavy Equipment Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 23,540 2,248
SANY Marine Heavy Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 17,792 16,552
Sany Logistics Equipment USA Co.,
Ltdʮ̡ /H1118/H1118/H1118/H1118
Administrative service 14,319 690
Hunan Xingbida Network Technology
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 8,596 4,875
Hunan Zhushengyuan Property Service
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 4,018 4,957
Sany Lithium Energy Co., Ltd. ɧɓ቞
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 3,695 –
SANY Group Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 1,972 397
Shengjing Intelligent Technology
(Jiaxing) Co., Ltd.Ҧ(ྗ
ጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 1,163 4,387
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-44 –


--- page 766 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Hunan Anren Sany Construction
Technology Co., Ltd.τʠɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 1,059 933
Zhejiang Sany Construction Technology
Co., Ltd.ʮ̡/H1118
Administrative service 1,009 819
Sany Robotics Technology Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 820 2,525
Guangzhou Ygp Industrial Trading Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118
Administrative service 793 6
Hunan DEUTZ Power Co., Ltd.༸
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 698 550
Sany Energy Equipment Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 562 140
Hunan AUTOMOBILE-LIMITED
Companyப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 417 356
Sany Environmental Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 410 408
Sany Intelligent Equipment Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 348 138
Changsha Y untian Real Estate Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 284 284
Hunan Anren Sany Heavy Steel
Structure Co., Ltd.ۨࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 275 –
Sany Construction Technology (Miluo)
Co., Ltd.Ҧ(Әᖯ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 257 110
Sany Technology Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 243 722
Sany Construction Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 228 217
Sany Silicon Energy (Shuozhou) Co.,
Ltd.ঐ(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118
Administrative service 193 1,413
Hangzhou Lilong Hydraulic Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 191 1,007
Sany Silicon Energy (Zhuzhou) Co.,
Ltd.ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118
Administrative service 180 4,718
Sany Robot (Changsha) Co., Ltd. ɧɓ
ዚኜɛ(Ӎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 170 –
Hunan Sany Body Co., Ltd.ɧɓԓ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 163 228
Zhuzhou Sany Silicon Energy New
Energy Co., Ltd.ঐอঐ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 163 27
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Administrative service 159 –
Zhuhai SANY Port Machinery Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 150 –
Hunan Sanxiang Bank Co., Ltd.ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 129 –
Hunan SANY Port Machinery Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 110 42
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-45 –


--- page 767 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Hydrogen Energy Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 110 1,745
Sany Oil Smart Equipment Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 105 285
Sany Intelligent Mining Technology
Co., Ltd.ʮ̡ /H1118/H1118/H1118
Administrative service 100 18
Jiulong Property Insurance Co., Ltd. ɮ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 83 69
Sichuan Lumaite Engineering
Equipment Co., Ltd. ̬ʇ༩ᒕतʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 67 –
Huaxin Y ongkang Insurance Sales Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118
Administrative service 49 112
Wuhan Jiuzhoulong Engineering
Machinery Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 42 –
Changsha Y unjing Real Estate Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 38 114
Guangzhou Huayao Real Estate Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 36 –
Rootcloud Technology Co., Ltd. and its
subsidiariesʮ̡ʿ
Չɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 33 7
Beijing Sany Heavy Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118
Administrative service 29 4
Sany Construction Engineering (Xi’an)
Technology Co., Ltd. ɧɓጘʈ(Гτ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 27 17
Jiangsu Sany Environmental
Technology Co., Ltd.߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 23 58
Kunshan Sany Environment Protecting
Technology Co., Ltd.߅ڭ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 20 98
Sany Hydrogen Energy Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 18 3
Zhuzhou Sany Smart Industry and
Trade Co., Ltd.ɧɓ౽ᅆʈ൱Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 18 35
Sany (Zhuhai) Investment Co., Ltd. ɧ
ɓ(मऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 15 10
Hunan Sany Building Co., Ltd.ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 13 29
Hunan Xingxiang Construction
Supervision Consulting Co., Ltd. ಳ
ʮ̡ /H1118/H1118/H1118/H1118/H1118
Administrative service 10 7
Zhuzhou Sany Intelligent
Manufacturing Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 9 1
Hunan Sany Intelligent Construction
Engineering Co., Ltd.ɧɓ౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 7 –
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-46 –


--- page 768 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Construction Engineering (Linli)
Technology Co., Ltd. ɧɓጘʈ(ᑗዥ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 6 11
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ঐҦ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 5 70
Sany Palfinger SPV Equipment Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 4 –
Hunan Sany Construction Co., Ltd. ಳ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 3 6
Sany Robot Equipment (Xi’an) Co.,
Ltd. ɧɓዚኜɛༀ௪(Гτ)ʮ̡ /H1118
Administrative service 3 359
Sany Construction (Chongqing)
Technology Co., Ltd. ɧɓጘʈ(ᅅ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 2 5
Chongqing Zhushengyuan Real Estate
Development Co., Ltd.ג
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 2 –
Hunan Zizhuyuan Real Estate Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 1 –
Sany Construction Development
(Malaysia) Limited࢝(৵
ԸГԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 1 –
Sany (Zhuhai) Real Estate Co., Ltd. ɧ
ɓ(मऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service 1 2
Changsha Y unhui Real Estate
Development Co., Ltd.ή
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service – 4
China Wealth Saudi Machine Limited
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service – 5
Hunan Aika Internet Technology Co.,
Ltd.ʮ̡/H1118/H1118/H1118/H1118
Administrative service – 4
Beijing Sany Architectural Design and
Research Co., Ltd.ࠇ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service – 3
Shanghai Sany Construction Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service – 4
Shenzhen Trinity Technology Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Administrative service – 47
Sany Handan Construction Technology
Co., Ltd.ʮ̡/H1118
Administrative service – 1
Zhuhai Zhuxiang Cloud Technology
Co., Ltd.ʮ̡ /H1118/H1118
Administrative service – 1
Hunan AUTOMOBILE-LIMITED
Companyப΂ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 18,416 15,675
Sany Silicon Energy (Zhuzhou) Co.,
Ltd.ঐ(ݲࣺ)ʮ̡ /H1118/H1118/H1118/H1118/H1118
Logistics service 15,277 2,781
Sany Silicon Energy (Shuozhou) Co.,
Ltd.ঐ(ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118
Logistics service 5,837 1,447
Sany Robotics Technology Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 4,744 175
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-47 –


--- page 769 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Construction Technology (Miluo)
Co., Ltd.Ҧ(Әᖯ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 4,100 36
Hunan DEUTZ Power Co., Ltd.༸
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 3,459 1,419
Sany Palfinger SPV Equipment Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 3,255 2,542
SANY Heavy Equipment Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 3,023 7,789
SANY Marine Heavy Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 2,484 4,140
Hunan Sany Body Co., Ltd.ɧɓԓ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 1,918 1,198
Sany Construction Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 1,330 3,042
Sany Energy Equipment Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 818 1,360
Sany Intelligent Equipment Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 685 573
Hangzhou Lilong Hydraulic Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 524 852
Tangshan Chite Mechanical Equipment
Co., Ltd.ʮ̡/H1118
Logistics service 472 467
Sany Lithium Energy Co., Ltd. ɧɓ቞
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 437 –
Sany Intelligent Mining Technology
Co., Ltd.ʮ̡ /H1118/H1118/H1118
Logistics service 396 –
Wuhan Jiuzhoulong Engineering
Machinery Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 348 –
Hunan Xingbida Network Technology
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 336 1,397
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ঐҦ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 175 217
Lianyungang Anxin Machinery Sales
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 87 528
Sany Hydrogen Energy Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 85 350
Hunan SANY Port Machinery Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 50 –
Sany Environmental Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 11 290
Sany Technology Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service 6 131
Beijing Sany Heavy Machinery Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118
Logistics service 3 –
Hunan Sany Building Co., Ltd.ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service – 78
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-48 –


--- page 770 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Robot Equipment (Xi’an) Co.,
Ltd. ɧɓዚኜɛༀ௪(Гτ)ʮ̡ /H1118
Logistics service – 44
China Wealth Equipment Pte Ltd. ʕబ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service – 3
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡ʿ
Չɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Logistics service – 1,661
Wuxi Sany V enture Capital Partnership
Enterprise (Limited Partnership) ೌ፼
ɧɓ௴ุҳ༟ΥྫΆุ(Υྫ) /H1118/H1118/H1118
Management consulting
service
5,654 6,604
Wuhan Jiuzhoulong Engineering
Machinery Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Management consulting
service
2–
Sany Lithium Energy Co., Ltd. ɧɓ቞
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Machine processing
service
88 –
Sany Environmental Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Machine processing
service
74 –
Zhuzhou Sany Silicon Energy
Technology Co., Ltd.ঐҦ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Machine processing
service
–5 3
Sany Technology Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Machine processing
service
–5 7
Sany Robotics Technology Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Machine processing
service
– 566
SANY Marine Heavy Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Machine processing
service
–9
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118263,925 133,877
vi. Leasing with related parties as lessor
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Sany Palfinger SPV Equipment Co.,
Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 4,024 3,926
Hunan Anren Sany Construction
Technology Co., Ltd.τʠɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 3,741 2,210
Sany Robotics Technology Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 3,073 1,965
Sany Lithium Energy Co., Ltd. ɧɓ቞
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 2,113 –
Hunan Lehui Sports Culture
Communication Co., Ltd.ᆀි᜗
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 1,888 3,069
Sany Technology Equipment Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 947 2,242
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-49 –


--- page 771 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Hunan Xingbida Network Technology
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 788 1,358
SANY Heavy Equipment Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 219 195
SANY Marine Heavy Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 141 1,770
Sany Environmental Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 109 34
Sichuan Lumaite Engineering
Equipment Co., Ltd. ̬ʇ༩ᒕतʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 68 –
Hunan Sanyin Commercial Management
Co., Ltd.ʮ̡/H1118
Building leasing 64 64
Wuhan Jiuzhoulong Engineering
Machinery Co., Ltd.ဏɘψᎲʈ೻
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 25 –
Sany Energy Equipment Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 21 22
Sany Oil Smart Equipment Co., Ltd. ɧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing 2 2
Sany Robot Equipment (Xi’an) Co.,
Ltd. ɧɓዚኜɛༀ௪(Гτ)ʮ̡ /H1118
Building leasing – 368
Changsha Y unqi Real Estate
Development Co., Ltd.ή
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 95
Sany Hydrogen Energy Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 8
Hunan Zhushengyuan Property Service
Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 11
Kunshan Sany Environment Protecting
Technology Co., Ltd.߅ڭ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 34
Jiangsu Sany Environmental
Technology Co., Ltd.߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 2
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡ʿ
Չɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 95
Hunan DEUTZ Power Co., Ltd.༸
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 15
Sany Hydrogen Energy Technology Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 20
Beijing Sany Public Welfare Foundation
ึ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 43
SANY Group Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Building leasing – 1
Sany Heavy Energy Co., Ltd and its
subsidiariesʮ̡ʿ
Չɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing 8,061 11,775
Sany Lithium Energy Co., Ltd. ɧɓ቞
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing 881 –
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-50 –


--- page 772 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
SANY Marine Heavy Industry Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing 669 523
Sany Kinetic Energy For Electricity
New Energy Technology
Development (Ezhou) Co., Ltd. ɧɓ
࢝(ඈψ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing 661 –
Sany Lithium Energy (Chongqing) New
Energy Co., Ltd. ɧɓ቞ঐ(ᅅ)อঐ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing 119 –
Ludian Lithium Energy (Jianshui) Co.,
Ltd. ၠཥ቞ঐ(˥)ʮ̡ /H1118/H1118/H1118/H1118/H1118
Equipment leasing 119 –
Sany Kinetic Energy For Electricity
New Energy Technology
Development (Zibo) Co., Ltd. ɧɓਗ
࢝(଍௹)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing 84 –
Hunan Sany Intelligent Construction
Engineering Co., Ltd.ɧɓ౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing 29 133
Sany Construction Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing – 23
Sany Construction Technology (Miluo)
Co., Ltd.Ҧ(Әᖯ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing – 2
SANY Heavy Equipment Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Equipment leasing – 1
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827,846 30,006
vii. Leasing with related parties as lessee
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Hunan Sany Jingchuang Technology Co., Ltd.߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,976 2,852
Shanghai SANY Science and Technology Co., Ltd. ɪऎɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118393 253
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3 1
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,369 3,136
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-51 –


--- page 773 ---
viii. Property transferred to related parties
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,889 8,587
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,450 249
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118602 87
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 576 476
Sany Environmental Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118284 –
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 115 5
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111861 40
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111852 2
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111846 439
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111843 –
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833 376
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832 42
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 55
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 328
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 18 177
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 71 2
Chongqing Sany Zhushengyuan Property Service Co., Ltd.ࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111833
Shenzhen Trinity Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834 9
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111833 4
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111837
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821
Guangzhou Huayao Real Estate Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Hunan Zizhuyuan Real Estate Co., Ltd.ήପϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
Changsha Shufeng Enterprise Management Co., Ltd.Ӎዓ㋘
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Hunan Aika Internet Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–6
Hunan Zhonghong Financial Leasing Co., Ltd.ʕ҃ፄ༟
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–6
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 194
Changsha Y unjing Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-52 –


--- page 774 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Changsha Y untian Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2
Zhuzhou Sany Silicon Energy Technology Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 3
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–5
Loudi Zhushengyuan Real Estate Development Co., Ltd.ֵ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118–9
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118 –2
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,266 11,211
ix. Property purchased from related parties
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,871 2,881
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 1,920 40
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,486 1,453
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118586 19,084
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 142 60
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838 11
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 –
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825 6
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 –
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 –
Zhuzhou Sany Silicon Energy Technology Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 25
Hunan Sany Building Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111898
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186 106
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111862
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 56
Kunshan Sany Environment Protecting Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184–
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184–
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184 7,461
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-53 –


--- page 775 ---
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182 395
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111822 0
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Zhuhai Zhuxiang Cloud Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Hunan Zizhuyuan Real Estate Co., Ltd.ήପϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
Shenzhen Trinity Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Sany Intelligent Mining Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–5
Hunan Zhonghong Financial Leasing Co., Ltd.ʕ҃ፄ༟
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Hunan Aika Internet Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2 3
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 288
Hunan Sany Jingchuang Technology Co., Ltd.߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–9 6
Sany Hydrogen Energy Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2 0
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,196 31,994
(d) Outstanding balances with related parties:
i. Prepayments and other receivables
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111839,804 29,111
Sany International (Hong Kong) Industry Co., Ltd. ɧɓ਷ყ
(ಥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,983 14,752
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 7,383 10,487
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,598 4,065
Sany Logistics Equipment USA Co., Ltd਷Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,097 –
Sichuan Lumaite Engineering Equipment Co., Ltd. ̬ʇ༩ᒕ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,430 4,859
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-54 –


--- page 776 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,357 3,654
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,178 3,416
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,735 238
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,479 691
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118 1,267 624
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,130 –
China Wealth Machinery Malaysia Co., Ltd. ʕబዚ૛৵ԸГ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118928 928
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118764 34,622
China Wealth Machinery Malaysia Co., Ltd. ʕబண௪৵ԸГ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118554 554
Sany Environmental Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118547 –
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118521 3
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118502 486
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118421 –
Hunan SANY Port Machinery Co., Ltd.ɧɓಥɹண௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118350 197
Zhuzhou Clover Environmental Development Co., Ltd.ɧ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118307 10
Huaxin Y ongkang Insurance Sales Co., Ltd.ᎈቖਯ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118250 55
Zhuhai SANY Port Machinery Co., Ltd. मऎɧɓಥɹዚ૛Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118160 –
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 152 79
Hunan Sanxiang Bank Co., Ltd.ʮ̡ /H1118/H1118 136 –
Changsha Y unqi Real Estate Development Co., Ltd.Ӎථᘅ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118126 –
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 115 55
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118111 –
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882 61
Changsha Y untian Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111848 127
Hunan Sany Cloud Oil Energy Co., Ltd.ঐ๕Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111847 47
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111825 49
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 25 16
Xi’an Hualei Shipbuilding Industry Co., Ltd. Гτശཤ୵୴ྼ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 23
Sany Intelligent Mining Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823 –
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820 1
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-55 –


--- page 777 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818 17
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817 –
Sany Robot (Changsha) Co., Ltd. ɧɓዚኜɛ(Ӎ)ʮ̡ /H1118 17 –
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816 –
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815 46,550
Sany Hydrogen Energy Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111814 –
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 –
Changsha Y unjing Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810 –
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118 10 186
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H11188–
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188–
SANY MINING Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118 8–
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186–
China Wealth Saudi Machine Limitedʮ̡ /H1118 55
Rootcloud Technology Co., Ltd. and its subsidiariesʝᑌ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184–
Zhuzhou Sany Smart Industry and Trade Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183–
Guangzhou Ygp Industrial Trading Co., Ltd.൱
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–
Jiangsu Sany Construction Co., Ltd.ʮ̡ /H1118/H1118 1–
Hunan Sany Building Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Shenzhen Trinity Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118 –4
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–9 6
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118––
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118 –1
Shanghai Sany Construction Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 6
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111889,861 156,087
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-56 –


--- page 778 ---
ii. Trade and bills receivables
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118392,020 377,352
Sany Logistics Equipment USA Co., Ltd਷Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118314,387 206,666
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118203,168 227,330
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118194,264 410,263
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118148,525 69,498
SANY INTERNA TIONAL LLC /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118135,939 –
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111885,347 40,582
Sany Heavy Equipment Indonesia Holdings Co., Ltd. ɧɓΙ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111884,234 85,202
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111866,411 13,935
China Wealth Saudi Machine Limitedʮ̡ /H1118 63,874 55,588
Turbo Fly Machine Engineering Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111863,723 66,241
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 53,765 70,712
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111850,222 94,735
China Wealth Hongkong Machine Limitedࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,963 34,106
Sichuan Lumaite Engineering Equipment Co., Ltd. ̬ʇ༩ᒕ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111835,467 27,505
Hunan SANY Port Machinery Co., Ltd.ɧɓಥɹண௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111835,147 31,495
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 34,596 13,862
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111834,249 18,286
China Wealth Equipment Pte Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H111817,137 15,745
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථಥτːዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,623 24,852
Gangyue Construction Engineering Co., Ltdጘʈ೻Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,979 14,535
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 13,644 15,539
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,971 10,807
Hunan Lehui Sports Culture Communication Co., Ltd.ᆀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,721 10,245
Sany Construction Development (Malaysia) Limited ɧɓጘʈ
࢝(৵ԸГԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,467 9,603
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H11189,459 3,467
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,353 3,877
Wuxi Sany V enture Capital Partnership Enterprise (Limited
Partnership) ೌ፼ɧɓ௴ุҳ༟ΥྫΆุ(Υྫ) /H1118/H1118/H1118/H1118/H1118/H11185,993 –
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118 4,991 838
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,637 696
Sany Construction Industry Development Africa (PTY) Ltd.
࢝(ݲڢ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,619 4,638
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-57 –


--- page 779 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
China Wealth Cambodia Machinery Co., Ltd.྽ዚ૛
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,498 4,252
Sany Indonesia Mining Equipment Co., Ltd ɧɓΙ̵ᘤʆண௪
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,790 3,869
Sany Environmental Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,679 99
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,154 602
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,094 2,838
China Wealth Machinery Malaysia Co., Ltd. ʕబዚ૛৵ԸГ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,052 3,132
Guangzhou Ygp Industrial Trading Co., Ltd.൱
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,918 1,322
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,765 1,542
Zhuhai SANY Port Machinery Co., Ltd. मऎɧɓಥɹዚ૛Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,587 1,467
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,192 1,483
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118756 11,404
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118782 2,088
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118 558 –
Sany Intelligent Mining Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118453 46
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118342 45
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118250 940
Hunan Sany Intelligent Construction Engineering Co., Ltd. ಳ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118227 1,007
Rootcloud Technology Co., Ltd. and its subsidiariesʝᑌ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118227 162
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118204 147
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118148 141
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118108 94
Zhuzhou Sany Silicon Energy Technology Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118103 64
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118 83 296
Xi’an Hualei Shipbuilding Industry Co., Ltd. Гτശཤ୵୴ྼ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111871 71
Hunan Sany Building Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111863 660
Zhejiang Sany Construction Technology Co., Ltd. एϪɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111862 224
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111856 50
SANY EUROPE CHINA WEALTH LIMIT /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844 –
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-58 –


--- page 780 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111843 9
Sany International (Zambia) Industrial Co., Ltd ɧɓ਷ყ(ˢ
ԭ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111829 29
Jiangsu Sany Environmental Technology Co., Ltd. Ϫᘽɧɓᐑ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826 18
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820 48
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 19 206
Zhuzhou Sany Zhushengyuan Property Service Co., Ltd.ݲࣺ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111818 17
Sany Robot (Changsha) Co., Ltd. ɧɓዚኜɛ(Ӎ)ʮ̡ /H1118 17 18
Hunan Zizhuyuan Real Estate Co., Ltd.ήପϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813 14
Sany Construction Engineering (Xi’an) Technology Co., Ltd.
ɧɓጘʈ(Гτ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812 280
Changsha Y untian Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811 25
Hunan Sany Construction Co., Ltd.ʮ̡ /H1118/H1118 91 2
Zhuzhou Sany Smart Industry and Trade Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882 4
Shenzhen Trinity Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111861 3
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111861 1
Sany (Zhuhai) Investment Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118 57
Guangzhou Huayao Real Estate Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111852 8
Changsha Y unjing Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111843
Hunan Sanxiang Bank Co., Ltd.ʮ̡ /H1118/H1118 44
Kunshan Sany Environment Protecting Technology Co., Ltd.
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838
Changsha Y unhui Real Estate Development Co., Ltd.Ӎථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838
Kunshan Sany Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H111821
Sany Hydrogen Energy Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111828
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118 22
Shanghai Sany Construction Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182–
Changsha Shufeng Enterprise Management Co., Ltd.Ӎዓ㋘
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Zhuzhou Sany Intelligent Manufacturing Co., Ltd.ɧɓ౽
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812
Zhuhai Zhuxiang Cloud Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
Changsha Three Silver Real Estate Development Co., Ltd.ڗ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-59 –


--- page 781 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Sany (Chongqing) Intelligent Equipment Co., Ltd. ɧɓ(ᅅ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
Changsha Y unqi Real Estate Development Co., Ltd.Ӎථᘅ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Sany (Quanzhou) Construction Technology Co., Ltd. ɧɓ(ݰ
ψ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Sany Construction (Chongqing) Technology Co., Ltd. ɧɓጘ
ʈ(ᅅ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 535
China Wealth Machine Holdings Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 141
Hunan Anren Sany Heavy Steel Structure Co., Ltd.τʠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–4 5
Y aowu (Shenzhen) Technology Co., Ltd.ਕ(ଉέ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 4
Jiangsu Sany Construction Co., Ltd.ʮ̡ /H1118/H1118 –4
Chongqing Zhushengyuan Real Estate Development Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–3
Sany Construction (Quanzhou) Building Materials Co., Ltd.
ɧɓጘʈ(ψ)ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,192,436 1,997,788
iii. Trade and bills payables
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Changsha Dilian Industrial Control Technology Co., Ltd.Ӎ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118776,835 786,767
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118519,617 562,504
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118456,496 527,247
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118394,993 307,229
Sany International (Hong Kong) Industry Co., Ltd. ɧɓ਷ყ
(ಥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118381,838 194,812
Sany Heavy Equipment International Holdings Co., Ltd. ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118314,013 449,422
Sany Logistics Equipment USA Co., Ltd਷Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118236,719 249,166
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118147,564 50,398
Hangzhou Lilong Hydraulic Co., Ltd.ʮ̡ /H1118 123,339 83,945
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111877,486 46,164
Sany Heavy Equipment Indonesia Holdings Co., Ltd. ɧɓΙ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111872,467 39,151
Guangzhou Ygp Industrial Trading Co., Ltd.൱
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118169,568 148,107
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111850,327 271,411
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111846,484 27,206
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-60 –


--- page 782 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111830,847 6,603
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118101,385 62,380
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819,194 6,186
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,979 5,835
Hunan SANY Port Machinery Co., Ltd.ɧɓಥɹண௪Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,367 74
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,841 –
Hunan Sany Building Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,393 13,301
Rootcloud Technology Co., Ltd. and its subsidiariesʝᑌ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,378 5,439
Kunshan Sany Power Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H11188,712 18,001
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11188,151 –
Sany Silicon Energy (Zhuzhou) Co., Ltd.ঐ(ݲࣺ)ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,003 6,682
SANY INTERNA TIONAL LLC /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,523 –
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 5,117 27,699
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,764 2,595
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,664 –
Xi’an Hualei Shipbuilding Industry Co., Ltd. Гτശཤ୵୴ྼ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118988 988
Sany Environmental Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118737 1,609
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118162 1,030
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118107 107
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 73 79
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111870 33
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111856 –
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 19 1,537
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811 5
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111891
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821 2
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Lianyungang Anxin Machinery Sales Co., Ltd. ஹථಥτːዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,027,299 3,903,727
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-61 –


--- page 783 ---
iv. Other payables and accruals
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118274,638 309,401
Liang Wengen and other natural personഃІ್ɛ /H1118/H1118/H1118/H111874,300 74,300
Sun Li Heng Machinery Co., Ltd. (Hong Kong) อл㛬ዚ૛Ϟ
ʮ̡(ಥ)/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111842,996 132
China Wealth Asia Machine Limited. ʕబ(ݲ)ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838,550 138,550
Sany Robot Equipment (Xi’an) Co., Ltd. ɧɓዚኜɛༀ௪(Г
τ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111832,755 33,420
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111821,221 6,528
Sany Technology Equipment Co., Ltd.ʮ̡/H1118 16,880 47,856
Rootcloud Technology Co., Ltd. and tis subsidiariesʝᑌ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,652 4,365
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111816,118 17,357
Sany Construction Technology Co., Ltd.΅Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111815,213 8,220
Jiangsu Sany Environmental Technology Co., Ltd. Ϫᘽɧɓᐑ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111810,854 11,170
Shihezi Mingzhao Equity Investment Management Co., Ltd.
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,134 9,335
Sany (Chongqing) Intelligent Equipment Co., Ltd. ɧɓ(ᅅ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,102 5,481
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11184,594 710
Shengjing Intelligent Technology (Jiaxing) Co., Ltd. ସ౻౽ᅆ
Ҧ(ྗጳ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,402 2,410
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 2,354 651
China Wealth Machine Holdings Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,240 4,288
Sany Lithium Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,109 4,753
Jiangsu Sany Construction Co., Ltd.ʮ̡ /H1118/H1118 1,460 14,376
Changsha Dilian Industrial Control Technology Co., Ltd.Ӎ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,172 1,695
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,135 1,561
Beijing Sany Architectural Design and Research Co., Ltd. ̏
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,114 1,114
Guangzhou Ygp Industrial Trading Co., Ltd.൱
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,100 643
Hunan Anren Sany Construction Technology Co., Ltd.τ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,014 1,130
Hunan Lehui Sports Culture Communication Co., Ltd.ᆀ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,002 1,002
Hunan Sany Jingchuang Technology Co., Ltd.߅
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118722 –
Hunan Sany Building Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118671 1,099
Kunshan Zhongfa Asset Management Co., Ltd.ʆʕ೯༟ପ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118529 529
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-62 –


--- page 784 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Zhuzhou Sany Silicon Energy New Energy Co., Ltd.ɧɓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118487 310
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118455 391
Palfinger Sany Crane CIS /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118444 4,966
Y uandong Construction Investment Group CO., Ltd of Beijing
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118400 400
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 339 555
Sany Intelligent Mining Technology Co., Ltd.ҦϞ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118330 330
Hunan Xingxiang Construction Supervision Consulting Co.,
Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118308 324
China Wealth Saudi Machine Limitedʮ̡ /H1118 307 310
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118 303 1,011
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118269 2
Huachu Petrochemical (Guangdong) Co., Ltd. ശᎷͩʷ(؇)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118264 476
Sany Intelligent Equipment Co., Ltd.ʮ̡ /H1118 252 –
Sany International (Hong Kong) Industry Co., Ltd. ɧɓ਷ყ
(ಥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118200 –
Sany Silicon Energy (Shuozhou) Co., Ltd.ঐ(ψ)Ϟ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118152 –
Changsha Y unjing Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118148 148
Zhejiang Sany Construction Technology Co., Ltd. एϪɧɓጘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118109 506
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118104 10,351
Hunan Sany Construction Co., Ltd.ʮ̡ /H1118/H1118 95 97
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111890 104
Zhushengyuan Real Estate Co., Ltd.ʮ̡/H1118 75 75
Hunan Sanfeng Technology Co., Ltd.ʮ̡ /H1118 65 –
China Wealth Hongkong Machine Limitedࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111861 419
Sany Environmental Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111838 739
Sany (Zhuhai) Real Estate Co., Ltd. ɧɓ(मऎ)ʮ̡ /H1118 28 63
Chongqing Sany Zhushengyuan Property Service Co., Ltd.ࠠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111819 60
Sany Hydrogen Energy Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H111811 443
Hubei Sany Truck Sales and Service Co., Ltd. ಳ̏ɧɓ̔ԓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111899
Hangzhou Serval Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882 3
Sany Oil Smart Equipment Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822
Sany Palfinger SPV Equipment Co., Ltd.त၇ԓ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111822
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-63 –


--- page 785 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Sichuan Lumaite Engineering Equipment Co., Ltd. ̬ʇ༩ᒕ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
China Kangfu International Leasing Co., Ltd. ʕ਷ੰబ਷ყॡ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 7
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118 –4
Hunan Ground Unmanned Equipment Engineering Research
Center Co., Ltd.ப΂
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1 1 9
Changsha Y unhui Real Estate Development Co., Ltd.Ӎථ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 158
Hunan Aika Internet Technology Co., Ltd.Ҧ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Changsha Y untian Real Estate Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–7 6
Sany Construction Technology (Miluo) Co., Ltd.߅
Ҧ(Әᖯ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 609
Loudi Zhushengyuan Real Estate Development Co., Ltd.ֵ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 397
Hunan Sany Body Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 100
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 313
Beijing Sany Public Welfare Foundationึ /H1118 –1 6
Turbo Fly Machine Engineering Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 228
Hunan Zhongfa Intelligent Equipment Co., Ltd.ʕ೯౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–5 9
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–2 1
China Wealth (Huayue) Limitedʮ̡/H1118/H1118/H1118/H1118/H1118–1 1
Cuiyun Gonggong (Shanghai) Technology Co., Ltd. യථ΍ʈ
(ɪऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–9
Hunan Sanyin Commercial Management Co., Ltd.ɧვਠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118–1
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118601,406 726,332
v. Contract liabilities
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
China Wealth Machine Holdings Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111817,785 15,758
Sany Energy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 4,795 4,267
Sany International (Hong Kong) Industry Co., Ltd. ɧɓ਷ყ
(ಥ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,458 –
PT SANY MAKMUR PERKASA /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,155 163
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,943 –
Wuhan Jiuzhoulong Engineering Machinery Co., Ltd.ဏɘ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,816 109
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-64 –


--- page 786 ---
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
SANY Marine Heavy Industry Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,003 893
Hunan Zhongfa Intelligent Equipment Co., Ltd.ʕ೯౽ᅆ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118595 458
Turbo Fly Machine Engineering Limitedʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118503 1,750
Tangshan Chite Mechanical Equipment Co., Ltd.ʆཱུतዚ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118195 126
Changsha Dilian Industrial Control Technology Co., Ltd.Ӎ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118183 617
Guangzhou Ygp Industrial Trading Co., Ltd.൱
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118166 67
China Kangfu International Leasing Co., Ltd. ʕ਷ੰబ਷ყॡ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118144 127
China Wealth (Huayue) Limitedʮ̡/H1118/H1118/H1118/H1118/H111893 82
Cuiyun Gonggong (Shanghai) Technology Co., Ltd. യථ΍ʈ
(ɪऎ)ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111878 69
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118 31 27
Hunan Xingbida Network Technology Co., Ltd.Б̀༺ၣ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111827 15
Jiangsu Sany Environmental Technology Co., Ltd. Ϫᘽɧɓᐑ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111820 –
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811 15
Hunan Sanyin Commercial Management Co., Ltd.ɧვਠ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111854
Jiulong Property Insurance Co., Ltd.ʮ̡ /H1118/H1118 2 468
Beijing Sany Public Welfare Foundationึ /H1118 2–
Loudi Zhushengyuan Real Estate Development Co., Ltd.ֵ
ʮ̡/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
Hunan AUTOMOBILE-LIMITED Companyࠢ
ப΂ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181–
Sany Robotics Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811
China Wealth Hongkong Machine Limitedࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 1,036
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111836,013 26,053
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-65 –


--- page 787 ---
vi. Lease liabilities
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
SANY Group Co., Ltd.ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118308,510 215,913
Sany (Chongqing) Intelligent Equipment Co., Ltd. ɧɓ(ᅅ)
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118221,364 2,973
Beijing Sany Heavy Machinery Co., Ltd.ࠢ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882,520 91,528
China Kangfu International Leasing Co., Ltd. ʕ਷ੰబ਷ყॡ
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,240 12,802
Shenzhen Trinity Technology Co., Ltd.ʮ
̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,866 11,075
Hunan DEUTZ Power Co., Ltd.ʮ̡ /H1118/H1118/H1118 3,464 512
Sany Heavy Energy Co., Ltd and its subsidiariesٰ
ʮ̡ʿՉɿʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,047 1,265
SANY Heavy Equipment Co., Ltd.ʮ̡ /H1118/H1118/H1118 147 195
Hunan Zhushengyuan Property Service Co., Ltd.϶௷෤
ʮ̡ /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111844 138
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118632,202 336,401
The above amounts are in trade nature.
(e) Commitments with related parties
To promote the sales of the Group’s construction machinery equipment and meet customer demands, the Group
has established finance lease sales cooperation with Kangfu and Hunan Zhonghong. The Group has entered into
bank-enterprise cooperation agreements for finance lease with Kangfu, Hunan Zhonghong, and relevant financial
institutions. Pursuant to the agreements, Kangfu and Hunan Zhonghong provide finance lease services to the Group’s
end customers, transferring their receivables from finance leases to financial institutions. Should the lessees fail to
make rental payments according to agreed terms during the repayment period, the Group is obligated to guarantee
the related leased assets under the cooperation agreements to the financial institutions. As of 30 June 2025 and 31
December 2024, the outstanding balance of such guarantee obligations undertaken by the Group amounted to
RMB316 million and RMB408 million, respectively.
The Group has entered into trade receivables factoring arrangements with certain financial institutions and
transferred specific non-current portion of trade receivables to them. As of 30 June 2025 and 31 December 2024, the
carrying amount of the unexpired non-current portion of trade receivables under these arrangements totalled Nil and
RMB26 million, respectively, with guarantee responsibilities assumed by the Company’s parent company, Sany
Group Co., Ltd.
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Sany Heavy
Equipment International Holdings Co., Ltd. and its subsidiaries, or its distributors to provide financial leasing and
mortgage services to their customers. According to the cooperation agreement, Sany Heavy Equipment International
Holdings Co., Ltd. and its subsidiaries committed to assume guarantee for the lessee or borrower. As of 30 June 2025
and 31 December 2024, the balance of the guarantee was RMB2,216 million and RMB2,436 million.
The subsidiaries of the Group, SANY Auto Finance Co., Ltd. cooperate with Sany Construction Technology
Co., Ltd. and its subsidiaries, or its distributors to provide financial leasing and mortgage services to their customers.
According to the cooperation agreement, Sany Construction Technology Co., Ltd. and its subsidiaries committed to
assume guarantee for the lessee or borrower. As of 30 June 2025 and 31 December 2024, the balance of the guarantee
was nil, RMB153 million and RMB220 million, respectively.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-66 –


--- page 788 ---
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Hunan
AUTOMOBILE-LIMITED Company, or its distributors to provide financial leasing and mortgage services to their
customers. According to the cooperation agreement, Hunan AUTOMOBILE-LIMITED Company committed to
assume guarantee for the lessee or borrower. As of 30 June 2025 and 31 December 2024, the balance of the guarantee
was RMB1,552 million and RMB1,458 million, respectively.
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Sany
Environmental Industry Co., Ltd., or its distributors to provide financial leasing and mortgage services to their
customers. According to the cooperation agreement, Sany Environmental Industry Co., Ltd. committed to assume
guarantee for the lessee or borrower. As of 30 June 2025 and 31 December 2024, the balance of the guarantee was
RMB0.4 million and RMB16 million, respectively.
The subsidiaries of the Group, SANY Auto Finance cooperate with Kunshan Sany Environment Protecting
Technology Co., Ltd. or its distributors to provide financial leasing and mortgage services to their customers.
According to the cooperation agreement, Kunshan Sany Environment Protecting Technology Co., Ltd. committed to
assume guarantee for the lessee or borrower. As of 30 June 2025 and 31 December 2024, the balance of the guarantee
was RMB9 million and RMB11 million respectively.
The subsidiaries of the Group, SANY Auto Finance cooperate with Sany Palfinger SPV Equipment Co., Ltd.
or its distributors to provide financial leasing and mortgage services to their customers. According to the cooperation
agreement, Sany Palfinger SPV Equipment Co., Ltd. committed to assume guarantee for the lessee or borrower. As
of 30 June 2025 and 31 December 2024, the balance of the guarantee was RMB1 million and RMB0.2 million,
respectively.
The subsidiaries of the Group, SANY Auto Finance and SANY Financial Leasing cooperate with Sany
Robotics Technology Co., Ltd. or its distributors to provide financial leasing and mortgage services to their
customers. According to the cooperation agreement, Sany Robotics Technology Co., Ltd. committed to assume
guarantee for the lessee or borrower. As of 30 June 2025 and 31 December 2024, the balance of the guarantee was
RMB97 million and RMB141 million, respectively.
To promote the sales of the group’s construction machinery and meet customer demands, some of the
company’s end customers use the purchased construction machinery as collateral and authorize the dealers
(hereinafter referred to as “dealers”) cooperating with the group to process mortgage loans from Sanxiang Bank Co.,
Ltd. According to the practices of financial institutions, if the purchaser fails to repay the loan on time, the dealers
and the company are obligated to repurchase the remaining mortgage loans from Sanxiang Bank Co., Ltd. As of 30
June 2025 and 31 December 2024, the cumulative loan balance that the company is obligated to repurchase was
RMB407 million and Nil.
The balance of the related guarantee will gradually be released as the end customers, lessee or borrower make
the payment.
(f) Compensation of key management personnel of the Group:
Six months ended 30 June
2025 2024
RMB’000 RMB’000
(unaudited) (unaudited)
Short term employee benefits /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111823,543 22,346
Equity-settled share-based payments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,645 4,094
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111826,188 26,440
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-67 –


--- page 789 ---
(g) Monetary funds deposited with related parties:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Hunan Sanxiang Bank Co., Ltd.ʮ̡ /H1118/H1118 1,273,827 3,512,915
34. FAIR V ALUE AND FAIR V ALUE HIERARCHY OF FINANCIAL INSTRUMENTS
The carrying amounts and fair values of the Group’s financial instruments are as follows:
As at 30 June 2025 (unaudited)
Carrying amounts Fair values
RMB’000 RMB’000
Financial assets
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,850,601 12,850,601
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118979,325 979,325
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111882,655 82,655
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111813,912,581 13,912,581
Financial liabilities
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118565,536 565,536
As at 31 December 2024 (audited)
Carrying amounts Fair values
RMB’000 RMB’000
Financial assets
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111811,347,453 11,347,453
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11181,064,956 1,064,956
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118375,720 375,720
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111812,788,129 12,788,129
Financial liabilities
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118106,762 106,762
Management has assessed that the fair values of cash and cash equivalents, trade and bills receivables, loans
and advances, receivables under finance lease, financial assets included in other receivables, restricted deposits, time
deposits with original maturity of more than three months, interest-bearing bank and other borrowings, trade and bills
payables, placements from banks and financial liabilities included in other payables and accruals approximate to their
carrying amounts largely due to the short term maturities of these instruments.
The Group’s finance team headed by the chief finance controller/his or her designator is responsible for
determining the policies and procedures for the fair value measurement of financial instruments. The finance team
reports directly to the head of finance. At each reporting date, the finance team analyses the movements in the values
of financial instruments and determines the major inputs applied in the valuation. The valuation is reviewed and
approved by the head of finance.
The fair values of the financial assets and liabilities are included at the amount at which the instrument could
be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following
methods and assumptions were used to estimate the fair values:
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-68 –


--- page 790 ---
The fair values of the non-current portion of trade receivables, loans and advances, receivables under finance
lease, and interest-bearing bank and other borrowings have been calculated by discounting the expected future cash
flows using rates currently available for instruments with similar terms, credit risk and remaining maturities. The
changes in fair value as a result of the Group’s own non-performance risk as at the end of the Relevant Periods were
assessed to be insignificant.
The fair values of listed equity investments are based on quoted market prices. The fair values of unlisted
equity investments designated at fair value through other comprehensive income have been estimated using a
market-based valuation technique based on assumptions that are not supported by observable market prices or rates.
The valuation requires the directors to determine comparable public companies (peers) based on industry, size,
leverage and strategy, and to calculate an appropriate price multiple, such as enterprise value to earnings before
interest, taxes, depreciation and amortisation (“EV/EBITDA”) multiple and price to earnings (“P/E”) multiple, for
each comparable company identified. The multiple is calculated by dividing the enterprise value of the comparable
company by an earnings measure. The trading multiple is then discounted for considerations such as illiquidity and
size differences between the comparable companies based on company-specific facts and circumstances. The
discounted multiple is applied to the corresponding earnings measure of the unlisted equity investments to measure
the fair value. The directors believe that the estimated fair values resulting from the valuation technique, which are
recorded in the consolidated statement of financial position, and the related changes in fair values, which are recorded
in other comprehensive income, are reasonable, and that they were the most appropriate values at the end of the
Relevant Periods.
The Group invests in unlisted investments, which represent wealth management products issued by banks in
Mainland China. The Group has estimated the fair value of these unlisted investments by using a discounted cash flow
valuation model based on the market interest rates of instruments with similar terms and risks.
The Group enters into derivative financial instruments with various counterparties, principally financial
institutions with AAA credit ratings. Derivative financial instruments, including forward currency contracts, interest
rate swaps and futures contracts, are measured using valuation techniques similar to forward pricing and swap
models, using present value calculations. The models incorporate various market observable inputs including the
credit quality of counterparties, foreign exchange spot and forward rates and interest rate curves. The carrying
amounts of forward currency contracts, interest rate swaps and futures contracts are the same as their fair values.
For the fair value of the unlisted equity investments at fair value through other comprehensive income,
management has estimated the potential effect of using reasonably possible alternatives as inputs to the valuation
model.
Fair value hierarchy
The following tables illustrate the fair value measurement hierarchy of the Group’s financial instruments.
Assets measured at fair value
As at 30 June 2025 (unaudited)
Fair value measurement using
Quoted prices in
active markets
(Level 1)
Significant
observable inputs
(Level 2)
Significant
unobservable
inputs (Level 3) Total
RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,978,363 4,593,726 278,512 12,850,601
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 371,770 607,555 979,325
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 82,655 – 82,655
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11187,978,363 5,048,151 886,067 13,912,581
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-69 –


--- page 791 ---
As at 31 December 2024 (audited)
Fair value measurement using
Quoted prices in
active markets
(Level 1)
Significant
observable inputs
(Level 2)
Significant
unobservable
inputs (Level 3) Total
RMB’000 RMB’000 RMB’000 RMB’000
Financial assets at FVPL /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,592,118 1,470,284 285,051 11,347,453
Financial assets at FVOCI /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 456,501 608,455 1,064,956
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 375,720 – 375,720
Total /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11189,592,118 2,302,505 893,506 12,788,129
The movements in fair value measurements within Level 3 during the six months ended 30 June 2025 and year
ended 31 December 2024 are as follows:
As at 30 June As at 31 December
2025 2024
RMB’000 RMB’000
(unaudited) (audited)
Equity investments at FVPL
At beginning of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118285,051 310,913
Total gains/(losses) recognised in profit or loss /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(1,634) (38,944)
Purchases /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– 16,101
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(4,905) (3,019)
At the end of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118278,512 285,051
Equity investments at FVOCI
At beginning of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118608,455 656,936
Total gains/(losses) recognised in other comprehensive
income /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118– (47,203)
Disposals /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118(900) (1,278)
At the end of the period/year /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118607,555 608,455
Liabilities measured at fair value
As at 30 June 2025 (unaudited)
Fair value measurement using
Quoted prices in
active markets
(Level 1)
Significant
observable inputs
(Level 2)
Significant
unobservable
inputs (Level 3) Total
RMB’000 RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 565,536 – 565,536
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-70 –


--- page 792 ---
As at 31 December 2024 (audited)
Fair value measurement using
Quoted prices in
active markets
(Level 1)
Significant
observable inputs
(Level 2)
Significant
unobservable
inputs (Level 3) Total
RMB’000 RMB’000 RMB’000 RMB’000
Derivative financial instruments /H1118/H1118/H1118/H1118/H1118/H1118/H1118– 106,762 – 106,762
During the Relevant Periods, there were no transfers of fair value measurements between Level 1 and Level
2 and no transfers into or out of Level 3 for financial liabilities.
35. EVENT AFTER 30 JUNE 2025
In September 2025, the Company’s shareholders approved the payment of 2025 interim dividend of RMB0.31
per share. A cash dividend of RMB2,613.7 million was subsequently distributed to shareholders in October 2025.
APPENDIX IA UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL INFORMATION
– IA-71 –


--- page 793 ---
The following information does not form part of the Accountants’ Report from Ernst &
Young, the Company’ s reporting accountants, as set out in Appendix I to this prospectus, and
is included for information purposes only. The pro forma financial information should be read
in conjunction with the “Financial Information” section in this prospectus and the
Accountants’ Report set out in Appendix I to this prospectus.
A. UNAUDITED PRO FORMA ADJUSTED STATEMENT OF CONSOLIDATED NET
TANGIBLE ASSETS
The following unaudited pro forma adjusted consolidated net tangible assets has been
prepared in accordance with Rule 4.29 of the Hong Kong Listing Rules and with reference to
Accounting Guideline 7 “Preparation of Pro Forma Financial Information for inclusion in
Investment Circulars” issued by the Hong Kong Institute of Certified Public Accountants for
illustration purposes only, and is set out here to illustrate the effect of the Global Offering on
our consolidated net tangible assets as of 30 April 2025 as if it had taken place on 30 April
2025.
The unaudited pro forma adjusted statement of consolidated net tangible assets of the
Group attributable to the owners of the Company has been prepared for illustrative purposes
only and because of its hypothetical nature, it may not give a true picture of the financial
position of the Group had the Global Offering been completed as of 30 April 2025 or any future
date. It is prepared based on our consolidated net tangible assets attributable to the owners of
the Company as of 30 April 2025 as set out in Appendix I to this prospectus, and adjusted as
described below. The unaudited pro forma adjusted statement of consolidated net tangible
assets attributable to the owners of the Company does not form part of the Accountants’ Report
as set out in Appendix I to this prospectus.
Consolidated net
tangible assets
attributable to
owners of the
Company as at
30 April 2025
Estimated net
proceeds from
the Global
Offering
Unaudited pro
forma adjusted
consolidated net
tangible assets as
at 30 April 2025
Unaudited pro
forma adjusted
consolidated net
tangible assets
attributable to owners
of the Company
per Share as at
30 April 2025
RMB’000 RMB’000 RMB’000 RMB (HK$
equivalent)
(Note 1) (Note 2) (Note 5) (Note 4) (Note 4)
Based on an Offer
Price of HK$20.30
per Share /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111872,593,786 10,625,238 83,219,024 9.23 10.11
Based on an Offer
Price of HK$21.30
per Share /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H111872,593,786 11,150,858 83,744,644 9.29 10.18
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
– II-1 –


--- page 794 ---
Notes:
(1) The consolidated net tangible assets attributable to owners of the Company as at 30 April 2025 is extracted
from “Appendix I — Accountants’ Report”, which is based on the consolidated equity attributable to owners
of the parent as of 30 April 2025 of approximately RMB75,014,891,000, less intangible assets and goodwill
of approximately RMB2,421,105,000 as of 30 April 2025.
(2) The estimated net proceeds from the Global Offering are based on the Offer Price of HK$20.30 and HK$21.30
per Share, after deduction of the underwriting fees and other related expenses payable by the Company
(excluding the listing expense that have been charged to profit or loss during the Track Record Period) and
does not take into account of any Shares which may be issued upon the exercise of the Offer Size Adjustment
Option and the Over-allotment Option. The estimated net proceeds from the Global Offering are converted
from Hong Kong dollars into Renminbi at an exchange rate of HK$1.00 to RMB0.9130 prevailing on the Latest
Practicable Date.
(3) The unaudited pro forma adjusted consolidated net tangible assets per Share is calculated based on
9,011,827,224 Shares in issue immediately following the completion of the Global Offering, which is derived
from the total number of 9,054,814,637 issued shares immediately following the Global Offering excluding
42,987,413 treasury shares and any shares that may be issued upon the exercise of the over-allotment option.
(4) The unaudited pro forma adjusted consolidated net tangible assets per Share is converted into Hong Kong
dollars at an exchange rate of HK$1.00 to RMB0.9130 prevailing on the Latest Practicable Date.
(5) No adjustment has been made to reflect any trading result or other transactions of the Group entered into
subsequent to 30 April 2025. In particular, the unaudited pro forma adjusted net tangible assets of the Group
has not taken into account a cash dividend of RMB3,029.9 million to owners of the Company’s A Shares on
the relevant record date proposed by the Board of Directors in April 2025 and approved by shareholders in May
2025 together with a cash dividend of RMB2,613.7 million to owners of the Company’s A Shares on the
relevant record date proposed by the Board of Directors in August 2025 and approved by shareholders in
September 2025. The unaudited pro forma net tangible assets would have been HK$9.43 and HK$9.79 per
Share based on Offer Prices of HK$20.30 and HK$21.30 respectively if the dividend had been accounted for
as at 30 April 2025.
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
– II-2 –


--- page 795 ---
The following is the text of a report received from the Company’ s reporting accountants,
Ernst & Young, for the purpose of incorporation in this prospectus.
⭰㰟㛪姯⸒Ṳ⋀㈧
榀㸖毩歁㵳勘䙮怺979噆
⤑⏋✱ᷧ⺎27㧺
Tel 曢婘: +852 2846 9888
Fax ₚ䜆: +852 2868 4432
ey.com
Ernst & Young
27/F, One Taikoo Place
979 King’s Road
Quarry Bay, Hon
g Kong
B. INDEPENDENT REPORTING ACCOUNTANTS’ ASSURANCE REPORT ON THE
COMPILATION OF PRO FORMA FINANCIAL INFORMATION
To the Directors of SANY Heavy Industry Co., Ltd.
We have completed our assurance engagement to report on the compilation of pro forma
financial information of SANY Heavy Industry Co., Ltd. (the “Company”) and its subsidiary
(hereinafter collectively referred to as the “Group”) by the directors of the Company (the
“Directors”) for illustrative purposes only. The pro forma financial information consists of the
pro forma consolidated net tangible assets as at 30 April 2025 and related notes as set out in
Part A of Appendix II to the prospectus dated 20 October 2025 (the “Prospectus”) issued by the
Company (the “Pro Forma Financial Information”). The applicable criteria on the basis of
which the Directors have compiled the Pro Forma Financial Information are described in
Appendix II to the Prospectus.
The Pro Forma Financial Information has been compiled by the Directors to illustrate the
impact of the global offering of shares of the Company on the Group’s financial position as at
30 April 2025 as if the transaction had taken place at 30 April 2025. As part of this process,
information about the Group’s financial position has been extracted by the Directors from the
Group’s financial statements for the four months ended 30 April 2025, on which an
accountants’ report has been published.
Directors’ responsibility for the Pro Forma Financial Information
The Directors are responsible for compiling the Pro Forma Financial Information in
accordance with paragraph 4.29 of the Rules Governing the Listing of Securities on The Stock
Exchange of Hong Kong Limited (the “Listing Rules”) and with reference to Accounting
Guideline (“AG”) 7 Preparation of Pro Forma Financial Information for Inclusion in
Investment Circulars issued by the Hong Kong Institute of Certified Public Accountants (the
“HKICPA”).
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
– II-3 –


--- page 796 ---
Our independence and quality control
We have complied with the independence and other ethical requirements of the Code of
Ethics for Professional Accountants issued by the HKICPA, which is founded on fundamental
principles of integrity, objectivity, professional competence and due care, confidentiality and
professional behavior.
Our firm applies Hong Kong Standard on Quality Management 1 Quality Management for
Firms that Perform Audits or Reviews of Financial Statements, or Other Assurance or Related
Services Engagements which requires the firm to design, implement and operate a system of
quality management including policies or procedures regarding compliance with ethical
requirements, professional standards and applicable legal and regulatory requirements.
Reporting accountants’ responsibilities
Our responsibility is to express an opinion, as required by paragraph 4.29(7) of the
Listing Rules, on the Pro Forma Financial Information and to report our opinion to you. We do
not accept any responsibility for any reports previously given by us on any financial
information used in the compilation of the Pro Forma Financial Information beyond that owed
to those to whom those reports were addressed by us at the dates of their issue.
We conducted our engagement in accordance with Hong Kong Standard on Assurance
Engagements 3420 Assurance Engagements to Report on the Compilation of Pro Forma
Financial Information Included in a Prospectus issued by the HKICPA. This standard requires
that the reporting accountants plan and perform procedures to obtain reasonable assurance
about whether the Directors have compiled the Pro Forma Financial Information in accordance
with paragraph 4.29 of the Listing Rules and with reference to AG 7 issued by the HKICPA.
For purposes of this engagement, we are not responsible for updating or reissuing any
reports or opinions on any historical financial information used in compiling the Pro Forma
Financial Information, nor have we, in the course of this engagement, performed an audit or
review of the financial information used in compiling the Pro Forma Financial Information.
The purpose of the Pro Forma Financial Information included in the Prospectus is solely
to illustrate the impact of the global offering of shares of the Company on unadjusted financial
information of the Group as if the transaction had been undertaken at an earlier date selected
for purposes of the illustration. Accordingly, we do not provide any assurance that the actual
outcome of the transaction would have been as presented.
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
– II-4 –


--- page 797 ---
A reasonable assurance engagement to report on whether the Pro Forma Financial
Information has been properly compiled on the basis of the applicable criteria involves
performing procedures to assess whether the applicable criteria used by the Directors in the
compilation of the Pro Forma Financial Information provide a reasonable basis for presenting
the significant effects directly attributable to the transaction, and to obtain sufficient
appropriate evidence about whether:
 the related pro forma adjustments give appropriate effect to those criteria; and
 the Pro Forma Financial Information reflects the proper application of those
adjustments to the unadjusted financial information.
The procedures selected depend on the reporting accountants’ judgment, having regard to
the reporting accountants’ understanding of the nature of the Group, the transaction in respect
of which the Pro Forma Financial Information has been compiled, and other relevant
engagement circumstances.
The engagement also involves evaluating the overall presentation of the Pro Forma
Financial Information.
We believe that the evidence we have obtained is sufficient and appropriate to provide a
basis for our opinion.
Opinion
In our opinion:
(a) the Pro Forma Financial Information has been properly compiled on the basis stated;
(b) such basis is consistent with the accounting policies of the Group; and
(c) the adjustments are appropriate for the purpose of the Pro Forma Financial
Information as disclosed pursuant to paragraph 4.29(1) of the Listing Rules.
Y ours faithfully,
Ernst & Y oung
Certified Public Accountants
Hong Kong
20 October 2025
APPENDIX II UNAUDITED PRO FORMA FINANCIAL INFORMATION
– II-5 –


--- page 798 ---
This Appendix mainly provides investors with a summary of the Articles of Association.
The following information is only a summary and may not include all the materials that
may be important to potential investors.
SHARES AND REGISTERED CAPITAL
The Company’s shares are in the form of stock.
The issuance of the Company’s shares follows the principles of openness, fairness, and
justice. Each share of the same class shall have equal rights.
Shares of the same class issued at the same time shall have the same issuance conditions
and price.
INCREASE, DECREASE, REPURCHASE, AND TRANSFER OF SHARES
Increase and Decrease of Shares
The Company may increase its capital by the following methods in accordance with the
needs of its operation and development, in compliance with laws, regulations, and the rules of
the securities regulatory authorities of the place where the Company’s shares are listed, and
upon resolutions passed by the Shareholders’ meeting:
(i) Issuing shares to non-specific objects;
(ii) Issuing shares to specific objects;
(iii) Distributing bonus shares to existing shareholders;
(iv) Converting capital reserve into share capital;
(v) Other methods approved by laws, administrative regulations, the securities
regulatory rules of the Company’s stock listing place, and those stipulated by the
CSRC and approved by the Hong Kong Stock Exchange.
The Company may decrease its registered capital. The decrease of the Company’s
registered capital shall be carried out in accordance with the procedures stipulated by the PRC
Company Law, the Hong Kong Listing Rules and other relevant regulations and the Articles of
Association.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
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--- page 799 ---
Repurchase of Shares
The Company may repurchase its own shares under the following circumstances in
accordance with laws, administrative regulations, departmental rules, and the Articles of
Association:
(i) To reduce the Company’s registered capital;
(ii) To merge with another company holding the Company’s shares;
(iii) To use the shares for employee stock ownership plans or equity incentives;
(iv) To repurchase shares from shareholders who object to the resolutions on the
Company’s merger or division made by the Shareholders’ meeting;
(v) To use the shares for converting corporate bonds issued by the Company into shares;
(vi) As necessary to safeguard the Company’s value and the rights and interests of
shareholders.
(vii) Other circumstances permitted by laws, administrative regulations, and the
securities regulatory rules of the place where the company’s shares are listed.
The Company shall repurchase its own shares upon a resolution of the Shareholders’
meeting under the circumstances specified in items (i) and (ii) above. The Company shall
repurchase its own shares upon a resolution of the Board of Directors with the attendance of
more than two-thirds of the Directors under the circumstances specified in items (iii), (v), and
(vi) above, provided that it complies with the applicable securities regulatory rules of the place
where the Company’s shares are listed.
After the Company repurchases its own shares in accordance with the above provisions,
it shall cancel the repurchased shares within ten days from the date of repurchase under the
circumstances specified in item (i) above; it shall transfer or cancel the repurchased shares
within six months under the circumstances specified in items (ii) and (iv) above; and it shall
transfer or cancel the repurchased shares within three years under the circumstances specified
in items (iii), (v), and (vi) above, provided that the total number of shares held by the Company
shall not exceed 10% of the total number of shares issued by the Company.
Transfer of Shares
Directors, Supervisors and senior management members of the Company shall report to
the Company the shares they hold in the Company and any changes therein. During their term
of office, they shall not transfer more than 25% of the total number of shares they hold in the
Company each year; the shares they hold in the Company shall not be transferred within one
year from the date the Company’s shares are listed and traded. The above personnel shall not
transfer the shares they hold in the Company within six months after leaving their positions.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-2 –


--- page 800 ---
If laws, administrative regulations, or the listing rules of the place where the Company’s
shares are listed have other provisions on the transfer restrictions of the Company’s shares,
such provisions shall prevail.
Shareholders, Directors, and senior management members who hold more than 5% of the
Company’s shares shall not sell the Company’s shares or other equity securities they hold
within six months after purchase, or purchase the Company’s shares or other equity securities
within six months after sale. Any profits obtained from such transactions shall belong to the
Company, and the Company’s Board of Directors shall recover such profits. However, this
provision does not apply to securities companies that hold more than 5% of the Company’s
shares due to the purchase of remaining shares after underwriting, or other circumstances
stipulated by the CSRC and the Hong Kong Stock Exchange.
The shares or other equity securities held by Directors, senior management members, and
natural person shareholders as mentioned in the preceding paragraph include those held by
their spouses, parents, children, and those held in other people’s accounts.
If the Company’s Board of Directors fails to execute the provisions of the first paragraph
of this article, shareholders have the right to request the Board of Directors to execute within
30 days. If the Board of Directors fails to execute within the above period, shareholders have
the right to directly file a lawsuit with the people’s court in the name of the Company for the
benefit of the Company. If the Board of Directors fails to execute the provisions of the first
paragraph of this article, the responsible Directors shall bear joint and several liability
according to law.
SHAREHOLDERS AND SHAREHOLDERS’ MEETING
General Provisions on Shareholders
The Company shall establish a register of shareholders based on the certificates provided
by the securities registration institution. The register of shareholders is conclusive evidence of
shareholders’ ownership of the Company’s shares. The original copy of the H share register of
shareholders shall be kept in Hong Kong. The Hong Kong branch of the register of
shareholders must be available for shareholders to inspect, but the Company may suspend the
registration of shareholders in accordance with applicable laws, regulations, and the securities
regulatory rules of the place where the Company’s shares are listed.
Shareholders shall enjoy rights and bear obligations according to the types of shares they
hold; shareholders holding the same type of shares shall enjoy equal rights and bear the same
obligations.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
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--- page 801 ---
Shareholders of the Company shall enjoy the following rights:
(i) To receive dividends and other forms of profit distribution according to the
proportion of shares they hold;
(ii) To request, convene, preside over, attend, or appoint a shareholder proxy to attend
the Shareholders’ meeting and exercise corresponding speaking and voting rights;
(iii) To supervise the Company’s operations and make suggestions or inquiries;
(iv) To transfer, donate, or pledge the shares they hold in accordance with laws,
administrative regulations, the securities regulatory rules of the place where the
Company’s shares are listed, and the Articles of Association;
(v) To inspect and copy the Articles of Association, register of shareholders, minutes of
Shareholders’ meetings, resolutions of the Board of Directors, resolutions of the
Board of Supervisors financial reports, and accounting books and vouchers of the
Company if they meet the requirements;
(vi) To participate in the distribution of the Company’s remaining assets according to the
proportion of shares they hold when the Company is terminated or liquidated;
(vii) To request the Company to repurchase their shares if they object to the resolutions
on the Company’s merger or division made by the Shareholders’ meeting;
(viii) Other rights stipulated by laws, administrative regulations, departmental rules, the
securities regulatory rules of the place where the Company’s shares are listed, or the
Articles of Association.
Shareholders requesting to inspect and copy the Company’s relevant materials shall
comply with the provisions of the PRC Company Law, the Securities Law, and other laws and
administrative regulations.
If the content of the resolutions of the Shareholders’ meeting or the Board of Directors
violates laws or administrative regulations, shareholders have the right to request the people’s
court to determine the invalidity of the resolutions. If the procedures for convening the
Shareholders’ meeting or the Board of Directors or the voting methods violate laws,
administrative regulations, or the Articles of Association, or if the content of the resolutions
violates the Articles of Association, shareholders have the right to request the people’s court
to revoke the resolutions within sixty days from the date the resolutions are made. However,
if the procedures for convening the Shareholders’ meeting or the Board of Directors or the
voting methods have only minor defects and do not have a substantial impact on the
resolutions, this provision does not apply.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
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--- page 802 ---
Shareholders of the Company shall bear the following obligations:
(i) To comply with laws, administrative regulations, the securities regulatory rules of
the place where the Company’s shares are listed, and the Articles of Association;
(ii) To pay the share price according to the shares they subscribe for and the method of
subscription;
(iii) Not to withdraw their capital except in circumstances stipulated by laws and
regulations;
(iv) Not to abuse shareholder rights to damage the interests of the Company or other
shareholders; not to abuse the Company’s independent legal person status and
shareholders’ limited liability to damage the interests of the Company’s creditors;
(v) Other obligations stipulated by laws, administrative regulations, the securities
regulatory rules of the place where the Company’s shares are listed, and the Articles
of Association.
Shareholders who abuse their rights and cause losses to the Company or other
shareholders shall bear compensation liability according to law. Shareholders who abuse the
Company’s independent legal person status and shareholders’ limited liability to evade debts
and seriously damage the interests of the Company’s creditors shall bear joint and several
liability for the Company’s debts.
Controlling Shareholders and Actual Controllers
The Company’s Controlling Shareholders and actual controllers shall exercise their rights
and fulfill their obligations in accordance with laws, administrative regulations, the CSRC, the
stock exchange where the Company’s shares are listed, and the securities regulatory rules of
the place where the Company’s shares are listed, and shall safeguard the interests of the listed
company.
The Company’s Controlling Shareholders and actual controllers shall comply with the
following provisions:
(i) To exercise shareholder rights according to law and not to abuse control rights or use
affiliated relationships to damage the legitimate rights and interests of the Company
or other shareholders;
(ii) To strictly fulfill the public statements and commitments made and not to change or
exempt them without authorization;
(iii) To strictly fulfill information disclosure obligations in accordance with relevant
regulations, actively cooperate with the Company in information disclosure work,
and promptly inform the Company of major events that have occurred or are about
to occur;
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-5 –


--- page 803 ---
(iv) Not to occupy the Company’s funds in any way;
(v) Not to force, instruct, or require the Company and its relevant personnel to provide
guarantees in violation of laws and regulations;
(vi) Not to use the Company’s undisclosed major information to seek benefits, not to
disclose the Company’s undisclosed major information in any way, and not to
engage in illegal activities such as insider trading, short-swing trading, and market
manipulation;
(vii) Not to damage the legitimate rights and interests of the Company and other
shareholders through unfair related party transactions, profit distribution, asset
restructuring, external investment, etc.;
(viii) To ensure the Company’s asset integrity, personnel independence, financial
independence, institutional independence, and business independence, and not to
affect the Company’s independence in any way;
(ix) Other provisions stipulated by laws, administrative regulations, the CSRC, the
securities regulatory rules of the place where the Company’s shares are listed, and
the Articles of Association.
If the Company’s Controlling Shareholders or actual controllers do not serve as Directors
of the Company but actually execute the Company’s affairs, the provisions of the Articles of
Association on Directors’ duties of loyalty and diligence shall apply.
If the Company’s Controlling Shareholders or actual controllers instruct Directors or
senior management members to engage in activities that damage the interests of the Company
or shareholders, they shall bear joint and several liability with such Directors or senior
management members.
General Provisions on Shareholders’ Meeting
The Shareholders’ meeting is the Company’s authority and shall exercise the following
powers according to law:
(i) To elect and remove the members of the Board of Directors and the Board of
Supervisors who are not staff representatives, and decide on matters related to their
remuneration;
(ii) To examine and approve the Board of Directors’ report and the Board of
Supervisors’ report;
(iii) To examine and approve the Company’s profit distribution plan and loss recovery
plan;
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-6 –


--- page 804 ---
(iv) To make resolutions on the Company’s increase or decrease of registered capital;
(v) To make resolutions on the issuance of corporate bonds;
(vi) To make resolutions on the Company’s merger, division, dissolution, liquidation, or
change of corporate form;
(vii) To amend the Articles of Association;
(viii) To make resolutions on the appointment and dismissal of accounting firms
undertaking the Company’s audit business;
(ix) To examine and approve the guarantee matters stipulated in Article 47 of the Articles
of Association;
(x) To examine and approve matters related to the Company’s purchase or sale of major
assets exceeding 30% of the Company’s total assets as of the latest audited financial
statements within one year, and matters stipulated in Article 113 of the Articles that
are subject to the consideration and approval by the Shareholders’ general meeting;
(xi) To examine and approve changes in the use of raised funds;
(xii) To examine and approve equity incentive plans and employee stock ownership
plans;
(xiii) To examine and approve other matters that should be decided by the Shareholders’
meeting as stipulated by laws, administrative regulations, departmental rules, or the
Articles of Association.
The Shareholders’ meeting may authorize the Board of Directors to make resolutions on
the issuance of corporate bonds.
The following external guarantee behaviors of the Company must be reviewed and
approved by the Shareholders’ meeting:
(i) Any guarantee provided after the total external guarantees of the Company and its
controlled subsidiaries exceed 50% of the Company’s net assets as of the latest
audited financial statements;
(ii) Any guarantee provided after the total external guarantees of the Company exceed
30% of the Company’s total assets as of the latest audited financial statements;
(iii) Any guarantee provided within one year with a guarantee amount exceeding 30% of
the Company’s total assets as of the latest audited financial statements;
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
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--- page 805 ---
(iv) Any guarantee provided to a guarantee object with a debt-to-asset ratio exceeding
70%;
(v) Any single guarantee with an amount exceeding 10% of the Company’s net assets
as of the latest audited financial statements;
(vi) Any guarantee provided to shareholders, actual controllers, and their related parties;
(vii) Other guarantee circumstances stipulated by laws, administrative regulations, the
securities regulatory rules of the place where the Company’s shares are listed, and
normative documents.
External guarantees that should be approved by the Shareholders’ meeting must be
reviewed and approved by the Board of Directors before being submitted to the Shareholders’
meeting for approval. When the Shareholders’ meeting reviews the guarantee matters stipulated
in items (iii) of this article, it must be approved by more than two-thirds of the voting rights
held by the shareholders present at the meeting. When the Shareholders’ meeting reviews the
guarantee matters stipulated in item (vi) of this article, the shareholders or the shareholders
controlled by the actual controller shall not participate in the voting, and the voting must be
approved by more than half of the voting rights held by other shareholders present at the
meeting. If the Shareholders’ meeting violates the approval authority and review procedures for
external guarantees, the relevant shareholders who violate the approval authority and review
procedures shall bear joint and several liability.
The Shareholders’ meeting is divided into annual Shareholders’ meetings and
extraordinary Shareholders’ meetings. The annual Shareholders’ meeting shall be held once a
year and shall be held within six months after the end of the previous fiscal year.
Under any of the following circumstances, the Company shall hold an extraordinary
Shareholders’ meeting within two months from the date of occurrence:
(i) When the number of Directors is less than the number stipulated by the PRC
Company Law or two-thirds of the number stipulated by the Articles of Association;
(ii) When the Company’s unrecovered losses reach one-third of the total share capital;
(iii) When shareholders who individually or jointly hold more than 10% of the
Company’s shares (including preferred shares with restored voting rights, etc.)
request it;
(iv) When the Board of Directors deems it necessary;
(v) When independent non-executive Directors propose to convene to the Board of
Directors;
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-8 –


--- page 806 ---
(vi) When the Board of Supervisor proposes to convene;
(vii) Other circumstances stipulated by laws, administrative regulations, departmental
rules, the securities regulatory rules of the place where the Company’s shares are
listed, or the Articles of Association.
Convening of Shareholders’ Meeting
The Board of Directors shall convene the Shareholders’ meeting within the prescribed
time limit.
With the consent of more than half of all independent Directors, independent Directors
have the right to propose to the Board of Directors to convene an extraordinary Shareholders’
meeting. The Board of Directors shall, in accordance with laws, administrative regulations, the
securities regulatory rules of the place where the Company’s shares are listed, and the Articles
of Association, provide written feedback on whether to agree to convene an extraordinary
Shareholders’ meeting within ten days of receiving the proposal. If the Board of Directors
agrees to convene an extraordinary Shareholders’ meeting, it shall issue a notice of the
Shareholders’ meeting within five days of making the board resolution; if the Board of
Directors does not agree to convene an extraordinary Shareholders’ meeting, it shall explain the
reasons and make an announcement.
The Board of Supervisors has the right to propose to the Board of Directors to convene
an extraordinary Shareholders’ meeting and shall submit the proposal in writing to the Board
of Directors. The Board of Directors shall, in accordance with laws, administrative regulations,
the securities regulatory rules of the place where the Company’s shares are listed, and the
Articles of Association, provide written feedback on whether to agree to convene an
extraordinary Shareholders’ meeting within ten days of receiving the proposal. If the Board of
Directors agrees to convene an extraordinary Shareholders’ meeting, it shall issue a notice of
the Shareholders’ meeting within five days of making the board resolution, and any changes to
the original proposal in the notice shall be agreed upon by the Board of Supervisors. If the
Board of Directors does not agree to convene an extraordinary Shareholders’ meeting or fails
to provide feedback within 10 days of receiving the proposal, it shall be deemed that the Board
of Directors is unable or unwilling to perform its duties of convening the Shareholders’
meeting, and the Board of Supervisors may convene and preside over the meeting on its own.
Shareholders who individually or jointly hold more than 10% of the Company’s total
issued share capital have the right to request the Board of Directors to convene an
extraordinary Shareholders’ meeting and shall submit the request in writing to the Board of
Directors. The Board of Directors shall, in accordance with laws, administrative regulations,
the securities regulatory rules of the place where the Company’s shares are listed, and the
Articles of Association, provide written feedback within ten days after receiving the request,
indicating whether it agrees or disagrees to convene the extraordinary Shareholders’ meeting.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-9 –


--- page 807 ---
If the Board of Directors agrees to convene an extraordinary Shareholders’ meeting, it
shall issue a notice of the Shareholders’ meeting within 5 days of making the board resolution,
and any changes to the original request in the notice shall be agreed upon by the relevant
shareholders. If the Board of Directors does not agree to convene an extraordinary
Shareholders’ meeting or fails to provide feedback within ten days of receiving the request,
shareholders who individually or jointly hold more than 10% of the Company’s total issued
share capital have the right to propose to the Board of Supervisors to convene an extraordinary
Shareholders’ meeting and shall submit the request in writing to the Board of Supervisors.
If the Board of Supervisors agrees to convene an extraordinary Shareholders’ meeting, it
shall issue a notice of the Shareholders’ meeting within five days of receiving the request, and
any changes to the original request in the notice shall be agreed upon by the relevant
shareholders. If the Board of Supervisors fails to issue the notice of the Shareholders’ meeting
within the prescribed time limit, it shall be deemed that the Board of Supervisors is unable or
unwilling to convene and preside over the Shareholders’ meeting, and shareholders holding
more than 10% of the Company’s total issued share capital separately or jointly for more than
ninety consecutive days may convene and preside over the meeting on their own.
If the Board of Supervisors or shareholders decide to convene the Shareholders’ meeting
on their own, they shall notify the Board of Directors in writing and complete necessary
reports, announcements, or filings in accordance with the securities regulatory rules of the
place where the company’s shares are listed and the regulations of the stock exchange. Before
the announcement of the Shareholders’ meeting resolution, the shareholding ratio of the
convening shareholders shall not be less than 10% of the total issued share capital. The Board
of Supervisors or convening shareholders shall submit relevant proof materials to the Stock
Exchange when issuing the notice of the Shareholders’ meeting and the announcement of the
Shareholders’ meeting resolution.
For Shareholders’ meetings convened by the Board of Supervisors or shareholders on
their own, the Board of Directors and the board secretary shall cooperate. The Board of
Directors shall provide the register of shareholders as of the record date.
The necessary expenses for the Shareholders’ meeting convened by the Board of
Supervisors or shareholders on their own shall be borne by the Company.
Proposals and Notices of the Shareholders’ Meeting
The content of the proposals shall fall within the scope of the Shareholders’ meeting’s
authority, have clear topics and specific resolution matters, and comply with the provisions of
laws, administrative regulations, the securities regulatory rules of the place where the
Company’s shares are listed, and the Articles of Association.
Shareholders holding more than 1% of the Company’s total issued share capital separately
or jointly may submit temporary proposals in writing to the convener 10 days before the
Shareholders’ meeting. The convener shall issue a supplementary notice of the Shareholders’
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-10 –


--- page 808 ---
meeting within two days of receiving the proposal, announce the content of the temporary
proposal, and submit the temporary proposal to the Shareholders’ meeting for review. However,
temporary proposals that violate laws, administrative regulations, the securities regulatory
rules of the place where the Company’s shares are listed, or the Articles of Association, or do
not fall within the scope of the Shareholders’ meeting’s authority, shall be excluded.
Except for the circumstances stipulated in the preceding paragraph, the convener shall not
modify the proposals already listed in the notice of the Shareholders’ meeting or add new
proposals after issuing the notice of the Shareholders’ meeting.
Proposals not listed in the notice of the Shareholders’ meeting or not in compliance with
the Articles of Association shall not be voted on or resolved at the Shareholders’ meeting.
The convener shall notify all shareholders in writing (including announcements)
twenty-one days before the annual Shareholders’ meeting and fifteen days before the
extraordinary Shareholders’ meeting. If the Shareholders’ meeting needs to be postponed due
to the issuance of a supplementary notice of the Shareholders’ meeting in accordance with the
securities regulatory rules of the place where the Company’s shares are listed, the
Shareholders’ meeting shall be postponed in accordance with the securities regulatory rules of
the place where the Company’s shares are listed.
The notice of the Shareholders’ meeting shall include the following content:
(i) The time, place, and duration of the meeting;
(ii) The matters and proposals to be reviewed at the meeting;
(iii) A clear statement that all ordinary shareholders and shareholders holding special
voting rights shares and other shareholders are entitled to attend the Shareholders’
meeting and may appoint a proxy in writing to attend the meeting and vote, and the
proxy does not need to be a shareholder of the Company;
(iv) The record date for shareholders entitled to attend the Shareholders’ meeting;
(v) The name and telephone number of the standing contact person for the meeting;
(vi) The time and procedure for voting by network or other means.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
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--- page 809 ---
Proxy for the Shareholders’ Meeting
All shareholders registered on the record date and other shareholders or their proxies are
entitled to attend the Shareholders’ meeting. They may attend the meeting in person or appoint
a proxy to attend, speak, and vote in accordance with relevant laws, regulations, the securities
regulatory rules of the place where the Company’s shares are listed, and the Articles of
Association (unless individual shareholders are required to waive their voting rights on specific
matters in accordance with the securities regulatory rules of the place where the Company’s
shares are listed).
Shareholders may attend Shareholders’ Meetings in person or appoint a proxy to attend,
speak and vote on their behalf. Individual shareholders attending the meeting in person shall
present their ID cards or other valid identification documents; if appointing a proxy to attend
the meeting, they shall present their valid ID cards and a power of attorney for the shareholder.
Corporate shareholders shall be represented by the legal representative or a proxy
authorized by the legal representative. The legal representative attending the meeting shall
present their ID card and valid proof of their legal representative status; the proxy attending
the meeting shall present their ID card and a written power of attorney issued by the legal
representative of the corporate shareholder, except for shareholders who are a recognized
clearing house as defined in the relevant laws and regulations in force from time to time under
the laws of Hong Kong or the securities regulatory rules of the place where the shares of the
company are listed (the “ Recognized Clearing House ”) or its proxy.
The power of attorney for appointing a proxy to attend the Shareholders’ meeting shall
specify the following content:
(i) The name or title of the principal and the class and quantity of shares held;
(ii) The name or title of the proxy;
(iii) Specific instructions of the shareholder, including instructions to vote for, against,
or abstain on each matter listed on the agenda of the Shareholders’ meeting;
(iv) The date of issuance and validity period of the power of attorney;
(v) The signature (or seal) of the principal. If the principal is a corporate shareholder,
the corporate seal shall be affixed.
If the power of attorney for proxy voting is signed by a person authorized by the principal,
the authorization letter or other authorization documents shall be notarized. The notarized
authorization letter or other authorization documents and the power of attorney for proxy
voting shall be kept at the Company’s domicile or another place designated in the notice of the
meeting.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-12 –


--- page 810 ---
If the principal is a legal person, it shall be represented by its legal representative or a
person authorized by the Board of Directors or other decision-making body to attend the
Company’s Shareholders’ meeting.
If the shareholder is a Recognized Clearing House (or its proxy), the shareholder may
authorize one or more persons it deems appropriate to act as its representative at any
Shareholders’ meeting or creditors’ meeting; however, if more than one person is authorized,
the power of attorney shall specify the number and class of shares involved in the authorization
for each authorized person, and the power of attorney shall be signed by an authorized person
of the Recognized Clearing House. The authorized person may exercise the rights of the
Recognized Clearing House (or its proxy) (without presenting shareholding certificates,
notarized authorization, and/or further evidence of formal authorization) and shall enjoy the
same statutory rights as other shareholders, including the right to speak and vote, as if the
person were an individual shareholder of the Company.
If the Shareholders’ meeting requires Directors, Supervisors and senior management
members to attend the meeting, the Directors, Supervisors and senior management members
shall attend and accept shareholders’ inquiries.
The Shareholders’ meeting shall be presided over by the chairman of the Board of
Directors.
If the chairman is unable or unwilling to perform his duties, the vice-chairman shall
preside. If the vice-chairman is unable or unwilling to perform his duties, a Director elected
by more than half of the Directors shall preside. The Shareholders’ meeting convened by the
Board of Supervisors shall be presided over by the chairman of the Board of Supervisors. If
the chairman of the Board of Supervisors is unable or unwilling to perform his duties, an
Supervisor elected by more than half of the Board of Supervisors shall preside. The
Shareholders’ meeting convened by shareholders shall be presided over by the convener or a
representative elected by the convener. If the meeting chairperson violates the rules of
procedure during the Shareholders’ meeting, making it impossible to continue the meeting, the
Shareholders’ meeting may elect a person to act as the meeting chairperson with the consent
of more than half of the voting rights held by the shareholders present at the meeting, and
continue the meeting.
Voting and Resolutions at the Shareholders’ Meeting
Resolutions of the Shareholders’ meeting are divided into ordinary resolutions and special
resolutions. An ordinary resolution of the Shareholders’ meeting shall be passed by more than
half of the voting rights held by the shareholders (including shareholder proxies) present at the
meeting. A special resolution of the Shareholders’ meeting shall be passed by more than
two-thirds of the voting rights held by the shareholders (including shareholder proxies) present
at the meeting.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-13 –


--- page 811 ---
The following matters shall be passed by the Shareholders’ meeting as ordinary
resolutions:
(i) The work report of the Board of Directors and the Board of Supervisors;
(ii) The profit distribution plan and loss recovery plan proposed by the Board of
Directors;
(iii) The appointment and dismissal of board members and their remuneration and
payment methods;
(iv) The company’s Annual Report;
(v) Other matters except those that, as stipulated by laws, administrative regulations,
the securities regulatory rules of the Company’s stock listing place, or the Articles
of Association, shall be passed by a special resolution.
The following matters shall be passed by the Shareholders’ meeting as special resolutions:
(i) The increase or decrease of the Company’s registered capital;
(ii) The division, split, merger, dissolution, and liquidation of the Company;
(iii) To issue of shares of any kind, share warrant or other similar securities;
(iv) Amendments to the Articles of Association and its’ attachments;
(v) The Company’s purchase or sale of major assets or provision of guarantees to others
exceeding 30% of the Company’s total assets as of the latest audited financial
statements within one year;
(vi) Equity incentive plans;
(vii) Other matters stipulated by laws, administrative regulations, the securities
regulatory rules of the place where the Company’s shares are listed, or the Articles
of Association, as well as matters that the Shareholders’ meeting deems to have a
significant impact on the Company and require a special resolution.
Shareholders (including shareholder proxies) shall exercise their voting rights based on
the number of voting shares they represent, with each share having one vote, except for
shareholders of different classes of shares.
When the Shareholders’ meeting reviews major matters affecting the interests of small
and medium investors, the votes of small and medium investors shall be counted separately.
The results of the separate vote count shall be disclosed in a timely manner.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-14 –


--- page 812 ---
The Company’s own shares held by the Company do not have voting rights, and such
shares shall not be counted in the total number of voting shares present at the Shareholders’
meeting.
According to applicable laws and regulations and the Hong Kong Listing Rules, if any
shareholder is required to waive their voting rights on a resolution or is restricted to only
voting for (or against) a resolution, the votes cast by such shareholder or their representative
in violation of the relevant provisions or restrictions shall not be counted in the total number
of voting shares.
If a shareholder purchases the Company’s voting shares in violation of the provisions of
Article 63, Paragraphs 1 and 2 of the Securities Law, the shares exceeding the prescribed
proportion shall not exercise voting rights within 36 months after purchase and shall not be
counted in the total number of voting shares present at the Shareholders’ meeting.
The Company’s Board of Directors, independent Directors, shareholders holding more
than 1% of the voting shares, or investor protection institutions established in accordance with
laws, administrative regulations, the securities regulatory rules of the place where the
Company’s shares are listed, or the CSRC may publicly solicit shareholders’ voting rights. The
solicitation of shareholders’ voting rights shall fully disclose specific voting intentions and
other information to the solicited parties. It is prohibited to solicit shareholders’ voting rights
in a paid or disguised paid manner. Except for statutory conditions, the Company shall not
impose a minimum shareholding ratio restriction on the solicitation of voting rights.
When the Shareholders’ meeting reviews related party transactions, related shareholders
shall not participate in the voting, and the number of voting shares they represent shall not be
counted in the total number of valid votes; the announcement of the Shareholders’ meeting
resolution shall fully disclose the voting situation of non-related shareholders.
DIRECTORS AND BOARD OF DIRECTORS
General Provisions on Directors
The Directors of the Company include executive Directors, non-executive Directors, and
independent Directors. Non-executive Directors refer to Directors who do not hold
management positions in the Company.
Directors of the Company shall be individuals. A person with any of the following
circumstances shall not serve as a Director of the Company:
(i) Having no capacity for civil conduct or limited capacity for civil conduct;
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
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--- page 813 ---
(ii) Having been sentenced to a criminal penalty for embezzlement, bribery,
infringement of property, misappropriation of property, or disrupting the socialist
market economic order, or having had his/her political rights deprived due to a
crime, and less than 5 years have elapsed since the expiration of the execution
period, or if on probation, less than 2 years have elapsed since the expiration of the
probation period;
(iii) Having served as a director, factory director, or manager of a company or enterprise
undergoing bankruptcy liquidation and being personally liable for the bankruptcy of
such company or enterprise, and less than 3 years have elapsed since the completion
of the bankruptcy liquidation of such company or enterprise;
(iv) Having served as the legal representative of a company or enterprise whose business
license has been revoked or has been ordered to close down due to illegal activities
and being personally liable, and less than 3 years have elapsed since the revocation
of the business license or the order to close down of such company or enterprise;
(v) Having a large-amount debt due but unpaid and being listed as a person subject to
enforcement for bad credit by the people’s court;
(vi) Having been subject to measures restricting access to the securities market by the
CSRC and the time limit has not expired;
(vii) Having been publicly determined by the stock exchange as unfit to serve as a
director of listed companies, with the term yet to be expired;
(viii) Other circumstances stipulated by laws, administrative regulations, departmental
rules, or the securities regulatory rules of the Company’s stock listing place.
Elections or appointments of Directors that violate the provisions of this section shall be
invalid. If a Director becomes subject to any of the circumstances listed in this section during
their tenure, the Company shall terminate their position.
Directors not appointed as employee representative Directors shall be elected or replaced
by the Shareholders’ meeting and may be removed from their positions by the Shareholders’
meeting before the expiration of their term, provided that such removal complies with the
relevant applicable laws, administrative regulations, departmental rules, normative documents,
and the provisions of the Hong Kong Listing Rules. The term of office for Directors is three
years, and upon the expiration of their term, they may be re-elected in accordance with the
securities regulatory rules of the place where the Company’s shares are listed.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-16 –


--- page 814 ---
The term of a Director is calculated from the date of assuming office until the expiration
of the current Board of Directors’ term. If the Directors are not timely re-elected upon the
expiration of their term, the original Directors shall continue to perform their duties as
Directors in accordance with laws, administrative regulations, departmental rules, securities
regulatory rules of the place where the Company’s shares are listed, and the Articles of
Association until the newly elected Directors assume office.
A Director may also hold the position of chief executive officer or other senior
management positions, but the total number of Directors who also serve as senior management
positions, as well as Directors who are employee representatives, shall not exceed half of the
total number of Directors of the Company.
A Director may resign before the expiration of their term. A Director’s resignation shall
take effect on the date the Board of Directors receives the written resignation report, and the
Board of Directors shall disclose the relevant information within the period required by the
regulatory rules of the place where the Company’s shares are listed. If the resignation of a
Director results in the number of board members falling below the statutory minimum, the
original Directors shall continue to perform their duties as Directors in accordance with laws,
administrative regulations, departmental rules, securities regulatory rules of the place where
the Company’s shares are listed, and the Articles of Association until the newly elected
Directors assume office.
Board of Directors
The Board of Directors shall consist of seven Directors, including one chairman and one
vice-chairman. The chairman and vice-chairman shall be elected by more than half of all
Directors. The Board of Directors shall exercise the following powers and duties:
(i) Convening the Shareholders’ meeting and reporting to the Shareholders’ meeting;
(ii) Implementing the resolutions of the Shareholders’ meeting;
(iii) Deciding on the Company’s business plans and investment proposals;
(iv) Formulating the Company’ annual financial budgets and final accounting plans;
(v) Formulating the Company’s profit distribution plans and loss recovery plans;
(vi) Formulating plans for the Company’s increase or decrease of registered capital,
issuance of bonds or other securities, and listing;
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-17 –


--- page 815 ---
(vii) Drafting plans for major acquisitions, repurchases of the Company’s shares,
mergers, divisions, dissolution, or changes in the Company’s form;
(viii) Deciding on matters such as external investments, acquisition or disposal of assets,
asset mortgages, external guarantees, entrusted wealth management, related-party
transactions, and external donations, within the scope authorized by the
Shareholders’ meeting;
(ix) Deciding on the establishment of the Company’s internal management structure;
(x) Deciding on the appointment or dismissal of the chief executive officer, secretary of
the Board, and determining their remuneration and reward (or punishment); based
on the chief executive officer’s nomination, deciding on the appointment or
dismissal of the executive president, vice presidents, chief financial officer, and
other senior management members, and determining their remuneration and reward
(or punishment);
(xi) Formulating the Company’s basic management systems;
(xii) Drafting amendments to the Articles of Association;
(xiii) Managing the Company’s information disclosure matters;
(xiv) Proposing to the Shareholders’ meeting the appointment or replacement of the
accounting firm auditing the Company;
(xv) Listening to the work reports of the chief executive officer and reviewing the chief
executive officer’s work;
(xvi) Other powers and duties granted by laws, administrative regulations, departmental
rules, securities regulatory rules of the place where the Company’s shares are listed,
or the Articles of Association.
The Board of Directors shall determine the authority for the Company’s external
investments, acquisition or disposal of assets, asset mortgages, external guarantees, entrusted
wealth management, related party transactions, and external donations, and establish strict
review and decision-making procedures. Major investment projects shall be evaluated by
relevant experts and professionals and submitted to the Shareholders’ meeting for approval.
The chairman shall exercise the following powers and duties:
(i) Presiding over the Shareholders’ meeting and convening and presiding over board
meetings;
(ii) Supervising and inspecting the implementation of board resolutions;
(iii) Other powers and duties granted by the Board of Directors.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-18 –


--- page 816 ---
The Board of Directors shall hold at least four meetings each year, convened by the
chairman, with written notice provided to all Directors at least 14 days before the meeting.
Shareholders representing more than one-tenth of the voting rights, the chairman, the chief
executive officer, one-third of the Directors, half of the independent Directors or the board of
Supervisors may propose the convening of an extraordinary board meeting. The chairman shall
convene and preside over the board meeting within 10 days of receiving such a proposal.
Extraordinary board meetings may be convened by personal delivery, mail, fax, or email,
with notice provided to all Directors at least five days before the meeting.
A board meeting shall require the attendance of more than half of the Directors to be
valid.
Resolutions of the Board of Directors shall require the approval of more than half of all
Directors. Each Director shall have one vote in board resolutions.
If a Director has a relationship with the enterprise or individual involved in a board
resolution, the Director shall promptly report in writing to the Board of Directors. The Director
with such a relationship shall not vote on the resolution or act as a proxy for another Director
to vote. The board meeting may proceed with the attendance of more than half of the
non-related Directors, and resolutions shall require the approval of more than half of the
non-related Directors. If the number of non-related Directors attending the board meeting is
less than three, the matter shall be submitted to the Shareholders’ meeting for review. If laws,
regulations, or securities regulatory rules of the place where the Company’s shares are listed
impose additional restrictions on Directors’ participation in board meetings and voting, such
provisions shall prevail.
Board meetings shall be attended by Directors in person. If a Director is unable to attend,
they may appoint another Director in writing to attend on their behalf. The written appointment
shall specify the name of the proxy, the matters to be represented, the scope of authority, and
the validity period, and shall be signed or sealed by the appointing Director. The proxy shall
exercise the Director’s rights within the scope of authority. If a Director does not attend the
board meeting and does not appoint a proxy to attend, they shall be deemed to have waived
their voting rights at that meeting.
Independent Directors
Independent Directors shall diligently perform their duties in accordance with laws,
administrative regulations, the CSRC, the stock exchange where the Company’s shares are
listed, securities regulatory rules of the place where the Company’s shares are listed, and the
Articles of Association. They shall play a role in decision-making, supervision, and
professional consultation within the Board of Directors, safeguarding the overall interests of
the Company and protecting the lawful rights and interests of minority shareholders.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-19 –


--- page 817 ---
Independent Directors must maintain independence. The following persons shall not serve
as independent Directors:
(i) Persons employed by the Company or its affiliated enterprises, as well as their
spouses, parents, children, and close relatives;
(ii) Natural persons who directly or indirectly hold more than 1% of the Company’s
issued shares or are among the top ten shareholders of the Company, as well as their
spouses, parents, and children;
(iii) Persons employed by shareholders who directly or indirectly hold more than 5% of
the Company’s issued shares or are among the top five shareholders of the Company,
as well as their spouses, parents, and children;
(iv) Persons employed by affiliated enterprises of the Company’s Controlling
Shareholders or actual controllers, as well as their spouses, parents, and children;
(v) Persons who have significant business dealings with the Company, its Controlling
Shareholders, actual controllers, or their respective subsidiaries, or who are
employed by entities that have significant business dealings with the Company, and
their controlling shareholders or actual controllers;
(vi) Persons who provide financial, legal, consulting, or underwriting services to the
Company, its Controlling Shareholders, actual controllers, or their respective
subsidiaries, including but not limited to project team members, reviewers,
signatories, partners, Directors, senior management members, and principal
responsible persons of intermediary institutions providing such services;
(vii) Persons who have had any of the above-mentioned circumstances within the past 12
months;
(viii) Other persons deemed not independent under laws, administrative regulations, the
CSRC, the stock exchange of the place where the Company’s shares are listed,
securities regulatory rules of the place where the Company’s shares are listed, or the
Articles of Association.
Affiliated enterprises of the Company’s Controlling Shareholders or actual controllers
referred to in items (iv) to (vi) above do not include enterprises controlled by the same
state-owned assets management institution as the Company and that do not constitute related
parties under relevant regulations.
Independent Directors shall conduct an annual self-assessment of their independence and
submit the results to the Board of Directors. The Board of Directors shall annually evaluate the
independence of incumbent independent Directors and issue a special opinion, which shall be
disclosed together with the annual report.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-20 –


--- page 818 ---
The following matters shall be submitted to the Board of Directors for review after
obtaining the approval of more than half of all independent Directors:
(i) Related party transactions that require disclosure;
(ii) Proposals for the Company and related parties to change or waive commitments;
(iii) Decisions and measures taken by the Board of Directors of an acquired listed
company in response to the acquisition;
(iv) Other matters stipulated by laws, administrative regulations, the CSRC, securities
regulatory rules of the place where the Company’s shares are listed, or the Articles
of Association.
The Company shall establish a special meeting mechanism composed entirely of
independent Directors. Matters such as related party transactions to be reviewed by the Board
of Directors shall first be approved by the special meeting of independent Directors. The
Company holds special meetings of independent Directors regularly or irregularly. Matters
listed in items (i) to (iii) of paragraph 1 of Article 130 and Article 131 of the Articles of
Association shall be reviewed by the special meeting of independent Directors. The special
meeting of independent Directors may discuss other matters of the Company as needed.
The special meeting of independent Directors shall be convened and presided over by one
independent Director jointly recommended by more than half of the independent Directors. If
the convener fails to perform their duties or is unable to do so, two or more independent
Directors may convene the meeting and recommend one representative to preside.
Special Committees under the Board
The Audit Committee shall consist of non-executive Directors or independent Directors,
no less than three members, among which the number of independent Directors shall be the
majority of the audit committee, with the chairperson being an independent Director with
accounting expertise.
The Audit Committee shall be responsible for reviewing the Company’s financial
information and its disclosure, supervising and evaluating internal and external audits, and
internal controls. The following matters shall be submitted to the Board of Directors for review
after obtaining the approval of more than half of all Audit Committee members:
(i) Disclosure of financial accounting reports and financial information in periodic
reports, as well as internal control evaluation reports;
(ii) Appointment or dismissal of the accounting firm auditing the listed company;
(iii) Appointment or dismissal of the Company’s chief financial officer;
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-21 –


--- page 819 ---
(iv) Changes in accounting policies, accounting estimates, or corrections of major
accounting errors due to reasons other than changes in accounting standards;
(v) Other matters stipulated by laws, administrative regulations, the CSRC, securities
regulatory rules of the place where the Company’s shares are listed, or the Articles
of Association.
The Audit Committee shall hold at least one meeting per quarter. Extraordinary meetings
may be convened upon the proposal of two or more members or if the chairperson deems it
necessary. A meeting of the Audit Committee shall require the attendance of at least two-thirds
of its members to be valid. Resolutions of the Audit Committee shall require the approval of
more than half of its members. Each member shall have one vote in Audit Committee
resolutions. Minutes of Audit Committee meetings shall be prepared, and attending members
shall sign the minutes.
The working procedures of the Audit Committee shall be formulated by the Board of
Directors.
The Board of Directors shall establish other special committees, such as the Nomination
Committee, the Remuneration and Appraisal Committee, and the Strategy Committee, which
shall perform their duties in accordance with the Articles of Association and the authorization
of the Board of Directors. Proposals of these committees shall be submitted to the Board of
Directors for review and decision. The working procedures of these special committees shall
be formulated by the Board of Directors.
SENIOR MANAGEMENT MEMBERS
The Company shall have a chief executive officer, a executive president, several senior
vice presidents, several vice presidents, a chief financial officer, and a secretary of the Board,
and all of the above personnel shall be appointed or dismissed by the Board of Directors.
The chief executive officer, executive president, vice presidents, chief financial officer,
secretary of the Board, and other personnel designated by the Board of Directors shall
constitute the senior management of the Company.
The provisions of the Articles of Association regarding the circumstances under which a
person may not serve as a Director and the regulations on departure management shall also
apply to senior management. The provisions of the Articles of Association regarding the
fiduciary duties and diligence obligations of Directors shall also apply to senior management.
The chief executive officer shall be accountable to the Board of Directors and shall
exercise the following powers and duties:
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-22 –


--- page 820 ---
(i) Presiding over the Company’s production, operation, and management activities,
implementing the resolutions of the Board of Directors, and reporting to the Board
of Directors;
(ii) Implementing the Company’s annual business plans and investment proposals;
(iii) Drafting proposals for the establishment of the Company’s internal management
structure;
(iv) Drafting the Company’s basic management systems;
(v) Formulating the Company’s specific regulations;
(vi) Proposing to the Board of Directors the appointment or dismissal of the executive
president, vice presidents and chief financial officer;
(vii) Deciding on the appointment or dismissal of management personnel other than those
whose appointment or dismissal is to be decided by the Board of Directors;
(viii) Other powers and duties granted by the Articles of Association or the Board of
Directors.
The chief executive officer shall attend meetings of the Board of Directors.
SUPERVISORS AND BOARD OF SUPERVISORS
Supervisors
Each Supervisor shall serve for a term of three years. Upon expiry of the term, the
Supervisor may be re-appointed upon re-election. The Directors, chief executive officer and
other senior management members shall not act concurrently as Supervisors.
Supervisors may be in attendance at Board meetings, and raise questions or suggestions
pertaining to Board resolutions.
Supervisors shall comply with laws, administrative regulations and the Articles of
Association and bear duty of diligence and duty of loyalty towards the Company. They shall
not abuse their authority to accept bribes or other illegal income and shall not misappropriate
the properties of the Company.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-23 –


--- page 821 ---
Board of Supervisors
The Company shall have a Board of Supervisors. The Board of Supervisors shall consist
of three Supervisors, including one employee representative Supervisor and one chairman. The
chairman of the Board of Supervisors shall be elected by a simple majority of all Supervisors.
The meetings of the Board of Supervisors shall be presided over and chaired by the chairman
of the Board of Supervisors. If the chairman of the Board of Supervisors is unable or fails to
perform his/her duties, such meeting shall be convened and presided over by a Supervisor
nominated by not less than half of the Supervisors.
The Board of Supervisors shall exercise the following functions and powers:
(i) To examine regular reports prepared by the Board of Directors and propose written
examination suggestions;
(ii) To review the Company’s financial position;
(iii) To supervise the Directors and senior management members’ acts in performing
their duties in the Company, and to propose a removal of any Director or senior
management member in violation of any laws, administrative regulations, the
Articles of Association or resolutions adopted at the shareholders’ general meeting;
(iv) To demand any Director or senior management member who acts in a manner which
is harmful to the Company’s interest to rectify such behaviours;
(v) To propose to convene an extraordinary general meeting, and to convene and preside
over shareholders’ general meetings where the Board of Directors fails to perform
its duty to do so as required by the Company Law;
(vi) To submit proposals to shareholders’ general meetings;
(vii) To initiate legal proceedings against any Director or senior management member
according to Article 151 of the Company Law;
(viii) To investigate into unusual operation of the Company and if necessary, To engage
an accounting firm, a law firm or other professional institutions To assist in its work
at the expenses of the Company;
(ix) Other functions and powers stipulated in the Articles of Association or conferred by
the shareholders’ general meetings.
Meetings of the Board of Supervisors
The Board of Supervisors shall convene a meeting at least once every six months.
Supervisors may propose to convene extraordinary meetings of the Board of Supervisors.
Resolutions of the Board of Supervisors shall be passed by more than half of the members of
the Board of Supervisors.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-24 –


--- page 822 ---
FINANCIAL AND ACCOUNTING SYSTEM, DISTRIBUTION OF PROFITS AND
AUDIT
Financial and Accounting System
The Company shall establish its financial accounting system in accordance with laws,
administrative regulations, and the provisions of relevant national authorities.
Within four months after the end of each fiscal year, the Company shall submit and
disclose its annual report to the local office of the CSRC and the stock exchange where the
Company’s shares are listed. Within two months after the end of the first half of each fiscal
year, the Company shall submit and disclose its interim report to the local office of the CSRC
and the stock exchange where the Company’s shares are listed.
The Company shall not establish separate accounting books in addition to the statutory
accounting books. The Company’s assets shall not be stored in accounts opened in the name
of any individual.
When distributing the after-tax profits of the current year, the Company shall allocate
10% of the profits to the Company’s statutory reserve fund. If the cumulative amount of the
Company’s statutory reserve fund exceeds 50% of the Company’s registered capital, the
Company may cease to make further allocations. If the Company’s statutory reserve fund is
insufficient to cover the losses of previous years, the Company shall use the current year’s
profits to cover the losses before allocating the statutory reserve fund as stipulated above. After
allocating the statutory reserve fund from the after-tax profits, the Company may also allocate
a discretionary reserve fund from the after-tax profits upon a resolution of the Shareholders’
meeting.
After covering losses and allocating reserve funds, the remaining after-tax profits shall be
distributed according to the proportion of shares held by shareholders, unless otherwise
stipulated in the Articles of Association. If the Shareholders’ meeting violates the PRC
Company Law by distributing profits to shareholders, the shareholders must return the profits
distributed in violation of the regulations to the Company; if the Company suffers losses as a
result, the shareholders and the responsible Directors, Supervisors and senior management
shall bear the liability for compensation. The Company’s own shares held by the Company
shall not participate in the distribution of profits.
The Company shall appoint one or more receiving agents in Hong Kong for H-share
shareholders. The receiving agents shall collect and hold dividends and other payable amounts
distributed by the Company to H-share shareholders on behalf of the relevant H-share
shareholders, pending payment to such H-share shareholders. The receiving agents appointed
by the Company shall comply with the requirements of laws, regulations, and the securities
regulatory rules of the place where the Company’s shares are listed.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-25 –


--- page 823 ---
The Company’s reserve funds shall be used to cover the Company’s losses, expand the
Company’s production and operation, or convert into additional capital. When using reserve
funds to cover the Company’s losses, the discretionary reserve fund and the statutory reserve
fund shall be used first; if the losses cannot be fully covered, the capital reserve fund may be
used in accordance with regulations. When converting the statutory reserve fund into additional
registered capital, the remaining statutory reserve fund shall not be less than 25% of the
Company’s registered capital before the conversion.
Internal Audit
The Company shall implement an internal audit system, specifying the leadership
structure, responsibilities and authorities, staffing, funding, application of audit results, and
accountability for internal audit work.
The Company’s internal audit system shall be implemented after approval by the Board
of Directors and shall be disclosed to the public.
Appointment of Accounting Firms
The Company shall engage an accounting firm that complies with the Securities Law to
conduct audits of financial statements, verification of net assets, and other related consulting
services. The engagement term shall be one year and may be renewed.
The appointment or dismissal of an accounting firm shall be decided by the Shareholders’
meeting. The Board of Directors shall not appoint an accounting firm before the decision of the
Shareholders’ meeting.
The Company shall ensure that the engaged accounting firm is provided with true and
complete accounting vouchers, accounting books, financial accounting reports, and other
accounting materials, and shall not refuse, conceal, or misreport such materials.
The audit fees of the accounting firm shall be decided by the Shareholders’ meeting.
When the Company dismisses or does not renew the engagement of an accounting firm,
it shall notify the accounting firm 15 days in advance. When the Shareholders’ meeting votes
on the dismissal of an accounting firm, the accounting firm shall be allowed to present its
opinions.
If the accounting firm resigns, it shall explain to the Shareholders’ meeting whether there
are any improper circumstances in the Company.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-26 –


--- page 824 ---
MERGER, DIVISION, CAPITAL INCREASE, CAPITAL REDUCTION, DISSOLUTION
AND LIQUIDATION
Merger, Division, Capital Increase, and Capital Reduction
The Company’s merger can be in the form of an absorption merger or a consolidation
merger.
When one company absorbs other companies, it is an absorption merger, and the absorbed
companies are dissolved. When two or more companies merge to form a new company, it is a
consolidation merger, and all the merging companies are dissolved.
For a company merger, the merging parties shall sign a merger agreement and prepare a
balance sheet and a property list. The Company shall notify its creditors within 10 days from
the date of adopting the merger resolution and make an announcement in the designated media
or on the National Enterprise Credit Information Publicity System within 30 days. Creditors
may, within 30 days from the date of receiving the notice, or within 45 days from the date of
the announcement if they have not received the notice, request the Company to pay off its debts
or provide corresponding guarantees.
When the Company merges, the credits and debts of the merging parties shall be
succeeded by the surviving company after the merger or the newly established company.
When the Company divides, its assets shall be divided accordingly. When the Company
divides, it shall prepare a balance sheet and a detailed inventory of assets. The Company shall
notify its creditors within 10 days from the date of the division resolution and make an
announcement in the designated media or the National Enterprise Credit Information Publicity
System within 30 days. The debts of the Company before the division shall be jointly assumed
by the companies after the division, unless otherwise agreed in a written agreement between
the Company and its creditors before the division.
When the Company needs to reduce its registered capital, it must prepare a balance sheet
and a detailed inventory of assets. The Company shall notify its creditors within 10 days from
the date of the Shareholders’ meeting resolution on the capital reduction and make an
announcement in the designated media or the National Enterprise Credit Information Publicity
System within 30 days. Creditors may request the Company to settle its debts or provide
corresponding guarantees within 30 days from the date of receiving the notice or within 45
days from the date of the announcement if they have not received the notice.
When the Company issues new shares to increase its registered capital, shareholders do
not have preemptive rights to subscribe, unless otherwise stipulated in the Articles of
Association or decided by a resolution of the Shareholders’ meeting.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-27 –


--- page 825 ---
When the Company merges or divides, and the registration matters change, it shall apply
for a change of registration with the Company registration authority in accordance with the
law; when a company is dissolved, it shall apply for cancelation of registration in accordance
with the law; when a new company is established, it shall apply for establishment registration
in accordance with the law. When the Company increases or reduces its registered capital, it
shall apply for a change of registration with the Company registration authority in accordance
with the law.
Dissolution and Liquidation
The Company shall be dissolved for the following reasons:
(i) The business term stipulated in the Articles of Association expires or other
dissolution reasons stipulated in the Articles of Association arise;
(ii) The Shareholders’ meeting resolves to dissolve the Company;
(iii) The Company needs to be dissolved due to a merger or division;
(iv) The Company is legally revoked its business license, ordered to close, or revoked;
(v) The Company’s operation and management encounter serious difficulties, and its
continued existence would cause significant losses to shareholders’ interests, and no
other solutions can be found. Shareholders holding 10% or more of the Company’s
total voting rights may request the people’s court to dissolve the Company.
When the Company has the dissolution reasons mentioned above, it shall publicize the
dissolution reasons through the National Enterprise Credit Information Publicity System within
ten days.
If the Company has the circumstances mentioned in items (i) and (ii) above and has not
yet distributed its assets to shareholders, it may continue to exist by amending its Articles of
Association or through a resolution of the Shareholders’ meeting. To amend the Articles of
Association or pass a resolution of the Shareholders’ meeting in accordance with the preceding
paragraph, it must be approved by more than two-thirds of the voting rights held by
shareholders present at the Shareholders’ meeting.
If a company is dissolved due to the circumstances mentioned in items (i), (ii), (iv), and
(v) above, it shall be liquidated. The Directors are the liquidation obligors and shall establish
a liquidation group within 15 days from the date the dissolution reason arises to commence
liquidation. The liquidation group shall consist of Directors, unless otherwise stipulated in the
Articles of Association or the Shareholders’ meeting resolves to appoint others. If the
liquidation obligors fail to perform their liquidation obligations in a timely manner, causing
losses to the Company or creditors, they shall bear the liability for compensation.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-28 –


--- page 826 ---
During the liquidation period, the liquidation group shall exercise the following powers
and duties:
(i) Cleaning up the Company’s assets and preparing a balance sheet and a detailed
inventory of assets;
(ii) Notifying and announcing to creditors;
(iii) Handling the Company’s unfinished business related to the liquidation;
(iv) Paying off the taxes owed and the taxes incurred during the liquidation process;
(v) Cleaning up claims and debts;
(vi) Distributing the remaining assets after the Company’s debts are settled;
(vii) Representing the Company in civil litigation activities.
The liquidation group shall notify creditors within 10 days from the date of its
establishment and make an announcement in the Securities Times/Shanghai Securities News or
the National Enterprise Credit Information Publicity System within 60 days. Creditors shall
declare their claims to the liquidation group within 30 days from the date of receiving the
notice or within 45 days from the date of the announcement if they have not received the
notice. When declaring claims, creditors shall explain the relevant matters of the claims and
provide supporting materials. The liquidation group shall register the claims.
During the claim declaration period, the liquidation group shall not settle claims with
creditors.
After cleaning up the Company’s assets and preparing a balance sheet and a detailed
inventory of assets, the liquidation group shall formulate a liquidation plan and submit it to the
Shareholders’ meeting or the people’s court for confirmation. After paying off the liquidation
expenses, employees’ wages, social insurance fees, and statutory compensation, paying off the
taxes owed, and settling the Company’s debts, the remaining assets shall be distributed to
shareholders according to the proportion of shares held. During the liquidation period, the
Company shall continue to exist but shall not engage in business activities unrelated to the
liquidation. The Company’s assets shall not be distributed to shareholders before being settled
in accordance with the preceding paragraph.
After cleaning up the Company’s assets and preparing a balance sheet and a detailed
inventory of assets, if the liquidation group finds that the Company’s assets are insufficient to
settle its debts, it shall apply to the people’s court for bankruptcy liquidation in accordance
with the law. After the people’s court accepts the bankruptcy application, the liquidation group
shall transfer the liquidation affairs to the bankruptcy administrator designated by the people’s
court.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-29 –


--- page 827 ---
After the Company’s liquidation is completed, the liquidation group shall prepare a
liquidation report, submit it to the Shareholders’ meeting or the people’s court for
confirmation, and submit it to the Company registration authority to apply for cancelation of
the Company’s registration.
If the Company is legally declared bankrupt, it shall implement bankruptcy liquidation in
accordance with the relevant enterprise bankruptcy laws.
AMENDMENTS TO THE ARTICLES OF ASSOCIATION
The Company shall amend the Articles of Association under the following circumstances:
(i) After the PRC Company Law or relevant laws, administrative regulations, or the
securities regulatory rules of the place where the Company’s shares are listed are
amended, the provisions of the Articles of Association conflict with the amended
laws, administrative regulations, or securities regulatory rules of the place where the
Company’s shares are listed;
(ii) The Company’s circumstances change and are inconsistent with the matters recorded
in the Articles of Association;
(iii) The Shareholders’ meeting resolves to amend the Articles of Association.
If the amendment of the Articles of Association passed by a resolution of the
Shareholders’ meeting requires approval by the competent authority, it shall be submitted to the
competent authority for approval; if it involves company registration matters, the change of
registration shall be processed in accordance with the law.
The Board of Directors shall amend the Articles of Association in accordance with the
resolution of the Shareholders’ meeting on the amendment of the Articles of Association and
the approval opinions of the competent authority.
If the amendment of the Articles of Association involves information required to be
disclosed by laws, regulations, or the securities regulatory rules of the place where the
Company’s shares are listed, it shall be announced in accordance with regulations.
APPENDIX III SUMMARY OF THE ARTICLES OF ASSOCIATION
– III-30 –


--- page 828 ---
TAXATION OF SECURITY HOLDERS
Income tax and capital gains tax of holders of H shares are subject to the laws and
practices of the PRC and of the jurisdictions in which holders of H shares are resident or
otherwise subject to tax. The following summary of certain relevant taxation provisions is
based on current laws and practices, has not taken into account the possible change or
amendment to the relevant laws or policies, and does not constitute any opinion or advice. The
discussion does not deal with all possible tax consequences relating to an investment in the
H shares, nor does it take into account the specific circumstances of any particular investor,
some of which may be subject to special regulation. Accordingly, you should consult your own
tax advisor regarding the tax consequences of an investment in the H shares. The discussion
is based upon laws and relevant interpretations in effect as of the Latest Practicable Date, all
of which are subject to change or adjustment and may have retrospective effect.
This discussion does not address any aspects of PRC taxation other than income tax,
capital gains tax and profits tax, sales tax, value-added tax, stamp duty and estate duty.
Prospective investors are urged to consult their financial advisors regarding the PRC and other
tax consequences of owning and disposing of the H shares.
Taxation in Mainland China
Tax on Dividends
Individual Investors
According to the Individual Income Tax Law of the PRC (੻೼
), amended by the SCNPC on 31 August 2018 and effective on 1 January 2019, and the
Implementation Regulations for the Individual Income Tax Law of the PRC ( ʕശɛ͏΍ձ
ૢԷ) amended by the State Council on 18 December 2018 and effective
on 1 January 2019, dividends paid by PRC companies to individual investors shall be subject
to proportional tax rate of 20%. Meanwhile, according to the Notice on Issues Concerning
Differentiated Individual Income Tax Policies on Dividends and Bonus of Listed Companies
() issued by the Ministry of
Finance (“MOF”), the State Administration of Taxation and the China Securities Regulatory
Commission (“CSRC”) on 7 September 2015 and effective on 8 September 2015, where an
individual acquires the stocks of a listed company from public offering of the company or from
the stock market and holds the stocks for more than one year, the income from dividends and
bonuses shall be temporarily exempt from individual income tax. Where an individual acquires
the stocks of a listed company from public offering of the company or from the stock market
and holds the stocks for not more than one month, the income from dividends and bonuses shall
be included in the taxable income in full amount; or if the individual holds the stocks for more
than one month but not more than one year, the income from dividends and bonuses shall be
temporarily included in the taxable income at the reduced rate of 50%. Individual income tax
on the aforesaid income shall be calculated and collected at the uniform rate of 20%.
APPENDIX IV TAXATION AND FOREIGN EXCHANGE
– IV-1 –


--- page 829 ---
Pursuant to the Arrangement between the Mainland China and the Hong Kong Special
Administrative Region for the Avoidance of Double Taxation and the Prevention of Fiscal
Evasion with respect to Taxes on Income (ᅄ೼
τર), or the Arrangement for the Avoidance of Double Taxation and the
Prevention of Fiscal Evasion with respect to Taxes on Income, executed on 21 August 2006,
the PRC government may impose tax on dividends paid by a PRC company to a Hong Kong
resident (including natural person and legal entity), but such tax shall not exceed 10% of the
total amount of dividends payable. If a Hong Kong resident directly holds 25% or more of the
equity interests in a PRC company and the Hong Kong resident is the beneficial owner of the
dividends and meets other conditions, such tax shall not exceed 5% of the total amount of
dividends payable by the PRC company. The Fifth Protocol to the Arrangement between the
Mainland China and the Hong Kong Special Administrative Region for the Avoidance of
Double Taxation and the Prevention of Fiscal Evasion with Respect to Taxes on Income ( ʫ
ࣣ֛the Fifth
Protocol”), issued by The State Taxation Administration and effective on 6 December 2019,
provides that such provisions shall not apply to arrangements or transactions made for one of
the principle purposes of obtaining such tax benefits.
Enterprise Investors
Pursuant to the Enterprise Income Tax Law of the PRC (੻೼
) (“EIT Law”), amended by the SCNPC and effective on 29 December 2018, and the
Implementation Rules of the Enterprise Income Tax Law of the PRC ( ʕശɛ͏΍ձ਷Άุ
ૢԷ) (“Implementation Rules of the EIT Law”), amended by the State Council
on 6 December 2024 and effective on 20 January 2025, a non-resident enterprise is subject to
a reduced 10% enterprise income tax on PRC-sourced income, including dividends paid by a
PRC resident enterprise that issues and lists shares in Hong Kong, If a non-resident enterprise
either does not have an establishment or place of business in the PRC, or has an establishment
or place of business in the PRC but its PRC-sourced income is not effectively connected with
that establishment or place of business, the income tax payable by the non-resident enterprise
shall be withheld at source. The payer will act as the withholding agent and must withhold the
tax from each payment or amount due at the time of payment or when it becomes due. This tax
may be reduced or exempted in accordance with an applicable treaty for the avoidance of
double taxation.
Pursuant to the Notice of the State Administration of Taxation on the Issues Concerning
Withholding the Enterprise Income Tax on the Dividends Paid by Chinese Resident Enterprises
to H Share Holders Which Are Overseas Non-resident Enterprises (ʕ਷
͏ΆุΣྤ̮H) issued
by the State Administration of Taxation and effective on 6 November 2008, a PRC resident
enterprise paying dividends for the year of 2008 or any year thereafter to its H-share holders
which are overseas non-resident enterprises shall withhold the enterprise income tax thereon
at the uniform rate of 10%.
APPENDIX IV TAXATION AND FOREIGN EXCHANGE
– IV-2 –


--- page 830 ---
According to the Arrangement between the Mainland of China and the Hong Kong
Special Administrative Region for the Avoidance of Double Taxation and the Prevention of
Fiscal Evasion with respect to Taxes on Income (੻ᒒеᕐ
τર), the PRC government may impose tax on dividends paid by a
PRC company to a Hong Kong resident (including natural person and legal entity), but such
tax shall not exceed 10% of the total dividends payable by the PRC company. If a Hong Kong
resident directly holds 25% or more of equity interest in a PRC company and the Hong Kong
resident is the beneficial owner of the dividends and meets other conditions, such tax shall not
exceed 5% of the total dividends payable by the PRC company. The Fifth Protocol provides
that such provisions shall not apply to arrangements or transactions made for one of the
primary purposes of obtaining such tax benefits.
In accordance with applicable regulations, we intend to withhold tax at a rate of 10% on
dividends paid to non-PRC resident enterprise holders of our H Shares. Non-PRC resident
enterprises eligible for a reduced tax rate under an applicable income tax treaty must apply to
the PRC tax authorities for a refund of any excess withholding beyond the treaty rate. The
issuance of such refunds is subject to verification by the PRC tax authorities.
Tax Related to Equity Transfer Income
Individual Investors
Under the PRC Individual Income Tax Law and its implementation rules, individuals are
subject to individual income tax at a rate of 20% on gains realized on the sale of equity
interests in PRC resident enterprises. Pursuant to the Circular of the MOF and the State
Administration of Taxation on Continuing the Temporary Exemption of Individual Income Tax
on Gains from Share Transfers by Individuals (ה
), which was promulgated and became effective on 30
March 1998, from 1 January 1997, income of individuals from the transfer of shares in listed
companies continues to be temporarily exempted from individual income tax. The State
Administration of Taxation does not specify whether the income from the transfer of shares in
listed companies by individuals will continue to be exempted from personal income tax under
the newly revised EIT Law and Implementation Rules of the EIT Law.
Enterprise Investors
Under the EIT Law and its implementation rules, a non-PRC resident enterprise is subject
to enterprise income tax at a rate of 10% on PRC-sourced income, including gains from the
disposal of shares in a PRC resident enterprise, if it does not have an establishment or premises
in the PRC or if it has an establishment or premises in the PRC but the PRC-sourced income
is not effectively connected to them. This income tax payable by non-PRC resident enterprises
is subject to withholding at source, with the payer acting as the withholding agent. The
withholding agent must deduct the tax from each payment or amount due at the time of
payment or when it becomes due. Such tax may be reduced or exempted under applicable tax
treaties or agreements.
APPENDIX IV TAXATION AND FOREIGN EXCHANGE
– IV-3 –


--- page 831 ---
Shanghai-Hong Kong Stock Connect Taxation Policy
Pursuant to the Notice on the Tax Policies Related to the Pilot Program of the
Shanghai-Hong Kong Stock Market Connect Mechanism (ʝᑌʝஷ
) promulgated by the Ministry of Finance, the State
Administration of Taxation and the CSRC on 31 October 2014 and effective on 17 November
2014, for dividends and bonuses obtained by mainland individual investors from investments
in H shares listed on the SEHK through the Shanghai-Hong Kong Stock Interconnection,
H share companies shall submit applications to China Securities Depository and Clearing
Corporation Limited (“CSDC”) to get the register of individual mainland investors and
withhold the individual income tax at the tax rate of 20%; for dividends and bonuses obtained
by mainland individual investors from investments in non-H shares listed on the SEHK through
the Shanghai-Hong Kong Stock Interconnection, the CSDC shall withhold individual income
tax at the tax rate of 20%; for taxes withheld abroad, individual investors may apply to
competent taxation authorities under the CSDC for tax credit upon the strength of valid tax
withholding vouchers; and for dividends and bonuses obtained by mainland securities
investment funds from investments in stocks listed on the SEHK through the Shanghai-Hong
Kong Stock Interconnection, individual income tax shall be levied in accordance with above
provisions.
Pursuant to the Announcement on Extending the Relevant Individual Income Tax Policies
on the Shanghai-Hong Kong and Shenzhen-Hong Kong Stock Market Connect Mechanism
and the Mutual Recognition of Funds between the Mainland and Hong Kong (݄
ʮѓ)
which was promulgated on 21 August 2023 and implemented on the same date, the transfer
price difference income that obtained by mainland individual investors from investing in the
stocks listed on the SEHK through the Shanghai-Hong Kong Stock Interconnection or the
Shenzhen-Hong Kong Stock Interconnection and from buying and selling Hong Kong fund
shares through mutual recognition of funds shall continue to be exempted from individual
income tax until 31 December 2027.
Pursuant to the Notice of the MOF, the State Administration of Taxation and the CSRC
on the Tax Policies Related to the Pilot Program of the Shanghai-Hong Kong Stock Market
Connect Mechanism (ʝᑌʝஷዚՓ༊ᓃ
), mainland corporate investors’ income from dividends and bonuses of
investment in stocks listed on the SEHK through the Shanghai-Hong Kong Stock
Interconnection shall be included into the total income and subject to the enterprise income tax.
Income of mainland resident enterprises obtained from dividends and bonuses of H shares held
for twelve consecutive months or more shall be exempted from enterprise income tax according
to the law. When mainland corporate investors declare and pay enterprise income taxes on their
own, they may apply for tax credit for the income tax of dividends and bonuses withheld by
non-H-share listed companies on the SEHK.
APPENDIX IV TAXATION AND FOREIGN EXCHANGE
– IV-4 –


--- page 832 ---
Stamp Duty
According to the Stamp Duty Law of the PRC (), which
was promulgated on 10 June 2021 and came into effect on 1 July 2022, the disposal of H shares
by non-mainland investors outside of the mainland China is not subject to the requirements of
the Stamp Duty Law of the PRC.
Estate Tax
According to PRC law, no estate tax is currently levied in the mainland China.
MAJOR TAXATION OF OUR COMPANY IN THE PRC
Enterprise Income Tax
According to the Enterprise Income Tax Law of the PRC (੻೼
), within the territory of the PRC, the enterprises and other organizations that have
incomes are taxpayers of enterprise income tax and shall pay enterprise income tax in
accordance with this law.
Enterprises are classified into resident and non-resident enterprises. An enterprise
established in the PRC or established outside of the PRC but having its actual management
body in the PRC is a resident enterprise for PRC enterprise income tax purpose and shall pay
enterprise income tax at the rate of 25% on its income derived from within and outside the
PRC. A non-resident enterprise that does not have an establishment or place of business in the
PRC, or has an establishment or place of business in the PRC but the income has no actual
connection to such establishment or place of business, shall pay enterprise income tax at the
rate of 20% on its income derived from within the PRC, which shall be withheld at source by
the payer. Meanwhile, any gains realized on the transfer of shares by non-resident enterprises
are subject to enterprise income tax by way of withholding if such gains are regarded as income
derived from the transfer of property within the PRC.
Value-Added Tax
Pursuant to the Provisional Regulations on V alue Added Tax of the PRC ( ʕശɛ͏΍
೼ᅲБૢԷ), amended by the State Council and effective on 19 November 2017,
and the Detailed Rules for the Implementation of the Interim Regulation on V alue Added Tax
of the PRC (), amended by the MOF on 28
October 2011 and effective on 1 November 2011, entities and individuals that sell goods or
provide processing, repair and maintenance services, or import goods within the territory of the
PRC are taxpayers of value-added tax (“V A T”), and shall pay V A T in accordance with these
regulations and rules. For taxpayers selling or importing goods, the V A T rate is generally 17%
unless otherwise specified in the aforesaid regulations.
APPENDIX IV TAXATION AND FOREIGN EXCHANGE
– IV-5 –


--- page 833 ---
According to the Notice of the MOF and the State Administration of Taxation on
Adjusting to V A T Rates (), promulgated on
4 April 2018, and effective as of 1 May 2018, the V A T rates of 17% and 11% applicable to the
taxpayers who have V A T taxable sales activities or imported goods are adjusted to 16% and
10%, respectively.
According to the Announcement of the MOF, the State Administration of Taxation and
General Administration of Customs on Relevant Policies for Deepening V alue-Added Tax
Reform (ʮѓ), promulgated on
20 March 2019 and effective on 1 April 2019, the V A T rates of 16% and 10% applicable to the
taxpayers who have V A T taxable sales activities or imported goods are adjusted to 13% and
9%, respectively.
FOREIGN EXCHANGE ADMINISTRATION IN THE PRC
The lawful currency of the PRC is the Renminbi. The State Administration of Foreign
Exchange (“SAFE”), authorized by the People’s Bank of China (“PBOC”), is empowered with
the functions of administering all matters relating to foreign exchange, including the
enforcement of foreign exchange regulations.
Pursuant to the Regulations of the People’s Republic of China on Foreign Exchange
Control ( ʕശɛ͏΍ձ਷̮ි၍ଣૢԷ) amended by the State Council and effective on 5
August 2008, all international payments and transfers are classified into current account items
and capital account items. The PRC does not impose restrictions on international payments and
transfers under current account items. Foreign exchange income from the current account of
PRC enterprises may be retained or sold to financial institutions engaged in the settlement and
sale of foreign exchange in accordance with relevant provisions of the State. The retention or
sale of foreign exchange receipts under capital accounts to financial institutions engaging in
settlement and sale of foreign exchange shall be subject to the approval of foreign exchange
administrative authorities, unless otherwise stipulated by the State.
Pursuant to the Regulations for the Administration of Settlement, Sale and Payment of
Foreign Exchange () promulgated by the PBOC on 20 June
1996 and effective on 1 July 1996, the remaining restrictions on convertibility of foreign
exchange in respect of current account items are abolished while the existing restrictions on
foreign exchange transactions in respect of capital account items are retained.
According to relevant laws and regulations of the PRC, PRC enterprises (including
foreign-invested enterprises) which require foreign exchange for transactions relating to
current account items may, without the approval of the SAFE, effect payment from their
foreign exchange accounts at the designated foreign exchange banks, on the strength of valid
receipts and proof of transactions. Foreign-invested enterprise that need to distribute profits to
their shareholders in foreign exchange and Chinese enterprise that need to pay fixed dividends
in foreign exchange in accordance with the requirements shall pay from its foreign exchange
account or pay at the designated foreign exchange bank by a resolution of the board of directors
on the distribution of profits.
APPENDIX IV TAXATION AND FOREIGN EXCHANGE
– IV-6 –


--- page 834 ---
According to the Decision of the State Council on Canceling and Adjusting a Group of
Administrative Approval Items and Other Matters (ᄲҭධ
) promulgated by the State Council and effective on 23 October 2014, the
administrative approval of the SAFE and its branches on matters concerning the repatriation
and settlement of foreign exchange of overseas-raised funds through overseas listing has been
canceled.
According to the Circular of the SAFE on Relevant Issues Concerning the Foreign
Exchange Administration of Overseas Listing (ྤ̮ɪ̹̮ි၍ଣϞᗫ
) promulgated by the SAFE and effective on 26 December 2014, the SAFE, along
with its branches and foreign exchange bureau, oversees the business registration, account
management, cross-border transactions, and capital exchanges involved in the overseas listing
of domestic companies. Domestic companies must register their overseas listings with the local
foreign exchange bureau within 15 working days after completing the listing and issuance.
Additionally, domestic shareholders planning to increase or decrease their holdings of shares
in an overseas listed company must register these changes with their local foreign exchange
bureau at least 20 working days prior to the planned increase or decrease, submitting the
necessary materials. Furthermore, domestic companies (excluding banking and financial
institutions) are required to open a special foreign exchange account with a domestic bank to
handle remittances and fund transfers related to their initial or additional offerings and
repurchase activities.
According to the Notice of the State Administration of Foreign Exchange on
Further Simplifying and Improving Policies for the Foreign Exchange Administration of
Direct Investment (ஷ
) issued on 13 February 2015 and coming into effect on 1 June 2015, the SAFE has
canceled the confirmation of foreign exchange registration of domestic or overseas direct
investment. Instead, banks shall directly examine and handle foreign exchange registration of
domestic and overseas direct investment, and the SAFE and its branch offices shall indirectly
supervise the foreign exchange registration of direct investment through banks.
According to the Notice of the State Administration of Foreign Exchange on Reforming
and Regulating Management Policies of Settlement under Capital Account Items (̮ි
) issued and implemented by the SAFE
on 9 June 2016, foreign currency earnings under capital account for which voluntary exchange
settlement policies have been clearly implemented (including the funds transferred back from
overseas listings) may be settled in banks according to actual business needs of domestic
entities. The voluntary settlement ratio of foreign currency earnings of domestic institutions
under capital account is tentatively set at 100%, subject to adjustment by the SAFE in due time
in accordance with international revenue and expenditure situations.
APPENDIX IV TAXATION AND FOREIGN EXCHANGE
– IV-7 –


--- page 835 ---
This Appendix sets out summaries of certain aspects of PRC laws and regulations which
are relevant to our Company’s operations and business. Laws and regulations relating to
taxation in the PRC are discussed separately in “Appendix IV — Taxation and Foreign
Exchange” to this prospectus. The principal objective of this summary is to provide potential
investors with an overview of the principal PRC laws and regulatory provisions applicable to
our Company. This summary is not intended to include all the information which may be
important to the potential investors. For more details of laws and regulations which are relevant
to our business, see the section headed “Regulatory Overview” in this prospectus.
PRC LEGAL SYSTEM
The PRC legal system is based on the PRC Constitution of the People’s Republic of China
() (the “PRC Constitution”), and is made up of written laws,
administrative regulations, local regulations, autonomous regulations and separate regulations,
rules and regulations of departments of the State Council, rules and regulations of local
governments, laws of special administrative regions and international treaties and other
regulatory documents signed by the PRC government. Court judgments do not constitute
legally binding precedents, although they are used for the purposes of judicial reference and
guidance.
According to the PRC Constitution and the Legislation Law of the People’s Republic of
China () (the “PRC Legislation Law”), both the NPC and the
SCNPC are empowered to exercise the legislative power of the State. The NPC has the power
to formulate and amend basic laws governing State organs, civil, criminal and other matters.
The SCNPC is empowered to formulate and amend laws other than those required to be enacted
by the NPC and to supplement and amend any parts of laws enacted by the NPC during the
adjournment of the NPC, provided such supplements and amendments are not in conflict with
the basic principles of such laws.
The State Council is the highest organ of state administration and has the power to
formulate administrative regulations based on the PRC Constitution and laws.
The people’s congresses of provinces, autonomous regions and municipalities directly
under the Central Government and their respective standing committees may formulate local
regulations based on the specific circumstances and actual needs of their respective
administrative areas, provided that such local regulations do not contravene any provision of
the PRC Constitution, laws or administrative regulations. The people’s congresses of cities
divided into districts and their standing committees may formulate local regulations with
respect to urban and rural construction and management, environmental protection and
historical and cultural protection and other aspects based on the specific circumstances and
actual needs of such cities. Such local regulations will become enforceable after being reported
to and approved by the standing committees of the people’s congresses of the relevant
provinces or autonomous regions if they are not in conflict with the PRC Constitution, laws,
administrative regulations and local regulations of the provinces or autonomous regions
concerned.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-1 –


--- page 836 ---
The ministries and commissions of the State Council, the People’s Bank of China (the
“PBOC”), the National Audit Office (the “NAO”) and the subordinate institutions with
administrative functions directly under the State Council may formulate departmental rules and
regulations within the competence of their respective departments based on the laws and
administrative regulations, and the decisions and orders of the State Council. The people’s
governments of the provinces, autonomous regions, municipalities directly under the central
government and cities divided into districts may formulate rules and regulations based on the
laws, administrative regulations and local regulations of such provinces, autonomous regions
and municipalities directly under the central government.
The PRC Constitution has supreme legal authority and no laws, administrative
regulations, local regulations, autonomous regulations and separate regulations may
contravene the PRC Constitution. The authority of the PRC laws is greater than that of
administrative regulations, local regulations and rules. The authority of administrative
regulations is greater than that of local regulations and rules. The authority of the rules enacted
by the people’s governments of the provinces and autonomous regions is greater than that of
the rules enacted by the people’s governments of the cities divided into districts and
autonomous prefectures within their respective administrative regions of such provinces and
autonomous regions.
The NPC has the power to alter or annul any inappropriate laws enacted by the SCNPC,
and to annul any autonomous regulations and separate regulations which have been approved
by the SCNPC but contravene the PRC Constitution and the PRC Legislation Law. The SCNPC
has the power to annul administrative regulations that contravene the PRC Constitution and
laws, to annul local regulations that contravene the PRC Constitution, laws and administrative
regulations, and to annul autonomous regulations and separate regulations which have been
approved by the standing committees of the people’s congresses of the relevant provinces,
autonomous regions or municipalities directly under the Central Government but contravene
the PRC Constitution and the PRC Legislation Law. The State Council has the power to alter
or annul any inappropriate departmental regulations and rules of local governments. The
people’s congresses of provinces, autonomous regions and municipalities directly under the
Central Government have the power to alter or annul any inappropriate local regulations
enacted or approved by their respective standing committees. The standing committees of the
local people’s congresses have the power to annul inappropriate rules enacted by the people’s
governments at the corresponding level. The people’s governments of provinces and
autonomous regions have the power to alter or annul any inappropriate rules enacted by the
people’s governments at a lower level.
According to the PRC Constitution, the power to interpret laws is vested in the SCNPC.
According to the Decision of the SCNPC Regarding the Strengthening of Interpretation of
Laws (Ӕᙄ) adopted on June 10,
1981, issues related to the further clarification or supplement of laws shall be interpreted or
provided by the SCNPC; issues related to the specific application of laws and decrees in a court
trial shall be interpreted by the Supreme People’s Court; issues related to the specific
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-2 –


--- page 837 ---
application of laws and decrees in the procuratorial work during the prosecution process shall
be interpreted by the Supreme People’s Procuratorate, and all other legal matters are to be
interpreted by the State Council and its relevant competent departments. If there are differences
in principle in the interpretation of the Supreme People’s Court and the Supreme People’s
Procuratorate, they shall be submitted to the SCNPC for interpretation or decision. The State
Council and its ministries and commissions also have the right to interpret the administrative
rules and departmental regulations issued by them. At the local level, the power to interpret
local laws resides with the local legislative and administrative authorities that enacted those
laws.
PRC JUDICIAL SYSTEM
According to the PRC Constitution and the Law of Organization of the People’s Courts
of the People’s Republic of China () most recently
amended on October 26, 2018 and effective on January 1, 2019, the people’s courts are made
up of the Supreme People’s Court, the local people’s courts at all levels, and the special
people’s courts.
According to the Constitution and the Law of Organization of the People’s Procuratorate
of the PRC () revised by SCNPC on 26 October 2018
and taking effect on 1 January 2019, the People’s Procuratorate is the law supervision organ
of the state. The Supreme People’s Procuratorate shall be the highest procuratorial organ. The
Supreme People’s Procuratorate shall direct the work of the local people’s procuratorates at all
levels and of the special people’s procuratorates; the people’s procuratorates at higher levels
shall direct the work of those at lower levels.
The local people’s courts are divided into three levels, namely the primary people’s
courts, the intermediate people’s courts and the higher people’s courts. The primary people’s
courts are further divided into civil, criminal and economic tribunals. The intermediate
people’s courts have structure similar to those of the primary people’s courts and other special
courts, such as the intellectual property courts, military courts and maritime courts. These two
levels of people’s courts are subject to supervision by people’s courts at higher levels. The
Supreme People’s Procuratorate is authorized to supervise the judgment and ruling of the
people’s courts at all levels which have been legally effective, and the people’s procuratorate
at a higher level is authorized to supervise the judgment and ruling of a people’s court at a
lower level which have been legally effective. The Supreme People’s Court is the highest
judicial authority in the PRC. It supervises the administration of justice by the people’s courts
at all levels.
The people’s courts employ a two-tier appellate system. The judgments or rulings of the
second instance at a people’s court are final. A party may appeal against the judgment or ruling
of the first instance of a local people’s court. The people’s procuratorate may present a protest
to the people’s court at the next higher level in accordance with the procedures stipulated by
the laws. In the absence of any appeal by the parties and any protest by the people’s
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procuratorate within the stipulated period, the judgments or rulings of the people’s court are
final. Judgments or rulings of the second instance of the intermediate people’s courts, the
higher people’s courts and the Supreme People’s Court are final. Judgments or rulings of the
first instance of the Supreme People’s Court are also final. However, if the Supreme People’s
Court or a people’s court at the next higher level discovers an error in a final and binding
judgment or ruling which has taken effect in a people’s court at a lower level, or the presiding
judge of a people’s court finds an error in a final and binding judgment or ruling which has
taken effect in the court over which he presides, a retrial of the case may be initiated according
to the judicial supervision procedures.
The Civil Procedure Law of the People’s Republic of China ( ʕശɛ͏΍ձ਷͏ԫൡத
(2023ࠈࡌ)) adopted on April 9, 1991 and most recently amended on September 1,
2023, prescribes the conditions for instituting a civil action, the jurisdiction of the people’s
courts, the procedures to be followed for conducting a civil action, and the procedures for
enforcement of a civil judgment or ruling. All parties to a civil action conducted within the
PRC must abide by the PRC Civil Procedure Law. The court of jurisdiction in respect of a civil
action may also be chosen by explicit agreement among the parties to a contract, the people’s
court having jurisdiction should be located at places directly connected with the disputes, such
as the plaintiff’s or the defendant’s place of domicile, the place where the contract is executed
or signed or the place where the object of the action is located. However, such choice shall not
in any circumstances contravene the provisions on grade jurisdiction and exclusive
jurisdiction.
A foreign individual, an individual without nationality, a foreign enterprise or a foreign
organization that institute or respond to proceedings in a people’s court is given the same
litigation rights and obligations as a citizen or legal person of the PRC. Should a foreign court
limit the litigation rights of PRC citizens and enterprises, the PRC court shall apply the same
limitations to the citizens and enterprises of such foreign country. A foreign individual, an
individual without nationality, a foreign enterprise or a foreign organization must engage a
PRC lawyer in case he/she or it needs to engage a lawyer for the purpose of initiating actions
or defending against litigations at a PRC court. In accordance with the international treaties to
which the PRC is a signatory or a participant or according to the principle of reciprocity, a
people’s court and a foreign court may request each other to serve documents, conduct
investigation, collect evidence and conduct other actions on its behalf. A PRC court shall not
accommodate any request made by a foreign court which will result in the violation of
sovereignty, security or public interests of the PRC.
All parties to a civil action shall perform legally effective judgments and rulings. If any
party to a civil action refuses to abide by a judgment or ruling made by a people’s court or an
award made by an arbitration tribunal in the PRC, the other party may apply to the people’s
court for the enforcement of the same within two years, subject to application for postponed
enforcement or revocation. If a party fails to satisfy within the stipulated period a judgment
which the court has granted an enforcement approval, the court may, upon the application of
the other party, mandatorily enforce the judgment.
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A party seeking to enforce a judgment or ruling of a people’s court against another party
who is not or whose property is not within the PRC may apply to a foreign court with
jurisdiction over the case for recognition and enforcement of such judgment or ruling.
Alternatively, the people’s court may, pursuant to an international treaty to which the PRC is
a signatory or a participant or according to the principle of reciprocity, request the foreign court
to recognize and execute the judgment or ruling. Likewise, if the PRC has entered into either
a treaty relating to judicial enforcement with the relevant foreign country or according to the
principle of reciprocity, a foreign judgment or ruling may also be recognized and enforced in
accordance with the PRC enforcement procedures by a PRC court unless the people’s court
considers that the recognition or enforcement of such judgment or ruling would violate the
basic legal principles of the PRC, its sovereignty or national security, or would not be in the
public interest.
THE PRC COMPANY LA W, OVERSEAS LISTING TRIAL MEASURES AND
GUIDELINES FOR ARTICLES OF ASSOCIATION
A joint stock limited company incorporated in the PRC and seeking a listing on the Stock
Exchange is mainly subject to the following laws and regulations in the PRC:
(i) The Company Law of the People’s Republic of China ()
(the “PRC Company Law”) which was promulgated on December 29, 2023 and took
effect on July 1, 2024;
(ii) The Overseas Listing Trial Measures () which were
promulgated by the CSRC on February 17, 2023 pursuant to the Securities Law of
the People’s Republic of China () (the “PRC Securities
Law”) and other relevant laws and regulations and are applicable to the direct and
indirect overseas share offering or listing of domestic companies;
(iii) The Guidelines for Articles of Association of Listed Companies (ܸ
ˏ) (the “Guidance for Articles of Association”) which was most recently
amended on March 28, 2025 by the CSRC. The articles of association is formulated
based on the Guidance for Articles of Association on a reference basis, the summary
of which is set out in the section entitled “Appendix III — Summary of Articles of
Association” to this prospectus.
Set out below is a summary of the major provisions of the currently effective PRC
Company Law, the Overseas Listing Trial Measures and the Guidance for Articles of
Association which are applicable to the Company.
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General
A joint stock limited company refers to a corporate legal person established in China
under the PRC Company Law with its registered capital divided into shares. All shares of the
company shall be either par value shares or no par value shares in accordance with the articles
of association. Where par value shares are adopted, each share shall have equal value. The
liability of the company is limited to the total amount of all assets it owns and the liability of
its shareholders is limited to the extent of the shares they subscribe for.
The company shall conduct its business in accordance with laws and administrative
regulations. It may invest in other limited liability companies and joint stock limited companies
and its liabilities with respect to such invested companies are limited to the amount invested.
Unless otherwise provided by law, the company may not be a contributor that undertakes joint
liabilities for the debts of the invested companies.
Incorporation
A company may be incorporated by promotion or public subscription. A company shall be
incorporated by a minimum of one but no more than 200 promoters, and at least half of the
promoters must be residents within the PRC. Companies incorporated by promotion are
companies of which the entire registered capital is subscribed for by the promoters. Shares in
the company incorporated by promotion shall not be offered to others unless the registered
capital has been fully paid up. If laws, administrative regulations and decisions of the State
Council have separate provisions on paid-in registered capital and the minimum registered
capital, the company should follow such provisions.
For companies incorporated by way of promotion, the promoters shall subscribe in
writing for the shares required to be subscribed for by them and pay up their capital
contributions under the articles of association. Procedures relating to the transfer of titles to
non-monetary assets shall be duly completed if such assets are to be contributed as capital.
Promoters who fail to pay up their capital contributions in accordance with the foregoing
provisions shall assume default liabilities in accordance with the covenants set out in the
promoters’ agreements. After the promoters have confirmed the capital contribution under the
articles of association, a board of directors and a supervisory committee shall be elected
(except for those not required by law to establish a supervisory committee) and the board of
directors shall apply for registration of incorporation by filing the articles of association with
the company registration authority, and other documents as required by laws or administrative
regulations.
Where companies are incorporated by floatation, not less than 35% of their total number
of shares shall be subscribed for by the promoters, unless otherwise provided for by laws or
administrative regulations. The promoters shall preside over and convene an inauguration
meeting within thirty days from the date of the full payment of subscription capital
contribution. The inauguration meeting shall be formed by the promoters and subscribers.
Where the shares issued are not fully subscribed for within the offer period stipulated in the
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share offering document, or where the promoter fails to convene an inauguration meeting
within thirty days of the subscription capital contribution for the shares issued being fully paid
up, the subscribers may demand that the promoters refund the fully paid subscription capital
contribution together with the interest calculated at bank rates of a deposit for the same period.
Within thirty days of the conclusion of the inauguration meeting, the board of directors shall
apply to the registration authority for registration of the establishment of the company. A
company is formally established and has the capacity of a legal person after the registration
with the relevant administration for market regulation has been completed and a business
licence has been issued.
Share Capital
The promoters may make a capital contribution in currencies, or non-monetary assets
such as in kind or intellectual property rights or land use rights which can be appraised with
monetary value and transferred lawfully, except for assets which are prohibited from being
contributed as capital by the laws or administrative regulations. If a capital contribution is
made in non-monetary assets, a valuation of the assets contributed must be carried out pursuant
to the provisions of laws or administrative regulations on valuation without any over-valuation
or under-valuation.
There is no limit under the PRC Company Law as to the percentage of shares held by an
individual shareholder in a company. The shares of a company are represented by stocks.
A stock is a certificate issued by the company to certify the share held by a shareholder. The
stock issued by the company shall be in the form of registered stock.
The issuance of shares shall be conducted in a fair and equitable manner. Each share of
the same class must carry equal rights. Shares of the same class issued at the same time must
be issued on the same conditions and at the same price. The same price per share shall be paid
by any share subscriber (whether an entity or an individual). The share offering price may be
equal to or greater than the par value of the share, but may not be less than the par value.
Under the Overseas Listing Trial Measures, if a domestic company offers shares overseas,
it may raise funds and dividend distributions in foreign currency or Renminbi.
Under the PRC Company Law, a company issuing registered share certificates shall
maintain a shareholder register which sets forth the following matters:
(i) the name and domicile of each shareholder;
(ii) the number of shares held by each shareholder;
(iii) the serial numbers of shares held by each shareholder;
(iv) the date on which each shareholder acquired the shares.
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Increase in Share Capital
In response to its operational and development needs and in accordance with laws and
regulations, a company may increase its share capital under any of the following methods, after
the resolutions is passed at a shareholders’ general meeting: (i) a public offering of shares; (ii)
a private placement of shares; (iii) offering of bonus shares to existing shareholders; (iv) the
conversion of reserve funds into shares; and (v) any other methods provided in law and
administrative regulations and approved by the CSRC.
Pursuant to the PRC Company Law, a company may, according to its articles of
association, issue the following classes of shares, which have different rights from those of the
ordinary shares: (i) shares with priority or inferior rights to profits or remaining property in
distribution; (ii) shares with more or less voting rights per share than those of the ordinary
shares; (iii) shares whose transfer is subject to the consent of the company and other
restrictions; (iv) other classes of shares provided by the State Council. A company making a
public offering of shares shall not issue any of the classes of shares as prescribed on items (ii)
and (iii), except those issued prior to the public offering. Where a company is issuing new
shares, resolutions shall be passed at general meeting in accordance with the articles of
association in respect of the class and amount of the new shares, the issue price of the new
shares, the commencement and end dates for the issue of the new shares and when the new
shares are proposed to be issued to existing shareholders, the class and amount of such new
shares.
When a domestic company offers shares overseas, it shall report the application
documents for offering and listing to the CSRC for record-filing within three business days
after submission of the application documents for offering and listing overseas.
Reduction of Share Capital
A company may reduce its registered capital in accordance with the following procedures
prescribed by the PRC Company Law:
(i) the company shall prepare a balance sheet and a list of properties;
(ii) the reduction of registered capital must be approved by shareholders at the general
meeting;
(iii) the company shall notify its creditors of the reduction in registered capital within ten
days and publish an announcement of the reduction in newspapers or the National
Enterprise Credit Information Publicity System within thirty days of the resolution
approving the reduction being passed;
(iv) the creditors of the company may within the statutory time limit require the
company to repay its debts or provide guarantees for covering the debts;
(v) the company must apply to the relevant company registration authority for
registration of the change and reduction in registered capital.
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Repurchase of Shares
Pursuant to the PRC Company Law, a company shall not purchase its own shares other
than in any of the following circumstances:
(i) reducing its registered capital;
(ii) merging with another company which holds its shares;
(iii) utilizing the shares for employee stock ownership plan or share incentive scheme;
(iv) acquiring its own shares at the request of its shareholders who vote in a
shareholders’ general meeting against a resolution regarding a merger or separation;
(v) utilizing the shares for conversion of corporate bonds which are convertible into
shares issued by a listed company;
(vi) where it is necessary for a listed company to maintain its corporate value and
shareholders’ equity.
Any company’s purchase of its own shares for any reason specified in item (i) and item
(ii) of the preceding paragraph shall be subject to a resolution of the general meeting; any
company’s purchase of its own shares for any reason specified in item (iii), item (v) and item
(vi) of the preceding paragraph may be subject to a resolution of the board meeting with more
than two thirds of directors present, according to the provisions of the articles of association
or upon authorization by the general meeting.
The shares acquired under the circumstance stipulated in item (i) hereof shall be
deregistered within ten days from the date of acquisition of shares; the shares repurchased
under the circumstances stipulated in either item (ii) or item (iv) shall be assigned or
deregistered within six months; and the shares held in total by a company after the repurchase
under any of the circumstances stipulated in item (iii), item (v) or item (vi) shall not exceed
10% of the company’s total shares in issue, and shall be assigned or deregistered within three
years.
Transfer of Shares
Shares held by shareholders may be transferred in accordance with the relevant laws.
Pursuant to the PRC Company Law, a shareholder should effect a transfer of his shares
on a stock exchange established in accordance with laws or by other means as required by the
State Council. Registered shares may be transferred after the shareholders endorse the back of
the share certificates or in any other manner specified by laws or administrative regulations.
Following the transfer, the company shall enter the names and addresses of the transferees into
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its share register. No changes of registration in the share register described above shall be
effected during a period of twenty days prior to convening a shareholders’ general meeting or
five days prior to the record date for the purpose of determining entitlements to dividend
distributions, subject to any legal provisions on the registration of changes in the share register
of listed companies.
Pursuant to the PRC Company Law, shares of the company issued prior to the public
offering of shares may not be transferred within one year of the date of the company’s listing
on a stock exchange. Directors, supervisors and the senior management of a company shall
declare to the company their shareholdings in the company and any changes thereof. During
their terms of office, they may transfer no more than 25% of the total number of shares they
hold in the company per annum. They shall not transfer the shares they hold within one year
of the date of the company’s listing on a stock exchange, nor within half a year after they leave
their positions in the company. The articles of association may set out other restrictive
provisions in respect of the transfer of shares in the company held by its directors, supervisors
and the senior management.
Shareholders
Under the PRC Company Law, the rights of shareholders include the rights:
(i) to receive a return on assets, participate in significant decision-making and select
management personnel;
(ii) to petition the people’s court to revoke any resolution passed on a shareholders’
general meeting or a meeting of the board of directors that has not been convened
in accordance with the laws and regulations or the articles of association or whose
voting has violated the laws, administrative regulations or the articles of association
of the company, or any resolution the contents of which is in violation of the articles
of association, provided that such petition shall be submitted within sixty days of the
passing of such resolution;
(iii) to transfer the shares according to the applicable laws and regulations and the
articles of association;
(iv) to attend or appoint a proxy to attend general meetings and exercise the voting
rights;
(v) to inspect the articles of association, share register, counterfoil of company
debentures, minutes of general meetings, board resolutions, resolutions of the
supervisory committee and financial and accounting reports, and to make
suggestions or inquiries in respect of the company’s operations;
(vi) to receive dividends in respect of the number of shares held;
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(vii) to participate in distribution of residual properties of the company in proportion to
their shareholdings upon the liquidation of the company; and
(viii) any other shareholders’ rights provided for in laws, administrative regulations, other
normative documents and the articles of association.
The obligations of shareholders include the obligation to abide by the company’s articles
of association, to pay the subscription capital contribution in respect of the shares subscribed
for, to be liable for the company’s debts and liabilities to the extent of the amount of
subscription capital agreed to be paid in respect of the shares taken up by them and any other
shareholder obligation specified in the articles of association.
General Meeting
The general meeting is the organ of authority of the company, which exercises its powers
in accordance with the PRC Company Law. The general meeting may exercise its powers:
(i) to elect and remove the directors and supervisors (not being representative(s) of
employees) and to decide on the matters relating to the remuneration of directors and
supervisors;
(ii) to review and approve the reports of the board of directors;
(iii) to review and approve the reports of the supervisory committee or supervisors;
(iv) to review and approve the company’s annual financial budgets and final accounts
plan;
(v) to review and approve the company’s profit distribution proposals and loss recovery
proposals;
(vi) to decide on any increase or reduction of the company’s registered capital;
(vii) to decide on the issue of corporate bonds;
(viii) to decide on merger, division, dissolution and liquidation of the company or change
of its corporate form;
(ix) to amend the company’s articles of association;
(x) to exercise any other authority stipulated in the articles of association.
The general meeting may authorize the board of directors to make resolutions on the
issuance of corporate bonds.
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Pursuant to the PRC Company Law, a general meeting is required to be held once every
year. An extraordinary general meeting is required to be held within two months of the
occurrence of any of the following circumstances:
(i) the number of directors is less than the number stipulated by the law or less than two
thirds of the number specified in the articles of association;
(ii) the outstanding losses of the company amounted to one-third of the company’s total
share capital;
(iii) shareholders individually or in aggregate holding 10% or more of the company’s
shares request that an extraordinary general meeting is convened;
(iv) the board of directors deems it necessary to convene a meeting;
(v) the supervisory committee so proposes;
(vi) any other circumstances as provided for in the articles of association.
A general meeting shall be convened by the board of directors and presided over by the
chairman of the board of directors. In the event that the chairman is incapable of performing
or is not performing his duties, the meeting shall be presided over by the vice chairman. In the
event that the vice chairman is incapable of performing or is not performing his duties, a
director nominated by half or more of the directors shall preside over the meeting. Where the
board of directors is incapable of performing or is not performing its duties to convene the
general meeting, the supervisory committee shall convene and preside over such meeting in a
timely manner. If the supervisory committee fails to convene and preside over such meeting,
shareholders individually or in aggregate holding 10% or more of the company’s shares for
ninety days or more consecutively may unilaterally convene and preside over such meeting.
Where shareholders individually or in aggregately holding 10% or more of the company’s
shares request to convene an extraordinary general meeting, the board of directors and the
supervisory committee shall, within ten days after receipt of such request, decide whether to
convene the extraordinary general meeting and reply to the shareholders in writing.
In accordance with the PRC Company Law, a notice of the general meeting stating the
date and venue of the meeting and the matters to be considered at the meeting shall be given
to all shareholders twenty days before the meeting. A notice of extraordinary general meeting
shall be given to all shareholders fifteen days prior to the meeting.
There is no specific provision in the PRC Company Law regarding the number of
shareholders constituting a quorum in a general meeting.
Pursuant to the PRC Company Law, shareholders (excluding classified shareholders)
present at a general meeting have one vote for each share they hold, save that shares held by
the company are not entitled to any voting rights.
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An accumulative voting system may be adopted for the election of directors and
supervisors at the general meeting pursuant to the provisions of the articles of association or
a resolution of the general meeting. Under the accumulative voting system, each share shall be
entitled to the number of votes equivalent to the number of directors or supervisors to be
elected at the general meeting, and shareholders may consolidate their votes for one or more
directors or supervisors when casting a vote.
Pursuant to the PRC Company Law, resolutions of the general meeting must be passed by
more than half of the voting rights held by shareholders present at the meeting, with the
exception of resolutions relating to merger, division or dissolution of the company, increase or
reduction of registered share capital, change of corporate form or amendments to the articles
of association, which in each case must be passed by more than two-thirds of the voting rights
held by the shareholders present at the meeting. Where the PRC Company Law and the articles
of association provide that the transfer or acquisition of significant assets or the provision of
external guarantees by the company must be approved by way of resolution of the general
meeting, the board of directors shall convene a general meeting promptly to vote on such
matters.
A shareholder may entrust a proxy to attend the general meeting on his/her behalf and the
matters, power and time limit of the proxy shall be clarified by such shareholder. The proxy
shall present the shareholders’ power of attorney to the company and exercise voting rights
within the scope of authorization.
Minutes shall be prepared in respect of matters considered at the general meeting and the
chairman and directors attending the meeting shall endorse such minutes by signature. The
chairman of the meeting and directors attending the meeting shall sign to endorse such minutes.
The minutes shall be kept together with the shareholders’ attendance register and the proxy
forms.
Board of Directors
A joint stock limited company shall have a board of directors which shall have at least
three members. For a company that has three hundred or more employees, the board of
directors shall include the staff representative unless the supervisory committee has been
established and already included the staff representative supervisor. The term of a director shall
be stipulated in the articles of association, provided that no term of office shall last for more
than three years. A director may serve consecutive terms if re-elected. A director shall continue
to perform his/her duties as a director in accordance with the laws, administrative regulations
and the articles of association until a duly re-elected director takes office, if re-election is not
conducted in a timely manner upon the expiry of his/her term of office or if the resignation of
directors results in the number of directors being less than the quorum.
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Under the PRC Company Law, the board of directors may exercise its powers:
(i) to summon the general meetings and report its works to the general meetings;
(ii) to implement the resolutions passed by the shareholders at the general meetings;
(iii) to decide on the company’s operational plans and investment proposals;
(iv) to formulate the company’s profit distribution proposals and loss recovery
proposals;
(v) to formulate proposals for the increase or reduction of the company’s registered
capital and the issue of corporate bonds;
(vi) to formulate proposals for the merger, division or dissolution of the company or
change of corporate form;
(vii) to decide on the setup of the company’s internal management organs;
(viii) to appoint or dismiss the company’s manager and decide on his/her remuneration
and, based on the manager’s recommendation, to appoint or dismiss any deputy
manager and the individual responsible for financial matters of the company and to
decide on their remunerations;
(ix) to formulate the company’s basic management system;
(x) to exercise any other authority as is stipulated in the articles of association.
Restrictions on the board of directors’ powers in the articles of association shall not be
used against a third party in good faith.
The board meetings shall be convened at least twice each year. Notices of meetings shall
be given to all directors and supervisors at least 10 days prior to the meeting. Interim board
meetings may be proposed to be convened by shareholders representing more than 10% of the
voting rights, more than one-third of the directors or the supervisory committee. The chairman
shall convene the meeting within 10 days of receiving such proposal, and preside over the
meeting. The board of directors may otherwise determine the means and the period of notice
for summoning an interim board meeting. The board meetings shall be held only if more than
half of the directors are present. Resolutions of the board of directors shall be passed by more
than half of all directors. Each director shall have one vote for a resolution to be approved by
the board of directors. Directors shall attend board meetings in person. If a director is unable
to attend for any reason, he/she may appoint another director to attend the meeting on his/her
behalf by a written power of attorney specifying the scope of authorization. The board of
directors shall prepare minutes of the resolutions adopted at the meeting, which shall be signed
by the directors present at the meeting.
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If a resolution of the board of directors violates the laws, administrative regulations or the
articles of association or resolutions of the general meeting, and as a result of which the
company sustains serious losses, the directors participating in the resolution are liable to
compensate the company. However, if it can be proved that a director expressly objected to the
resolution when the resolution was voted on, and that such objection was recorded in the
minutes of the meeting, such director shall be relieved from that liability.
Under the PRC Company Law, the following individuals may not serve as a director in
a company:
(i) an individual with no capacity for civil conduct or limited capacity for civil conduct;
(ii) an individual who has been convicted of an offense of corruption, bribery,
embezzlement, misappropriation of property or sabotaging the order of socialist
market economy, or who has been deprived of his political rights due to his crimes,
in each case where less than five years have elapsed since the date of completion of
the sentence, in case of a suspended sentence, not more than two years have elapsed
since the date of expiry of the probationary period;
(iii) an individual who has been a former director, factory manager or manager of a
company or an enterprise that has entered into insolvent liquidation and who was
personally liable for the insolvency of such company or enterprise, where less than
three years have elapsed since the date of the completion of the bankruptcy and
liquidation of the company or enterprise;
(iv) an individual who has been a legal representative of a company or an enterprise that
has had its business license revoked due to violations of the law or has been ordered
to close down by law and the individual was personally responsible, where less than
three years have elapsed since the date of such revocation or the order for closure;
(v) an individual being listed as a dishonest individual subject to enforcement by the
people’s court due to his/her failure to pay off a relatively large amount of debts
which has fall due.
Any election or appointment of directors by the company, to whom any of the above
circumstances applies, such election or appointment shall be null and void. A director to which
any of the above circumstances applies during his/her term of office shall be released of his/her
duties by the company.
Under the PRC Company Law, the board of directors shall have a chairman and may have
a vice chairman. The chairman and the vice chairman shall be elected with approval of more
than half of all the directors. The chairman shall summon and preside over board meetings and
review the implementation of board resolutions. The vice chairman shall assist the chairman to
perform his/her duties. Where the chairman is incapable of performing, or is not performing
his/her duties, the duties shall be performed by the vice chairman. Where the vice chairman is
incapable of performing, or is not performing his/her duties, a director jointly elected by more
than half of the directors shall perform his/her duties.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-15 –


--- page 850 ---
Supervisory Committee
Under the PRC Company Law, a joint stock limited company shall establish an audit
committee composed of directors within the board of directors to exercise the supervisory
committee’s functions. A joint stock limited company with a smaller scale or fewer
shareholders may choose not to establish a supervisory committee and instead appoint a single
supervisor. A joint stock limited company shall have a supervisory committee composed of not
less than three members. The supervisory committee shall consist of representatives of the
shareholders and an appropriate proportion of representatives of the company’s staff, among
which the proportion of representatives of the company’s staff shall not be less than one-third,
and the actual proportion shall be determined in the articles of association. Representatives of
the company’s staff at the supervisory committee shall be democratically elected by the
company’s staff at the staff representative assembly, general staff meeting or otherwise. The
supervisory committee shall have a chairman and may have a vice chairman. The chairman and
the vice chairman of the supervisory committee shall be elected by more than half of all the
supervisors. Directors and senior management members shall not act concurrently as
supervisors.
The chairman of the supervisory committee shall summon and preside over supervisory
committee meetings. Where the chairman of the supervisory committee is incapable of
performing, or is not performing his/her duties, the vice chairman of the supervisory committee
shall summon and preside over supervisory committee meetings. Where the vice chairman of
the supervisory committee is incapable of performing, or is not performing his/her duties, a
supervisor elected by more than half of the supervisors shall summon and preside over
supervisory committee meetings.
Each term of office of a supervisor is three years and he/she may serve consecutive terms
if re-elected. A supervisor shall continue to perform his/her duties as a supervisor in accordance
with the laws, administrative regulations and the articles of association until a duly re-elected
supervisor takes office, if re-election is not conducted in a timely manner upon the expiry of
his/her term of office or if the resignation of supervisor results in the number of supervisors
being less than the quorum.
The supervisory committee may exercise its powers:
(i) to review the company’s financial position;
(ii) to supervise the acts of directors and senior management members in their
performance of their duties and to propose the removal of directors and senior
management members who have violated laws, regulations, the articles of
association or the shareholders’ resolutions;
(iii) when the acts of a director or senior management members are detrimental to the
company’s interests, to require the director and senior management members to
correct these acts;
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-16 –


--- page 851 ---
(iv) to propose the convening of extraordinary general meetings and to convene and
preside over general meetings when the board of directors fails to perform the duty
of convening and presiding over general meetings under the PRC Company Law;
(v) to submit proposals to the general meetings;
(vi) to bring actions against directors and senior management members pursuant to the
relevant provisions of the PRC Company Law;
(vii) any other authority stipulated in the articles of association.
Supervisors may be present at board meetings and make inquiries or proposals in respect
of the resolutions of the board of directors. The supervisory committee may investigate any
irregularities identified in the operation of the company and, when necessary, may engage an
accounting firm to assist its work at the cost of the company.
Audit Committee
Under PRC Company Law, a joint stock limited company may establish an audit
committee composed of directors within its board of directors pursuant to the provisions of its
articles of association to exercise the functions and powers of a supervisory committee as
prescribed by PRC Company Law, in lieu of establishing a supervisory committee or
supervisor.
The audit committee shall comprise at least three members, with a majority not holding
any position in the company other than that of director, and having no relationship with the
company that may affect their independent and objective judgment. Employee representatives
serving on the board of directors may be appointed as audit committee members.
For listed companies with audit committees, the following matters shall require approval
by a majority of all audit committee members before being resolved by the board of directors:
(1) Appointment or dismissal of accounting firms engaged for the company’s audit
work;
(2) Appointment or removal of the financial controller;
(3) Disclosure of financial accounting reports;
(4) Other matters specified by the securities regulatory authority under the State
Council.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-17 –


--- page 852 ---
The Guidance for Articles of Association stipulates that the audit committee shall consist
of at least three members, with independent directors constituting the majority and an
accounting professional among the independent directors serving as convener. Employee
representatives on the board may serve as audit committee members. The audit committee shall
be responsible for reviewing the company’s financial information and disclosures, overseeing
and evaluating internal and external audits and internal controls. The following matters shall
be submitted to the board meetings only after obtaining approval by a majority of all audit
committee members:
(1) Disclosure of financial accounting reports, financial information in periodic reports,
and internal control evaluation reports;
(2) Appointment or dismissal of accounting firms engaged for the listed company’s
audit work;
(3) Appointment or removal of the listed company’s financial controller;
(4) Changes in accounting policies or accounting estimates, or corrections of material
accounting errors not resulting from changes in accounting standards;
(5) Other matters stipulated by laws, administrative regulations, CSRC regulations and
the company’s articles of association.
The audit committee shall convene a meeting at least once a quarter. Interim meetings
may be held upon request by two or more members or when the convener deems necessary.
Audit committee meetings require attendance by at least two-thirds of members to constitute
a quorum. Resolutions of the audit committee shall require approval by a majority of its
members.
Manager and the Senior Management Members
Under the PRC Company Law, a company may have a manager who shall be appointed
or removed by the board of directors. The manager shall exercise his duties and powers in
accordance with the provisions of the company’s articles of association or the authorization of
the board of directors.
Other provisions in the articles of association on the manager’s powers shall also be
complied with. The manager shall be present at the board meetings. However, the manager
shall have no voting rights at the board meetings unless he/she concurrently serves as a
director.
According to the PRC Company Law, senior management members refer to manager,
deputy manager, financial officer, secretary to the board of directors of a listed company and
other personnel as stipulated in the articles of association.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
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--- page 853 ---
Duties of Directors, Supervisors, Managers and Other Senior Management Members
Directors, supervisors and senior management members are required under the PRC
Company Law to comply with the relevant laws, regulations and the articles of association, and
have fiduciary and diligent duties to the company. The provisions of the preceding paragraph
shall also apply to controlling shareholders or actual controllers of the company who, although
not serving as directors of the company, are actually involved in the company’s affairs.
Directors, supervisors and senior management members are prohibited from abusing their
authority in accepting bribes or other unlawful revenue and from misappropriating the
company’s property.
Directors, supervisors, and senior management members are prohibited from:
(i) embezzlement of company properties and misappropriating company funds;
(ii) depositing company funds into accounts under their own names or the names of
other individuals;
(iii) utilizing power to accept bribe or accept other illegal revenue;
(iv) accepting for their own benefit commissions from third parties for transactions
conducted with the company;
(v) unauthorized divulgence of confidential information of the company;
(vi) other acts in violation of their duty of loyalty to the company.
If any director, supervisor, and senior management members directly or indirectly enters
into any contract or engages in any transaction with the company, he/she shall report such
matter to the board of directors or the general meeting, and such contract or transaction shall
be approved by a resolution of the board of directors or the general meeting in accordance with
the provisions of the articles of association. The provisions of the preceding paragraph shall
also apply to contracts or transactions entered into by close relatives of directors, supervisors,
and senior management members, enterprises directly or indirectly controlled by such close
relatives, or any other individuals having an affiliated relationship with directors, supervisors,
and senior management members.
Directors, supervisors, and senior management members shall not exploit their positions
to seize business opportunities that rightfully belong to the company, whether for their own
benefit or for the benefit of others, unless such conduct has been reported to the board of
directors or the general meeting and approved in accordance with the provisions of the articles
of association; or the company is unable to exploit such business opportunity under applicable
laws, administrative regulations, or the articles of association.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-19 –


--- page 854 ---
Directors, supervisors, and senior management members shall not engage in any business
that competes with the company, whether for their own benefit or for the benefit of others,
unless such conduct has been reported to the board of directors or the general meeting and
approved in accordance with the provisions of the articles of association.
Any revenue derived by a director or senior management members in violation of the
provisions of the preceding paragraph shall be returned to the company.
A director, supervisor or senior management member who contravenes law, regulation or
the articles of association in the performance of his/her duties resulting in any loss to the
company shall be liable to the company for compensation.
The Guidance for Articles of Association stipulates that directors and senior management
members of the company owe a duty of diligence to the company. For example, directors and
senior management members shall exercise the powers granted by the company prudently,
diligently, and in good faith to ensure that the company’s business operations comply with
national laws, administrative regulations, and relevant economic policies, and that such
operations do not exceed the scope of business activities specified in the company’s business
license. Directors and senior management members shall treat all shareholders fairly. Directors
and senior management members shall sign written confirmation statements for the company’s
periodic reports to ensure that the information disclosed by the company is true, accurate, and
complete. Directors and senior management members shall truthfully provide accurate
information and materials to the audit committee and shall not obstruct the audit committee in
the performance of their duties. Directors and senior management members shall also perform
other duties of diligence as prescribed by laws, administrative regulations, departmental rules,
and the company’s articles of association.
Finance and Accounting
Under the PRC Company Law, a company shall establish its own financial and accounting
systems according to the laws, administrative regulations and the regulations of the competent
financial departments under the State Council. At the end of each financial year, a company
shall prepare a financial report which shall be audited by an accounting firm in accordance with
laws. The financial and accounting reports shall be prepared in accordance with laws,
administrative regulations and the regulations of the financial departments under the State
Council.
The company’s financial reports shall be made available for shareholders’ inspection at
the company within 20 days before the convening of an annual general meeting. A joint stock
limited company that makes public stock offerings shall announce its financial reports.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-20 –


--- page 855 ---
When distributing each year’s profits after taxation, the company shall allocate 10% of its
profits after taxation for the company’s statutory common reserve fund until the fund has
reached more than 50% of the company’s registered capital. When the company’s statutory
common reserve fund is not sufficient to make up for the losses for the previous years, the
current year’s profits shall first be used to offset such losses before any allocation is set aside
for the statutory common reserve fund. After the company has made allocations to the statutory
common reserve fund from its profits after taxation, it may, upon passing a resolution at a
general meeting, make further allocations from its profits after taxation to the discretionary
common reserve fund. After a company has offset its losses and made allocations to its
discretionary common reserve fund, the remaining profits after taxation shall be distributed in
proportion to the number of shares held by the shareholders, except otherwise provided for in
the articles of association.
Any profits distributed to shareholders in violation of the provisions of the preceding
paragraph shall be returned to the company. The company shall not be entitled to receive any
profit distribution in respect of the shares it holds.
The premium on the par value of the company’s issued shares and other revenue
designated as capital reserve by the relevant government authorities shall be recorded as capital
reserve. The company’s reserve funds shall be used to offset the company’s losses, expand the
company’s business operations, or increase the company’s capital. When the company needs to
use reserve funds to offset losses, it shall first allocate from the discretionary reserve fund and
the statutory reserve fund; if such funds are insufficient, the company may allocate from the
capital reserve fund in accordance with applicable regulations. When the statutory reserve fund
is converted into capital, the balance of the reserve fund shall not be less than 25% of the
company’s registered capital prior to such conversion.
The company shall have no accounting books other than the statutory books. The
company’s funds shall not be deposited in any account opened under the name of an individual.
Appointment and Dismissal of Accountants
The Guidance for Articles of Association stipulates that the company must engage an
accounting firm that complies with the provisions of the PRC Securities Law to provide
services, including financial statement audits, net asset verification, and other relevant
consulting services. The engagement period is one year and can be renewed.
Pursuant to the PRC Company Law, when a company engages or dismisses an accounting
firm responsible for the company’s audit work, it shall be determined by the shareholders at the
general meeting in accordance with the articles of association. When the general meeting votes
on the dismissal of the accounting firm, the accounting firm shall be allowed to make
representations. The company shall provide the engaged accounting firm with true and
complete accounting evidence, accounting books, financial and accounting reports, and other
accounting materials, and shall not refuse to provide, conceal, or forge any materials. In
addition, the Guidance for Articles of Association stipulates that the audit fees of the
accounting firm shall also be determined by the shareholders at the general meeting.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-21 –


--- page 856 ---
Profit Distribution
According to the PRC Company Law, a company shall not distribute any profits before
losses are covered and the statutory common reserve fund is provided.
Amendments to the Articles of Association
According to the provisions of the PRC Company Law, a resolution of the general
meeting regarding any amendment to the company’s articles of association shall be passed by
more than two-thirds of the votes held by the shareholders present at the general meeting.
According to the provisions of the Guidance for Articles of Association, the company
shall amend its articles of association under any of the following circumstances:
(i) after any amendment to the PRC Company Law or any other applicable laws or
administrative regulations, the provisions of the articles of association conflict with
the amended laws and/or administrative regulations;
(ii) changes in the actual situation of the company result in inconsistencies with the
content set forth in the articles of association;
(iii) the general meeting resolves to amend the articles of association.
The Guidance for Articles of Association further stipulates that any amendment to the
articles of association adopted by the general meeting shall be submitted for approval if
approval from the competent departments is required; if the amendment involves matters of
company registration, the registration information of the company with the competent
departments shall also be amended. In addition, if any laws or regulations require the
disclosure of amendments to the articles of association, a public announcement shall be made
in accordance with the applicable regulations.
Dissolution and Liquidation
In accordance with the provisions of the Company Law of the PRC, the Company shall
be dissolved under any of the following circumstances:
(i) the business operating period stipulated by the Articles of Association has expired
or other events causing dissolution, as stipulated by the Articles of Association, have
materialized;
(ii) the shareholders resolve to dissolve the Company at a general meeting;
(iii) the Company has to be dissolved on account of its merger or division;
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-22 –


--- page 857 ---
(iv) the Company’s business license is revoked, or the Company is ordered to close or
dissolve in accordance with the law;
(v) the Company experiences severe difficulties in its operations and management, and
such difficulties cannot be resolved through other means, resulting in significant
losses to the shareholders’ interests if the Company continues to exist. In such cases,
the people’s court shall, upon the request of shareholders holding 10% or more of
the total voting rights of the Company, order the dissolution of the Company. If any
of the aforementioned grounds for dissolution arises, the Company shall, within ten
days, publicly announce the grounds for dissolution through the National Enterprise
Credit Information Publicity System.
In the event of the circumstances described in items (i) and (ii) above, the Company may
continue to exist by amending its Articles of Association without distributing any assets to any
shareholders. Any amendment to the Articles of Association in accordance with the
aforementioned provisions shall require the approval of shareholders representing more than
two-thirds of the voting rights present at the general meeting.
If the Company is dissolved due to the circumstances listed in items (i), (ii), (iv), or (v)
above, a liquidation process must be initiated. The directors shall act as the liquidators of the
Company and shall establish a liquidation committee within fifteen days from the date of the
occurrence of the dissolution event. The liquidation committee shall be composed of directors
or any other individuals determined by the general meeting. If the liquidation committee is not
established within the specified period or if the liquidation is ineffective after the establishment
of the liquidation committee, interested parties may apply to the people’s court to request the
appointment of relevant individuals to form a liquidation committee to manage the liquidation
process. The people’s court shall accept such applications and promptly establish a liquidation
committee to carry out the liquidation.
During the liquidation process, the liquidation committee shall perform the following
functions and powers:
(i) dispose of the Company’s assets and prepare a balance sheet and an inventory of
assets;
(ii) notify the Company’s creditors or publish announcements;
(iii) handle and settle any outstanding business related to the liquidation;
(iv) pay any outstanding taxes and taxes arising during the liquidation process;
(v) settle the Company’s claims and liabilities;
(vi) distribute the remaining assets of the Company after the repayment of all debts;
(vii) participate in civil proceedings on behalf of the Company.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-23 –


--- page 858 ---
The liquidation committee shall notify the Company’s creditors within 10 days after its
establishment and issue public notices in newspapers or on the National Enterprise Credit
Information Publicity System within 60 days.
The creditors shall submit their claims to the liquidation committee within 30 days after
receiving such notice, or if they fail to receive such notice, within 45 days after the publication
of such announcement.
In filing their claims, creditors shall explain matters relating to the claims and provide the
supporting documents. The liquidation committee shall register such claims. During the claim
declaration period, the liquidation committee shall not repay any debt to any creditor.
After the liquidation committee has disposed of the properties of the Company and
prepared a balance sheet and a property inventory as required, it shall formulate a liquidation
proposal and submit it to the general meeting or the people’s court for approval. The remaining
assets of the Company after paying the costs of liquidation, the employees’ salaries, social
insurance contributions and legal compensation, taxes and debts of the Company, shall be
distributed to the shareholders in proportion to their respective shareholding. During the period
of liquidation, the Company shall continue to exist but shall not engage in any business activity
except for those relating to the liquidation. Before repayment in accordance with the
aforementioned provisions, the assets of the Company shall not be distributed to shareholders.
After the liquidation committee has sorted out the assets of the Company and prepared a
balance sheet and a property inventory as required, if it discovers that the Company’s assets
are insufficient to repay its debts in full, it shall apply to the people’s court in accordance with
the law to declare bankruptcy. Upon the people’s court declaring bankruptcy, the liquidation
committee shall hand over the management matters to the bankruptcy administrator designated
by the people’s court.
After completion of the liquidation, the liquidation committee shall prepare a liquidation
report and submit the same to the general meeting or the people’s court for confirmation, then
deliver the same to the Company’s registration authority to apply for cancelation of the
Company’s registration and publicly announce the Company’s dissolution. Members of the
liquidation committee shall perform their duties in good faith in accordance with the relevant
laws. Any member of the liquidation committee shall not take advantage of his/her powers to
accept bribes or other illegal payments or embezzle the property of the Company. Members of
the liquidation committee shall compensate the Company and its creditors for any losses
caused by their intentional acts or gross negligence.
If the Company declares bankruptcy according to law, it shall perform liquidation
procedures in accordance with the relevant provisions of the Enterprise Bankruptcy Law.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-24 –


--- page 859 ---
Overseas Listing
In accordance with the Trial Measures for Overseas Listing (جan
initial public offering or listing on an overseas market shall be filed with the CSRC within three
business days after submitting the relevant application overseas. If the issuer issues securities
again on an overseas market where it has previously issued and listed securities, it shall file
with the CSRC within three business days from the date of completion of the issuance.
Furthermore, if the filing documents are complete and meet the regulatory requirements, the
CSRC will complete the filing process within twenty business days from the date of receiving
the filing documents and publish the filing results on the website of the CSRC. If the filing
documents are incomplete or do not meet the regulatory requirements, the CSRC will request
supplementation and amendments within five business days from the date of receiving the
filing documents, and the issuer shall complete such supplementation and amendments within
thirty business days.
Loss of Share Certificates
If the share certificate(s) of shareholders in registered form is either stolen, lost or
destroyed, a shareholder may, in accordance with the public announcement procedures set out
in the Civil Procedure Law of the PRC, apply to the people’s court for a declaration that such
certificate(s) will no longer be valid. After such declaration has been obtained, the shareholder
may apply to the Company for the issue of a replacement certificate(s).
Merger and Division
A company merger may be conducted either through absorption or through the
establishment of a new entity. In the case of an absorption merger, the absorbed company shall
be dissolved. In the case of a merger through the establishment of a new entity, all merging
parties shall be dissolved.
The parties involved in the merger shall enter into a merger agreement and prepare a
balance sheet and an inventory of assets. The Company shall notify its creditors within ten days
from the date of the merger resolution and publish an announcement in newspapers or on the
National Enterprise Credit Information Publicity System within thirty days. Creditors may,
within thirty days from the date of receiving the notice, demand the Company to repay its debts
or provide guarantee for such repayment; those who have not received the notice may make
such demands within forty-five days from the date of the announcement. In the event of a
merger, the rights and obligations of the merging parties shall be assumed by the surviving
company or the newly established company.
Where a company merges with another company in which it holds not less than 90% of
the shares, the acquired company is not required to obtain approval through a general meeting
resolution, but it must notify other shareholders who have the right to require the company to
acquire their equity or shares at a reasonable price. If the price paid for the company merger
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-25 –


--- page 860 ---
does not exceed 10% of the company’s net assets, approval through a general meeting
resolution is not required, unless otherwise stipulated in the company’s articles of association.
If the company merger is exempt from approval through a general meeting resolution under the
aforementioned two circumstances, it must be approved by the resolution of the board of
directors.
If the Company undergoes a division, its assets must also be divided, and a balance sheet
and an inventory of assets must be prepared. The Company shall notify its creditors within ten
days from the date of the division resolution and publish an announcement in newspapers or
on the National Enterprise Credit Information Publicity System within thirty days. The
liabilities of the Company prior to the division shall be jointly assumed by the divided
companies, unless otherwise stipulated in a written agreement regarding the repayment of debts
entered into between the Company and its creditors prior to the division.
Suspension and Termination of Listing
The PRC Company Law has deleted provisions governing suspension and termination of
listing. The PRC Securities Law has also deleted provisions regarding suspension of listing.
Where listed securities fall under the delisting circumstances stipulated by the stock exchange,
the stock exchange shall terminate its listing and trading in accordance with the business rules.
According to the Trial Measures for Overseas Listing, in case of active or compulsory
termination of listing, the issuer shall report the specific situation to the CSRC within 3
working days from the date of occurrence and announcement of the relevant matters.
The PRC Securities Laws, Regulations and Regulatory Regimes
The PRC has promulgated a number of regulations that relate to the issuance and trading
of shares and disclosure of information. In October 1992, the State Council established the
Securities Committee and the CSRC. The Securities Committee is responsible for coordinating
the drafting of securities regulations, formulating securities-related policies, planning the
development of securities markets, directing, coordinating and supervising all securities-
related institutions in the PRC and administering the CSRC. The CSRC is the regulatory arm
of the Securities Committee and is responsible for the drafting of regulatory provisions
governing securities markets, supervising securities companies, regulating public offerings of
securities by PRC companies in the PRC or overseas, regulating the trading of securities,
compiling securities-related statistics and undertaking relevant research and analysis. In April
1998, the State Council merged the Securities Committee with the CSRC and restructured the
CSRC.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-26 –


--- page 861 ---
The Provisional Regulations Concerning the Issuance and Trading of Shares (ୃ೯Б
၍ଣᅲБૢԷ) cover the application and approval procedures for public offerings of
equity securities, trading in equity securities, the acquisition of listed companies, deposit,
clearing and transfer of listed equity securities, as well as the disclosure of information,
investigation, penalties and dispute resolutions with respect to a listed company.
On December 25, 1995, the State Council promulgated the Regulations of the State
Council Concerning Domestic Listed Foreign Shares of Joint Stock Limited Companies ( ਷
). These regulations principally govern the
issuance, subscription, trading and declaration of dividends and other distributions of domestic
listed foreign shares and disclosure of information of joint stock limited companies having
domestic listed foreign shares.
The PRC Securities Law came into effect on July 1, 1999, and was amended on August
28, 2004, October 27, 2005, June 29, 2013, August 31, 2014, and December 28, 2019,
respectively. The most recent amended PRC Securities Law became effective on March 1,
2020. This law is the first national securities law in China, comprising 14 chapters and 226
articles, regulating, among other things, the issuance and trading of securities, the acquisition
of listed companies, securities exchanges, the obligations and responsibilities of securities
companies and the securities regulatory authority under the State Council. The PRC Securities
Law comprehensively oversees the activities of China’s securities market. Article 224 of the
PRC Securities Law stipulates that domestic enterprises listing their shares overseas must
comply with the relevant regulations of the State Council.
Currently, the issuance and trading of overseas stock offerings are primarily regulated by
rules and regulations promulgated by the State Council and the CSRC.
Arbitration and Enforcement of Arbitral Awards
The Arbitration Law of the PRC () was enacted by the
SCNPC on August 31, 1994, which became effective on September 1, 1995 and was last
amended on September 1, 2017. Pursuant to the Arbitration Law of the PRC, an arbitration
committee may, before the promulgation of arbitration regulations by the China Arbitration
Association, formulate interim arbitration rules in accordance with the Arbitration Law of the
PRC and the Civil Procedure Law of the PRC. Where the parties have agreed to settle disputes
by means of arbitration, a people’s court will refuse to handle a legal proceeding initiated by
one of the parties at such people’s court, unless the arbitration agreement has lapsed.
Under the Arbitration Law of the PRC and the Civil Procedure Law of the PRC, an
arbitral award shall be final and binding on the parties involved in the arbitration. If any party
fails to comply with the award, the other party to the award may apply to a people’s court for
its enforcement.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
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– V-27 –


--- page 862 ---
If the respondent provides evidence proving that the arbitration award involves any of the
following circumstances, and upon review and verification by the people’s court, the court
shall rule not to enforce the award:
(i) the parties did not include an arbitration clause in the contract, nor did they
subsequently reach a written arbitration agreement;
(ii) the matters ruled upon fall outside the scope of the arbitration agreement, or the
arbitration institution had no authority to arbitrate;
(iii) the composition of the arbitration tribunal or the arbitration procedure violated
statutory procedures;
(iv) the evidence on which the award is based was forged;
(v) the other party concealed evidence from the arbitration institution that could have
affected a fair ruling;
(vi) the arbitrator engaged in embezzlement, bribery, malpractice, or other illegal
conduct during the arbitration of the case.
If the people’s court determines that enforcing the award would violate public interest, it
shall rule not to enforce the award.
Any party seeking to enforce an arbitral award of a foreign affairs arbitration organ of the
PRC against a party who or whose property is not located within the PRC may apply to a
foreign court with jurisdiction over the case for recognition and enforcement of the award.
Likewise, an arbitral award made by a foreign arbitration body may be recognized and enforced
by a PRC court in accordance with the principle of reciprocity or any international convention
concluded or acceded to by the PRC.
Pursuant to the resolution adopted by the SCNPC on December 2, 1986, the PRC acceded
to the Convention on the Recognition and Enforcement of Foreign Arbitral Awards (Ⴉʿ
) (the “New Y ork Convention”) adopted on June 10, 1958. The New
Y ork Convention provides that all arbitral awards made in a state which is a party to the New
Y ork Convention shall be recognized and enforced by other parties thereto subject to their
rights to refuse enforcement under certain circumstances, including where the enforcement of
the arbitral award is against the public policy of that state. At the time of the PRC’s accession
to the convention, the SCNPC declared that (i) the PRC will only recognize and enforce foreign
arbitral awards based on the principle of reciprocity; and (ii) the New Y ork Convention will
only be applied to disputes deemed under PRC law to be arising from contractual or
non-contractual mercantile legal relations.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-28 –


--- page 863 ---
The Judicial Committee of the Supreme People’s Court adopted the Arrangement
Concerning Mutual Enforcement of Arbitration Awards Between the Mainland and the Hong
Kong Special Administrative Region (τ
ર) on June 18, 1999, which came into effect on February 1, 2000. The Supreme People’s
Court promulgated the Supplementary Arrangement Concerning Mutual Enforcement of
Arbitration Awards Between the Mainland and the Hong Kong Special Administrative Region
(໾̂τર) on November 26, 2020.
Under these arrangements, if one party fails to comply with an arbitration award made in the
Mainland or Hong Kong, the other party may apply to the relevant court in the place of the
respondent’s domicile or where their assets are located for compulsory enforcement.
Judicial Judgments and Their Enforcement
In accordance with the Arrangement of the Supreme People’s Court on Mutual
Recognition and Enforcement of Judgments in Civil and Commercial Matters by the Courts of
the Mainland and the Hong Kong Special Administrative Region Pursuant to Choice of Court
Agreements between Parties (ʝႩ̙ձੂ
τર), promulgated by the Supreme People’s Court
on July 3, 2008, and effective from August 1, 2008, if any designated court in the Mainland
China or Hong Kong renders an enforceable final judgment requiring the payment in a civil or
commercial case based on a written jurisdiction agreement, the relevant parties may apply to
the corresponding Mainland China or Hong Kong court for recognition and enforcement of the
judgment. If the disputing parties have not agreed to enter into a written jurisdiction agreement,
a judgment rendered by a Hong Kong court may not be enforceable in the Mainland China.
On January 18, 2019, the Supreme People’s Court and the Government of the Hong Kong
Special Administrative Region entered into the Arrangement on Mutual Recognition and
Enforcement of Judgments in Civil and Commercial Matters by the Courts of the Mainland and
the Hong Kong Special Administrative Region (ʝႩ̙ձ
τર) (the “New Arrangement”), aiming to establish a clearer and
more certain mechanism for the mutual recognition and enforcement of a broader range of civil
and commercial judgments between the Mainland China and Hong Kong. The New
Arrangement does not require the parties to enter into a written jurisdiction agreement. The
New Arrangement came into effect on January 29, 2024, and replaced the previous
arrangement.
APPENDIX V SUMMARY OF PRINCIPAL LEGAL AND
REGULATORY PROVISIONS
– V-29 –


--- page 864 ---
1. FURTHER INFORMATION ABOUT OUR GROUP
A. Incorporation
The predecessor of our Company, Lian Y uan City Welding Materials (ᅀ)
(“Lianyuan Factory ”), was established in 1989. In 1994, our Company split from its
predecessor and was restructured into a limited liability company in the PRC. In December
2000, our Company was converted into a joint stock limited company from a limited liability
company. Our Company completed the listing of our A Shares on the Shanghai Stock Exchange
(stock code: 600031) in July 2003. For further details, see “History, Development and
Corporate Structure — Major Shareholding Changes in our Company” in this prospectus.
Our registered office is located at 5/F, Building 6, No. 8, Beiqing Road, Changping
District, Beijing, PRC. We were registered as a non-Hong Kong company in Hong Kong under
Part 16 of the Companies Ordinance on September 9, 2011, and our principal place of business
in Hong Kong is at Room 1808-10, 18th Floor, Landmark North, No. 39 Lung Sum Avenue,
Sheung Shui, Hong Kong. SHE Xinjian has been appointed as the authorized representative of
our Company for the acceptance of service of process and notices on behalf of our Company
in Hong Kong. The address for service of process on our Company in Hong Kong is the same
as our principal place of business in Hong Kong as set out above.
As our Company was established in PRC, its operations are subject to the relevant laws
and regulations of Mainland China. A summary of the Articles of Association and the relevant
aspects of laws and regulations of mainland China is set out in Appendices III and V to this
prospectus, respectively.
B. Changes in Share Capital of Our Company
Save as disclosed below, there has been no alteration in our share capital within two years
immediately preceding the date of this prospectus.
As approved by the fourteenth meeting of the eighth session of the Board on August 30,
2023, 861,850 A Shares repurchased by our Company under a repurchase mandate for 2022
Restricted Share Incentive Scheme were canceled on November 15, 2023. The total issued
share capital of our Company was then decreased from RMB8,486,602,087 comprising
8,486,602,087 A Shares of nominal value of RMB1.00 each to RMB8,485,740,237 comprising
8,485,740,237 A Shares of nominal value of RMB1.00 each.
A repurchase mandate for the repurchase of A Shares for the purpose of the Company’s
employee share incentive scheme to be adopted was approved by the seventeenth meeting of
the eighth session of the Board on February 4, 2024. As of June 28, 2024, the repurchase of
A Shares under the repurchase mandate was completed with a total of 43,361,800 A Shares
repurchased between March 8, 2024 and June 28, 2024, at an average price of RMB15.15 per
A Share.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-1 –


--- page 865 ---
As approved by the nineteenth meeting of the eighth session of the Board on April 26,
2024, 10,762,200 A Shares repurchased by our Company under a repurchase mandate for 2022
Restricted Share Incentive Scheme were canceled on July 19, 2024. The total issued share
capital of our Company was then decreased from RMB8,485,740,237 comprising
8,485,740,237 A Shares of nominal value of RMB1.00 each to RMB8,474,978,037 comprising
8,474,978,037 A Shares of nominal value of RMB1.00 each.
A repurchase mandate for the repurchase of A Shares for the purpose of the Company’s
employee share incentive scheme was approved by the twenty-fifth meeting of the eighth
session of the Board on April 3, 2025. The repurchase mandate is valid for twelve months from
the date of approval by the Board meeting, subject to (i) a repurchase price of up to 150% of
the average price of the 30 trading days prior to the date of approval by the Board meeting and
(ii) a total repurchase amount ranging from RMB1 billion to RMB2 billion. Any repurchased
A Shares not granted for the purposes of employee share incentive scheme within 36 months
after the completion of the repurchase shall be canceled. As of June 30, 2025, a total of
72,679,200 A Shares had been repurchased under the repurchase mandate. Any repurchased A
Shares not transferred to the employee incentive scheme within three years after completion of
the repurchases under the repurchase mandate shall be canceled.
As approved by the twenty-sixth meeting of the eighth session of the Board on April 17,
2025 and Shareholders’ meeting on May 9, 2025, 588,000 A Shares repurchased by our
Company under a repurchase mandate for 2022 Restricted Share Incentive Scheme were
canceled on August 6, 2025. The total issued share capital of our Company was then decreased
from RMB8,474,978,037 comprising 8,474,978,037 A Shares of nominal value of RMB1.00
each to RMB8,474,390,037 comprising 8,474,390,037 A Shares of nominal value of RMB1.00
each.
C. Further Information about Our Major Subsidiaries
We have applied for, and the Stock Exchange has granted, a waiver from strict compliance
with the requirements of paragraph 26 of Appendix D1A to the Listing Rules in relation to the
disclosure of information relating to the changes in the share capital of any member of our
Group within the two years immediately preceding the date of this prospectus. For details, see
“Waivers from Strict Compliance with the Listing Rules — Waiver in respect of alteration in
share capital” in this prospectus.
None of the Major Subsidiaries have been incorporated within two years immediately
preceding the date of this prospectus.
On August 16, 2023, the registered share capital of SANY Heavy Machinery Co., Ltd. ( ɧ
ʮ̡) increased from RMB450.47 million to RMB3,450.47 million.
Save as disclosed above, no alteration in the registered capital of our Major Subsidiaries
has taken place within the two years preceding the date of this prospectus.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-2 –


--- page 866 ---
D. Resolutions Passed by Our Shareholders’ General Meeting of Our Company in
Relation to the Global Offering
Pursuant to the shareholders’ meeting held on April 21, 2025, the following resolutions,
among others, were duly passed:
(a) the issue by our Company of H Shares of nominal value of RMB1.00 each and such
H Shares be listed on the Hong Kong Stock Exchange;
(b) the number of H Shares to be issued before the exercise of the Over-allotment
Option shall not exceed 10% of the enlarged share capital of our Company, and grant
to the Overall Coordinators of the Over-allotment Option of no more than 15% of
the abovementioned number of H Shares to be issued under the Global Offering;
(c) subject to the completion of the Global Offering, the conditional adoption of the
Articles of Association, which shall become effective on Listing Date; and
(d) authorization of the Board and its authorized person to handle relevant matters
relating to, among other things, the Global Offering, the issue and listing of the H
Shares.
2. FURTHER INFORMATION ABOUT OUR BUSINESS
A. Summary of Our Material Contracts
The following are contract (not being contracts entered into in the ordinary course of
business) entered into by any member of our Group within the two years immediately
preceding the date of this prospectus that are or may be material:
(a) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Aranda Investments Pte. Ltd., CITIC Securities (Hong Kong) Limited,
CLSA Limited and China International Capital Corporation Hong Kong Securities
Limited, with respect to a subscription of H Shares at the Offer Price in the
aggregate amount of the Hong Kong dollar equivalent of US dollar 75,000,000;
(b) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Infore Funds Series 2 Open-ended Fund Company – Infore Technology
Fund 2, CITIC Securities (Hong Kong) Limited, CLSA Limited and China
International Capital Corporation Hong Kong Securities Limited, with respect to a
subscription of H Shares at the Offer Price in the aggregate amount of the Hong
Kong dollar equivalent of US dollar 60,000,000;
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-3 –


--- page 867 ---
(c) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, HHLR Advisors, Ltd., CITIC Securities (Hong Kong) Limited, CLSA
Limited and China International Capital Corporation Hong Kong Securities Limited,
with respect to a subscription of H Shares at the Offer Price in the aggregate amount
of the Hong Kong dollar equivalent of US dollar 50,000,000;
(d) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, UBS Asset Management (Singapore) Ltd., CITIC Securities (Hong Kong)
Limited, CLSA Limited and China International Capital Corporation Hong Kong
Securities Limited, with respect to a subscription of H Shares at the Offer Price in
the aggregate amount of the Hong Kong dollar equivalent of US dollar 50,000,000;
(e) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, LMR Multi-Strategy Master Fund Limited, CITIC Securities (Hong
Kong) Limited, CLSA Limited and China International Capital Corporation Hong
Kong Securities Limited, with respect to a subscription of H Shares at the Offer
Price in the aggregate amount of the Hong Kong dollar equivalent of US dollar
50,000,000;
(f) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, BlackRock Emerging Markets Fund, Inc., BlackRock Emerging Markets
Fund, BlackRock Global Funds-Emerging Markets Sustainable Equity Fund,
BlackRock Emerging Markets Collective Fund, BlackRock Global Funds –
Emerging Markets Equity Income Fund, BlackRock Global Funds – Emerging
Markets Fund, IBERCAJA EMERGENTES, FI, BlackRock Global Funds – China
Fund, CITIC Securities (Hong Kong) Limited, CLSA Limited and China
International Capital Corporation Hong Kong Securities Limited, with respect to a
subscription of the aggregate amount of 16,110,200 H Shares at the Offer Price;
(g) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, RBC Global Asset Management (Asia) Limited, CITIC Securities (Hong
Kong) Limited, CLSA Limited and China International Capital Corporation Hong
Kong Securities Limited, with respect to a subscription of H Shares at the Offer
Price in the aggregate amount of the Hong Kong dollar equivalent of US dollar
40,000,000;
(h) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, WT Asset Management Limited, CITIC Securities (Hong Kong) Limited,
CLSA Limited and China International Capital Corporation Hong Kong Securities
Limited, with respect to a subscription of H Shares at the Offer Price in the
aggregate amount of the Hong Kong dollar equivalent of US dollar 40,000,000;
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-4 –


--- page 868 ---
(i) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Oaktree Capital Management, L.P ., CITIC Securities (Hong Kong)
Limited, CLSA Limited and China International Capital Corporation Hong Kong
Securities Limited, with respect to a subscription of H Shares at the Offer Price in
the aggregate amount of the Hong Kong dollar equivalent of US dollar 30,000,000;
(j) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Foresight Global Superior Choice SPC — Global Superior Choice Fund
1 SP , Foresight Global Superior Choice SPC — Vision Fund 1 SP , CITIC Securities
(Hong Kong) Limited, CLSA Limited and China International Capital Corporation
Hong Kong Securities Limited, with respect to a subscription of H Shares at the
Offer Price in the aggregate amount of the Hong Kong dollar equivalent of US dollar
30,000,000;
(k) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, CITIC Securities International Capital Management Limited, CITIC
Securities (Hong Kong) Limited, CLSA Limited and China International Capital
Corporation Hong Kong Securities Limited, pursuant to which CITIC Securities
International Capital Management Limited has agreed to subscribe for H Shares at
the Offer Price in the aggregate amount of Hong Kong dollar equivalent of US dollar
24,000,000 and hold such H Shares on a non-discretionary basis to hedge a series
of over-the-counter (OTC) swap transactions entered into by CITIC Securities
International Capital Management Limited, CITIC Securities Company Limited and
Shanghai Gaoyi Asset Management Partnership (Limited Partnership) ( ɪऎ৷ᆇ༟
ପ၍ଣΥྫΆุ(Υྫ)), as investment manager for and on behalf of certain
investment funds;
(l) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Perseverance Asset Management International (Singapore) Pte. Ltd.,
CITIC Securities (Hong Kong) Limited, CLSA Limited and China International
Capital Corporation Hong Kong Securities Limited, with respect to a subscription of
H Shares at the Offer Price in the aggregate amount of the Hong Kong dollar
equivalent of US dollar 6,000,000;
(m) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Greenwoods Asset Management Hong Kong Limited, CITIC Securities
(Hong Kong) Limited, CLSA Limited and China International Capital Corporation
Hong Kong Securities Limited, with respect to a subscription of H Shares at the
Offer Price in the aggregate amount of the Hong Kong dollar equivalent of US dollar
30,000,000;
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-5 –


--- page 869 ---
(n) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Pinpoint Asset Management Limited, CITIC Securities (Hong Kong)
Limited, CLSA Limited and China International Capital Corporation Hong Kong
Securities Limited, with respect to a subscription of H Shares at the Offer Price in
the aggregate amount of the Hong Kong dollar equivalent of US dollar 25,600,000;
(o) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, CICC Financial Trading Limited, CITIC Securities (Hong Kong) Limited,
CLSA Limited and China International Capital Corporation Hong Kong Securities
Limited, pursuant to which CICC Financial Trading Limited has agreed to subscribe
for H Shares at the Offer Price in the aggregate amount of Hong Kong dollar
equivalent of US dollar 4,400,000 and hold such H Shares on a non-discretionary
basis to hedge a series of cross-border delta-one OTC swap transactions entered into
by CICC Financial Trading Limited, China International Capital Corporation
Limited and Pinpoint Investment Management Limited (ࠢ
ʮ̡), as investment manager for and on behalf of certain domestic private funds;
(p) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Ghisallo Fund Master Ltd, CITIC Securities (Hong Kong) Limited, CLSA
Limited and China International Capital Corporation Hong Kong Securities Limited,
with respect to a subscription of H Shares at the Offer Price in the aggregate amount
of the Hong Kong dollar equivalent of US dollar 30,000,000;
(q) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Jane Street Asia Trading Limited, CITIC Securities (Hong Kong)
Limited, CLSA Limited and China International Capital Corporation Hong Kong
Securities Limited, with respect to a subscription of H Shares at the Offer Price in
the aggregate amount of the Hong Kong dollar equivalent of US dollar 30,000,000;
(r) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, FengHe Asia Fund Ltd., CITIC Securities (Hong Kong) Limited, CLSA
Limited and China International Capital Corporation Hong Kong Securities Limited,
with respect to a subscription of H Shares at the Offer Price in the aggregate amount
of the Hong Kong dollar equivalent of US dollar 30,000,000;
(s) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Qube Master Fund Ltd, CITIC Securities (Hong Kong) Limited, CLSA
Limited and China International Capital Corporation Hong Kong Securities Limited,
with respect to a subscription of H Shares at the Offer Price in the aggregate amount
of the Hong Kong dollar equivalent of US dollar 30,000,000;
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-6 –


--- page 870 ---
(t) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Weichai Power Hong Kong International Development Co., Ltd. (ਗ
ɢ(ಥ)ʮ̡), CITIC Securities (Hong Kong) Limited, CLSA
Limited and China International Capital Corporation Hong Kong Securities Limited,
with respect to a subscription of H Shares at the Offer Price in the aggregate amount
of the Hong Kong dollar equivalent of US dollar 20,000,000;
(u) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Dajia Life Insurance Co., Ltd. (ʮ̡), CITIC
Securities (Hong Kong) Limited, CLSA Limited and China International Capital
Corporation Hong Kong Securities Limited, with respect to a subscription of H
Shares at the Offer Price in the aggregate amount of the Hong Kong dollar
equivalent of US dollar 20,000,000;
(v) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, Shaanxi Fast Auto Drive Group Co., Ltd. (ࠢ
ப΂ʮ̡), CITIC Securities (Hong Kong) Limited, CLSA Limited and China
International Capital Corporation Hong Kong Securities Limited, with respect to a
subscription of H Shares at the Offer Price in the aggregate amount of the Hong
Kong dollar equivalent of US dollar 20,000,000;
(w) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, V alue Partners Hong Kong Limited, CITIC Securities (Hong Kong)
Limited, CLSA Limited and China International Capital Corporation Hong Kong
Securities Limited, with respect to a subscription of H Shares at the Offer Price in
the aggregate amount of the Hong Kong dollar equivalent of US dollar 17,860,000;
(x) a cornerstone investment agreement dated October 17, 2025 entered into among our
Company, V alue Partners Limited, CITIC Securities (Hong Kong) Limited, CLSA
Limited and China International Capital Corporation Hong Kong Securities Limited,
with respect to a subscription of H Shares at the Offer Price in the aggregate amount
of the Hong Kong dollar equivalent of US dollar 2,140,000; and
(y) the Hong Kong Underwriting Agreement.
B. Our Material Intellectual Property Rights
Save as disclosed below, as of the Latest Practicable Date, there were no other intellectual
property rights which are or may be material in relation to our business.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-7 –


--- page 871 ---
(a) Trademarks
(i) Registered Trademarks
As of the Latest Practicable Date, our Group had registered the following trademarks
which we consider to be or may be material to our business:
No. Trademark Registered Owner
Place of
Registration
Application
number
1. /H1118/H1118
 the Company PRC 71396640
2 /H1118/H1118/H1118
 the Company PRC 71260022
3 /H1118/H1118/H1118
 the Company PRC 71246268
4 /H1118/H1118/H1118
 the Company PRC 71273403
5 /H1118/H1118/H1118
 the Company PRC 71258184
6 /H1118/H1118/H1118
 the Company PRC 71278013
7 /H1118/H1118/H1118
 the Company PRC 71244777
8 /H1118/H1118/H1118
 the Company PRC 66903056
9 /H1118/H1118/H1118
 the Company PRC 66883354
10 /H1118/H1118
 the Company PRC 64705665
11 /H1118/H1118
 the Company PRC 64716957
12 /H1118/H1118
 the Company PRC 64696864
13 /H1118/H1118
 the Company PRC 63209722
14 /H1118/H1118
 the Company PRC 62846416
15 /H1118/H1118
 the Company PRC 62852127
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-8 –


--- page 872 ---
No. Trademark Registered Owner
Place of
Registration
Application
number
16 /H1118/H1118
 the Company PRC 62859090
17 /H1118/H1118
 the Company PRC 62859094
18 /H1118/H1118
 the Company PRC 54591040
19 /H1118/H1118
 the Company PRC 54596558
20 /H1118/H1118
 the Company PRC 54602801
21 /H1118/H1118
 the Company PRC 37042935
22 /H1118/H1118
 the Company PRC 37042934
23 /H1118/H1118
 the Company PRC 37042937
24 /H1118/H1118
 the Company PRC 6131507
25 /H1118/H1118
 the Company PRC 6131506
26 /H1118/H1118
 the Company PRC 6131505
27 /H1118/H1118
 the Company PRC 6131504
28 /H1118/H1118
 the Company PRC 6131503
29 /H1118/H1118
 the Company PRC 3343985
30 /H1118/H1118
 the Company PRC 1550867
31 /H1118/H1118
 the Company PRC 1550869
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-9 –


--- page 873 ---
No. Trademark Registered Owner
Place of
Registration
Application
number
32 /H1118/H1118
 the Company PRC 1550868
33 /H1118/H1118
 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC 16889427
34 /H1118/H1118
 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC 22373574
35 /H1118/H1118
 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC 59162428
36 /H1118/H1118
 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC 59154160
37 /H1118/H1118
 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC 59162380
38 /H1118/H1118
 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC 63179968
39 /H1118/H1118
 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC 68920152
40 /H1118/H1118
 Sany Automobile
Manufacturing Co., Ltd
PRC 20729543
41 /H1118/H1118
 Sany Automobile
Manufacturing Co., Ltd
PRC 20729531
42 /H1118/H1118
 Sany Automobile
Manufacturing Co., Ltd
PRC 18902085
43 /H1118/H1118
 Sany Automobile
Manufacturing Co., Ltd
PRC 3729362
44 /H1118/H1118
 Sany Automobile
Manufacturing Co., Ltd
PRC 3729377
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-10 –


--- page 874 ---
(b) Patents
(i) Registered Patents
As of the Latest Practicable Date, we had registered the ownership of and/or had the right
to use the following patents which we consider to be or may be material to our business:
No. Patent Patent Owner Patent category
Place of
Registration
1. /H1118/H1118/H1118A walking-type
mechanical support
device and a
concrete pump truck
equipped with such
a support device
the Company Invention patent PRC
2 /H1118/H1118/H1118/H1118Drive axle balance
suspension and
truck crane
Hunan SANY Medium
Hoisting Machinery
Co., Ltd.
Invention patent PRC
3 /H1118/H1118/H1118/H1118Pilot control system,
integrated valve
block, and working
machinery
Hunan SANY Medium
Hoisting Machinery
Co., Ltd.
Invention patent PRC
4 /H1118/H1118/H1118/H1118Maintenance
monitoring method
and device for the
power take-off drive
shaft of a crane
Hunan SANY Medium
Hoisting Machinery
Co., Ltd.
Invention patent PRC
5 /H1118/H1118/H1118/H1118Pin pulling device,
crane, and pin
pulling method
Hunan SANY Medium
Hoisting Machinery
Co., Ltd.
Invention patent PRC
6 /H1118/H1118/H1118/H1118Load-carrying
counterweight
displacement device
and working
machinery
Hunan SANY Medium
Hoisting Machinery
Co., Ltd.
Invention patent PRC
7 /H1118/H1118/H1118/H1118Oil-gas suspension
system and
engineering vehicle
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
8 /H1118/H1118/H1118/H1118All-terrain crane
steering protection
method, device and
all-terrain crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-11 –


--- page 875 ---
No. Patent Patent Owner Patent category
Place of
Registration
9 /H1118/H1118/H1118/H1118Automatic power take-
off activation
method and device
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
10 /H1118/H1118/H1118Self-disassembling
and assembling
counterweight
device and crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
11 /H1118/H1118/H1118Flow-splitting and
flow-combining
control module,
dual main pump oil
supply system,
hydraulic system,
and construction
machinery
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
12 /H1118/H1118/H1118Pin-type crane boom
and crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
13 /H1118/H1118/H1118Single-cylinder pin
control system,
telescopic boom,
and crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
14 /H1118/H1118/H1118Crane counterweight
structure and truck
crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
15 /H1118/H1118/H1118Electromagnetic
interference-
resistant telescopic
boom and crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
16 /H1118/H1118/H1118Method and device for
fault monitoring of
crane slewing
mechanism
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
17 /H1118/H1118/H1118A crane boom
mechanism and
crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
18 /H1118/H1118/H1118Locking mechanism,
boom, and truck
crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-12 –


--- page 876 ---
No. Patent Patent Owner Patent category
Place of
Registration
19 /H1118/H1118/H1118Construction
machinery and its
upper transmission
system
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
20 /H1118/H1118/H1118Auxiliary boom lifting
device and crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
21 /H1118/H1118/H1118V ehicle emergency
steering system and
wheeled crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
22 /H1118/H1118/H1118Expanding mechanism
and crane
SANY Automobile
Hoisting Machinery
Co., Ltd.
Invention patent PRC
23 /H1118/H1118/H1118Walking deviation
correction method
and device for
construction
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
24 /H1118/H1118/H1118A method, device, and
engineering
machinery for fault
warning in
engineering
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
25 /H1118/H1118/H1118Boom speed control
device and method
for excavator, and
excavator
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
26 /H1118/H1118/H1118Excavator working
condition
determination
method and device
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
27 /H1118/H1118/H1118Rotation safety control
method, device, and
electronically
controlled rotation
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-13 –


--- page 877 ---
No. Patent Patent Owner Patent category
Place of
Registration
28 /H1118/H1118/H1118Slewing motor
hydraulic control
system, overload
unloading method,
and construction
vehicle
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
29 /H1118/H1118/H1118An obstacle avoidance
control method,
device, and
construction
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
30 /H1118/H1118/H1118Method, system,
electronic device,
and storage medium
for switching
between forward
and reverse
operation of electric
control excavator
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
31 /H1118/H1118/H1118Auxiliary image
generation method
and device for
working machinery,
and working
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
32 /H1118/H1118/H1118Excavator idle speed
control method,
device, and control
equipment
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
33 /H1118/H1118/H1118Construction
machinery fault
diagnosis method,
device, construction
machinery and
electronic
equipment
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
34 /H1118/H1118/H1118Method and device for
correcting the boom
of construction
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-14 –


--- page 878 ---
No. Patent Patent Owner Patent category
Place of
Registration
35 /H1118/H1118/H1118Excavator automatic
weighing calibration
method and system
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
36 /H1118/H1118/H1118Electro-hydraulic
proportional control
auxiliary system
and engineering
machinery
equipment
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
37 /H1118/H1118/H1118Excavator fault
diagnosis system
and diagnostic
method
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
38 /H1118/H1118/H1118A control method,
device, and
engineering
machinery based on
electronic fencing
for engineering
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
39 /H1118/H1118/H1118Auxiliary image
generation method
for construction
machinery, remote
control method and
device thereof
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
40 /H1118/H1118/H1118Material weighing
method, device, and
working machinery
in construction
machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
41 /H1118/H1118/H1118Excavator material
weighing method,
device, excavator,
and readable storage
medium
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
42 /H1118/H1118/H1118Working machinery
environment
perception method,
device, system, and
working machinery
Shanghai SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-15 –


--- page 879 ---
No. Patent Patent Owner Patent category
Place of
Registration
43 /H1118/H1118/H1118Concrete mixer and its
lubricating oil
supply control
system
the Company Invention patent PRC
44 /H1118/H1118/H1118A traveling drive
device and a grader
the Company Invention patent PRC
45 /H1118/H1118/H1118Screed frame, screed,
and pave
the Company Invention patent PRC
46 /H1118/H1118/H1118A concrete slump
monitoring device
and method
the Company Invention patent PRC
47 /H1118/H1118/H1118A sand and gravel
moisture content
measurement and
control system and
concrete production
equipment including
the same
the Company Invention patent PRC
48 /H1118/H1118/H1118Lubrication device,
vibrating wheel
body, and vibration
compaction
equipment
the Company Invention patent PRC
49 /H1118/H1118/H1118A wet sand drying
system
the Company Invention patent PRC
50 /H1118/H1118/H1118A variable frequency
lifting device
monitoring method
and system and
mixing station
the Company Invention patent PRC
51 /H1118/H1118/H1118Water metering device
and concrete mixing
equipment including
the same
the Company Invention patent PRC
52 /H1118/H1118/H1118powder tank base the Company Invention patent PRC
53 /H1118/H1118/H1118A powder tank and
mixing station
the Company Invention patent PRC
54 /H1118/H1118/H1118Discharge control
system and
discharge control
method
the Company Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-16 –


--- page 880 ---
No. Patent Patent Owner Patent category
Place of
Registration
55 /H1118/H1118/H1118High and low pressure
integrated sprinkler
system and
construction
machinery
the Company Invention patent PRC
56 /H1118/H1118/H1118V ariable speed bridge the Company Invention patent PRC
57 /H1118/H1118/H1118Intelligent dust
collection systems
and their application
in powder silos
the Company Invention patent PRC
58 /H1118/H1118/H1118Wet sand drying
system and its
application in dry
mortar mixing
plants
the Company Invention patent PRC
59 /H1118/H1118/H1118Aggregate metering
control device and
aggregate metering
control method
the Company Invention patent PRC
60 /H1118/H1118/H1118Transmission fault
diagnosis device,
transmission fault
diagnosis method
and transmission
the Company Invention patent PRC
61 /H1118/H1118/H1118A powder tank and
mixing station
the Company Invention patent PRC
62 /H1118/H1118/H1118A method and device
for calibration and
positioning
the Company Invention patent PRC
63 /H1118/H1118/H1118Energy-saving control
method for pavers
the Company Invention patent PRC
64 /H1118/H1118/H1118Mixer image
observation system
and mixer
the Company Invention patent PRC
65 /H1118/H1118/H1118A paver and its
material level
control method and
system
the Company Invention patent PRC
66 /H1118/H1118/H1118Main pump variable
power regulation
system and method
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-17 –


--- page 881 ---
No. Patent Patent Owner Patent category
Place of
Registration
67 /H1118/H1118/H1118Adaptive control
method and device
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
68 /H1118/H1118/H1118Engineering vehicle
and its air filtration
system
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
69 /H1118/H1118/H1118Water heating
circulation device,
seat heating system
and seat heating
method
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
70 /H1118/H1118/H1118Fan Clutch and
Construction
Machinery
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
71 /H1118/H1118/H1118Electronically
Controlled Engine
and Its Energy-
Saving Method,
Energy-Saving
Device, and
Construction
Machinery
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
72 /H1118/H1118/H1118Engine Top Cover
Support Device and
Construction
Machinery
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
73 /H1118/H1118/H1118Excavator Speed-Up
Control Energy-
Saving System and
Method
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
74 /H1118/H1118/H1118Tensioning device,
track equipped with
the tensioning
device, and
construction
machinery
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
75 /H1118/H1118/H1118Telescopic pilot lock
switch armrest box
and construction
machinery
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
76 /H1118/H1118/H1118Chassis positioning
structure, chassis,
and rotary drilling
rig
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-18 –


--- page 882 ---
No. Patent Patent Owner Patent category
Place of
Registration
77 /H1118/H1118/H1118Engine fuel cooling
device, cooling
method, and
construction
machinery
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
78 /H1118/H1118/H1118Excavating loader and
its hydraulic system
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
79 /H1118/H1118/H1118A hydraulic assembly
and excavator
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
80 /H1118/H1118/H1118Hydraulic excavator,
fuel heating system
and method
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
81 /H1118/H1118/H1118Fan, engine cooling
system and
construction
machinery
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
82 /H1118/H1118/H1118Excavator, bucket, and
their connecting
mechanism
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
83 /H1118/H1118/H1118Coolant leakage
prevention device
and method,
engineering
machinery cooling
system
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
84 /H1118/H1118/H1118Engineering vehicle,
hydraulic oil
preheating device
and method
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
85 /H1118/H1118/H1118Interference fit
detection system,
interference fit
detection method
SANY Heavy
Machinery Co., Ltd.
Invention patent PRC
86 /H1118/H1118/H1118Milling machine
material conveying
control method,
milling machine
material conveying
control system, and
milling machine
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-19 –


--- page 883 ---
No. Patent Patent Owner Patent category
Place of
Registration
87 /H1118/H1118/H1118Control method for
power system,
control system, and
construction
machinery
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
88 /H1118/H1118/H1118Hydraulic control
system, outrigger
device, and control
method
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
89 /H1118/H1118/H1118Mixing drum speed
control method,
device, and truck
mixer
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
90 /H1118/H1118/H1118Concrete pump truck
and its boom device
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
91 /H1118/H1118/H1118Outrigger control
system and
construction
machinery
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
92 /H1118/H1118/H1118Mixing drum speed
control method,
device, and truck
mixer
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
93 /H1118/H1118/H1118Engine, early warning
control device for
engine, and early
warning control
method for engine
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
94 /H1118/H1118/H1118An electric vehicle
chassis and electric
vehicle
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
95 /H1118/H1118/H1118Engine speed control
method, control
system, and boom-
type engineering
machinery
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
96 /H1118/H1118/H1118Paver hopper control
system, paver, and
paver hopper
control method
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-20 –


--- page 884 ---
No. Patent Patent Owner Patent category
Place of
Registration
97 /H1118/H1118/H1118Boom device and
construction
machinery
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
98 /H1118/H1118/H1118Concrete pumping
structure and
control method for
concrete pumping
structure
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
99 /H1118/H1118/H1118Pump truck stability
control system,
control method, and
pump truck
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
100 /H1118/H1118A boom control
method and device,
concrete pump
truck, and
distributor
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
101 /H1118/H1118Control method for
road rollers and
road rollers
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
102 /H1118/H1118A telescopic outrigger
and construction
machinery equipped
with the same
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
103 /H1118/H1118Control method and
system for fire
trucks, fire truck,
and computer-
readable storage
medium
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
104 /H1118/H1118Intelligent control
method, device, and
system for multi-
joint robotic arms
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
105 /H1118/H1118Intelligent discharge
monitoring method
and system for
mixing stations
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
106 /H1118/H1118A construction
machinery and its
control method,
control system
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-21 –


--- page 885 ---
No. Patent Patent Owner Patent category
Place of
Registration
107 /H1118/H1118Control method and
system for concrete
discharge and
pumping
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
108 /H1118/H1118Paver distributing
system, paver and
paver distributing
control method
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
109 /H1118/H1118Flow distribution
system, device and
method for multi-
section booms, and
construction
machinery
equipment
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
110 /H1118/H1118Boom control system,
control method, and
concrete pump truck
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
111 /H1118/H1118Hydraulic cylinder,
material pumping
system and material
pumping equipment
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
112 /H1118/H1118Control method and
system for folding
boom, controller,
and concrete
placing machinery
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
113 /H1118/H1118Control method for
pump truck
outriggers, control
device, and control
method for pump
trucks
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
114 /H1118/H1118Automatic travel
control method for
pavers, control
system, and pavers
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
115 /H1118/H1118Paver material transfer
vehicle guidance
system, pavers, and
paver material
transfer vehicle
guidance method
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-22 –


--- page 886 ---
No. Patent Patent Owner Patent category
Place of
Registration
116 /H1118/H1118Leveling control
system for aerial
work platform
baskets, leveling
control method, and
aerial work
platforms
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
117 /H1118/H1118A closed hydraulic
circuit hot oil
replacement system
and concrete
pumping equipment
SANY Automobile
Manufacturing Co.,
Ltd.
Invention patent PRC
(c) Software Copyrights
As of the Latest Practicable Date, our Group had registered the following software
copyrights which we consider to be material to our business:
No. Software Name Registered Owner
Place of
Registration
1. /H1118/H1118SANY Pumping System Parts Design
Platform V1.0
SANY Automobile
Manufacturing Co., Ltd.
PRC
2 /H1118/H1118/H1118SANY Pump Truck 3D Boom Scene
Reproduction System
SANY Automobile
Manufacturing Co., Ltd.
PRC
3 /H1118/H1118/H1118Elevating Fire Truck Simulation Platform SANY Automobile
Manufacturing Co., Ltd.
PRC
4 /H1118/H1118/H1118Analysis platform for pipe blockage of pump
truck
SANY Automobile
Manufacturing Co., Ltd.
PRC
5 /H1118/H1118/H1118Design Platform for Vibration Mechanism of
Paver
SANY Automobile
Manufacturing Co., Ltd.
PRC
6 /H1118/H1118/H1118Pump Truck Boom Multi-body Dynamics
Simulation Platform V1.0
SANY Automobile
Manufacturing Co., Ltd.
PRC
7 /H1118/H1118/H1118Embedded Control Software for C10 Milling
Machine
SANY Automobile
Manufacturing Co., Ltd.
PRC
8 /H1118/H1118/H1118Paving machine boom component-based
collaborative design software
SANY Automobile
Manufacturing Co., Ltd.
PRC
9 /H1118/H1118/H1118Component Based Collaborative Design
Software for Vibrating Wheel of Road
Roller
SANY Automobile
Manufacturing Co., Ltd.
PRC
10 /H1118/H1118Component-based collaborative design
environment software for grader working
devices
SANY Automobile
Manufacturing Co., Ltd.
PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-23 –


--- page 887 ---
No. Software Name Registered Owner
Place of
Registration
11 /H1118/H1118SANY Paver Load Spectrum Intelligent
Acquisition System
SANY Automobile
Manufacturing Co., Ltd.
PRC
12 /H1118/H1118CAN bus valve pressure and flow composite
control software
SANY Automobile
Manufacturing Co., Ltd.
PRC
13 /H1118/H1118Pumping Cloud Platform SANY Automobile
Manufacturing Co., Ltd.
PRC
14 /H1118/H1118Pump predictive maintenance system SANY Automobile
Manufacturing Co., Ltd.
PRC
15 /H1118/H1118Pump truck health model system SANY Automobile
Manufacturing Co., Ltd.
PRC
16 /H1118/H1118Pump Cloud Equipment Rental Management
Platform
SANY Automobile
Manufacturing Co., Ltd.
PRC
17 /H1118/H1118SANY Pump Truck Data Quality Inspection
Platform V1.0
SANY Automobile
Manufacturing Co., Ltd.
PRC
18 /H1118/H1118Elevating Platform Fire Truck Parametric
Calculation Software
SANY Automobile
Manufacturing Co., Ltd.
PRC
19 /H1118/H1118Elevated work platform lightweight
optimization software
SANY Automobile
Manufacturing Co., Ltd.
PRC
20 /H1118/H1118Elevated Jet Fire Truck Operation Recording
and Data Analysis System Software
SANY Automobile
Manufacturing Co., Ltd.
PRC
21 /H1118/H1118Intelligent Boom Angle Precision Testing
Software
SANY Automobile
Manufacturing Co., Ltd.
PRC
22 /H1118/H1118Elevating Fire Truck Simulation Platform
Software
SANY Automobile
Manufacturing Co., Ltd.
PRC
23 /H1118/H1118Emergency Equipment Intelligent
Management Cloud Platform
SANY Automobile
Manufacturing Co., Ltd.
PRC
24 /H1118/H1118Emergency cloud platform backend
management system
SANY Automobile
Manufacturing Co., Ltd.
PRC
25 /H1118/H1118SANY Emergency Cloud Android
Knowledge Network Platform
SANY Automobile
Manufacturing Co., Ltd.
PRC
26 /H1118/H1118Real-time bus test system for display screen
of high-lift jet fire truck
SANY Automobile
Manufacturing Co., Ltd.
PRC
27 /H1118/H1118Elevated jet fire truck human-machine
interaction system
SANY Automobile
Manufacturing Co., Ltd.
PRC
28 /H1118/H1118SANY Emergency Video Control System SANY Automobile
Manufacturing Co., Ltd.
PRC
29 /H1118/H1118Auxiliary Parking and Predictive Operation
System Software
SANY Automobile
Manufacturing Co., Ltd.
PRC
30 /H1118/H1118Fire truck intelligent maintenance and repair
system software
SANY Automobile
Manufacturing Co., Ltd.
PRC
31 /H1118/H1118High-pressure spray fire extinguishing
system comprehensive calculation
software
SANY Automobile
Manufacturing Co., Ltd.
PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-24 –


--- page 888 ---
No. Software Name Registered Owner
Place of
Registration
32 /H1118/H1118High-pressure spray fire extinguishing &
fire characteristics calculation
SANY Automobile
Manufacturing Co., Ltd.
PRC
33 /H1118/H1118SANY Intelligent Compaction Assistance
System
SANY Automobile
Manufacturing Co., Ltd.
PRC
34 /H1118/H11185-ton double steel wheel electric roller
control software
SANY Automobile
Manufacturing Co., Ltd.
PRC
35 /H1118/H1118Rapid verification platform for electro-
hydraulic control system performance of
pump truck
SANY Automobile
Manufacturing Co., Ltd.
PRC
36 /H1118/H1118Equipment Interconnection Data Acquisition
System
SANY Automobile
Manufacturing Co., Ltd.
PRC
37 /H1118/H1118Pump truck third-generation display screen
application program
SANY Automobile
Manufacturing Co., Ltd.
PRC
38 /H1118/H1118Electric V ehicle Digital Twin Platform V1.0 SANY Automobile
Manufacturing Co., Ltd.
PRC
39 /H1118/H1118Pump Road Manufacturing Platform Cockpit
System
SANY Automobile
Manufacturing Co., Ltd.
PRC
40 /H1118/H1118Pump Road Work Collaboration Platform SANY Automobile
Manufacturing Co., Ltd.
PRC
41 /H1118/H1118Huaxing LM Studio Integrated Development
Environment Software V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
42 /H1118/H1118Huaxing Construction Machinery Control
Software V3.00
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
43 /H1118/H1118SANY Huaxing Yiyan APP Software (iOS
V ersion) V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
44 /H1118/H1118SANY Huaxing Yiyan APP Software
(Android V ersion) V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
45 /H1118/H1118Evision Equipment Registration System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
46 /H1118/H1118Evision standalone information software
V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
47 /H1118/H1118
Evision Real-time Working Condition
Information Software V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
48 /H1118/H1118E-Vision Market Analysis System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
49 /H1118/H1118Panoramic Map Equipment Distribution
Monitoring System V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
50 /H1118/H1118Equipment Service Order Tracking System
V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
51 /H1118/H1118Digital Mine Operation Report Software
V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
52 /H1118/H1118Remote Control Management System for 5G
Remote-Controlled Excavators V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-25 –


--- page 889 ---
No. Software Name Registered Owner
Place of
Registration
53 /H1118/H1118Customer Visual Statistical Analysis System
V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
54 /H1118/H1118SANY Huaxing Microservice Integrated
Monitoring Platform V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
55 /H1118/H1118Single Equipment Health Index Visual
Analysis System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
56 /H1118/H1118Huaxing Easy-to-Use APP (Android V ersion)
V2.1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
57 /H1118/H1118Huaxing Easy-to-Use APP (iOS V ersion)
V2.1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
58 /H1118/H1118Fleet Health Management System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
59 /H1118/H1118Intelligent Touch Screen Working Condition
Display Software V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
60 /H1118/H1118SANY Huaxing EVICloud Service
Management System V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
61 /H1118/H1118Digital Mine Operation Measurement
Software V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
62 /H1118/H1118Digital Mine Path Planning System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
63 /H1118/H1118Digital Mine-based V ehicle Operation
Scheduling System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
64 /H1118/H1118Intelligent Maintenance Service Management
System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
65 /H1118/H1118Equipment V aluation System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
66 /H1118/H1118Yilianhui APP Software V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
67 /H1118/H1118Equipment Health Management Dashboard
System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
68 /H1118/H1118Digital Mine Operation Planning
Management System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
69 /H1118/H1118AIE Sharing Platform V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
70 /H1118/H1118E-Vision Log Management Software V1.0.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
71 /H1118/H1118Service Operation Report Visualization
System V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
72 /H1118/H1118Yilianhui APP iOS V ersion Software V1.0.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
73 /H1118/H1118E-Vision Operation Statistics System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
74 /H1118/H1118Digital Mine Scheduling and Shift System
V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-26 –


--- page 890 ---
No. Software Name Registered Owner
Place of
Registration
75 /H1118/H1118Customer V alue Analysis System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
76 /H1118/H1118Huaxing Digital Mine APP Software
(Android V ersion) V2.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
77 /H1118/H1118Digital Mine-based Full-process Fuel
Tracking System (PC V ersion) V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
78 /H1118/H1118SANY Huaxing Yikong APP Software
(Android V ersion) V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
79 /H1118/H1118Huaxing Double Wheel Milling Application
Software V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
80 /H1118/H1118Digital Mine Working Condition Data
Playback System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
81 /H1118/H1118SANY Huaxing E-Vision International
Edition APP Software (Android V ersion)
V3.2.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
82 /H1118/H1118SANY Huaxing E-Vision International
Edition APP Software (IOS V ersion)
V3.2.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
83 /H1118/H1118Industrial Internet Intelligent Service
Platform Multi-Device Customized Large
Screen Component System V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
84 /H1118/H1118Construction Machinery Service System
Indicator Evaluation System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
85 /H1118/H1118Construction Machinery Service Traceability
System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
86 /H1118/H1118SANY Huaxing Product Information
Traceability System V5.5.7
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
87 /H1118/H1118National IV Regulation Monitoring Platform
Filing Management System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
88 /H1118/H1118Huaxing V ehicle Control Software V1.00 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
89 /H1118/H1118Huaxing Intelligent Central Control Software
V1.00
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
90 /H1118/H1118SANY Huaxing Yilifang (DMS) APP
Software (Android V ersion) V2.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
91 /H1118/H1118SANY Huaxing Yilifang (DMS) APP
Software (iOS V ersion) V2.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
92 /H1118/H1118Automatic Test Platform V1.0 for Central
Control System Based on ICC4.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
93 /H1118/H1118SANY Huaxing E-Vision APP Software
(Android V ersion) V16.6.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
94 /H1118/H1118SANY Huaxing E-Vision APP Software (iOS
V ersion) V16.6.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-27 –


--- page 891 ---
No. Software Name Registered Owner
Place of
Registration
95 /H1118/H1118E-Vision Overseas Standalone Details
System V1.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
96 /H1118/H1118Overseas Working Hours Fence System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
97 /H1118/H1118Digital Mine Alarm System V1.0 Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
98 /H1118/H1118Equipment Maintenance Full Lifecycle
Management System V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
99 /H1118/H1118SANY Huaxing E-Vision APP Software
(Harmony Edition) V18.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
100 /H1118SANY Huaxing Overseas Key Customer
Equipment Management System (H5
V ersion) V1.0.0
Shanghai Huaxing Digital
Technology Co., Ltd.
PRC
(d) Domain Name
As of the Latest Practicable Date, our Group had registered the following domain name
which we consider to be or may be material to our business:
No. Domain Name Registered Owner
1 /H1118/H1118/H1118/H1118/H111831crane.com SANY Automobile Hoisting Machinery Co., Ltd.
2 /H1118/H1118/H1118/H1118/H1118sany-vehicle.cn SANY Automobile Manufacturing Co., Ltd.
3 /H1118/H1118/H1118/H1118/H1118ishrising.com Shanghai Huaxing Digital Technology Co., Ltd.
3. FURTHER INFORMATION ABOUT OUR DIRECTORS AND SUPERVISORS
A. Particulars of Directors’ and Supervisors’ Service Contracts and Appointment
Letters
We have entered into a service contract or appointment letter with each of the Directors
and Supervisors. The principal particulars of these service contracts and appointment letters
comprise (a) the term of the service; (b) subject to termination in accordance with their
respective term; and (c) a dispute resolution provision. The service contracts and appointment
letters may be renewed in accordance with our Articles of Association and the applicable laws,
rules and regulations from time to time.
Save as disclosed above, none of the Directors or Supervisors has or is proposed to have
a service contract with any member of our Group (other than contracts expiring or determinable
by the relevant employer within one year without the payment of compensation (other than
statutory compensation)).
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-28 –


--- page 892 ---
B. Remuneration of Directors and Supervisors
Save as disclosed in the sections headed “Directors, Supervisors and Senior Management”
and in the Accountant’s Report set out in Appendix I in this prospectus, no Director or
Supervisor received other remuneration or benefits in kind from our Company in respect of
each of the three financial years ended December 31, 2022, 2023 and 2024 and the four months
ended April 30, 2025.
C. Disclosure of Interests
Save as disclosed below, immediately following the completion of the Global Offering
and assuming that the Offer Size Adjustment Option and the Over-allotment Option are not
exercised, and no other changes are made to the issued share capital of our Company between
the Latest Practicable Date and Listing, none of our Directors or Supervisors has any interest
and/or short position in the Shares, underlying Shares and debentures of our Company or our
associated corporations (within the meaning of Part XV of the SFO) which will be required to
be notified to our Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV
of the SFO (including interest or short position which they were taken or deemed to have under
such provisions of the SFO) or which will be required, pursuant to section 352 of the SFO, to
be entered in the register referred to therein, or which will be required, pursuant to the Model
Code for Securities Transactions by Directors of Listed Issuers as set out in Appendix C3 to
the Listing Rules to be notified to our Company, once the H Shares are listed on the Hong Kong
Stock Exchange.
(i) Interest in Shares of our Company
Name of
Director or
Supervisor Position
Shares to
be held after
the Global
Offering Nature of interest
Number of
Shares
Approximate
% interest in
Shares of our
Company
immediately
after the
Global
Offering
(1)
Mr. Liang
Wengen /H1118/H1118/H1118
Non-executive
Director
A Shares Beneficial owner 235,840,517 2.60%
Interest in
controlled
corporation
(2)
2,522,616,776 27.86%
Interests held
jointly with
another person
(2)
100,124,798 1.11%
Mr. Xiang
Wenbo /H1118/H1118/H1118
Executive Director,
Chairman of the
Board
A Shares Beneficial owner 27,193,189 0.30%
Interests held
jointly with
another person
(2)
2,831,388,902 31.27%
Mr. Y u
Hongfu /H1118/H1118/H1118
Executive Director,
Vice Chairman
of the Board and
president
A Shares Beneficial Owner 3,234,200 0.04%
Beneficial Interest
(3) 1,311,509 0.01%
Ms. Xi Qing /H1118Independent
non-executive
Director
A Shares Beneficial Owner 400,000 0.0044%
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-29 –


--- page 893 ---
Name of
Director or
Supervisor Position
Shares to
be held after
the Global
Offering Nature of interest
Number of
Shares
Approximate
% interest in
Shares of our
Company
immediately
after the
Global
Offering
(1)
Mr. Liu
Daojun /H1118/H1118/H1118
Supervisor and
Chairman of the
Supervisory
Committee
A Shares Beneficial Owner 794,750 0.0088%
Beneficial Interest
(3) 585,726 0.0065%
Mr. Y ao
Chuanda /H1118/H1118
Supervisor A Shares Interest in
controlled
corporation
(4)
20,000 0.0002%
Interest of spouse 1,000 0.0000%
Notes:
(1) The calculation is based on the assumption that the Offer Size Adjustment Option and the
Over-allotment Option are not exercised, and no other changes are made to the issued share capital of
our Company between the Latest Practicable Date and Listing.
(2) See “Substantial Shareholders” for further details.
(3) Mr. Y u Hongfu and Mr. Liu Daojun are entitled to receive shares pursuant to the Stock Ownership
Schemes subject to vesting conditions. See “Statutory and General Information — 4. Our Incentive
Schemes — A. Stock Ownership Schemes” for details.
(4) As of the Latest Practicable Date, Mr. Y ao Chuanda was interested in approximately 96.77% of the
registered capital of Wuxi Yilida Machinery Co., Ltd. (ʮ̡). Therefore, Mr. Y ao
Chuanda is deemed to be interested in the entire Shares held by Wuxi Yilida Machinery Co., Ltd. under
the SFO.
(ii) Interests of Substantial Shareholders in Members of Our Group (Excluding Our
Company)
For information on the persons who will, immediately following the completion of the
Global Offering, having or be deemed or taken to have beneficial interests or short position in
our Shares or underlying Shares which would fall to be disclosed to our Company under the
provisions of 2 and 3 of Part XV of the SFO, see the section headed “Substantial Shareholders”
in this prospectus.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-30 –


--- page 894 ---
As of the Latest Practicable Date, so far as the Directors are aware, the persons (other
than our Directors, the chief executive of our Company, and any member of our Group) will,
immediately following the completion of the Global Offering, be interested in 10% or more of
the nominal value of any class of share capital carrying the rights to vote in all circumstances
at general meetings of the members of our Group (other than our Company):
Our subsidiaries Name of substantial shareholder(s)
Approximate
percentage
of interest
(%)
Loudi Zhongyuan New Material
Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
China Wealth (Asia) Machine
Limited
25.16%
Hunan SANY Road Machinery
Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
China Wealth (Asia) Machine
Limited
25.70%
Loudi Zhongxing Hydraulic
Components Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
China Wealth (Asia) Machine
Limited
25.00%
SANY Equipment South Africa
(Pty) Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Zhang Liang 15.00%
SANY Equipment South Africa
(Pty) Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Wei Jie 11.00%
SANY Guinea Machinery Public
Limited Company /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Xu Shaopang 21.00%
SANY Guinea Machinery Public
Limited Company /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Zhang Haijun 10.00%
SANY Hongxiang Battery
Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Changsha SANY Zhixin Enterprise
Management Partnership
Enterprise (Limited Partnership)
15.00%
Wuxi SANY V enture Capital
Partnership Enterprise (Limited
Partnership) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Wuxi Huikai Zhengyuan V enture
Capital Partnership Enterprise
(Limited Partnership)
28.57%
Wuxi SANY V enture Capital
Partnership Enterprise (Limited
Partnership) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Changzhou Hengyi Intelligent
Equipment Co., Ltd
14.29%
Wuxi SANY V enture Capital
Partnership Enterprise (Limited
Partnership) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Wuxi Fengrun Investment Co., Ltd. 14.29%
SANY Heavy Industry (Thailand)
Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Zhang Hongyuan 46.00%
PT. SANY Perkasa /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Benny Kurniajaya 20.00%
Max SANY /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Max Crane 49.00%
PT. SANY Makmur Perkasa /H1118/H1118/H1118/H1118/H1118/H1118Anatasha 30.00%
PT. SANY Makmur Perkasa /H1118/H1118/H1118/H1118/H1118/H1118Riyan 15.00%
PT. SANY Makmur Perkasa /H1118/H1118/H1118/H1118/H1118/H1118Wei Y uanyuan 10.00%
Hunan SANY V enture Capital
Management Limited /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Changsha Economic and
Technological Development Zone
Industrial Investment Co., Ltd
20.00%
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-31 –


--- page 895 ---
Our subsidiaries Name of substantial shareholder(s)
Approximate
percentage
of interest
(%)
Sarl SANY Heavy Industry
North Africa /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Zhang Zhongke 28.33%
Shanxi Sanlong Juxing Engineering
Machinery Sales Co., Ltd. /H1118/H1118/H1118/H1118/H1118
Long Y ong 24.00%
Shandong Sanhui Construction
Machinery Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Fang Jian 15.00%
Shandong Hongtong Zhenyou
Machinery Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
YEDA Hongtong Machinery
Co., Ltd.
40.00%
Kunshan SANY Machinery
Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
SANY Hong Kong Group Limited 25.00%
Xianyang Tairuida Trading
Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Tang Xiangmin 49.00%
Sichuan Zhong’anxin Engineering
Equipment Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Ju Y upeng 32.00%
Shenyang Sanyiyuan Engineering
Machinery Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Wei Xian’gai 14.00%
North China Baosiwei (Tianjin)
Construction Machinery
Co., Ltd. /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Wu Jianbing 35.00%
PT SANY Indonesia Finance /H1118/H1118/H1118/H1118/H1118PT. Sumi Traktor Perkasa 15.00%
Putzmeister Holding GmbH /H1118/H1118/H1118/H1118/H1118/H1118CP Machinery Limited S.à.rl 10.00%
Putzmeister (Thailand) Co., Ltd. /H1118/H1118MRS Onnapha
Bunphiphatthanaphong
51.00%
D. Disclaimer
Save as disclosed in this section and the section headed “Business” in this prospectus:
(i) none of our Directors or the chief executive of our Company has any interest or short
position in the shares, underlying shares or debentures of our Company or any of its
associated corporation (within the meaning of Part XV of the SFO) which will have
to be notified to our Company and the Hong Kong Stock Exchange pursuant to
Divisions 7 and 8 of Part XV of the SFO or which will be required, pursuant to
section 352 of the SFO, to be entered in the register referred to therein, or which will
be required to be notified to our Company and the Hong Kong Stock Exchange
pursuant to the Model Code for Securities Transactions by Directors of Listed
Issuers once the H Shares are listed;
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-32 –


--- page 896 ---
(ii) none of our Directors, Supervisors or any of the experts referred to under the
paragraph headed “— Other Information — E. Qualification of Experts” has any
direct or indirect interest in the promotion of our Company, or in any assets which
have within the two years immediately preceding the date of this prospectus been
acquired or disposed of by or leased to any member of our Group, or are proposed
to be acquired or disposed of by or leased to any member of our Group;
(iii) none of our Directors or Supervisors is materially interested in any contract or
arrangement subsisting at the date of this prospectus which is significant in relation
to the business of our Group taken as a whole;
(iv) none of our Directors or Supervisors has any existing or proposed service contracts
with any member of our Group (excluding contracts expiring or determinable by the
employer within one year without payment of compensation (other than statutory
compensation));
(v) so far as is known to our Directors, no person (not being a Director or chief
executive of our Company or any member of our Group) will, immediately
following the completion of the Global Offering, have an interest or short position
in the Shares or underlying Shares of our Company which would fall to be disclosed
to our Company under the provisions of Divisions 2 and 3 of Part XV of SFO or be
interested, directly or indirectly, in 10% or more of the nominal value of any class
of share capital carrying rights to vote in all circumstances at general meetings of
any member of our Group; and
(vi) save as disclosed in this prospectus, none of our Directors, Supervisors or their
respective close associates (as defined under the Listing Rules) or our Shareholders
who are interested in more than 5% of the issued share capital of our Company has
any interest in the five largest customers or the five largest suppliers of our Group.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-33 –


--- page 897 ---
4. OUR INCENTIVE SCHEMES
A. Stock Ownership Schemes
Our Company adopted the 2021 Stock Ownership Scheme, the 2022 Stock Ownership
Scheme, the 2023 Stock Ownership Scheme, the 2024 Stock Ownership Scheme and the 2025
Stock Ownership Scheme (collectively, the “ Stock Ownership Schemes ”) during the period
from June 18, 2021 to April 21, 2025, which were outstanding as of the Latest Practicable Date.
Given the Stock Ownership Schemes do not involve issue of new Shares by our Company, the
terms of the Stock Ownership Schemes are not subject to the provisions of Chapter 17 of the
Listing Rules regarding share schemes involving issue of new shares. Save as otherwise
disclosed, the terms of each of the Stock Ownership Schemes are substantially similar and are
summarized below.
(i) Participants of the schemes
The participants of the Stock Ownership Schemes include directors, supervisors, senior
management, middle-level management, key position personnel and core business (technical)
personnel of our Company as set out in the schemes.
(ii) Source of shares and participants’ interest in the scheme
Our Company will repurchase the A Shares from the open market and such A Shares will
be transferred to the Stock Ownership Schemes at the purchase price as set out under each
scheme. The Stock Ownership Schemes were funded by our Company under the bonus fund set
aside. Each participant of the Stock Ownership Schemes will be entitled to a corresponding
portion of A Shares underlying the Stock Ownership Schemes (“ Awards ”).
(iii) Term of the scheme
Each Stock Ownership Scheme is valid for a period of six years commencing from the
date of publication of announcement of our Company in respect of transfer of the relevant A
Shares from the repurchase securities account of our Company to the Stock Ownership
Schemes (the “ Announcement Date ”).
(iv) Administration of the scheme
The Stock Ownership Schemes are subject to the approval of the Shareholders. Each
scheme is administered by a committee (the “ Scheme Management Committee ”), the
members of which are elected by the participants of the Stock Ownership Scheme. The Scheme
Management Committees oversee the day-to-day management of the Stock Ownership
Schemes and exercise shareholders’ rights on behalf of the participants.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-34 –


--- page 898 ---
(v) Lock-up and vesting of the Awards
The A Shares underlying the Awards granted under the Stock Ownership Schemes are
subject to a lock-up period of 12 months, commencing from the Announcement Date. After the
expiry of the forgoing lock-up period, subject to attainment of performance targets and
personal evaluation, the participants’ entitlement to the corresponding portion of A Shares
(together with the dividend) held by the Stock Ownership Schemes will be vested either in five
tranches in the proportion of 20% each, or in two tranches in the proportion of 50% each. The
A Shares underlying the vested Awards will be sold by the Scheme Management Committee
and the proceeds will be distributed to the participants proportionately.
(vi) Total number of shares held by the schemes
As of the Latest Practicable Date, the total number of A Shares held by the Stock
Ownership Schemes was 90,092,179, representing approximately 0.99% of the issued Shares
immediately following the completion of the Listing (assuming no changes to our issued
Shares between the Latest Practicable Date and the Listing Date). The table below sets forth
the details of the A Shares held by the Stock Ownership Schemes as of the Latest Practicable
Date:
Number of Stock
Ownership Scheme
Number of
Grantees
A Shares held
by the scheme
as of the Latest
Practicable Date
Approximate
percentage of
issued Shares as
of the Latest
Practicable Date
Approximate
percentage of
issued Shares
immediately after
completion of the
Global Offering (1)
(%)
2021 Stock Ownership
Scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11182,207 1,481,700 0.02% 0.01%
2022 Stock Ownership
Scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,299 7,762,800 0.09% 0.09%
2023 Stock Ownership
Scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11183,733 18,332,000 0.22% 0.20%
2024 Stock Ownership
Scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11186,241 30,017,879 0.35% 0.33%
2025 Stock Ownership
Scheme /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H11185,382 32,497,800 0.38% 0.36%
Note:
(1) The calculation is based on the assumption that the Offer Size Adjustment Option and the
Over-allotment Option are not exercised, and no other changes are made to the issued share capital of
our Company between the Latest Practicable Date and Listing.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
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The following table set forth the details of the grantees under the Stock Ownership
Schemes that are Directors and Supervisors of our Company as of the Latest Practicable Date:
Name of grantee
Position in
our Company
A Shares held
by the grantee
under the scheme
as of the Latest
Practicable Date
Approximate
percentage of
issued Shares as
of the Latest
Practicable Date
Approximate
percentage of
issued Shares
immediately after
completion of the
Global Offering (1)
(%) (%)
2021 Stock Ownership Scheme
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118Executive Director,
vice chairman of
the Board and
president
82,564 0.0010% 0.0009%
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118Supervisor and
Chairman of the
Supervisory
Committee
32,186 0.0004% 0.0004%
2022 Stock Ownership Scheme
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118Executive Director,
vice chairman of
the Board and
president
259,415 0.0031% 0.0029%
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118Supervisor and
Chairman of the
Supervisory
Committee
97,252 0.0011% 0.0011%
2023 Stock Ownership Scheme
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118Executive Director,
vice chairman of
the Board and
president
274,334 0.0032% 0.0030%
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118Supervisor and
Chairman of the
Supervisory
Committee
142,592 0.0017% 0.0016%
2024 Stock Ownership Scheme
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118Executive Director,
vice chairman of
the Board and
president
328,508 0.0039% 0.0036%
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118Supervisor and
Chairman of the
Supervisory
Committee
170,750 0.0020% 0.0019%
2025 Stock Ownership Scheme
Mr. Y u Hongfu /H1118/H1118/H1118/H1118/H1118/H1118Executive Director,
vice chairman of
the Board and
president
366,688 0.0043% 0.0040%
Mr. Liu Daojun /H1118/H1118/H1118/H1118/H1118Supervisor and
Chairman of the
Supervisory
Committee
142,946 0.0017% 0.0016%
Note:
(1) The calculation is based on the assumption that the Offer Size Adjustment Option and the
Over-allotment Option are not exercised, and no other changes are made to the issued share capital of
our Company between the Latest Practicable Date and Listing.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-36 –


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OTHER INFORMATION
A. Estate Duty
Our Directors have been advised that no material liability for estate duty under PRC laws
is likely to fall upon any member of our Group.
B. Litigation
Save as disclosed in the sections headed “Business” and “Financial Information” in this
prospectus, no member of our Group is engaged in any litigation, arbitration or claim of
material importance, and no litigation, arbitration or claim of material importance is known to
our Directors to be pending or threatened by or against our Company that would have a
material adverse effect on our Company’s results of operations or financial condition.
C. Sole Sponsor
The Sole Sponsor has made an application on behalf of our Company to the Listing
Committee for listing of, and permission to deal in, the H Shares of our Company. All
necessary arrangements have been made enabling the H Shares to be admitted into CCASS.
The Sole Sponsor satisfies the independence criteria applicable to sponsors set out in Rule
3A.07 of the Listing Rules.
Pursuant to the engagement letter entered into between our Company and the Sole
Sponsor, we have agreed to pay the Sole Sponsor a fee of US$300,000 in aggregate to act as
a sponsor of our Company in connection with the proposed listing on the Hong Kong Stock
Exchange.
D. Compliance Advisor
Our Company has appointed Somerley Capital Limited as our compliance advisor in
compliance with Rules 3A.19 of the Listing Rules.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
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E. Qualification of Experts
The qualification of the experts, as defined under the Listing Rules, who have given
opinions in this prospectus are as follows:
Name Qualification
CITIC Securities (Hong Kong)
Limited /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
A licensed corporation under the SFO to engage in
type 4 (advising on securities) and type 6 (advising
on corporate finance) regulated activities
Hunan Qiyuan Law Firm /H1118/H1118/H1118/H1118/H1118/H1118Legal advisor to our Company as to PRC laws
Ashurst (Tokyo) /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Legal advisor to our Company as to International
Sanctions laws
Ernst & Y oung /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118Certified Public Accountants under Professional
Accountants Ordinance (Chapter 50 of the Laws of
Hong Kong) and Registered Public Interest Entity
Auditor under Accounting and Financial Reporting
Council Ordinance (Chapter 588 of the Laws of Hong
Kong)
Frost & Sullivan (Beijing) Inc.,
Shanghai Branch Co. /H1118/H1118/H1118/H1118/H1118/H1118/H1118
Independent industry consultant
Ernst & Y oung (China)
Advisory Limited /H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118/H1118
Tax advisor to our Company with respect to transfer
pricing arrangement of our Group
F. Consents of Experts
Each of the experts as referred to in “— Other Information — E. Qualification of Experts”
in this Appendix has given and has not withdrawn its consent to the issue of this prospectus
with the inclusion of its view, report and/or letter and/or legal opinion (as the case may be) and
references to its name included herein in the form and context in which it respectively appears.
None of the experts named above has any shareholding interest in any member of our
Group or the right (whether legally enforceable or not) to subscribe for or to nominate persons
to subscribe for securities in any member of our Group.
G. Binding Effect
This prospectus shall have the effect, if an application is made in pursuance hereof, of
rendering all persons concerned bound by all the provisions (other than the penal provisions)
of sections 44A and 44B of the Companies (Winding Up and Miscellaneous Provisions)
Ordinance so far as applicable.
APPENDIX VI STATUTORY AND GENERAL INFORMATION
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H. No Material Adverse Change
Our Directors confirm that, there has been no material adverse change in our business,
financial condition and results of operations since April 30, 2025, being the latest balance sheet
date of our consolidated financial statements as set out in the Accountant’s Report in Appendix
I to this prospectus, and up to the date of this prospectus.
I. Taxation of Holders of H Shares
The sale, purchase and transfer of H Shares are subject to Hong Kong stamp duty if such
sale, purchase and transfer are affected on the H Share register of members of our Company,
including in circumstances where such transactions are effected on the Stock Exchange. The
current rate of Hong Kong stamp duty for such sale, purchase and transfer on each of the
purchaser and the seller is 0.1% of the consideration or, if higher, the fair value of the H Shares
being sold or transferred.
J. Restriction on Share Repurchases
For details of the restrictions on share repurchases by our Company, please refer to
“Summary of the Articles of Association — Increase, Decrease, Repurchase and Transfer of
Shares — Repurchase of Shares” in Appendix III to this prospectus.
K. Preliminary Expenses
We have not incurred any material preliminary expenses.
L. Promoters
The promoters of our Company are Sany Holdings Co., Ltd. (ʮ̡), Hunan
High-tech V enture Capital Co., Ltd. (ʮ̡), Xishan Yilida Machinery
Co., Ltd. (ʮ̡), Henan Xinghua Machinery Manufacturing Plant (یئ
ጳശዚ૛Ⴁிᅀ) and Loudi Xinye Enterprise Co., Ltd. (ʮ̡).
Within two years immediately preceding the date of this prospectus, no cash, securities
or other benefit has been paid, allotted or given nor is any proposed to be paid, allotted or given
to any promoters in connection with the Global Offering and the related transactions described
in this prospectus.
M. Related Party Transactions
Our Group entered into the related party transactions within the two years immediately
preceding the date of this prospectus as mentioned in “Appendix I — Accountants’ Report —
49. Related Party Transactions.”
APPENDIX VI STATUTORY AND GENERAL INFORMATION
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N. Miscellaneous
Save as disclosed in this section and in the section headed “Financial Information” in this
prospectus:
(i) within the two years immediately preceding the date of this prospectus:
(a) no share or loan capital of our Company or any of our subsidiaries had been
issued or agreed to be issued or proposed to be fully or partly paid either for
cash or a consideration other than cash;
(b) no share or loan capital of our Company or any of our subsidiaries had been
under option or is agreed conditionally or unconditionally to be put under
option;
(c) no commissions, discounts, brokerages or other special terms had been granted
or agreed to be granted in connection with the issue or sale of any share or loan
capital of our Company or any of our subsidiaries; and
(d) no commission had been paid or payable for subscription, agreeing to
subscribe, procuring subscription or agreeing to procure subscription of any
share in our Company or any of our subsidiaries;
(ii) there are no founder, management or deferred shares, convertible debt securities nor
any debentures in our Company or any of our subsidiaries;
(iii) there has not been any interruption in the business of our Group which may have or
has had a significant effect on the financial position of our Group in the 12 months
preceding the date of this prospectus;
(iv) our Company has no outstanding convertible debt securities or debentures;
(v) there is no arrangement under which future dividends are waived or agreed to be
waived;
(vi) save for the A Shares of our Company that are listed on the Shanghai Stock
Exchange, and save for the H Shares to be issued in connection with the Global
Offering, none of the equity and debt securities of our Company, if any, is listed or
dealt with in any other stock exchange nor is any listing or permission to deal being
or proposed to be sought; and
(vii) all necessary arrangements have been made to enable the H shares to be admitted
into CCASS for clearing and settlement.
O. Bilingual Prospectus
The English language and Chinese language versions of this prospectus are being
published separately in reliance upon the exemption provided by section 4 of the Companies
(Exemption of Companies and Prospectuses from Compliance with Provisions) Notice
(Chapter 32L of the Laws of Hong Kong).
APPENDIX VI STATUTORY AND GENERAL INFORMATION
– VI-40 –


--- page 904 ---
A. DOCUMENTS DELIVERED TO THE REGISTRAR OF COMPANIES IN HONG
KONG
The documents attached to the copy of this prospectus delivered to the Registrar of
Companies in Hong Kong for registration were:
(a) a copy of each of the material contracts referred to in “Statutory and General
Information — 2. Further Information about our Business — A. Summary of Our
Material Contracts” in Appendix VI to this prospectus; and
(b) the written consents referred to in the section headed “Statutory and General
Information — Other Information — F. Consents of Experts” in Appendix VI to this
prospectus.
B. DOCUMENTS A V AILABLE ON DISPLAY
Electronic copies of the following documents will be available on display on the website
of our Company at https://www.sany.com.cn and on the website of the Hong Kong Stock
Exchange at www.hkexnews.hk during a period of 14 days from the date of this prospectus:
(a) the Articles of Association;
(b) the accountant’s report from Ernst & Y oung, the text of which is set out in Appendix
I to this prospectus;
(c) the audited consolidated financial statements of our Group for the years ended
December 31, 2022, 2023 and 2024 and the four months ended April 30, 2025;
(d) the report from Ernst & Y oung on the unaudited pro forma financial information of
our Group, the text of which is set out in the section headed “Unaudited Pro Forma
Financial Information” in Appendix II to this prospectus;
(e) the report on review of the unaudited interim condensed consolidated financial
information of our Group for the six months ended June 30, 2025 from Ernst &
Y oung, the text of which is set out in the section headed “Unaudited Interim
Condensed Consolidated Financial Information” in Appendix IA to this prospectus;
(f) the industry report issued by Frost & Sullivan referred to in “Industry Overview” in
this prospectus;
(g) the PRC legal opinions issued by Hunan Qiyuan Law Firm in respect of certain
general corporate matters and property interests in Mainland China of our Group;
(h) the international sanctions opinion issued by Ashurst (Tokyo);
(i) the transfer pricing report issued by Ernst & Y oung (China) Advisory Limited, our
tax advisors with respect to transfer pricing arrangement of our Group;
APPENDIX VII DOCUMENTS DELIVERED TO THE REGISTRAR OF
COMPANIES IN HONG KONG AND A V AILABLE ON DISPLAY
– VII-1 –


--- page 905 ---
(j) the material contracts referred to in “Statutory and General Information — 2.
Further Information about our Business — A. Summary of Our Material Contracts”
in Appendix VI to this prospectus;
(k) the written consents referred to in “Statutory and General Information — Other
Information — F. Consents of Experts” in Appendix VI to this prospectus;
(l) the contracts referred to in the section headed “3. Further Information About Our
Directors and Supervisors — A. Particulars of Directors’ and Supervisors’ Service
Contracts and Appointment Letters” in Appendix VI to this prospectus; and
(m) the PRC Company Law, Securities Law and the Trial Measures, together with
unofficial English translations thereof.
APPENDIX VII DOCUMENTS DELIVERED TO THE REGISTRAR OF
COMPANIES IN HONG KONG AND A V AILABLE ON DISPLAY
– VII-2 –


--- page 906 ---
